UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

~~Securities~~Date ~~Exchange~~of ~~Act~~Report (Date of ~~1934~~earliest event reported): November 21, 2019

~~Date~~DUKE ofENERGY ~~Report (Date of earliest event reported): May 29~~FLORIDA, ~~2019~~LLC

Commission file number		Registrant, State of Incorporation or Organization, Address of Principal Executive Offices, and Telephone Number		IRS Employer Identification No.
1-3274		DUKE ENERGY FLORIDA, LLC (a Florida limited liability company) 299 First Avenue North St. Petersburg, Florida 33701 704-382-3853		59-0247770

(Exact Name of Registrant as Specified in its Charter)

Florida

001-3274

59-0247770

(State or Other Jurisdiction

of Incorporation or Organization)

(Commission

File Number)

(IRS Employer

Identification No.)

299 First Avenue North, St. Petersburg, Florida 33701

(Address of Principal Executive Offices, including Zip Code)

(704) 382-3853

(Registrant’s telephone number, including area code)

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:

o ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240. 13e-4(c))

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 o

¨ 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. o

~~SECURITIES~~Securities ~~REGISTERED~~registered ~~PURSUANT~~pursuant to TOSection ~~SECTION~~ 12(b) OF ~~THE~~of ~~ACT~~the Act:

~~N/A~~Title of each class: Trading Symbol(s): Name of each exchange on which registered: None

Item 18.01. ~~Entry~~Other ~~into a Material Definitive Agreement~~Events.

On ~~May 29~~November 26, 2019, Duke Energy Florida, LLC, (~~“DEF”), a wholly owned subsidiary of Duke Energy Corporation, entered into a Decommissioning Services Agreement (~~the “~~Agreement~~Company”) ~~for~~consummated the ~~decommissioning~~issuance and sale of the ~~Crystal~~securities ~~River~~described ~~Unit~~below 3pursuant ~~nuclear~~to ~~power~~an ~~station~~underwriting agreement, ~~located~~dated inNovember ~~Citrus County~~21, ~~Florida~~2019 (the “~~CR3”)~~Mortgage ~~with~~Bonds ~~ADP~~Underwriting ~~CR3, LLC (“Contractor~~Agreement”), ~~and~~with ~~ADP~~BNP ~~SF1,~~Paribas ~~LLC~~Securities ~~(“Buyer”)~~Corp., MUFG ~~each~~Securities ofAmericas ~~which~~Inc., isRBC aCapital ~~wholly~~Markets, ~~owned~~LLC, ~~subsidiary~~SMBC ofNikko ~~Accelerated~~Securities ~~Decommissioning Partners~~America, ~~LLC~~Inc., aTD ~~joint~~Securities ~~venture~~(USA) ~~between~~LLC ~~NorthStar~~and ~~Group~~U.S. Bancorp ~~Services~~Investments, Inc., ~~(“NorthStar”)~~as ~~and~~representatives ~~Orano~~of ~~USA~~the ~~LLC~~several ~~(“Orano”).~~underwriters ~~CR3~~named ~~permanently~~therein ~~ceased~~(the ~~operations~~“Mortgage inBonds ~~2013~~Underwriters”), pursuant atto which ~~time~~the ~~DEF~~Company ~~selected~~agreed ~~SAFSTOR,~~to aissue ~~deferred~~and ~~decommissioning~~sell ~~strategy.~~to ~~Under~~ the ~~terms~~Mortgage ofBonds ~~the~~Underwriters ~~Agreement~~$700,000,000 ~~the~~aggregate ~~decommissioning~~principal amount of ~~CR3 will be accelerated, with~~ the ~~removal~~Company’s ofFirst ~~radioactive~~Mortgage ~~materials~~Bonds, ~~and~~2.50% ~~dismantlement~~Series ofdue ~~structures~~2029 ~~starting~~(the in“Mortgage ~~2020~~Bonds”). ~~and~~The ~~continuing~~Mortgage ~~through~~Bonds ~~2027,~~were sold ~~rather~~to ~~than~~ the ~~expected~~Mortgage ~~timeframe~~Bonds ~~under~~Underwriters ~~SAFSTOR~~at ofa ~~starting~~discount into ~~2067~~their ~~and~~principal ~~ending in 2074~~amount. ~~Closing~~The isMortgage ~~expected~~Bonds towere ~~occur~~issued inunder the ~~first~~Indenture, dated ~~half~~as of ~~2020. As~~January ~~of March 31~~1, ~~2019~~1944, ~~the~~as ~~CR3~~amended ~~Nuclear~~and ~~Decommissioning~~supplemented ~~Trust~~from ~~Fund~~time ~~(the~~to ~~“NDF”)~~time, ~~held~~including ~~approximately~~by ~~$717~~the ~~million~~Fifty-Sixth Supplemental Indenture, dated ~~which~~as isof ~~sufficient~~November to1, ~~cover~~2019 (the ~~contract~~“Fifty-Sixth ~~price~~Supplemental toIndenture”), ~~Contractor. As~~each ~~detailed~~between ~~below,~~ the ~~closing~~Company ofand ~~this~~The ~~transaction~~Bank ~~and~~of ~~accelerated~~New York ~~decommissioning~~Mellon, isas ~~subject~~successor toTrustee, ~~the~~relating ~~approval~~to of the ~~Nuclear~~Mortgage ~~Regulatory~~Bonds ~~Commission~~ (~~“NRC”)~~collectively, ~~and~~the ~~Florida Public Service Commission (~~“~~FPSC~~Mortgage”).

The ~~following~~foregoing ~~description~~disclosure is qualified in its entirety by the provisions of the ~~material~~Mortgage, ~~terms~~the Fifty-Sixth Supplemental Indenture, together with the form of global bond evidencing the Mortgage Bond included therein, which is filed as Exhibit 4.1 hereto, and the Mortgage Bonds Underwriting Agreement, which is ~~qualified~~filed inas ~~its~~Exhibit ~~entirety~~99.1 hereto. Such exhibits are incorporated herein by reference. toAlso, in connection with the ~~text~~issuance and sale of the ~~Agreement~~Mortgage Bonds, tothe beCompany ~~filed~~is ~~with~~filing ~~DEF’s~~a legal opinion regarding the validity of the Mortgage Bonds as Exhibit 5.1 to this Current Report on Form 10 8-QK for the ~~quarter~~purpose ~~ended~~of ~~June 30,~~incorporating ~~2019~~the opinion into the Company’s Registration Statement on Form S-3 (No. 333-233896-05).

~~Decommissioning.~~On ~~Pursuant~~November to26, ~~the Agreement~~2019, ~~Contractor~~the ~~will~~Company ~~perform~~also consummated ~~all~~the ~~activities~~issuance ~~necessary~~and tosale ~~decommission~~of the ~~CR3~~securities ~~facility~~described ~~and~~below ~~the~~pursuant ~~NRC~~to ~~licensed~~an ~~site~~underwriting agreement, ~~including~~dated ~~demolishing~~November ~~and~~21, ~~dismantling~~ 2019 (the ~~existing~~“Notes ~~structures~~Underwriting ~~and facilities and disposing of waste~~Agreement”), ~~in accordance~~ with ~~project~~PNC ~~specifications~~Capital ~~and~~Markets ~~all~~LLC, ~~applicable~~CastleOak ~~laws~~Securities, ~~permits and practices~~L.P., ~~with~~Great aPacific ~~defined~~Securities, Samuel ~~portion~~A. ofRamirez ~~the~~& ~~work~~Company, toInc., beC.L. ~~completed~~King by& ~~January 29~~Associates, ~~2027~~Inc. Onand ~~the~~Drexel ~~closing date~~Hamilton, ~~CR3’s NRC license~~LLC, ~~authorizing~~as ~~possession~~representatives ~~and~~of ~~maintenance,~~the ~~including~~several underwriters ~~decommissioning,~~named oftherein (the ~~NRC-licensed~~“Notes ~~site~~Underwriters”), ~~will~~pursuant ~~transfer from DEF~~ to ~~Contractor.~~which Inthe ~~addition,~~Company ~~DEF~~agreed ~~will~~to ~~sell~~issue and ~~assign~~sell to ~~Buyer,~~ the Notes ~~spent~~Underwriters ~~nuclear fuel~~$200,000,000 ~~storage~~aggregate ~~canisters,~~principal ~~high~~amount ~~level~~of ~~waste,~~the ~~and~~Company’s ~~existing~~Series ~~dry~~A ~~spent~~Floating ~~nuclear~~Rate ~~fuel~~Senior ~~storage~~Notes ~~installation~~due 2021 (the “~~ISFSI~~Notes”). ~~and~~The ~~certain~~Notes ~~related~~were ~~assets,~~sold ~~together~~to ~~with~~the ~~certain~~Notes ~~associated~~Underwriters ~~liabilities~~at ~~and obligations, and Buyer will assume such assets and liabilities~~par. ~~Buyer~~The ~~and~~Notes ~~Contractor~~were ~~will~~issued beunder ~~solely responsible for~~ the ~~operation~~Indenture ~~and~~(For Debt ~~maintenance~~Securities), ofdated ~~the~~as ~~ISFSI from the closing until all~~ of ~~the~~December ~~spent~~7, ~~nuclear~~2005, ~~fuel~~as issupplemented ~~removed~~ from ~~the~~time ~~CR3~~to ~~facility~~time, atincluding ~~which~~by ~~time~~ the ~~ISFSI~~Second ~~will~~Supplemental ~~be decommissioned~~Indenture, dated ~~thereby~~as ~~allowing~~of ~~CR3’s~~November ~~NRC license to be terminated. DEF will~~26, at2019 ~~all times, be~~ (the ~~owner~~“Second ofSupplemental (1Indenture”) ~~the CR3 facility~~, ~~excluding~~between the ~~ISFSI,~~Company and ~~the~~The ~~real~~Bank ~~property~~of onNew ~~which~~York ~~the~~Mellon Trust ~~CR3~~Company, ~~facility~~N.A., ~~and~~as ~~the~~successor ~~NRC~~Trustee ~~licensed~~and ~~site~~Calculation ~~is located~~Agent, ~~including~~relating to the ~~ISFSI~~Notes ~~and~~ (2) collectively, the ~~NDF~~“Indenture”).

~~Contract~~The ~~Price.~~foregoing ~~DEF~~disclosure ~~will~~is ~~pay~~qualified ~~Contractor~~in its ~~$540~~entirety ~~million~~by inthe ~~disbursements~~provisions ~~from~~of athe ~~separate~~Indenture, ~~and~~the ~~segregated~~Second ~~subaccount~~Supplemental ~~within~~Indenture, together with the ~~NDF~~form ~~for~~of global note evidencing the ~~decommissioning~~Note ~~work~~included ~~(not~~therein, ~~including~~which ~~costs~~is ~~for~~filed ~~the~~as ~~operation~~Exhibit ~~and~~4.2 ~~maintenance~~hereto, ofand the ~~ISFSI~~Notes ~~and~~Underwriting ~~management~~Agreement, ofwhich ~~spent~~is ~~fuel)~~filed as Exhibit 99.2 ~~The~~hereto. ~~$540~~Such ~~million~~exhibits ~~will~~are beincorporated ~~increased~~herein by ~~all~~reference. ~~earnings~~Also, in connection with the issuance and ~~decreased~~sale byof ~~all~~the ~~losses~~Notes, ~~taxes~~the Company ~~and~~is ~~other~~filing ~~expenses~~a legal opinion regarding the validity of the ~~subaccount. All~~Notes ~~disbursements~~as ~~are~~Exhibit ~~subject~~5.1 to ~~completion~~this ~~and~~Current ~~validation~~Report on Form 8-K for the purpose of incorporating the ~~decommissioning~~opinion ~~work~~into the Company’s Registration Statement on Form S-3 (No. 333-233896-05).

~~Financial~~Item ~~Assurances~~9. ~~Contractor will provide a letter of credit in favor of DEF to be used by DEF if Contractor fails to achieve a certain milestone by a specified date in the Agreement~~01. ~~Buyer~~Financial ~~will~~Statements ~~also establish~~ and ~~maintain an ISFSI decommissioning trust and establish financial assurance meeting the requirements of the NRC’s regulations until CR3’s NRC license is terminated~~Exhibits. ~~NorthStar and Orano will provide parent company guaranties.~~

~~Conditions to Closing. Closing of the transaction is contingent upon, among other things,~~ (1d) ~~approval~~ of the NRC of the transfer of CR3’s NRC license, authorizing possession and maintenance, including decommissioning, of the NRC-licensed site, from DEF to Contractor; (2) DEF receiving approval from the FPSC of the transactions contemplated in the Agreement and ancillary agreements; and (3) a private letter ruling from the Internal Revenue Service with respect to the NDF reasonably acceptable to DEF (each, a “Required Regulatory Approval”).Exhibits

Termination Prior to Closing. The Agreement may be terminated by either DEF or Contractor if, among other things, (1) any Required Regulatory Approval has been denied and is non-appealable or cannot be

Exhibit		Description
Exhibit 4.1		Fifty-Sixth Supplemental Indenture, dated as of November 1, 2019, between the Company and The Bank of New York Mellon, as successor Trustee

Exhibit 4.2		Second Supplemental Indenture, dated as of November 26, 2019, between the Company and The Bank of New York Mellon Trust Company, N.A., as successor Trustee and Calculation Agent

Exhibit 5.1		Opinion regarding validity of the Mortgage Bonds and the Notes

Exhibit 23.1		Consent (included as part of Exhibit 5.1)

Exhibit 99.1		Underwriting Agreement, dated November 21, 2019, among the Company and BNP Paribas Securities Corp., MUFG Securities Americas Inc., RBC Capital Markets, LLC, SMBC Nikko Securities America, Inc., TD Securities (USA) LLC and U.S. Bancorp Investments, Inc., as representatives of the several underwriters named therein

Exhibit 99.2		Underwriting Agreement, dated November 21, 2019, among the Company and PNC Capital Markets LLC, CastleOak Securities, L.P., Great Pacific Securities, Samuel A. Ramirez & Company, Inc., C.L. King & Associates, Inc. and Drexel Hamilton, LLC, as representatives of the several underwriters named therein

Exhibit 104		Cover Page Interactive Data File - the cover page XBRL tags are embedded within Inline XBRL document.

obtained, as applicable; (2) any federal or state court issues a final, non-appealable order or judgment prohibiting the closing; (3) closing does not occur within three months after receiving the last Required Regulatory Approval, unless the party seeking to terminate is responsible for any failure to meet any condition to closing; (4) the parties have not agreed on revisions to certain attachments to the Agreement on or before the closing; or (5) closing does not occur within two years of the contract date, unless the party seeking to terminate is responsible for any failure to meet any condition to closing.SIGNATURE

~~Contractor~~Pursuant ~~has~~to the ~~right~~requirements toof ~~terminate~~the ifSecurities and ~~DEF~~Exchange ~~materially~~Act ~~violates~~of ~~or breaches any covenant~~1934, ~~representation or warranty contained in~~ the ~~Agreement~~registrant ~~and~~has aduly ~~specific~~caused ~~ancillary~~this ~~agreement~~report to be signed aton ~~closing~~its ~~and~~behalf ~~such violation is not cured~~ by the ~~earlier~~undersigned ofhereunto ~~the closing or thirty days after receipt by DEF of written notice of such violation~~duly authorized.

DEF has the right to terminate if (1) Contractor materially violates or breaches any covenant, representation or warranty contained in the Agreement and such violation is not cured by the earlier of the closing or thirty days after receipt by DEF of written notice of such violation; or (2) certain specified deteriorations in the financial condition of NorthStar or Orano occur.

	DUKE ENERGY FLORIDA, LLC

Date: November 26, 2019	By:	/s/ Robert T. Lucas III, Esq.
		Name:	Robert T. Lucas III, Esq.
		Title:	Assistant Secretary

Termination After Closing. The Agreement cannot be terminated by Contractor. DEF may terminate the Agreement if a Contractor event of default occurs, which includes, but is not limited to, (1) material failure by Contractor to perform covenants that is not cured after notice; (2) bankruptcy of NorthStar or Orano; (3) failure by NorthStar or Orano to meet obligations to Contractor under a parent guaranty; (4) Contractor stops or suspends work such that Contractor cannot progress the decommissioning in accordance with the project schedule; (5) suspension of decommissioning work by NRC for 6 months or more; and (6) intentional and knowing falsification by Contractor of a disbursement certificate.

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 FLORIDA, LLC
Date: May 30, 2019	By:	/s/ David S. Maltz
		Assistant Corporate Secretary

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