Pinnacle West (NYSE: PNW) offers $500,000,000 4.650% 2029 senior notes
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Pinnacle West Capital Corporation is documenting an offering of $500,000,000 principal amount of 4.650% Senior Notes due 2029 under its existing shelf registration on Form S-3. The company files the underwriting agreement, a seventh supplemental indenture, a specimen note, and related legal and information exhibits.
Exhibit 99.1 estimates issuance and distribution expenses, excluding underwriting discounts and commissions, at $1,304,241. The largest component is rating agency fees of $1,125,000, alongside Securities and Exchange Commission registration fees of $68,991, accounting, legal, printing, and various trustee and depository costs.
Positive
- None.
Negative
- None.
8-K Event Classification
Item 9.01 — Financial Statements and Exhibits
1 item
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Senior Notes principal: $500,000,000
Coupon rate: 4.650%
Total issuance expenses: $1,304,241
+5 more
8 metrics
Senior Notes principal
$500,000,000
Principal amount of 4.650% Senior Notes due 2029
Coupon rate
4.650%
Interest rate on Senior Notes due 2029
Total issuance expenses
$1,304,241
Estimated expenses excluding underwriting discounts and commissions
Rating agency fees
$1,125,000
Largest single expense item for the notes offering
SEC registration fee
$68,991
Securities and Exchange Commission registration fee for the offering
Accounting fees
$75,000
Accounting fees and expenses related to issuance
Printing and postage
$15,000
Printing, engraving, and postage expenses
Transfer/trustee/depository fees
$10,750
Transfer agent, registrar, trustee and depository fees
Key Terms
Senior Notes, Supplemental Indenture, Registration Statement on Form S-3, Securities and Exchange Commission registration fee, +1 more
5 terms
Senior Notes financial
"offering of $500,000,000 of 4.650% Senior Notes Due 2029"
Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.
Supplemental Indenture financial
"Seventh Supplemental Indenture relating to the issuance of $500,000,000"
A supplemental indenture is a written amendment to the original bond agreement that changes specific terms of a debt contract, such as payment schedules, interest rates, collateral or covenant protections. Investors care because it alters the legal rights and risks tied to a security — like renegotiating a mortgage where the lender and borrower agree to new rules — and can affect a bond’s credit quality, yield and market value.
Registration Statement on Form S-3 regulatory
"under the Company’s Registration Statement on Form S-3 (No. 333-277448)"
A registration statement on Form S‑3 is a short, standardized filing a qualified public company uses to register new securities with regulators so they can be sold to investors; think of it as a pre-approved, reusable permission slip that speeds up future offerings. It matters to investors because it lets the company raise money more quickly and cheaply — which can fund growth or pay debt — but may also lead to share dilution or change in ownership, so it affects value and liquidity.
Securities and Exchange Commission registration fee regulatory
"Securities and Exchange Commission registration fee $ 68,991"
Rating Agency fees financial
"Rating Agency fees $ 1,125,000"
FAQ
What securities is Pinnacle West (PNW) offering in this 8-K filing?
Pinnacle West is offering $500,000,000 principal amount of 4.650% Senior Notes due 2029. These notes are issued under its effective Registration Statement on Form S-3 and a related prospectus supplement dated June 1, 2026.
How much will Pinnacle West (PNW) pay in expenses for the 2029 notes offering?
Estimated expenses for the 4.650% Senior Notes due 2029 total $1,304,241. This figure excludes underwriting discounts and commissions and covers regulatory fees, legal and accounting costs, rating agency charges, and transfer agent, trustee, and depository expenses.
What are the largest cost components in Pinnacle West’s (PNW) note issuance expenses?
The largest cost is rating agency fees of $1,125,000. Other notable expenses include a $68,991 Securities and Exchange Commission registration fee, $75,000 in accounting fees, $15,000 for printing and postage, plus legal and trustee-related costs.
Under which registration statement are Pinnacle West’s 2029 notes being issued?
The 4.650% Senior Notes due 2029 are issued under Pinnacle West’s Registration Statement on Form S-3, No. 333-277448. That registration statement became effective on February 28, 2024 and supports this $500,000,000 offering.