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EX-99.8 - EX-99.8 - Duke Energy Florida Project Finance, LLCa16-2779_13ex99d8.htm
EX-99.7 - EX-99.7 - Duke Energy Florida Project Finance, LLCa16-2779_13ex99d7.htm
EX-99.3 - EX-99.3 - Duke Energy Florida Project Finance, LLCa16-2779_13ex99d3.htm
EX-99.2 - EX-99.2 - Duke Energy Florida Project Finance, LLCa16-2779_13ex99d2.htm
EX-99.1 - EX-99.1 - Duke Energy Florida Project Finance, LLCa16-2779_13ex99d1.htm
EX-4.1 - EX-4.1 - Duke Energy Florida Project Finance, LLCa16-2779_13ex4d1.htm
EX-3.2 - EX-3.2 - Duke Energy Florida Project Finance, LLCa16-2779_13ex3d2.htm
EX-1.1 - EX-1.1 - Duke Energy Florida Project Finance, LLCa16-2779_13ex1d1.htm

 

 

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): June 15, 2016

 

Commission
File Number

 

Registrant; State of Incorporation;
Address; and Telephone Number

 

IRS Employer
Identification No.

333-209196-01

 

DUKE ENERGY FLORIDA PROJECT FINANCE, LLC

 

81-0977581

 

 

(Delaware)

299 First Avenue North

St. Petersburg, Florida 33701

704-382-3853

 

 

 

 

 

 

 

333-209196

 

DUKE ENERGY FLORIDA, LLC

 

59-0247770

 

 

(Depositor and Sponsor)

(Florida)
299 First Avenue North

St. Petersburg, Florida 33701

704-382-3853

 

 

 

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.

 

The registrants are filing the exhibits listed in Item 9.01(d) below in connection with the issuance by Duke Energy Florida Project Finance, LLC of its Series A Senior Secured Bonds (the “Bonds”) as described in the Preliminary Prospectus dated June 15, 2016 and the Prospectus dated June 15, 2016.  It is anticipated that the Bonds will be issued on June 22, 2016.

 

Item 9.01.  Financial Statements and Exhibits.

 

(d)           Exhibits.

 

Exhibit No.

 

Description of Exhibit

1.1

 

Underwriting Agreement, dated June 15, 2016, among Duke Energy Florida Project Finance, LLC, Duke Energy Florida, LLC, RBC Capital Markets, LLC and Guggenheim Securities, LLC, as representatives of the several underwriters

 

 

 

3.2

 

Amended and Restated Limited Liability Company Agreement, dated as of June 10, 2016, of Duke Energy Florida Project Finance, LLC

 

 

 

4.1

 

Indenture, to be dated as of June 22, 2016, by and between Duke Energy Florida Project Finance, LLC and The Bank of New York Mellon Trust Company, N.A., as Indenture Trustee and Securities Intermediary

 

 

 

99.1

 

Nuclear Asset-Recovery Property Servicing Agreement, to be dated as of June 22, 2016, by and between Duke Energy Florida Project Finance, LLC and Duke Energy Florida, LLC, as servicer

 

 

 

99.2

 

Nuclear Asset-Recovery Property Purchase and Sale Agreement, to be dated as of June 22, 2016, by and between Duke Energy Florida Project Finance, LLC and Duke Energy Florida, LLC, as seller

 

 

 

99.3

 

Administration Agreement, to be dated as of June 22, 2016, by and between Duke Energy Florida Project Finance, LLC and Duke Energy Florida, LLC, as administrator

 

 

 

99.7

 

Series Supplement, to be dated as of June 22, 2016, by and between Duke Energy Florida Project Finance, LLC and The Bank of New York Mellon Trust Company, National Association, as Indenture Trustee

 

 

 

99.8

 

Intercreditor Agreement, to be dated as of June 22, 2016, among SunTrust Bank, The Bank of New York Mellon Trust Company, National Association, Duke Energy Florida Receivables LLC, Duke Energy Florida Project Finance, LLC and Duke Energy Florida, LLC

 

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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 hereunto duly authorized.

 

 

DUKE ENERGY FLORIDA PROJECT FINANCE, LLC

 

 

 

 

 

By:

/s/ Stephen G. De May

 

 

Name:

Stephen G. De May

 

 

Title:

Senior Vice President, Tax and Treasurer

 

 

 

DUKE ENERGY FLORIDA, LLC

 

 

 

 

 

By:

/s/ Stephen G. De May

 

 

Name:

Stephen G. De May

 

 

Title:

President, Chief Financial Officer and Treasurer

 

 

Dated: June 17, 2016

 

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EXHIBIT INDEX

 

Exhibit No.

 

Description of Exhibit

1.1

 

Underwriting Agreement, dated June 15, 2016, among Duke Energy Florida Project Finance, LLC, Duke Energy Florida, LLC, RBC Capital Markets, LLC and Guggenheim Securities, LLC, as representatives of the several underwriters

 

 

 

3.2

 

Amended and Restated Limited Liability Company Agreement, dated as of June 10, 2016, of Duke Energy Florida Project Finance, LLC

 

 

 

4.1

 

Indenture, to be dated as of June 22, 2016, by and between Duke Energy Florida Project Finance, LLC and The Bank of New York Mellon Trust Company, N.A., as Indenture Trustee and Securities Intermediary

 

 

 

99.1

 

Nuclear Asset-Recovery Property Servicing Agreement, to be dated as of June 22, 2016, by and between Duke Energy Florida Project Finance, LLC and Duke Energy Florida, LLC, as servicer

 

 

 

99.2

 

Nuclear Asset-Recovery Property Purchase and Sale Agreement, to be dated as of June 22, 2016, by and between Duke Energy Florida Project Finance, LLC and Duke Energy Florida, LLC, as seller

 

 

 

99.3

 

Administration Agreement, to be dated as of June 22, 2016, by and between Duke Energy Florida Project Finance, LLC and Duke Energy Florida, LLC, as administrator

 

 

 

99.7

 

Series Supplement, to be dated as of June 22, 2016, by and between Duke Energy Florida Project Finance, LLC and The Bank of New York Mellon Trust Company, N.A., as Indenture Trustee

 

 

 

99.8

 

Intercreditor Agreement, to be dated as of June 22, 2016, among SunTrust Bank, The Bank of New York Mellon Trust Company, N.A., Duke Energy Florida Receivables LLC, Duke Energy Florida Project Finance, LLC and Duke Energy Florida, LLC

 

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