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): March 17, 2023
Commission file number | | Registrant, State of Incorporation or Organization, Address of Principal Executive Offices, and Telephone Number | | IRS Employer Identification No. |
| | | | | |
| | | DUKE ENERGY CORPORATION | | |
| | | (a Delaware corporation) | | |
| 1-32853 | | 526 South Church Street Charlotte, North Carolina 28202-1803 704-382-3853 | | 20-2777218 |
| | | | | |
| | |  | | |
Commission file number | | Registrant, State of Incorporation or Organization, Address of Principal Executive Offices, Telephone Number and IRS Employer Identification Number | | Commission file number | | Registrant, State of Incorporation or Organization, Address of Principal Executive Offices, Telephone Number and IRS Employer Identification Number |
| 1-4928 | | DUKE ENERGY CAROLINAS, LLC (a North Carolina limited liability company) 526 South Church Street Charlotte, North Carolina 28202-1803 704-382-3853 56-0205520 | | 1-1232 | | DUKE ENERGY OHIO, INC. (an Ohio corporation) 139 East Fourth Street Cincinnati, Ohio 45202 704-382-3853 31-0240030 |
| 1-3382 | | DUKE ENERGY PROGRESS, LLC (a North Carolina limited liability company) 410 South Wilmington Street Raleigh, North Carolina 27601-1748 704-382-3853 56-0165465 | | 1-3543 | | DUKE ENERGY INDIANA, LLC (an Indiana limited liability company) 1000 East Main Street Plainfield, Indiana 46168 704-382-3853 35-0594457 |
| 1-3274 | | DUKE ENERGY FLORIDA, LLC (a Florida limited liability company) 299 First Avenue North St. Petersburg, Florida 33701 704-382-3853 59-0247770 | | 1-6196 | | PIEDMONT NATURAL GAS COMPANY, INC. (a North Carolina corporation) 4720 Piedmont Row Drive Charlotte, North Carolina 28210 704-364-3120 56-0556998 |
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))
Securities registered pursuant to Section 12(b) of the Act:
| Registrant | | Title of each class: | | Trading
Symbol(s): | | Name of each exchange on
which registered: |
| Duke Energy Corporation | | Common Stock, $0.001 par value | | DUK | | New York Stock Exchange LLC |
| Duke Energy Corporation | | 5.625% Junior Subordinated Debentures due September 15, 2078 | | DUKB | | New York Stock Exchange LLC |
| Duke Energy Corporation | | Depositary Shares, each representing a 1/1,000th interest in a share of 5.75% Series A Cumulative Redeemable Perpetual Preferred Stock, par value $0.001 per share | | DUK PR A | | New York Stock Exchange LLC |
| | | | | | | |
| Duke Energy Corporation | | 3.10% Senior Notes due 2028 | | DUK 28A | | New York Stock Exchange LLC |
| | | | | | | |
| Duke Energy Corporation | | 3.85% Senior Notes due 2034 | | DUK34 | | New York Stock Exchange LLC |
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. ¨
Item 8.01. Other Events.
Amendments to Amended and Restated Credit Agreement and Term Loan Credit Agreement
On March 17, 2023, Duke Energy Corporation (the “Corporation”) and its subsidiaries, Duke Energy Carolinas, LLC, Duke Energy Florida, LLC, Duke Energy Indiana, LLC, Duke Energy Kentucky, Inc., Duke Energy Ohio, Inc., Duke Energy Progress, LLC, Piedmont Natural Gas Company, Inc, and the Master Credit Facility Lenders (defined herein) entered into an amendment to the Amended and Restated Credit Agreement dated as of March 18, 2022 among the Corporation, its subsidiaries and the lenders thereunder (the “Master Credit Facility Lenders”) to (i) extend the commitment termination date in the Amended and Restated Credit Agreement from March 18, 2027 to March 17, 2028 and (ii) clarify that payments due as a result of a conversion of a convertible note would not constitute an event of default under the Amended and Restated Credit Agreement.
On March 31, 2023, a similar clarifying amendment was made effective to the Term Loan Credit Agreement, dated as of March 9,2022, among the Corporation and the lenders thereunder (the “Term Loan Lenders”), with the consent of the Term Loan Lenders, to clarify that payments due as a result of a conversion of a convertible note would not constitute an event of default under the Term Loan Credit Agreement.
Convertible Senior Notes due 2026
On April 3, 2023, the Corporation issued a press release announcing the launch of a private placement of $1,500,000,000 principal amount of its Convertible Senior Notes due 2026 (the “Notes”). A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
SIGNATURE
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.
| | DUKE ENERGY CORPORATION |
| | DUKE ENERGY CAROLINAS, LLC |
| | DUKE ENERGY PROGRESS, LLC |
| | DUKE ENERGY FLORIDA, LLC |
| | DUKE ENERGY OHIO, INC. |
| | DUKE ENERGY INDIANA, LLC |
| | PIEDMONT NATURAL GAS COMPANY, INC. |
| Date: April 3, 2023 | |
| | By: | /s/ Robert T. Lucas III |
| | | Name: | Robert T. Lucas III |
| | | Title: | Assistant Corporate Secretary |
