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): September 13, 2016
Duke Energy Progress, LLC
(Exact Name of Registrant as Specified in its Charter)
North Carolina |
| 001-3382 |
| 56-0165465 |
(State or Other Jurisdiction |
| (Commission File Number) |
| (IRS Employer |
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 September 16, 2016, Duke Energy Progress, LLC (the “Company”) consummated the issuance and sale of the securities described below pursuant to an underwriting agreement, dated September 13, 2016 (the “Underwriting Agreement”), with Credit Suisse Securities (USA) LLC, MUFG Securities Americas Inc. 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 $450,000,000 aggregate principal amount of the Company’s First Mortgage Bonds, 3.70% Series due 2046 (the “Mortgage Bonds”). The Mortgage Bonds were sold to the Underwriters at a discount to their principal amount. 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-sixth Supplemental Indenture (the “Supplemental Indenture”), dated as of September 1, 2016, 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 form of global note 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-sixth Supplemental Indenture dated as of September 1, 2016 among the Company and The Bank of New York Mellon (formerly Irving Trust Company) and Tina D. Gonzalez (successor to Frederick G. Herbst) and form of global note |
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 September 13, 2016, among the Company and Credit Suisse Securities (USA) LLC, MUFG Securities Americas Inc. and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein |
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: September 16, 2016 |
|
| |
| By: | /s/ Robert T. Lucas III | |
|
| Name: | Robert T. Lucas III |
|
| Title: | Assistant Secretary |
EXHIBIT INDEX
Exhibit |
| Description |
Exhibit 4.1 |
| Eighty-sixth Supplemental Indenture dated as of September 1, 2016 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 September 13, 2016, among the Company and Credit Suisse Securities (USA) LLC, MUFG Securities Americas Inc. and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein |