10-D 1 defpf-20170301x10d.htm FORM 10-D Document



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-D
ASSET-BACKED ISSUER
DISTRIBUTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the semi-annual distribution period from
Issuance to February 28, 2017

Commission File Number
 
Registrant; State of Incorporation; Address; and Telephone Number
 
IRS Employer Identification No.
333-209196-01
 
DUKE ENERGY FLORIDA PROJECT FINANCE, LLC
 
81-0977581
 
 
(Delaware)
 
 
 
 
299 First Avenue North, St. Petersburg, Florida 33701
 
 
 
 
704-382-3853
 
 
 
 
 
 
 
1-03274
 
DUKE ENERGY FLORIDA, LLC
 
59-0247770
 
 
(Depositor and Sponsor)
 
 
 
 
(Florida)
 
 
 
 
299 First Avenue North, St. Petersburg, Florida 33701
 
 
 
 
704-382-3853
 
 
Registered/reporting pursuant to (check one)
 
 
 
 
 
 
 
 
Name of exchange
Title of class
 
Section 12(b)
 
Section 12(g)
 
Section 15(d)
 
(If Section 12(b))
Series A 2018 Senior Secured Bonds
 
o
 
o
 
þ
 
 
Series A 2021 Senior Secured Bonds
 
o
 
o
 
þ
 
 
Series A 2026 Senior Secured Bonds
 
o
 
o
 
þ
 
 
Series A 2032 Senior Secured Bonds
 
o
 
o
 
þ
 
 
Series A 2035 Senior Secured Bonds
 
o
 
o
 
þ
 
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes þ No o




PART I – DISTRIBUTION INFORMATION
Item 1. Distribution and Pool Performance Information.
The response to Item 1 is set forth in part herein and in part in Exhibit 99.1.
The record date for distributions described in Exhibit 99.1 is February 28, 2017.
Introductory and explanatory information regarding the material terms, parties, and distributions described in Exhibit 99.1 is included in the Prospectus dated June 15, 2016, of Duke Energy Florida Project Finance, LLC (Issuing Entity) relating to the Series A Senior Secured Bonds (Bonds) filed with the Securities and Exchange Commission pursuant to Rule 424(b)(1) of the Securities Act of 1933 on June 17, 2016.
As indicated in Exhibit 99.1, all required interest and scheduled principal payments on the Bonds have been made with respect to the March 1, 2017, distribution date.
The following Items have been omitted pursuant to General Instruction C of Form 10-D:
•
Item 1A. Asset-Level Information.
•
Item 1B. Asset Representations Reviewer and Investor Communication.
PART II – OTHER INFORMATION
Item 2. Legal Proceedings.
On February 22, 2016, a lawsuit was filed in the U.S. District Court for the Southern District of Florida on behalf of a putative class of Duke Energy Florida's and Florida Power & Light Company’s (FP&L) customers in Florida. The suit alleges the State of Florida’s nuclear power plant cost recovery statutes (NCRS) are unconstitutional and pre-empted by federal law. Plaintiffs claim they are entitled to repayment of all money paid by customers of Duke Energy Florida and FP&L as a result of the NCRS, as well as an injunction against any future charges under those statutes. The constitutionality of the NCRS has been challenged unsuccessfully in a number of prior cases on alternative grounds. Duke Energy Florida and FP&L filed motions to dismiss the complaint on May 5, 2016. On September 21, 2016, the Court granted the motions to dismiss with prejudice. Plaintiffs filed a motion for reconsideration, which was denied. On January 4, 2017, plaintiffs filed a notice of appeal. Duke Energy Florida cannot predict the outcome of this appeal. Even if all of the plaintiffs' requests for relief in this lawsuit are granted, there would be no impact on nuclear asset-recovery charges imposed by Duke Energy Florida or on the bonds.
Item 3. Sale of Securities and Use of Proceeds.
None.
The following Items have been omitted pursuant to General Instruction C of Form 10-D:
•
Item 4. Defaults Upon Senior Securities.
•
Item 5. Submission of Matters to a Vote of Security Holders.
•
Item 6. Significant Obligors of Pool Assets.
•
Item 7. Change in Sponsor Interest in the Securities.
•
Item 8. Significant Enhancement Provider Information.
Item 9. Other Information.
None.
Item 10. Exhibits.
(a) and (b) See Exhibit Index included as the last part of this report, which is incorporated herein by reference.




SIGNATURES
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 thereunto duly authorized.
Date:
March 15, 2017
DUKE ENERGY FLORIDA PROJECT FINANCE, LLC
 
 
(Issuing Entity)
 
 
 
 
 
By: Duke Energy Florida, LLC, as Servicer
 
 
 
 
 
 
 
By:
/s/ William E. Currens Jr.
 
 
William E. Currens Jr.
 
 
Senior Vice President, Chief Accounting Officer and Controller




EXHIBIT INDEX
Exhibits filed herewithin are designated by an asterisk (*). All exhibits not so designated are incorporated by reference to a prior filing, as indicated.
Exhibit No.
 
Description
3.1
 
Certificate of Formation of Duke Energy Florida Project Finance, LLC (filed with the Registration Statement on Form SF-1 of Duke Energy Florida, LLC (File No. 333-209196) on January 29, 2016)
3.2
 
Amended and Restated Limited Liability Company Agreement of Duke Energy Project Finance, LLC dated and effective as of June 10, 2016 (Form 8-K filed June 17, 2016)
4.1
 
Indenture, dated as of June 22, 2016, by and between Duke Energy Florida Project Finance, LLC and The Bank of New York Mellon Trust Company, N.A., as Indenture Trustee and Securities Intermediary (Form 8-K filed June 17, 2016)
10.1
 
Nuclear Asset-Recovery Property Servicing Agreement, dated as of June 22, 2016, by and between Duke Energy Florida Project Finance, LLC and Duke Energy Florida, LLC (Form 8-K filed June 22, 2016)
10.2
 
Nuclear Asset-Recovery Property Purchase and Sale Agreement, dated as of June 22, 2016, by and between Duke Energy Florida Project Finance, LLC and Duke Energy Florida, LLC (Form 8-K filed June 22, 2016)
10.3
 
Administration Agreement, dated as of June 22, 2016, by and between Duke Energy Florida Project Finance, LLC and Duke Energy Florida, LLC (Form 8-K filed June 22, 2016)
*99.1
 
Semi-annual Servicer’s Certificate relating to the Bonds, dated February 21, 2017