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
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Item 8.01. Other Events.
On April 5, 2024, Duke Energy Florida, LLC (the “Company”) consummated the issuance and sale of the securities described below pursuant to an underwriting agreement, dated April 3, 2024 (the “Underwriting Agreement”), with Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and RBC Capital Markets, LLC, as representatives of the several underwriters named therein (the “Underwriters”), pursuant to which the Company agreed to issue and sell to the Underwriters $173,421,000 aggregate principal amount of the Company’s First Mortgage Bonds, Floating Rate Series due 2074 (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 Indenture, dated as of January 1, 1944, as amended and supplemented from time to time, including by the Sixty-Second Supplemental Indenture, dated as of April 1, 2024 (the “Supplemental Indenture”), each between the Company and The Bank of New York Mellon, as successor Trustee and calculation agent, relating to the Mortgage Bonds (collectively, the “Mortgage”).
The foregoing disclosure is qualified in its entirety by the provisions of the Mortgage, the Supplemental Indenture, together with the form of global bond evidencing the Mortgage Bonds included therein, 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 Current Report on Form 8-K for the purpose of incorporating the opinion into the Company’s Registration Statement on Form S-3 (No. 333-267583-03).
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit | Description |
| Exhibit 4.1 | Sixty-Second Supplemental Indenture, dated as of April 1, 2024, between the Company and The Bank of New York Mellon, as successor Trustee and Calculation Agent, and form of global bond |
| 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 April 3, 2024, among the Company and Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and RBC Capital Markets, LLC, as representatives of the several underwriters named therein |
| Exhibit 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
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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: April 5, 2024 | By: | /s/ Robert T. Lucas III, Esq. |
| Name: Robert T. Lucas III, Esq. | ||
| Title: Assistant Secretary | ||
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