TXNM ENERGY INC (TXNM): debt financing — TXNM Energy issues $350M of 7% junior subordinated convertible notes due 2056

TXNM ENERGY INC

$350M aggregate principal at 7.000% fixed through Jul 31, 2031, then 5Y Treasury + 3.254% floor 7.000%.
Notes mature Jul 31, 2056; interest payable semi-annually Jan 31/Jul 31 starting Jul 31, 2026.
Company may defer interest for up to 20 consecutive semiannual periods without triggering default.
Notes rank junior to all senior debt and equally with existing 5.75% junior subordinated notes due 2054.
Redemption at par before First Reset Date; after reset on interest dates; tax/equity credit changes allow whole redemption at up to 102%.

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 1.0

TXNM ENERGY INC incurred convertible notes of $350,000,000 with initial purchasers at 7.000% per annum from and including December 10, 2025 to but excluding July 31, maturing July 31, 2056.

Instrument: convertible notes
Principal: $350,000,000
Counterparty: initial purchasers
Rate: 7.000% per annum from and including December 10, 2025 to but excluding July 31,
Maturity: July 31, 2056
Event: incurrence

Exact text from the filing

On December 10, 2025, TXNM Energy, Inc. (the “Company”) issued $350,000,000 aggregate principal amount of its 7.000% Fixed-to-Fixed Reset Rate Junior Subordinated Convertible Notes due 2056 (the “Notes”) pursuant to an Indenture (the “Indenture”), dated as of December 10, 2025, between the Company and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”).

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.7

TXNM ENERGY INC entered into Purchase Agreement with the initial purchasers party thereto (effective 2025-12-08).

Action: entry
Agreement: underwriting
Counterparty: the initial purchasers party thereto
Effective: 2025-12-08

Exact text from the filing

The Notes were sold under a Purchase Agreement (the “Purchase Agreement”) dated December 8, 2025 among the Company and the initial purchasers party thereto.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

TXNM ENERGY INC entered into Indenture with U.S. Bank Trust Company, National Association, as trustee valued at $350,000,000 (effective 2025-12-10).

Action: entry
Agreement: notes offering
Counterparty: U.S. Bank Trust Company, National Association, as trustee
Value: $350,000,000
Effective: 2025-12-10

Exact text from the filing

On December 10, 2025, TXNM Energy, Inc. (the “Company”) issued $350,000,000 aggregate principal amount of its 7.000% Fixed-to-Fixed Reset Rate Junior Subordinated Convertible Notes due 2056 (the “Notes”) pursuant to an Indenture (the “Indenture”), dated as of December 10, 2025, between the Company and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”).

View on SEC.gov

101 debt financings filed in the last 30 days. Browse all debt financings →

TXNM ENERGY INC filing history →

Source: SEC EDGAR

accession 0001108426-25-000120

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