Wisconsin Electric Power (WELPM) plans $300M 3.95% debenture offering due 2029

Rhea-AI Filing Summary

Wisconsin Electric Power Company has entered into an Underwriting Agreement to issue and sell $300,000,000 aggregate principal amount of its 3.95% Debentures due March 1, 2029. These debentures are being offered in a registered public offering under an existing shelf registration statement on Form S-3. The company has appointed BMO Capital Markets, Citigroup Global Markets, and KeyBanc Capital Markets as representatives of the underwriters, and related documents such as the underwriting agreement, a securities resolution under its debt indenture, and a legal opinion have been filed as exhibits.

Insights

Utility credit and capital structure analyst

Wisconsin Electric is raising $300M through new 3.95% 2029 debentures.

Wisconsin Electric Power Company has arranged a public debt offering of $300,000,000 in 3.95% Debentures due March 1, 2029 under its shelf registration. This expands its fixed-income funding using an established Indenture for Debt Securities originally dated December 1, 1995.

The underwriting syndicate is led by BMO Capital Markets, Citigroup Global Markets, and KeyBanc Capital Markets, indicating standard market placement for a regulated utility issuer. The filing also references a Securities Resolution and a legal opinion from a company executive, which are typical for documenting terms and confirming the validity of the securities.

This transaction adds term debt at a stated coupon of 3.95%, locking in funding through 2029. Future filings and financial statements will show how this debt fits into the company’s overall leverage profile and how the proceeds support capital needs or refinancing plans.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

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

Date of report (Date of earliest event reported):
December 2, 2025

Commission File Number		Registrant; State of Incorporation; Address; and Telephone Number		IRS Employer Identification No.
001-01245		WISCONSIN ELECTRIC POWER COMPANY		39-0476280
		(A Wisconsin Corporation)
		231 West Michigan Street
		P.O. Box 2046
		Milwaukee, WI 53201
		(414) 221-2345

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:

None

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 ¨

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. ¨

WISCONSIN ELECTRIC POWER COMPANY

ITEM 8.01 OTHER EVENTS.

On December 2, 2025, Wisconsin Electric Power Company (the “Company”) entered into an Underwriting Agreement covering the issue and sale by the Company of $300,000,000 aggregate principal amount of 3.95% Debentures due March 1, 2029 (the “Debentures”). The Debentures are being issued and sold by the Company in an offering registered under the Securities Act of 1933, as amended, pursuant to a registration statement on Form S-3, Registration No. 333-279581 (the “Registration Statement”). The exhibits filed herewith under Item 9.01 are incorporated by reference as part of the Registration Statement.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits

	1.1		Underwriting Agreement, dated December 2, 2025, among the Company and BMO Capital Markets Corp., Citigroup Global Markets Inc. and KeyBanc Capital Markets Inc., as representatives of the several underwriters, relating to $300,000,000 aggregate principal amount of the Company’s 3.95% Debentures due March 1, 2029.
	4.1		Securities Resolution No. 24 of the Company, effective as of December 2, 2025, under the Indenture for Debt Securities, dated as of December 1, 1995, between the Company and U.S. Bank Trust Company, National Association (as successor to Firstar Trust Company), as Trustee.
	5.1		Opinion of Joshua M. Erickson, Vice President and Deputy General Counsel.
	23.1		Consent of Joshua M. Erickson, Vice President and Deputy General Counsel (included in Exhibit 5.1).
	104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

	WISCONSIN ELECTRIC POWER COMPANY
	(Registrant)
Date: December 5, 2025	/s/ William J. Guc
	William J. Guc — Vice President and Controller

FAQ

What did Wisconsin Electric Power Company (WELPM) announce in this 8-K?

Wisconsin Electric Power Company announced that it entered into an Underwriting Agreement for the issue and sale of $300,000,000 aggregate principal amount of 3.95% Debentures due March 1, 2029 in a registered offering.

What securities is Wisconsin Electric Power Company (WELPM) issuing?

The company is issuing 3.95% Debentures due March 1, 2029 with an aggregate principal amount of $300,000,000.

Under what registration statement are the new Wisconsin Electric (WELPM) debentures being offered?

The debentures are being offered in a registered offering under a shelf registration statement on Form S-3, Registration No. 333-279581.

Who are the underwriters for Wisconsin Electric Power Company’s $300 million debenture offering?

The Underwriting Agreement is with BMO Capital Markets Corp., Citigroup Global Markets Inc., and KeyBanc Capital Markets Inc., acting as representatives of the several underwriters.

What key exhibits did Wisconsin Electric Power Company file with this 8-K?

Key exhibits include the Underwriting Agreement for the $300,000,000 3.95% Debentures Securities Resolution under the company’s debt Indenture legal opinion and consent from Vice President and Deputy General Counsel Joshua M. Erickson (Exhibits 5.1 and 23.1).

When do Wisconsin Electric Power Company’s new debentures mature?

The newly issued debentures have a maturity date of March 1, 2029.