Attached files

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EX-99.1 - EX-99.1 - DUKE ENERGY FLORIDA, LLC.a18-15184_4ex99d1.htm
EX-5.1 - EX-5.1 - DUKE ENERGY FLORIDA, LLC.a18-15184_4ex5d1.htm
EX-4.1 - EX-4.1 - DUKE ENERGY FLORIDA, LLC.a18-15184_4ex4d1.htm

 

 

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): June 18, 2018

 


 

DUKE ENERGY FLORIDA, LLC

(Exact Name of Registrant as Specified in its Charter)

 


 

Florida

 

001-3274

 

59-0247770

(State or Other Jurisdiction
of Incorporation or Organization)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

299 First Avenue North, St. Petersburg, Florida 33701

(Address of Principal Executive Offices, including Zip Code)

 

(704) 382-3853

(Registrant’s telephone number, including area code)

 


 

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:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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).

 

o            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 8.01. Other Events.

 

On June 21, 2018, Duke Energy Florida, LLC (the “Company”) consummated the issuance and sale of the securities described below pursuant to an underwriting agreement, dated June 18, 2018 (the “Underwriting Agreement”), with Barclays Capital Inc., BNP Paribas Securities Corp., PNC Capital Markets LLC, SMBC Nikko Securities America, Inc. and SunTrust Robinson Humphrey, Inc., as representatives of the several underwriters named therein (the “Underwriters”), pursuant to which the Company agreed to issue and sell to the Underwriters $600,000,000 aggregate principal amount of the Company’s First Mortgage Bonds, 3.80% Series due 2028 and $400,000,000 aggregate principal amount of the Company’s First Mortgage Bonds, 4.20% Series due 2048 (collectively, the “Mortgage Bonds”).  The Mortgage Bonds were sold to the Underwriters at discounts to their principal amounts. The Mortgage Bonds were issued under the Indenture, dated as of January 1, 1944, as amended and supplemented from time to time, including by the Fifty-Fifth Supplemental Indenture (the “Supplemental Indenture”), dated as of June 1, 2018, each between the Company and The Bank of New York Mellon, as successor Trustee, relating to the Mortgage Bonds (collectively, the “Mortgage”).  The disclosure in this Item 8.01 is qualified in its entirety by the provisions of the Mortgage, the Supplemental Indenture, which is filed as Exhibit 4.1 hereto, and the Underwriting Agreement, which is filed as Exhibit 99.1 hereto.  Such exhibits are incorporated herein by reference. Also, in connection with the issuance and sale of the Mortgage Bonds, the Company is filing a legal opinion regarding the validity of the Mortgage Bonds as Exhibit 5.1 to this Form 8-K for the purpose of incorporating the opinion into the Company’s Registration Statement on Form S-3, as amended, No. 333-213765-04.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit

 

Description

 

 

 

Exhibit 4.1

 

Fifty-Fifth Supplemental Indenture, dated as of June 1, 2018, between the Company and The Bank of New York Mellon, as successor Trustee

 

 

 

Exhibit 5.1

 

Opinion regarding validity of the Mortgage Bonds

 

 

 

Exhibit 23.1

 

Consent (included as part of Exhibit 5.1)

 

 

 

Exhibit 99.1

 

Underwriting Agreement, dated June 18, 2018, among the Company and Barclays Capital Inc., BNP Paribas Securities Corp., PNC Capital Markets LLC, SMBC Nikko Securities America, Inc. and SunTrust Robinson Humphrey, Inc., as representatives of the several underwriters named therein

 

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SIGNATURE

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

DUKE ENERGY FLORIDA, LLC

 

 

Date: June 21, 2018

By:

/s/ Robert T. Lucas III, Esq.

 

 

Name:

Robert T. Lucas III, Esq.

 

 

Title:

Assistant Secretary

 

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