Attached files
| file | filename |
|---|---|
| EX-1 - UNDERWRITING AGREEMENT - DUKE ENERGY PROGRESS, LLC. | d232681dex1.htm |
| EX-4 - SEVENTY-EIGHTH SUPPLEMENTAL INDENTURE - DUKE ENERGY PROGRESS, LLC. | d232681dex4.htm |
| EX-5 - OPINION OF SMITH, ANDERSON, BLOUNT, DORSETT, MITCHELL & JERNIGAN, L.L.P. - DUKE ENERGY PROGRESS, LLC. | d232681dex5.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): September 12, 2011
| Commission |
Exact name of registrant as specified in its charter, state of incorporation, address of principal executive offices, and telephone number |
I.R.S. Employer | ||
| 1-3382 | CAROLINA POWER & LIGHT COMPANY d/b/a PROGRESS ENERGY CAROLINAS, INC. 410 South Wilmington Street Raleigh, North Carolina 27601-1748 Telephone: (919) 546-6411 State of Incorporation: North Carolina |
56-0165465 |
None
(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:
| ¨ | 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)) |
ITEM 8.01. OTHER EVENTS
(a) UNDERWRITING AGREEMENT. The Registrant has entered into an Underwriting Agreement, dated September 12, 2011 by and among the Registrant and J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated and RBS Securities, Inc., as underwriters and representatives of the several underwriters, in connection with the offering of $500,000,000 aggregate principal amount of the Registrant’s First Mortgage Bonds, 5.00% Series due 2021, registered with the Securities and Exchange Commission on Form S-3 (Reg. No. 333-155418-02). A copy of the Underwriting Agreement is filed herewith as Exhibit 1.
(b) SEVENTY-EIGHTH SUPPLEMENTAL INDENTURE. The Registrant has entered into a Seventy-eighth Supplemental Indenture, dated as of September 1, 2011, to its Mortgage and Deed of Trust, dated May 1, 1940, as supplemented (the “Mortgage”), with The Bank of New York Mellon (formerly Irving Trust Company) and Frederick G. Herbst (Ming Ryan, successor), as trustees, in connection with the issuance of the Registrant’s First Mortgage Bonds, 5.00% Series due 2021. A copy of the Seventy-eighth Supplemental Indenture to the Mortgage is filed herewith as Exhibit 4.
This Current Report on Form 8-K is being filed for the purpose of filing exhibits to the Registration Statement on Form S-3 (Reg. No. 333-155418-02) relating to the offering of the Company’s First Mortgage Bonds.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
| Exhibit No. |
Description | |
| 1 | Underwriting Agreement, dated September 12, 2011, by and among the Registrant and J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated and RBS Securities, Inc., as representatives of the several underwriters. | |
| 4 | Seventy-eighth Supplemental Indenture, dated as of September 1, 2011, to the Registrant’s Mortgage and Deed of Trust, dated May 1, 1940, as supplemented (the “Mortgage”), with The Bank of New York Mellon (formerly Irving Trust Company) and Frederick G. Herbst (Ming Ryan, successor), as trustees. | |
| 5 | Opinion of Smith, Anderson, Blount, Dorsett, Mitchell & Jernigan, L.L.P. as to legality of the Securities issued by the Registrant. | |
| 23 | Consent of Smith, Anderson, Blount, Dorsett, Mitchell & Jernigan, L.L.P. to the filing of Exhibit 5 herewith (included in its opinion filed as Exhibit 5). | |
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.
| CAROLINA POWER & LIGHT COMPANY d/b/a | ||
| PROGRESS ENERGY CAROLINAS, INC. | ||
| Registrant | ||
| By: | /s/ Mark F. Mulhern | |
| Mark F. Mulhern | ||
| Executive Vice President and Chief Financial Officer | ||
Date: September 15, 2011
[Signature Page of Closing Form 8-K]