---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-26-052759"
form_type: "8-K"
ticker: "POR"
cik: "0000784977"
company_name: "PORTLAND GENERAL ELECTRIC CO /OR/"
filed_at: "2026-02-17T23:59:59+00:00"
generated_at: "2026-05-16T02:38:57.006046+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# PGE acquires PacifiCorp Washington ops for $1.9B; reports 2025 adj EPS $3.05

## Summary
- Acquisition of PacifiCorp's Washington utility for $1.9B cash (1.4x 2026 rate base); expected to close ~12 months after regulatory filings.
- Partners with Manulife Infrastructure Fund III as minority JV owner; PGE will operate Washington utility as separate subsidiary.
- Full-year 2025 GAAP EPS $2.77; non-GAAP adjusted EPS $3.05 (down from $3.14 in 2024). Initiates 2026 adjusted EPS guidance $3.33-$3.53.
- Board approves Q1 dividend of $0.525/share, payable April 15 to holders of record March 23.
- Signed agreements for 425 MW Company-owned solar+battery projects: Biglow ($540M) and Wheatridge ($490M), COD end of 2027.

## SEC filing metadata
- accession: 0001193125-26-052759
- form_type: 8-K
- ticker: POR
- cik: 0000784977
- company_name: PORTLAND GENERAL ELECTRIC CO /OR/
- filed_at: 2026-02-17T23:59:59+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 1.01, 2.02, 2.03, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/784977/000119312526052759/0001193125-26-052759-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/784977/000119312526052759/por-20260217.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-26-052759
- JSON: https://secwatch.observer/filing/0001193125-26-052759.json
- Plain text: https://secwatch.observer/filing/0001193125-26-052759.txt

## Key facts
- Debt Financings
  PORTLAND GENERAL ELECTRIC CO /OR/ incurred senior notes of up to $1.9 billion with Barclays Bank PLC and JPMorgan Chase Bank, N.A..
  - Instrument: senior notes
  - Principal: up to $1.9 billion
  - Counterparty: Barclays Bank PLC and JPMorgan Chase Bank, N.A.
  - Event: incurrence
  source text: PGE entered into a debt commitment letter, dated February 15, 2026, and related fee letters with Barclays Bank PLC and JPMorgan Chase Bank, N.A. (together, the “Commitment Parties”), pursuant to which, and subject to the terms and conditions set forth therein, the Commitment Parties have committed to provide to PGE up to $1.9 billion in an aggregate principal amount of senior unsecured bridge loans under a 364-day bridge loan credit facility (the “Bridge Facility”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/784977/000119312526052759/0001193125-26-052759-index.htm
- Debt Financings
  PORTLAND GENERAL ELECTRIC CO /OR/ incurred term loan of $681 million in aggregate principal amount of senior unsecured delayed draw term loans with Barclays Bank PLC and JPMorgan Chase Bank, N.A..
  - Instrument: term loan
  - Principal: $681 million in aggregate principal amount of senior unsecured delayed draw term loans
  - Counterparty: Barclays Bank PLC and JPMorgan Chase Bank, N.A.
  - Event: incurrence
  source text: PGE also entered into a credit facilities engagement letter, dated February 15, 2026, and a related fee letter with the Commitment Parties, pursuant to which, and subject to the terms and conditions set forth therein, the Commitment Parties agreed to use commercially reasonable efforts to arrange $681 million in aggregate principal amount of senior unsecured delayed draw term loans under a 364-day term loan credit facility (the “Term Facility” and, together with the Bridge Facility, the “Debt Facilities”) and have committed to provide $476.7 million of such Term Facility.
  evidence_url: https://www.sec.gov/Archives/edgar/data/784977/000119312526052759/0001193125-26-052759-index.htm
- Material Agreements
  PORTLAND GENERAL ELECTRIC CO /OR/ entered into Asset Purchase and Service Area Transfer Agreement with PacifiCorp valued at $1.9 billion in cash plus additional cash consideration for the value of specified assets delivered (effective 2026-02-15).
  - Action: entry
  - Agreement: asset purchase
  - Counterparty: PacifiCorp
  - Value: $1.9 billion in cash plus additional cash consideration for the value of specified assets delivered
  - Effective: 2026-02-15
  source text: On February 15, 2026, Portland General Electric Company, an Oregon corporation (“PGE”), through a newly formed, wholly owned subsidiary (“Buyer”), entered into an Asset Purchase and Service Area Transfer Agreement (the “Agreement) with PacifiCorp, an Oregon corporation (the “Seller”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/784977/000119312526052759/0001193125-26-052759-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.