UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report:
(Date of earliest event reported)
| Commission
file number |
Registrant,
State of Incorporation or Organization, Address of Principal Executive Offices and Telephone Number |
IRS
Employer Identification Number |
(a |
||
(a |
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 (see General Instruction A.2. below):
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| 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:
| Title of each class | Trading Symbol(s) |
Name
of each exchange on which registered | |||
| None |
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 |
On April 16, 2024, Duke Energy Progress, LLC (the “Utility”) and Duke Energy Progress SC Storm Funding LLC (the “Issuing Entity”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with Goldman Sachs & Co. LLC and RBC Capital Markets, LLC as underwriters with respect to the purchase and sale of $177,365,000 of Senior Secured Storm Recovery Bonds, Series A (the “Storm Recovery Bonds”), to be issued by the Issuing Entity pursuant to an Indenture and Series Supplement (together, the “Indenture”), each to be dated as of April 25, 2024, which are annexed hereto as Exhibits 4.1 and 4.2, respectively, to this Current Report on Form 8-K. The Storm Recovery Bonds were offered pursuant to the prospectus dated April 16, 2024 (the “Prospectus”). In connection with the issuance of the Storm Recovery Bonds, the Utility and the Issuing Entity also expect to enter into a Storm Recovery Property Servicing Agreement, Storm Recovery Property Purchase and Sale Agreement, Administration Agreement, Intercreditor Agreement and Joinder to an existing amended and restated intercreditor agreement, dated December 20, 2013, which together with the Underwriting Agreement, are annexed hereto as Exhibits 10.1, 10.2, 10.3, 10.4 and 10.5, respectively, to this Current Report on 8-K.
Additionally, effective as of April 16, 2024, the Issuing Entity adopted an Amended and Restated Limited Liability Company Agreement (the “A&R LLC Agreement”) in connection with the issuance of the Storm Recovery Bonds. The A&R LLC Agreement, which is described in the Prospectus, was previously approved by the Utility, the sole member of the Issuing Entity. The description of the A&R LLC Agreement in the Prospectus is not complete and is qualified in its entirety by reference to the full text of the A&R LLC Agreement, which is annexed hereto as Exhibit 3.2 to this Current Report on Form 8-K and is incorporated by reference herein.
| Item 9.01. | Financial Statements and Exhibits |
(d) Exhibits.
SIGNATURES
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 thereunto duly authorized.
| DUKE ENERGY PROGRESS, LLC | ||
| By: | /s/ Robert T. Lucas III | |
| Robert T. Lucas III | ||
| Dated: April 18, 2024 | Assistant Secretary | |
| DUKE ENERGY PROGRESS SC STORM FUNDING LLC | ||
| By: | /s/ Robert T. Lucas III | |
| Robert T. Lucas III | ||
| Dated: April 18, 2024 | Secretary | |