Duke Energy announces public offering of common stock in connection
February 29, 2016
CHARLOTTE, NC -Duke Energy Corporation (NYSE: DUK) (“Duke”) announced that it has commenced a registered public offering of 9.25 million shares of its common stock in connection with a forward sale agreement (as discussed below). Barclays, BofA Merrill Lynch, Citigroup, J.P. Morgan and Wells Fargo Securities are acting as joint book-running managers of this offering.
The expected net proceeds from the offering are to be used to finance a portion of the costs of Duke’s pending acquisition of Piedmont Natural Gas Company, Inc. (“Piedmont”). In connection with the offering, Duke expects to grant the underwriters of the offering a 30-day option to purchase up to an additional 1.3875 million shares of Duke’s common stock upon the same terms.
In connection with the offering, Duke expects to enter into a forward sale agreement with an affiliate of Barclays Capital Inc. (the “forward counterparty”) under which Duke will agree to issue and sell to the forward counterparty (subject to Duke’s right to cash settle or net share settle the forward sale agreement) 9.25 million shares of its common stock at the public offering price, less discounts and commissions, and subject to certain adjustments. If the underwriters exercise their option to purchase additional shares of Duke’s common stock, Duke expects to enter into an additional forward sale agreement with the forward counterparty with respect to the additional shares.
Settlement of the forward sale agreement(s) will occur upon closing of the Piedmont acquisition, which is expected by the end of 2016, but may occur as late as June 30, 2017. Duke may, subject to certain conditions, elect cash settlement or net share settlement for all or a portion of its rights or obligations under the forward sale agreement(s).
The offering is being made pursuant to Duke’s effective shelf registration statement filed with the Securities and Exchange Commission (the “SEC”). The preliminary prospectus supplement related to the offering will be available on the SEC’s website at http://www.sec.gov. Copies of the prospectus supplement and the base prospectus relating to the offering may be obtained from: Barclays Capital Inc. by calling 1-888-603-5847, or by mail at Barclays Capital Inc. c/o Broadridge Financial Solutions, 1155 Long Island Ave., Edgewood, NY 11717, or by email at [email protected]; BofA Merrill Lynch, 222 Broadway, New York, NY 10038, Attn: Prospectus Department, email [email protected]; Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: (800) 831-9146; J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at(866) 803-9204; Wells Fargo Securities, LLC Attention: Equity Syndicate Department, 375 Park Avenue, New York, New York 10152, or by calling (800) 326-5897 or e-mail [email protected].
This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or country in which the offer, solicitation or sale of these securities would be unlawful prior to registration or qualification under the securities laws of any state or country. The offering of these securities will be made only by means of a prospectus and a related prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933.
About Duke Energy
Duke Energy is the largest electric power holding company in the United States. Its regulated utility operations serve approximately 7.4 million electric customers located in six states in the Southeast and Midwest, representing a population of approximately 24 million people. Its Commercial Portfolio and International business segments own and operate diverse power generation assets in North America and Latin America, including a growing portfolio of renewable energy assets in the United States.
Headquartered in Charlotte, N.C., Duke Energy is a Fortune 250 company traded on the New York Stock Exchange under the symbol DUK. More information about the company is available at duke-energy.com.
