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~~June 915, ~~2020~~2021

System Energy Resources, Inc.

(Exact name of registrant as specified in its charter)

Arkansas

1-09067

72-0752777

(State or other jurisdictionof incorporation)

(CommissionFile Number)

(IRS EmployerIdentification No.)

1340 Echelon Parkway, Jackson, Mississippi

39213

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code

(601) 368-5000

(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 (see General Instruction A.2. below):

☐ 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 Class	Trading Symbol	Name of Each Exchange on Which Registered

N/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 ☐

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. ☐

Item 82.0103 ~~Other~~Creation ~~Events~~of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

On ~~December~~June 715, ~~2020~~2021, ~~System Energy Resources, Inc. (~~the ~~“Company”)~~Mississippi ~~entered~~Business ~~into~~Finance anCorporation ~~Underwriting Agreement for the sale of $200,000,000 aggregate principal amount of its First Mortgage Bonds, 2.14% Series due December 9, 2025~~ (the “~~Bonds~~Issuer”). Inissued ~~addition to the lien of the Company’s Mortgage~~ and ~~Deed~~sold ofin ~~Trust~~a ~~dated~~public asoffering offor ~~June 15, 1977 (as amended, restated and supplemented by~~ the ~~Twenty-Fourth Supplemental Indenture thereto dated as of September 1, 2012), the Bonds have as additional security the sole and exclusive~~ benefit of ~~the Thirty-eighth Assignment of Availability Agreement, Consent and Agreement, dated as of December 9, 2020, among~~ System Energy Resources, Inc., ~~Entergy~~(the ~~Arkansas,~~“Company”) ~~LLC~~$83, ~~Entergy Louisiana~~695,000 ~~LLC,~~aggregate ~~Entergy~~principal ~~Mississippi,~~amount ~~LLC, Entergy New Orleans, LLC, and The Bank~~ of ~~New~~tax-exempt ~~York~~revenue ~~Mellon,~~refunding asbonds ~~Trustee. The sale of~~ (the “Bonds ~~closed on December 9, 2020. The Bonds were offered pursuant to the Company’s Registration Statement on Form S-3 (File No. 333-233403-01~~”)~~, which became effective upon filing~~.

The Bonds bear interest at the rate of 2.375%, payable semi-annually on June 1 and December 1 of each year, commencing December 1, 2021, and mature on June 1, 2044.

The Bonds were issued under a Trust Indenture, dated as of June 1, 2021 (the “Indenture”), between the Issuer and The Bank of New York Mellon, as Trustee (the “Indenture Trustee”), and are payable solely from payments to be made by the Company pursuant to a Loan Agreement, dated as of June 1, 2021, between the Company and the Issuer (the “Loan Agreement”), pursuant to which the Issuer has loaned the proceeds of the Bonds to the Company.

The Bonds are secured by a pledge and assignment by the Issuer to the Indenture Trustee of the revenues derived from the payments to be made by the Company pursuant to the Loan Agreement, which payments are intended to be sufficient to enable the Indenture Trustee to pay when due the principal of and interest on the Bonds.

The obligation of the Company under the Loan Agreement to make such payments is evidenced by a series of the Company’s first mortgage bonds (the “First Mortgage Bonds”) issued and delivered under the Mortgage and Deed of Trust dated as of June 15, 1977 (as amended, restated and supplemented, including by the Twenty-fourth Supplemental Indenture thereto dated as of September 1, 2012, the “Mortgage”), between the Company and The Bank of New York Mellon, as trustee (the “Mortgage Trustee”). The First Mortgage Bonds are held by the Indenture Trustee for the benefit of the holders of the Bonds.

In addition to the lien of the Company’s Mortgage, the Thirty-ninth Assignment of Availability Agreement, Consent and Agreement, dated as of June 15, 2021, among System Energy Resources, Inc., Entergy Arkansas, LLC, Entergy Louisiana, LLC, Entergy Mississippi, LLC, Entergy New Orleans, LLC, the Mortgage Trustee and the Indenture Trustee, and the proceeds therefrom received by the Mortgage Trustee shall be for the sole and exclusive benefit of the Indenture Trustee as the holder of the Mortgage Bonds.

The proceeds received by the Issuer from the sale of the Bonds, together with other funds provided by the Company, are being used to refinance the Company’s obligations with respect to $83,695,000 in aggregate principal amount of an outstanding series of revenue refunding bonds issued by the Issuer for the benefit of the Company.

The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the complete text of the Indenture, the Loan Agreement, the officer’s certificate establishing the First Mortgage Bonds, the Mortgage and the Assignment of Availability Agreement.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.


Exhibit No.			Description of Exhibit

4(a)			Series Officer’s Certificate establishing the terms of the First Mortgage Bonds.
4(b)			Thirty-ninth Assignment of Availability Agreement, Consent and Agreement, dated as of June 15, 2021, among System Energy Resources, Inc., Entergy Arkansas, LLC, Entergy Louisiana, LLC, Entergy Mississippi, LLC, Entergy New Orleans, LLC, the Mortgage Trustee and the Indenture Trustee.
4(c)			Trust Indenture, dated as of June 1, 2021, between the Mississippi Business Finance Corporation and the Indenture Trustee authorizing Revenue Refunding Bonds (System Energy Resources, Inc. Project) Series 2021.
4(d)			Loan Agreement, dated as of June 1, 2021, between the Mississippi Business Finance Corporation and System Energy Resources, Inc. relating to Revenue Refunding Bonds (System Energy Resources, Inc. Project) Series 2021.
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Exhibit No.			Description of Exhibit
4.58			Series Officer’s Certificate establishing the terms of the Bonds.
4.6			Thirty-eighth Assignment of Availability Agreement, Consent and Agreement, dated as of December 9, 2020, among System Energy Resources, Inc., Entergy Arkansas, LLC, Entergy Louisiana, LLC, Entergy Mississippi, LLC, Entergy New Orleans, LLC, and The Bank of New York Mellon, as Trustee.
5.12			Opinion of Morgan, Lewis & Bockius LLP with respect to the Bonds.
5.13			Opinion of Wise Carter Child & Caraway, Professional Association with respect to the Bonds.
5.14			Opinion of Friday, Eldredge & Clark, LLP with respect to the Bonds.
23.13			Consent of Morgan, Lewis & Bockius LLP with respect to its Opinion relating to the Bonds (included in Exhibit 5.12).
23.14			Consent of Wise Carter Child & Caraway, Professional Association with respect to its Opinion relating to the Bonds (included in Exhibit 5.13).
23.15			Consent of Friday, Eldredge & Clark, LLP with respect to its Opinion relating to the Bonds (included in Exhibit 5.14).
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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.

			System Energy Resources, Inc.
			(Registrant)
Date December 9, 2020
Date: June 15, 2021
			/s/ Steven C. McNeal
			(Signature)Steven C. McNealVice President and Treasurer

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