Duke Energy Corporation (NYSE:DUK) Files An 8-K Other EventsItem 8.01. Other Events.
On September17, 2018, Duke Energy Corporation (the “Company”) consummated the issuance and sale of the securities described below to an underwriting agreement, dated September11, 2018 (the “Underwriting Agreement”), with Merrill Lynch, Pierce, Fenner& Smith Incorporated, Morgan Stanley& Co. LLC, RBC Capital Markets, LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein (the “Underwriters”), to which the Company agreed to issue and sell to the Underwriters $500,000,000 aggregate principal amount of the Company’s 5.625% Junior Subordinated Debentures due 2078 (the “Securities”). The Securities were sold to the Underwriters at a discount to their principal amount. The Securities were issued to an Indenture, dated as of June3, 2008 (the “Indenture”), by and between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as amended and supplemented by various supplemental indentures thereto, including the Twentieth Supplemental Indenture, dated as of September17, 2018 (the “Supplemental Indenture”), between the Company and the Trustee. The disclosure in this Item 8.01 is qualified in its entirety by the provisions of the Indenture, the Supplemental Indenture, together with the form of global notes evidencing the Securities are included therein, is filed as Exhibit4.1 hereto, and the Underwriting Agreement, which is filed as Exhibit99.1 hereto. Such exhibits are incorporated herein by reference. Also, in connection with the issuance and sale of the Securities, the Company is filing a legal opinion regarding the validity of the Securities as Exhibit5.1 to this Form8-K and a legal opinion regarding certain tax matters as Exhibit8.1 to this Form8-K for the purpose of incorporating such opinions into the Company’s Registration Statement on FormS-3, as amended, No.333-213765.
Item 9.01. Financial Statements and Exhibits.
(d) |
Exhibits. |
4.1 |
Twentieth Supplemental Indenture, dated as of September17, 2018, to the indenture, dated as of June3, 2008, between the Company and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit4.2 to the Registration Statement on Form8-A of the Company filed on September17, 2018) |
5.1 |
Opinion of Robert T. Lucas III regarding validity of the Securities |
8.1 |
Opinion of Hunton Andrews Kurth LLP regarding certain tax matters |
23.1 |
Consent of Robert T. Lucas III (included as part of Exhibit5.1) |
23.2 |
Consent of Hunton Andrews Kurth LLP (included as part of Exhibit8.1) |
99.1 |
Underwriting Agreement, dated September11, 2018, among the Company and Merrill Lynch, Pierce, Fenner& Smith Incorporated, Morgan Stanley& Co. LLC, RBC Capital Markets, LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein |