Duke Energy CORP 8-K, filed Dec 27, 2022
Duke Energy CORP (DUK)
About this 8-K
Duke Energy CORP filed this 8-K on December 27, 2022, reporting on events of December 22, 2022.
Items reported
- Item 2.01: Completed an acquisition or sale of assets
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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
|
||
(an |
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 | ||||||
| Duke Energy | ||||||
| Duke Energy | , 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 | |||||
| Duke Energy | ||||||
| Duke Energy |
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 2.01 Completion of Acquisition or Disposition of Assets.
On December 22, 2022, Duke Energy Corporation (“Duke Energy”), along with certain of its subsidiaries, consummated the second of two closings (the “Second Closing”) of a minority investment in Duke Energy Indiana, LLC (“DEI”) by an affiliate of GIC, a leading global investment firm based in Singapore with significant investments in U.S. utilities and infrastructure companies, pursuant to the previously announced Investment Agreement (the “Investment Agreement”), dated January 28, 2021, by and among Cinergy Corp. (“Cinergy”), Duke Energy Indiana Holdco, LLC (“DEI Holdco”), Duke Energy and Epsom Investment Pte. Ltd. (“Investor”).
Pursuant to the Investment Agreement, at the Second Closing, DEI Holdco issued and sold to Investor DEI Holdco membership interests equal to 8.85% of the DEI Holdco membership interests issued and outstanding immediately after the Second Closing, in exchange for $1,025,000,000. When combined with the 11.05% of the DEI Holdco membership interests issued and sold to Investor in connection with the previously announced first closing under the Investment Agreement which occurred on September 8, 2021, Investor owns an aggregate of 19.9% of the DEI Holdco membership interests issued and outstanding immediately after giving effect to the Second Closing.
2
SIGNATURE
Pursuant to the requirements of the Securities 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 CORPORATION | ||
| By: | /s/ David S. Maltz | |
| Name: | David S. Maltz | |
| Title: | Vice President, Legal, Chief Governance Officer and Assistant Corporate Secretary | |
| Date: December 27, 2022 |
| DUKE ENERGY INDIANA, LLC | ||
| By: | /s/ David S. Maltz | |
| Name: | David S. Maltz | |
| Title: | Vice President, Legal, Chief Governance Officer and Assistant Secretary | |
| Date: December 27, 2022 |
3
| Co-Registrant Amendment Flag | |
| Co-Registrant Form Type | |
| Co-Registrant DocumentPeriodEndDate | |
| Co-Registrant Written Communications | |
| Co-Registrant Solicitating Materials | |
| Co-Registrant PreCommencement Tender Offer | |
| Co-Registrant PreCommencement Issuer Tender Offer | |
| Co-Registrant Emerging Growth Company |