SEC Info℠ | Home | Search | My Interests | Help | Sign In | Please Sign In | ||||||||||||||||||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/22/24 Duke Energy Progress, LLC. SF-1/A 16:4.6M Toppan Merrill/FA Duke Energy Progress SC Storm Funding LLC |
Document/Exhibit Description Pages Size 1: SF-1/A Pre-Effective Amendment to Registration Statement HTML 1.46M (General Form) by an Issuer of Asset-Backed Securities 2: EX-1.1 Underwriting Agreement or Conflict Minerals Report HTML 243K 3: EX-3.2 Articles of Incorporation/Organization or Bylaws HTML 240K 4: EX-4.1 Instrument Defining the Rights of Security Holders HTML 765K 5: EX-5.1 Opinion of Counsel re: Legality HTML 16K 6: EX-8.1 Opinion of Counsel re: Tax Matters HTML 23K 7: EX-10.1 Material Contract HTML 359K 8: EX-10.2 Material Contract HTML 153K 9: EX-10.3 Material Contract HTML 66K 10: EX-10.4 Material Contract HTML 97K 11: EX-10.5 Material Contract HTML 32K 16: EX-FILING FEES Filing Fees HTML 15K 12: EX-99.1 Miscellaneous Exhibit HTML 669K 13: EX-99.2 Miscellaneous Exhibit HTML 127K 14: EX-99.3 Miscellaneous Exhibit HTML 152K 15: EX-99.4 Miscellaneous Exhibit HTML 8K
tm243320-7_sf1a - block - 12.2500398s |
|
Duke Energy Progress, LLC
(Exact name of registrant, sponsor and depositor as specified in its charter)
|
| |
Duke Energy Progress SC Storm Funding LLC
(Exact name of registrant and issuing entity as specified in its charter)
|
|
|
North Carolina
(State or other jurisdiction of incorporation or organization)
|
| |
Delaware
(State or other jurisdiction of incorporation or organization)
|
|
|
(Commission File Number)
|
| |
(Commission File Number)
|
|
|
000017797
(Central Index Key Number)
|
| |
(Central Index Key Number)
|
|
|
56-0165465
(I.R.S. Employer Identification Number)
|
| |
99-0724467
(I.R.S. Employer Identification Number)
|
|
|
(Address, including zip code, and telephone number, including area code, of depositor’s principal executive offices)
|
| |
(Address, including zip code, and telephone number, including area code, of issuing entity’s principal executive offices)
|
|
| | |
Eric D. Tashman
Norton Rose Fulbright US LLP 555 California Street San Francisco, California 94104 (628) 231-6803 |
|
Tranche
|
| |
Expected
Weighted Average Life (Years) |
| |
Principal
Amount Offered* |
| |
Scheduled
Final Payment Date |
| |
Final
Maturity Date |
| |
Interest
Rate |
| |
Initial
Price to Public(1) |
| |
Underwriting
Discounts and Commissions |
| |
Proceeds to
Issuing Entity (Before Expenses) |
| |||||||||||||||
A-1 | | | | | | | $ | 177,365,000 | | | | | | | | | | | | % | | | | | | % | | | | | | % | | | | | $ | | |
| | | | | 1 | | | |
| | | | | 2 | | | |
| | | | | 5 | | | |
| | | | | 7 | | | |
| | | | | 21 | | | |
| | | | | 23 | | | |
| | | | | 40 | | | |
| | | | | 43 | | | |
| | | | | 48 | | | |
| | | | | 51 | | | |
| | | | | 57 | | | |
| | | | | 58 | | | |
| | | | | 64 | | | |
| | | | | 86 | | | |
| | | | | 89 | | | |
| | | | | 96 | | | |
| | | | | 98 | | | |
| | | | | 99 | | | |
| | | | | 109 | | | |
| | | | | 119 | | | |
| | | | | 120 | | | |
| | | | | 124 | | | |
| | | | | 125 | | | |
| | | | | 129 | | | |
| | | | | 133 | | | |
| | | | | 134 | | | |
| | | | | 136 | | | |
| | | | | 137 | | | |
| | | | | 138 | | | |
| | | | | 139 | | | |
| | | | | 140 | | | |
| | | | | 141 | | | |
| | | | | 142 | | | |
| | | | | 143 | | | |
| | | | | 144 | | |
| Name | | |
Age
|
| |
Title
|
| |
Background
|
|
| | |
55
|
| | Manager | | |
Karl W. Newlin has been Senior Vice President Corporate Development at Duke Energy Corporation since June 2018 and has been its Treasurer since November 2018. Prior to that, Mr. Newlin was Senior Vice President and Chief Commercial Officer — Natural Gas effective with the merger of Duke Energy Corporation and Piedmont Natural Gas Company, Inc. (“Piedmont”) in October 2016. Mr. Newlin joined Piedmont in 2010 to manage its strategic planning functions, new business development activities and joint venture investments.
Mr. Newlin previously served as Managing Director, Investment Banking with Merrill Lynch & Co. in its New York and Los Angeles offices.
|
| |
| | |
57
|
| | Manager | | | Manager Cynthia S. Lee was appointed Vice President, Chief Accounting Officer and Controller of Duke Energy Corporation, effective May 2021. Prior to that, Ms. Lee served as Director, Investor Relations since June 2019 and in various accounting roles since joining Duke Energy Corporation in 2002. | | |
| Bernard J. Angelo | | |
54
|
| | Independent Manager | | | Mr. Angelo joined Global Securitization Service, LLC in April 1997 and has extensive experience in managing commercial paper and medium term note programs. In addition to his administrative skills, he has over twenty-six years of experience in both the | |
| | | | | | | | | |
business and legal side of structured finance. He has been elected to and serves on the board of directors for a number of securitization programs.
At Global Securitization, Mr. Angelo has been active in assisting clients and their legal counsel during the structuring phase of their transactions as well as assimilating bank sponsored commercial paper programs into the operating matrix at Global Securitization.
Prior to joining Global Securitization, Mr. Angelo was an Assistant Vice President at Bankers Trust Company from January 1993 to April 1997 where he was responsible for oversight of the treasury and accounting functions on the Corporate Trust side of structured transactions managed by the bank. He has a B.S. in Finance from Siena College.
|
|
|
Tranche
|
| |
Scheduled Final
Payment Date |
| |
Final Maturity
Date |
|
South Carolina Rate Class
|
| |
Allocation
Percentage |
| |||
Residential
|
| | | | 67.01% | | |
Small General Service
|
| | | | 9.72% | | |
Medium General Service
|
| | | | 12.60% | | |
Large General Service
|
| | | | 4.08% | | |
Lighting
|
| | | | 6.59% | | |
| | | | | 100.00% | | |
Name
|
| |
Age
|
| |
Title
|
| |
Background
|
|
Karl W. Newlin | | |
55
|
| | Manager | | | Karl W. Newlin has been Senior Vice President Corporate Development at Duke Energy Corporation since June 2018 and has been its Treasurer since November 2018. Prior to that, Mr. Newlin was Senior Vice President and Chief Commercial Officer — Natural Gas effective with the merger of Duke Energy Corporation and Piedmont Natural Gas Company, Inc. (“Piedmont”) in October 2016. Mr. Newlin joined Piedmont in 2010 to manage its strategic planning functions, new business development activities and joint venture investments. Mr. Newlin previously served as Managing Director, Investment Banking with Merrill Lynch & Co. in its New York and Los Angeles offices. | |
Cynthia S. Lee | | |
57
|
| | Manager | | | Cynthia S. Lee was appointed Vice President, Chief Accounting Officer and Controller of Duke Energy Corporation, effective May 2021. Prior to that, Ms. Lee served as Director, Investor Relations since June 2019 and in various accounting roles since joining Duke Energy Corporation in 2002. | |
Bernard J. Angelo | | |
54
|
| | Independent Manager | | | Mr. Angelo joined Global Securitization Service, LLC in April 1997 and has extensive experience in managing commercial paper and medium term note programs. In addition to his administrative skills, he has over twenty-six years of experience in both the business and legal side of structured finance. He has been elected to and serves on the board of directors for a number of securitization programs. | |
Name
|
| |
Age
|
| |
Title
|
| |
Background
|
|
| | | | | | | | |
At Global Securitization, Mr. Angelo has been active in assisting clients and their legal counsel during the structuring phase of their transactions as well as assimilating bank sponsored commercial paper programs into the operating matrix at Global Securitization.
Prior to joining Global Securitization, Mr. Angelo was an Assistant Vice President at Bankers Trust Company from January 1993 to April 1997 where he was responsible for oversight of the treasury and accounting functions on the Corporate Trust side of structured transactions managed by the bank. He has a B.S. in Finance from Siena College.
|
|
Customer Class
|
| |
2019
|
| |
2020
|
| |
2021
|
| |
2022
|
| |
2023
|
| |||||||||||||||
Residential
|
| | | $ | 251,562 | | | | | $ | 233,631 | | | | | $ | 236,889 | | | | | $ | 249,794 | | | | | $ | 276,693 | | |
Commercial
|
| | | | 179,955 | | | | | | 167,972 | | | | | | 170,477 | | | | | | 193,703 | | | | | | 198,684 | | |
Industrial
|
| | | | 130,298 | | | | | | 120,026 | | | | | | 106,975 | | | | | | 141,372 | | | | | | 131,008 | | |
Lighting
|
| | | | 18,291 | | | | | | 18,353 | | | | | | 17,714 | | | | | | 19,803 | | | | | | 21,245 | | |
Total*
|
| | | $ | 580,106 | | | | | $ | 539,982 | | | | | $ | 532,055 | | | | | $ | 604,672 | | | | | $ | 627,630 | | |
Customer Class
|
| |
2019
|
| |
2020
|
| |
2021
|
| |
2022
|
| |
2023
|
| |||||||||||||||
Residential
|
| | | | 139,675 | | | | | | 141,335 | | | | | | 144,426 | | | | | | 152,396 | | | | | | 153,987 | | |
Commercial
|
| | | | 31,963 | | | | | | 31,695 | | | | | | 31,940 | | | | | | 31,595 | | | | | | 32,113 | | |
Industrial
|
| | | | 63 | | | | | | 64 | | | | | | 63 | | | | | | 60 | | | | | | 61 | | |
Lighting
|
| | | | 737 | | | | | | 831 | | | | | | 826 | | | | | | 817 | | | | | | 826 | | |
Total
|
| | | | 172,438 | | | | | | 173,925 | | | | | | 177,255 | | | | | | 184,868 | | | | | | 186,987 | | |
Rate Class
|
| |
2019
|
| |
2020
|
| |
2021
|
| |
2022
|
| |
2023
|
| |||||||||||||||
Residential
|
| | | | 2,081 | | | | | | 1,978 | | | | | | 2,080 | | | | | | 2,042 | | | | | | 1,935 | | |
Commercial
|
| | | | 1,923 | | | | | | 1,768 | | | | | | 1,808 | | | | | | 1,855 | | | | | | 1,762 | | |
Industrial
|
| | | | 2,221 | | | | | | 2,108 | | | | | | 2,072 | | | | | | 2,188 | | | | | | 1,885 | | |
Lighting
|
| | | | 77 | | | | | | 76 | | | | | | 73 | | | | | | 72 | | | | | | 72 | | |
Total
|
| | | | 6,302 | | | | | | 5,930 | | | | | | 6,033 | | | | | | 6,157 | | | | | | 5,654 | | |
| | |
2019
|
| |
2020
|
| |
2021
|
| |
2022
|
| |
2023
|
| |||||||||||||||
Residential | | | | | | | |||||||||||||||||||||||||
Weather Adjusted
|
| | | | 18,009 | | | | | | 18,435 | | | | | | 18,807 | | | | | | 18,989 | | | | | | 18,518 | | |
Forecast
|
| | | | 18,016 | | | | | | 18,092 | | | | | | 18,303 | | | | | | 18,777 | | | | | | 19,192 | | |
Variance
|
| | | | 0.0% | | | | | | 1.9% | | | | | | 2.8% | | | | | | 1.1% | | | | | | -3.5% | | |
Commercial | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Weather Adjusted
|
| | | | 13,833 | | | | | | 12,930 | | | | | | 13,376 | | | | | | 13,636 | | | | | | 13,291 | | |
Forecast
|
| | | | 14,007 | | | | | | 13,963 | | | | | | 13,728 | | | | | | 13,931 | | | | | | 13,749 | | |
Variance
|
| | | | -1.2% | | | | | | -7.4% | | | | | | -2.6% | | | | | | -2.1% | | | | | | -3.3% | | |
Industrial | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Weather Adjusted
|
| | | | 11,882 | | | | | | 11,521 | | | | | | 11,268 | | | | | | 12,034 | | | | | | 11,049 | | |
Forecast
|
| | | | 11,971 | | | | | | 11,900 | | | | | | 11,746 | | | | | | 11,765 | | | | | | 11,512 | | |
Variance
|
| | | | -0.7% | | | | | | -3.2% | | | | | | -4.1% | | | | | | 2.3% | | | | | | -4.0% | | |
Lighting | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Weather Adjusted
|
| | | | 77 | | | | | | 77 | | | | | | 140 | | | | | | 25 | | | | | | 86 | | |
Forecast
|
| | | | 72 | | | | | | 76 | | | | | | 76 | | | | | | 77 | | | | | | 78 | | |
Variance
|
| | | | 8.0% | | | | | | 1.4% | | | | | | 85.9% | | | | | | -67.1% | | | | | | 9.2% | | |
Total | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Weather Adjusted
|
| | | | 43,801 | | | | | | 42,963 | | | | | | 43,592 | | | | | | 42,964 | | | | | | 42,944 | | |
Forecast
|
| | | | 44,065 | | | | | | 44,032 | | | | | | 43,852 | | | | | | 44,551 | | | | | | 44,531 | | |
Variance
|
| | | | -0.6% | | | | | | -2.4% | | | | | | -0.6% | | | | | | 0.3% | | | | | | -3.6% | | |
| | |
2019
|
| |
2020
|
| |
2021
|
| |
2022
|
| |
2023
|
| |||||||||||||||
Billed Electric Revenues ($ in millions)
|
| | | $ | 4,284 | | | | | $ | 4,016 | | | | | $ | 4,025 | | | | | $ | 4,582 | | | | | $ | 4,855 | | |
Net Write-offs ($ in millions)
|
| | | $ | 11 | | | | | $ | 8 | | | | | $ | 12 | | | | | $ | 35 | | | | | $ | 43 | | |
Percentage of Billed Retail Revenues(1)
|
| | | | 0.26% | | | | | | 0.20% | | | | | | 0.30% | | | | | | 0.76% | | | | | | 0.89% | | |
| | |
2019
|
| |
2020
|
| |
2021
|
| |
2022
|
| |
2023
|
| |||||||||||||||
Average number of days outstanding
|
| | | | 25 | | | | | | 29 | | | | | | 34 | | | | | | 40 | | | | | | 38 | | |
| | | | ||||||||||||||||||||||||||||
| | | | |
2020
|
| |
2021
|
| |
2022
|
| |
2023
|
| ||||||||||||||||
Total accounts receivable aging (% of total outstanding) After: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
30 – 59 days
|
| | | | 11.4 | | | | | | 8.7 | | | | | | 13.4 | | | | | | 7.9 | | | | | | 9.4 | | |
60 – 89 days
|
| | | | 0.9 | | | | | | 1.3 | | | | | | 6.5 | | | | | | 4.3 | | | | | | 3.8 | | |
90+ days
|
| | | | 0.5 | | | | | | 1.0 | | | | | | 11.4 | | | | | | 14.0 | | | | | | 10.2 | | |
Total
|
| | |
|
12.8
|
| | | |
|
11.0
|
| | | |
|
31.3
|
| | | |
|
26.2
|
| | | |
|
23.4
|
| |
Tranche
|
| |
Expected
Weighted Average Life (Years) |
| |
Principal
Amount Offered |
| |
Scheduled
Final Payment Date |
| |
Final
Maturity Date |
| |
Interest
Rate |
| ||||||
| | | | | | | $ | 177,365,000 | | | | | | | | | | | | % | | |
Semi-Annual Payment Date
|
| |
Principal Payment
|
| |||
Closing Date
|
| | | $ | | |
Semi-Annual Payment Date
|
| |
Balance
|
| |||
Issuance Date
|
| | | $ | | |
| | | | | |
Weighted Average Life Sensitivity
|
| |||||||||
| | |
Expected
Weighted Average Life (Years) |
| |
-5% ( Standard
Deviations from Mean) |
| |
Change
(days)* |
| |
-15% ( Standard
Deviations from Mean) |
| |
Change
(days)* |
|
Tranche
|
| |
WAL (yrs)
|
| |
WAL (yrs)
|
| |||||||||
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Recipient
|
| |
Source of Payment
|
| |
Fees and Expenses Payable
|
|
Servicer
|
| | storm recovery charge collections and investment earnings | | | $88,683 per annum (so long as DEP is servicer), payable in installments on each payment date, plus reimbursable expenses | |
Indenture Trustee
|
| | storm recovery charge collections and investment earnings | | | $8,500 per annum, plus expenses and transaction charges, if applicable | |
Administrator
|
| | storm recovery charge collections and investment earnings | | | $50,000 per annum, payable annually, in arrears plus expenses | |
Independent Manager
|
| | storm recovery charge collections and investment earnings | | | $2,500 per annum plus expenses | |
DEP return on invested capital
|
| |
storm recovery charge collections and investment earnings |
| |
$45,410 per annum |
|
Underwriter
|
| |
Tranche
|
| |||
Goldman Sachs & Co. LLC
|
| | | | | | |
RBC Capital Markets, LLC
|
| | | | | | |
Total
|
| | | $ | 177,365,000 | | |
| | |
Selling
Concession |
| |
Reallowance
Discount |
| ||||||
Tranche
|
| | | | % | | | | | | % | | |
|
Securities and Exchange Commission registration fee
|
| | | $ | 26,179 | | |
|
Printing expenses
|
| | | | 150,000 | | |
|
Trustee fees and expenses
|
| | | | 35,000 | | |
|
Legal fees and expenses
|
| | | | 2,265,000 | | |
|
Accounting fees and expenses
|
| | | | 115,000 | | |
|
Rating Agencies’ fees and expenses
|
| | | | 395,000 | | |
|
Structuring agent fees and expenses
|
| | | | 308,644 | | |
|
Miscellaneous fees and expenses
|
| | | | 55,000 | | |
|
Total
|
| | | $ | 3,349,823 | | |
|
Signatures
|
| |
Title
|
| |
Date
|
|
|
/s/ Lynn J. Good
|
| |
Chief Executive Officer
(Principal Executive Officer) |
| | | |
|
/s/ Brian D. Savoy
|
| |
Executive Vice President and
Chief Financial Officer (Principal Financial Officer) |
| | | |
|
/s/ Cynthia S. Lee
|
| |
Vice President, Chief Accounting Officer
and Controller (Principal Accounting Officer) |
| | |
|
|
| |
Director
|
| | | |
|
|
| |
Director
|
| | | |
|
|
| |
Director
|
| | | |
|
/s/ Lynn J. Good
|
| |
Director
|
| | | |
|
/s/ Julia S. Janson
|
| |
Director
|
| | | |
|
*By: /s/ Robert T. Lucas III
Robert T. Lucas III
Attorney-in-fact |
| | | | | | |
|
Signature
|
| |
Title
|
| |
Date
|
|
|
/s/ Karl W. Newlin
|
| |
Manager, President, Treasurer and
Chief Financial Officer (Principal Executive Officer and Financial Officer) |
| | | |
|
/s/ Cynthia S. Lee
|
| |
Manager and Controller
(Principal Accounting Officer) |
| | |
This ‘SF-1/A’ Filing | Date | Other Filings | ||
---|---|---|---|---|
3/31/25 | ||||
Filed on: | 3/22/24 | |||
3/8/24 | SF-1/A | |||
1/17/24 | SF-1 | |||
1/12/24 | ||||
12/31/23 | 10-K | |||
11/23/23 | ||||
10/23/23 | ||||
10/13/23 | ||||
9/30/23 | 10-Q | |||
6/17/22 | ||||
11/24/21 | 8-K, 8-K/A | |||
1/21/20 | ||||
12/31/19 | 10-K, 8-K | |||
1/1/19 | ||||
11/7/18 | ||||
6/15/18 | ||||
3/9/18 | ||||
10/22/14 | ||||
8/20/96 | ||||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 1/17/24 Duke Energy Progress, LLC. SF-1 6:2.9M Toppan Merrill/FA |