Duke Energy CORP 8-K, filed Jul 31, 2020
Duke Energy CORP (DUK)
About this 8-K
Duke Energy CORP filed this 8-K on July 31, 2020.
Items reported
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
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):
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Registrant, State of Incorporation or Organization, Address of Principal Executive Offices, and Telephone Number |
IRS Employer Identification No. |
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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:
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
| Title of each class | Trading Symbol(s) |
Name of each exchange on which registered |
| , 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 |
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 July 31, 2020, Duke Energy Carolinas, LLC (“DEC”) and Duke Energy Progress, LLC (“DEP”) each filed a Second Agreement and Stipulation of Partial Settlement (the “Stipulations”) with the Public Staff – North Carolina Utilities Commission (the “Public Staff”) in connection with their general rate cases filed with the North Carolina Utilities Commission (the “NCUC”) on September 30, 2019, and October 30, 2019, respectively. This partial settlement is in addition to the partial settlements between the Public Staff and DEC on March 25, 2020, and the Public Staff and DEP on May 29, 2020, with respect to the recovery of costs related to Hurricanes Florence, Michael, Dorian and Winter Storm Diego.
Pursuant to the Stipulations, DEC, DEP and the Public Staff agreed to a return on equity of 9.6% and a capital structure of 52% equity and 48% debt component; total deferral treatment for approximately $1.3 billion of grid improvement projects; the inclusion through May 31, 2020, of plant in service and other updates totaling approximately $70 million of annual revenue requirement combined for DEC and DEP, subject to Public Staff audit by September 8, 2020, for DEC and by September 15, 2020, for DEP; and a flow back period of five years for unprotected federal Excess Deferred Income Taxes, among other things. The Stipulations do not include an agreement on the recovery of coal ash basin expenditures or the amount of annual depreciation expense. Overviews providing additional detail on the terms of the Stipulation for each of the DEC and DEP settlements are attached to this Form 8-K as Exhibits 99.1 and 99.2.
The hearings on the general rate cases have been postponed and are scheduled to begin on August 24, 2020. The delay in the hearings is designed to provide sufficient time for the Public Staff to review the May 31, 2020, revenue requirement updates, and to allow the NCUC and other intervenors time to review the Stipulations.
DEC originally requested that permanent rates go into effect on August 1, 2020. With the delay in the hearing, DEC has requested that interim rates instead be effective on or after August 10, 2020. DEC will now update the interim rate request to reflect the terms of its Stipulation. DEC anticipates requesting updated interim rates to be effective on or after August 24, 2020.
DEP originally requested new rates go into effect September 1, 2020. With the delay in the hearing, DEP currently plans to make the filings necessary to implement interim rates, effective September 1, 2020, by August 7, 2020. The interim rate request will reflect the terms of its Stipulation.
The Stipulations are subject to the review and approval of the NCUC.
Forward Looking Statements
This document includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are based on management’s beliefs and assumptions and can often be identified by terms and phrases that include “anticipate,” “believe,” “intend,” “estimate,” “expect,” “continue,” “should,” “could,” “may,” “plan,” “project,” “predict,” “will,” “potential,” “forecast,” “target,” “guidance,” “outlook” or other similar terminology. Various factors may cause actual results to be materially different than the suggested outcomes within forward-looking statements; accordingly, there is no assurance that such results will be realized. These factors include, but are not limited to:
| • | The impact of the COVID-19 pandemic; |
| • | State, federal and foreign legislative and regulatory initiatives, including costs of compliance with existing and future environmental requirements, including those related to climate change, as well as rulings that affect cost and investment recovery or have an impact on rate structures or market prices; |
| • | The extent and timing of costs and liabilities to comply with federal and state laws, regulations and legal requirements related to coal ash remediation, including amounts for required closure of certain ash impoundments, are uncertain and difficult to estimate; |
| • | The ability to recover eligible costs, including amounts associated with coal ash impoundment retirement obligations and costs related to significant weather events, and to earn an adequate return on investment through rate case proceedings and the regulatory process; |
| • | The costs of decommissioning nuclear facilities could prove to be more extensive than amounts estimated and all costs may not be fully recoverable through the regulatory process; |
| • | Costs and effects of legal and administrative proceedings, settlements, investigations and claims; |
| • | Industrial, commercial and residential growth or decline in service territories or customer bases resulting from sustained downturns of the economy and the economic health of our service territories or variations in customer usage patterns, including energy efficiency efforts and use of alternative energy sources, such as self-generation and distributed generation technologies; |
| • | Federal and state regulations, laws and other efforts designed to promote and expand the use of energy efficiency measures and distributed generation technologies, such as private solar and battery storage, in Duke Energy service territories could result in customers leaving the electric distribution system, excess generation resources as well as stranded costs; |
| • | Advancements in technology; |
| • | Additional competition in electric and natural gas markets and continued industry consolidation; |
| • | The influence of weather and other natural phenomena on operations, including the economic, operational and other effects of severe storms, hurricanes, droughts, earthquakes and tornadoes, including extreme weather associated with climate change; |
| • | The ability to successfully operate electric generating facilities and deliver electricity to customers including direct or indirect effects to the company resulting from an incident that affects the U.S. electric grid or generating resources; |
| • | The ability to obtain the necessary permits and approvals and to complete necessary or desirable pipeline expansion or infrastructure projects in our natural gas business; |
| • | Operational interruptions to our natural gas distribution and transmission activities; |
| • | The availability of adequate interstate pipeline transportation capacity and natural gas supply; |
| • | The impact on facilities and business from a terrorist attack, cybersecurity threats, data security breaches, operational accidents, information technology failures or other catastrophic events, such as fires, explosions, pandemic health events or other similar occurrences; |
| • | The inherent risks associated with the operation of nuclear facilities, including environmental, health, safety, regulatory and financial risks, including the financial stability of third-party service providers; |
| • | The timing and extent of changes in commodity prices and interest rates and the ability to recover such costs through the regulatory process, where appropriate, and their impact on liquidity positions and the value of underlying assets; |
| • | The results of financing efforts, including the ability to obtain financing on favorable terms, which can be affected by various factors, including credit ratings, interest rate fluctuations, compliance with debt covenants and conditions and general market and economic conditions; |
| • | Credit ratings of the Duke Energy Registrants may be different from what is expected; |
| • | Declines in the market prices of equity and fixed-income securities and resultant cash funding requirements for defined benefit pension plans, other post-retirement benefit plans and nuclear decommissioning trust funds; |
| • | Construction and development risks associated with the completion of the Duke Energy Registrants’ capital investment projects, including risks related to financing, obtaining and complying with terms of permits, meeting construction budgets and schedules and satisfying operating and environmental performance standards, as well as the ability to recover costs from customers in a timely manner, or at all; |
| • | Changes in rules for regional transmission organizations, including changes in rate designs and new and evolving capacity markets, and risks related to obligations created by the default of other participants; |
| • | The ability to control operation and maintenance costs; |
| • | The level of creditworthiness of counterparties to transactions; |
| • | The ability to obtain adequate insurance at acceptable costs; |
| • | Employee workforce factors, including the potential inability to attract and retain key personnel; |
| • | The ability of subsidiaries to pay dividends or distributions to Duke Energy Corporation holding company (the Parent); |
| • | The performance of projects undertaken by our nonregulated businesses and the success of efforts to invest in and develop new opportunities; |
| • | The effect of accounting pronouncements issued periodically by accounting standard-setting bodies; |
| • | The impact of U.S. tax legislation to our financial condition, results of operations or cash flows and our credit ratings; |
| • | The impacts from potential impairments of goodwill or equity method investment carrying values; and |
| • | The ability to implement our business strategy, including enhancing existing technology systems. |
Additional risks and uncertainties are identified and discussed in the Duke Energy Registrants’ reports filed with the SEC and available at the SEC’s website at sec.gov. In light of these risks, uncertainties and assumptions, the events described in the forward-looking statements might not occur or might occur to a different extent or at a different time than described. Forward-looking statements speak only as of the date they are made and the Duke Energy Registrants expressly disclaim an obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| 99.1 | Duke Energy Carolinas Summary of Partial Settlement in North Carolina Rate Case |
| 99.2 | Duke Energy Progress Summary of Partial Settlement in North Carolina Rate Case |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document). |
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 | ||
| Date: July 31, 2020 | By: | /s/ David S. Maltz |
| Name: | David S. Maltz | |
| Title: |
Assistant Corporate Secretary | |
| DUKE ENERGY CAROLINAS, LLC | ||
| Date: July 31, 2020 | By: | /s/ David S. Maltz |
| Name: | David S. Maltz | |
| Title: |
Vice President, Legal, Assistant Secretary and Chief Governance Officer | |
| DUKE ENERGY PROGRESS, LLC | ||
| Date: July 31, 2020 | By: | /s/ David S. Maltz |
| Name: | David S. Maltz | |
| Title: |
Vice President, Legal, Assistant Secretary and Chief Governance Officer | |
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| Co-Registrant PreCommencement Issuer Tender Offer | |
| Co-Registrant Emerging Growth Company |
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| Co-Registrant PreCommencement Issuer Tender Offer | |
| Co-Registrant Emerging Growth Company |
Exhibit 99.1
Duke Energy Carolinas
Updates Regarding the North Carolina Rate Case (Docket E-7 Sub 1214)
Background:
| · | On September 30, 2019, Duke Energy Carolinas (DEC) filed a rate case with the North Carolina Utilities Commission (NCUC) to request an approximate overall 6.0% increase in annualized retail revenues, or approximately $291 million: |
| o | The rate case filing requests an overall rate of return of 7.58% based on approval of a 10.3% return on equity and a 53% equity component of the capital structure |
| o | The filing is based on a North Carolina retail rate base of $15.5 billion as of June 30, 2019 and adjusted for known and measurable changes through January 2020 |
| o | The filing requests recovery of $193 million of deferred storm costs over 8 years, including costs incurred to rebuild the electric system and restore power after major storms in 2018, including Hurricanes Florence and Michael and Winter Storm Diego |
| · | On March 25, 2020, Duke Energy Carolinas (DEC) and the Public Staff - North Carolina Utilities Commission (Public Staff) filed an Agreement and Stipulation of Partial Settlement (March 2020 Stipulation) resolving certain issues in the base rate proceeding, the most significant of which would result in the removal of storm costs from the rate case and an agreement to file a petition seeking to securitize the costs within 120 days of an NCUC order in the rate case regarding the reasonableness and prudency of the storm costs |
| · | On July 27, 2020, DEC and the Public Staff made a filing with the NCUC that, among other notifications, indicated that an agreement in principle had been reached on additional issues related to the base rate proceeding. On July 31, 2020, DEC and the Public Staff filed documents in support of the agreement in principle (Second Partial Stipulation) |
Major components of the Second Partial Stipulation:
| · | Return on equity of 9.6% based upon a capital structure of 52% equity and 48% debt |
| · | Public Staff support of deferral treatment for DEC on approximately $0.8 billion of Grid Improvement Plan (GIP) projects including a return; DEC to withdraw request for deferral treatment on the remaining $0.5 billion of GIP projects but retains the right to deploy those projects in a prudent and reasonable fashion |
| · | Agreement on the inclusion of plant in service and other revenue requirement updates through May 31, 2020, subject to Public Staff review. Annual revenue requirement associated with the May 31 update is estimated at $45 million |
| · | Unprotected Federal Excess Deferred Income Taxes (EDIT) - unprotected federal EDIT flow back period of 5 years; reserves the ability to reflect a future increase or decrease in the federal tax rate during the 5-year period |
| · | DEC will make a $5 million shareholder contribution to low income programs over 2 years ($2.5 million per year) |
| · | Agreement on certain cost allocation and rate design items |
| · | Interim rates will be filed consistent with the terms of the Second Partial Stipulation agreement. The inclusion of base rate increases in the interim rates allows the company to record the earnings benefits of the settlement agreement in 2020 as if the rates were permanent, while the incorporation of EDIT flowback in the interim rates keeps most customers rates unchanged during the period leading up to an NCUC order in the case. |
Key issues on which the parties have not reached a compromise include:
| · | Matters related to the recovery of and on coal ash basin expenditures |
| · | The amount of annual depreciation expense, including accelerated depreciation on certain coal-fired generation plants |
Additional Information:
| · | The Second Partial Stipulation is subject to the review and approval of the NCUC |
| · | An evidentiary hearing to review the Stipulation and remaining issues in the case has been rescheduled for August 24, 2020, allowing additional time for Public Staff and other intervenor review of May 2020 updates |
| · | DEC had originally requested new rates go into effect August 1, 2020. |
| · | DEC will update the interim rate request to reflect the rates in this partial settlement. DEC anticipates requesting updated interim rates to be effective on or after August 24, 2020. |
| · | DEC has worked collaboratively with multiple groups to find common ground and reach partial settlement agreements in the rate case, including the Public Staff, CIGFUR, Commercial Group, Harris Teeter, Vote Solar, the North Carolina Sustainable Energy Association (NCSEA), NC Justice Center, NC Housing Coalition, Natural Resources Defense Council (NRDC) and the Southern Alliance for Clean Energy (SACE). |
Exhibit 99.2
Duke Energy Progress
Updates Regarding the North Carolina Rate Case (Docket E-2 Sub 1219)
Background:
| · | On October 30, 2019, Duke Energy Progress (DEP) filed a rate case with the North Carolina Utilities Commission (NCUC) to request an approximate overall 12.3% increase in annualized retail revenues, or approximately $464 million: |
| o | The rate case filing requests an overall rate of return of 7.41% based on approval of a 10.3% return on equity and a 53% equity component of the capital structure |
| o | The filing is based on a North Carolina retail rate base of $10.8 billion as of June 30, 2019 and adjusted for known and measurable changes through February 2020 |
| o | The filing requests recovery of $656 million of deferred storm costs over 15 years, including costs incurred to rebuild the electric system and restore power after major storms in 2018, including Hurricanes Florence and Michael and Winter Storm Diego and Hurricane Dorian in 2019 |
| · | On May 29, 2020, Duke Energy Progress (DEP) and the Public Staff - North Carolina Utilities Commission (Public Staff) filed an Agreement and Stipulation of Partial Settlement (May 2020 Stipulation) resolving certain issues in the base rate proceeding, the most significant of which would result in the removal of storm costs from the rate case and an agreement to file a petition seeking to securitize the costs within 120 days of an NCUC order in the rate case regarding the reasonableness and prudency of the storm costs |
| · | On July 27, 2020, DEP and the Public Staff made a filing with the NCUC that, among other notifications, indicated that an agreement in principle had been reach on additional issues related to the base rate proceeding. On July 31, 2020, DEP and the Public Staff filed documents in support of the agreement in principle (Second Partial Stipulation) |
Major components of the Second Partial Stipulation:
| · | Return on equity of 9.6% based upon a capital structure of 52% equity and 48% debt |
| · | Public Staff support of deferral treatment for DEP of approximately $0.5 billion of Grid Improvement Plan (GIP) projects including a return; DEP to withdraw request for deferral treatment on the remaining $0.5 billion of GIP projects, but retains the right to deploy those projects in a prudent and reasonable fashion |
| · | Agreement on the inclusion of plant in service and other revenue requirement updates through May 31, 2020, subject to Public Staff review. Annual revenue requirement associated with the May 31 update is estimated at $25 million |
| · | Unprotected Federal Excess Deferred Income Taxes (EDIT) - unprotected federal EDIT flow back period of 5 years; reserves the ability to reflect a future increase or decrease in the federal tax rate during the 5-year period |
| · | DEP will make a $5 million shareholder contribution to low income programs over 2 years ($2.5 million per year) |
| · | Agreement on certain cost allocation and rate design items |
| · | Interim rates will be filed consistent with the terms of the Second Partial Stipulation agreement. The inclusion of base rate increases in the interim rates allows the company to record the earnings benefits of the settlement agreement in 2020 as if the rates were permanent, while the incorporation of EDIT flowback in the interim rates keeps most customers rates unchanged during the period leading up to an NCUC order in the case. |
Key issues on which the parties have not reached a compromise include:
| · | Matters related to the recovery of and on coal ash basin expenditures |
| · | The amount of annual depreciation expense, including accelerated depreciation on certain coal-fired generation plants |
Additional Information:
| · | The Stipulation is subject to the review and approval of the NCUC |
| · | An evidentiary hearing to review the Stipulation and remaining issues in the case has been rescheduled for August 24, 2020, allowing additional time for Public Staff and other intervenor review of May 2020 updates |
| · | DEP originally requested new rates go into effect September 1, 2020. With the delay in the hearing, the Company currently plans to make the filings necessary to implement interim rates, effective September 1, 2020. The interim rate request will reflect the rates in this partial settlement |
| · | DEP has worked collaboratively with multiple groups to find common ground and reach partial settlement agreements in the rate case, including the Public Staff, CIGFUR, Commercial Group, Harris Teeter, Vote Solar, the North Carolina Sustainable Energy Association (NCSEA), NC Justice Center, NC Housing Coalition, Natural Resources Defense Council (NRDC) and the Southern Alliance for Clean Energy (SACE). |