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): August 13, 2015
Duke Energy Progress, LLC
(Exact Name of Registrant as Specified in its Charter)
North Carolina | | 001-3382 | | 56-0165465 |
(State or Other Jurisdiction
of Incorporation or Organization) | | (Commission File Number) | | (IRS Employer
Identification No.) |
410 South Wilmington Street, Raleigh, North Carolina 27601-1748
(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))
Item 8.01. Other Events.
On August 13, 2015, Duke Energy Progress, LLC (the “Company”) consummated the issuance and sale of the securities described below pursuant to an underwriting agreement, dated August 10, 2015 (the “Underwriting Agreement”), with Credit Suisse Securities (USA) LLC, RBC Capital Markets, LLC, SunTrust Robinson Humphrey, Inc., UBS Securities LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein (the “Underwriters”), pursuant to which the Company agreed to issue and sell to the Underwriters $500,000,000 aggregate principal amount of the Company’s First Mortgage Bonds, 3.25% Series due 2025 (the “2025 Bonds”) and $700,000,000 aggregate principal amount of the Company’s First Mortgage Bonds, 4.20% Series due 2045 (the “2045 Bonds,” and together with the 2025 Bonds, the “Mortgage Bonds”). The Mortgage Bonds were sold to the Underwriters at discounts to their principal amounts. The Mortgage Bonds were issued under the Mortgage and Deed of Trust (dated as of May 1, 1940) with The Bank of New York Mellon (formerly Irving Trust Company) (the “Corporate Trustee”) and Tina D. Gonzalez (successor to Frederick G. Herbst) (together with the Corporate Trustee, the “Trustees”), as Trustees, as supplemented from time to time, including by the Eighty-fifth Supplemental Indenture (the “Supplemental Indenture”), dated as of August 1, 2015, among the Company and the Trustees, 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 together with the forms of global notes evidencing the Mortgage Bonds, 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 No. 333-191462-01.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit | | Description |
Exhibit 4.1 | | Eighty-fifth Supplemental Indenture dated as of August 1, 2015 among the Company and The Bank of New York Mellon (formerly Irving Trust Company) and Tina D. Gonzalez (successor to Frederick G. Herbst) and forms of global notes |
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 August 10, 2015, among the Company and Credit Suisse Securities (USA) LLC, RBC Capital Markets, LLC, SunTrust Robinson Humphrey, Inc., UBS Securities LLC and Wells Fargo Securities, LLC, 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 PROGRESS, LLC |
| | |
Date: August 13, 2015 | | |
| By: | /s/ Robert T. Lucas III |
| | Name: | Robert T. Lucas III |
| | Title: | Assistant Secretary |
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EXHIBIT INDEX
Exhibit | | Description |
Exhibit 4.1 | | Eighty-fifth Supplemental Indenture dated as of August 1, 2015 among the Company and The Bank of New York Mellon (formerly Irving Trust Company) and Tina D. Gonzalez (successor to Frederick G. Herbst) and forms of global notes |
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 August 10, 2015, among the Company and Credit Suisse Securities (USA) LLC, RBC Capital Markets, LLC, SunTrust Robinson Humphrey, Inc., UBS Securities LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein |
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