8-KMaterial AgreementsExhibits & Filings

Duke Energy CORP 8-K Report, Material Agreement (Nov 10, 2022)

Filed November 10, 2022For Securities:DUKDUKBDUK-PA

Summary

Duke Energy Corporation (DUK) announced on November 10, 2022, the establishment of an at-the-market equity distribution program allowing for the offer and sale of up to $1.5 billion of its common stock. This program is facilitated through various sales agents and may involve forward sale agreements with forward purchasers. Investors should note that while the company may offer shares through this program, the actual proceeds received will depend on the settlement of forward sale agreements. The company may not receive immediate proceeds from borrowed shares sold by forward sellers, and the ultimate proceeds could be impacted by cash or net share settlements. This initiative provides Duke Energy with flexibility to access equity capital as needed over time.

Key Highlights

  • 1Duke Energy established an at-the-market equity distribution program for up to $1.5 billion of common stock.
  • 2The program allows for the offering and sale of shares over time and from time to time.
  • 3The company may enter into forward sale agreements with forward purchasers as part of this program.
  • 4Proceeds from the sale of borrowed shares by forward sellers are not received directly by Duke Energy.
  • 5Duke Energy expects to receive proceeds upon future physical settlement of forward sale agreements.
  • 6The company may not receive proceeds, or may owe cash/shares, if forward sale agreements are cash or net share settled.
  • 7Sales can be made through negotiated transactions, 'at-the-market' offerings, or directly on the NYSE.

Frequently Asked Questions

The Equity Distribution Agreement establishes an 'at-the-market' equity distribution program, allowing Duke Energy to offer and sell up to $1.5 billion of its common stock over time. This provides the company with flexibility to raise capital through equity issuance as needed.

Duke Energy expects to receive proceeds from the sale of shares upon the future physical settlement of any forward sale agreements entered into with forward purchasers. The company does not receive proceeds directly from the initial sale of borrowed shares by forward sellers.

If Duke Energy elects to cash settle or net share settle a forward sale agreement, it may not receive any proceeds (in the case of cash settlement) or will not receive any proceeds (in the case of net share settlement). In a net share settlement, the company may owe shares of common stock to the forward purchaser.

The program allows Duke Energy to offer and sell shares 'over a period of time and from time to time'. Specific timing and volume of sales are at the company's discretion, subject to market conditions and the terms of the agreement.