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): May 16, 2018



Commission File Number	Exact name of registrant as specified in its charter; address of principal executive offices; registrant’s telephone number, including area code	State or Other Jurisdiction of Incorporation	I.R.S. Employer Identification No.
1-16163	WGL Holdings, Inc. 101 Constitution Ave., N.W. Washington, D.C. 20080 (703) 750-2000	Virginia	52-2210912
0-49807	Washington Gas Light Company 101 Constitution Ave., N.W. Washington, D.C. 20080 (703) 750-4440	District of Columbia and Virginia	53-0162882

Former name or former address, if changed since last report: N/A

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))

WGL Holdings, Inc.:

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. ¨

Washington Gas Light Company:

Emerging growth company ¨

Item 1.01. Entry into a Material Definitive Agreement.

On May 16, 2018, WGL Holdings, Inc. (“WGL Holdings”) entered into a Third Amendment to Credit Agreement (the “WGL Holdings Amendment”) and Washington Gas Light Company (“Washington Gas”) entered into a Third Amendment to Credit Agreement (the “Washington Gas Amendment” and, together with the WGL Holdings Amendment, the “Amendments”) relating to their respective Credit Agreements, each dated April 3, 2012, each with the lenders party thereto and with Wells Fargo Bank, National Association, as administrative agent for the lenders (each as amended on December 19, 2014 and June 23, 2017 and as modified by the relevant Amendment, a “Credit Facility” and, together, the “Credit Facilities”).

The Amendments provide that, on and after the consummation of the merger of Wrangler Inc., a Virginia corporation and an indirect wholly-owned subsidiary of AltaGas Ltd., a Canadian corporation (“Parent”), with and into WGL Holdings, with WGL Holdings surviving and becoming an indirect wholly-owned subsidiary of Parent, upon the terms and subject to the conditions set forth in the Merger Agreement, dated as of January 25, 2017, by and among WGL Holdings, Parent and Merger Sub (the “Merger”), the definitions of “Change of Control” in the Credit Facilities will include certain transactions involving Parent as triggers of “Change of Control.” The Amendments also include certain technical amendments to accommodate the creation of a special purpose entity to hold the common stock of Washington Gas following the Merger.

The foregoing descriptions of the Amendments do not purport to be complete and are qualified in their entirety by reference to the full text of the Amendments, which are filed as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K and are incorporated herein by reference.

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

The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.




Exhibit No.		Description
10.1		Third Amendment to Credit Agreement, dated May 16, 2018, between WGL Holdings, Inc., the lenders party thereto, and Wells Fargo Bank, National Association, as administrative agent for the lenders.
10.2		Third Amendment to Credit Agreement, dated May 16, 2018, between Washington Gas Light Company, the lenders party thereto, and Wells Fargo Bank, National Association, as administrative agent for the lenders.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.




	WGL Holdings, Inc.
	and
	Washington Gas Light Company
	(Registrants)

May 22, 2018	By:	/s/ William R. Ford
		William R. Ford
		Vice President and Chief Accounting Officer (Principal Accounting Officer)

WGL HOLDINGS INC 8-K