VECTREN CORP Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2019-02-06: Form 8-K/A; Period of report 2019-02-01; Description 9.01 Financial Statements and Exhibits; Details 9.01.
- 2019-02-06: Form 8-K; Period of report 2019-02-01; Description 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
- 2019-02-01: Form 8-K; Period of report 2019-02-01; Description 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events; Details 2.01.
- 2019-01-31: Form 8-K; Period of report 2019-01-30; Description 8.01 Other Events; Details 8.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2019-02-06 | 8-K/A | 2019-02-01 | 9.01 Financial Statements and Exhibits | 9.01 ExhibitNumber Description 99.2 Signature page to Current Report on Form 8-K, filed with the Securities and Exchange Commission on February 1, 2019. | a8-ka_amendmentno1.htm |
| 2019-02-06 | 8-K | 2019-02-01 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | a8-kxnoteprepaymentsshell.htm | |
| 2019-02-01 | 8-K | 2019-02-01 | 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events | 2.01 On February 1, 2019 (the “Closing Date”), CenterPoint Energy, Inc., a Texas corporation (“Parent”), completed its previously announced acquisition of Vectren Corporation (the “Company”) through a merger (the “Merger”) of Pacer Merger Sub, Inc., an Indiana corporation and wholly owned subsidiary of Parent (“Merger Sub”), with and into the Company pursuant to the Agreement and Plan of Merger, dated as of April 21, 2018, by and among the Company, Parent and Merger Sub (the “Merger Agreement”). 3.01 Effective as of the opening of trading on the New York Stock Exchange (“NYSE”) on the Closing Date, the shares of the Company common stock, which traded under the symbol “VVC”, were suspended from trading on the NYSE. 3.03 The disclosure set forth in Items 2.01, 3.01 and 5.03 is incorporated herein by reference. 5.01 As a result of the consummation of the Merger, a change of control of the Company occurred, and each of the Company and its wholly owned subsidiaries, including Vectren Utility Holdings, Inc. (“VUHI”), is now a wholly owned subsidiary of Parent. 5.02 In connection with the Merger, at the Effective Time, all of the existing directors of the Company and VUHI ceased to be directors, and Scott M. Prochazka, the sole director of Merger Sub immediately prior to the Effective Time, became the sole director of the Company and the sole director of VUHI. 5.03 At the Effective Time and pursuant to the Merger Agreement, (i) the articles of incorporation of Merger Sub immediately prior to the Effective Time became the articles of incorporation of the Company, as the surviving corporation in the Merger, and (ii) the bylaws of Merger Sub immediately prior to the Effective Time became the bylaws of the Company, as the surviving corporation in the Merger. 8.01 On February 1, 2019, the Company issued a press release announcing the amount of its previously announced “stub period” dividend. | d699426d8k.htm |
| 2019-01-31 | 8-K | 2019-01-30 | 8.01 Other Events | 8.01 As previously disclosed, on April 21, 2018, CenterPoint Energy, Inc. (“CenterPoint Energy”) entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among CenterPoint Energy, Vectren Corporation, an Indiana corporation (“Vectren” or the “Company”), and Pacer Merger Sub, Inc., an Indiana corporation and wholly-owned subsidiary of CenterPoint Energy (“Merger Sub”). | a8-kxpucomergerordershell.htm |
| 2019-01-16 | 8-K | 2019-01-16 | 8.01 Other Events | 8.01 As previously disclosed, on April 21, 2018, CenterPoint Energy, Inc. (“CenterPoint Energy”) entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among CenterPoint Energy, Vectren Corporation, an Indiana corporation (“Vectren” or the "Company"), and Pacer Merger Sub, Inc., an Indiana corporation and wholly-owned subsidiary of CenterPoint Energy (“Merger Sub”). | a8-kxiurcmergerordershell.htm |
| 2019-01-16 | 8-K | 2019-01-16 | 1.02 Termination of a Material Definitive Agreement; 8.01 Other Events | 8.01 On January 16, 2019, Vectren Corporation issued a press release announcing the declaration of a “stub period” dividend. | a8-kxstubdividendshell.htm |
| 2019-01-02 | 8-K | 2018-12-31 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On December 31, 2018, Vectren Corporation's Nominating and Governance Committee of its Board of Directors approved the attached form of grant agreement for restricted stock awards provided to non-employee members of the board of directors. | a8-kxatriskplanx2019granta.htm |