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[8-K] Tennessee Valley Authority Power Bonds 1999 Series A due May 1, 2029 Reports Material Event

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K
Rhea-AI Filing Summary

Transaction summary: The Tennessee Valley Authority (TVA) entered an agreement on August 5, 2025, to issue $1,250,000,000 of 3.875% Global Power Bonds 2025 Series C due August 1, 2030. The bonds pay interest semi-annually on August 1 and February 1 beginning February 1, 2026, are not subject to redemption prior to maturity, and settle on August 8, 2025.

Proceeds and disclosure: After reflecting the transaction's discount and deducting managers' fees, net proceeds to TVA are $1,240,850,000, exclusive of out-of-pocket offering expenses. TVA released a final offering circular on August 6, 2025, filed as Exhibit 99.1.

Positive
  • Successful issuance of $1,250,000,000 in Global Power Bonds
  • Fixed-rate coupon of 3.875% with predictable semi-annual interest payments
  • Substantial net proceeds reported at $1,240,850,000 to fund TVA activities
  • Timely disclosure with final offering circular filed as Exhibit 99.1
Negative
  • Bonds are not subject to redemption prior to maturity, limiting refinancing flexibility
  • Net proceeds exclude out-of-pocket offering expenses, indicating additional transaction costs
  • Proceeds reduced by transaction discount and managers' fees as noted in the filing

Insights

TL;DR: TVA completed a $1.25B fixed-rate bond offering that provides near-term liquidity with a defined five-year maturity.

The issuance of $1.25 billion of 3.875% Global Power Bonds due August 1, 2030, represents a standard debt financing: fixed coupon, semi-annual interest, and a clear five-year tenor from issuance. Net proceeds of $1,240,850,000 are disclosed, and the offering circular was filed as Exhibit 99.1. The bonds are not redeemable prior to maturity, which locks TVA into the stated rate and term through 2030. Settlement is scheduled for August 8, 2025, consistent with the reported transaction date.

TL;DR: Structurally routine public power bond issuance; non-callable feature limits future refinancing flexibility.

The offering is a conventional public power bond: coupon 3.875%, semi-annual payments, and maturity August 1, 2030. The document notes a transaction discount and managers' fees reduced gross issuance to net proceeds of $1,240,850,000 and excludes out-of-pocket offering expenses. The final offering circular was released August 6, 2025, and filed as Exhibit 99.1. The non-callable nature of the bonds removes optionality for early redemption or refunding.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13, 15(d), or 37 of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 5, 2025

TVA_Logo_RGB_Blue.jpg

TENNESSEE VALLEY AUTHORITY
(Exact name of registrant as specified in its charter)

   
A corporate agency of the United States created by an act of Congress
 (State or other jurisdiction of incorporation or organization)
000-52313
(Commission file number)
 
62-0474417
 (IRS Employer Identification No.)
   
400 W. Summit Hill Drive
Knoxville, Tennessee
 (Address of principal executive offices)
 
37902
 (Zip Code)

(865) 632-2101
(Registrant's telephone number, including area code)

None
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
N/AN/AN/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

                                     Emerging growth company      o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o



Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The Tennessee Valley Authority ("TVA") entered into an agreement on August 5, 2025, to issue
$1,250,000,000 of TVA's 3.875% Global Power Bonds 2025 Series C Due August 1, 2030 (the "Bonds"). The settlement date for the transaction is August 8, 2025. The Bonds bear a coupon rate of 3.875% and pay interest semi-annually on each August 1 and February 1, beginning February 1, 2026. The Bonds mature on August 1, 2030, and are not subject to redemption prior to maturity. After reflecting the transaction's discount and after deducting the fees of the managers, net proceeds to TVA are $1,240,850,000, exclusive of out-of-pocket expenses incurred in connection with offering the Bonds.

Item 8.01 Other Events.

On August 6, 2025, TVA released a final offering circular in connection with the planned issuance of the Bonds. A copy of the final offering circular is filed as Exhibit 99.1.

TVA undertakes no obligation to update any information contained in the final offering circular to reflect developments that occur after its release or for any other reason.

Item 9.01 Financial Statements and Exhibits.

EXHIBIT NO.DESCRIPTION OF EXHIBIT
99.1Final Offering Circular Released August 6, 2025, in Connection with the Issuance of $1,250,000,000 of TVA Power Bonds.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 Tennessee Valley Authority
  (Registrant)
Date: August 8, 2025/s/ Thomas C. Rice
   Thomas C. Rice
   Executive Vice President and Chief Financial
   Officer














EXHIBIT INDEX

This exhibit is filed pursuant to Item 8.01 hereof.
EXHIBIT NO.DESCRIPTION OF EXHIBIT
99.1
Final Offering Circular Released August 6, 2025, in Connection with the Issuance of $1,250,000,000 of TVA Power Bonds.

FAQ

What bonds did TVA (TVE) issue?

TVA issued $1,250,000,000 of 3.875% Global Power Bonds 2025 Series C due August 1, 2030.

When do the TVA bonds settle and when do they pay interest?

The bonds settle on August 8, 2025 and pay interest semi-annually on August 1 and February 1, beginning February 1, 2026.

What are the net proceeds TVA will receive from the offering?

Net proceeds to TVA are reported as $1,240,850,000, after reflecting the transaction's discount and deducting managers' fees.

Are the TVA bonds callable before maturity?

No, the filing states the bonds are not subject to redemption prior to maturity.

Has TVA filed the offering documents?

Yes, TVA released a final offering circular on August 6, 2025, filed as Exhibit 99.1.
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