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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
Date of earliest event reported: January
11, 2021
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Commission
File
Number |
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Exact name of registrants as specified in their
charters, address of principal executive offices and
registrants' telephone number |
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IRS Employer
Identification
Number |
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1-8841 |
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NEXTERA ENERGY, INC. |
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59-2449419 |
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2-27612 |
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FLORIDA POWER & LIGHT COMPANY |
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59-0247775 |
700 Universe Boulevard
Juno Beach, Florida 33408
(561) 694-4000
State or other jurisdiction of incorporation or
organization: Florida
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrants
under any of the following provisions:
☐ Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
☐ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
☐ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
☐ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the
Act:
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Registrants |
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Title of each class |
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Trading Symbol(s) |
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Name of each exchange
on which registered |
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NextEra Energy, Inc. |
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Common Stock, $0.01 Par Value |
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NEE |
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New York Stock Exchange |
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4.872% Corporate Units |
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NEE.PRO |
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New York Stock Exchange |
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5.279% Corporate Units |
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NEE.PRP |
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New York Stock Exchange |
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6.219% Corporate Units |
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NEE.PRQ |
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New York Stock Exchange |
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Florida Power & Light Company |
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None |
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Indicate by check mark whether the registrants are 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
☐
If an emerging growth company, indicate by check mark if the
registrants have 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.
☐
SECTION 7 - REGULATION FD
Item 7.01 Regulation FD Disclosure
On January 11, 2021, Florida Power & Light Company (FPL), a
wholly owned subsidiary of NextEra Energy, Inc. (NextEra Energy),
issued a news release regarding its intent to initiate a base rate
proceeding in March 2021. A copy of the news release is attached as
Exhibit 99, which is incorporated herein by reference.
SECTION 8 - OTHER EVENTS
Item 8.01 Other Events
On January 11, 2021, FPL filed a formal notification with the
Florida Public Service Commission (FPSC) indicating its intent to
initiate a base rate proceeding by submitting a four-year rate plan
that would begin in January 2022 replacing the current base rate
settlement agreement that has been in place since 2017. As Gulf
Power Company legally merged with FPL on January 1, 2021, the
notification indicates that the plan will include the total revenue
requirements of the combined utility system, reflecting the legal
and operational consolidation of Gulf Power Company into FPL. The
notification also states that, based on preliminary estimates, FPL
expects to request a general base annual revenue requirement
increase of approximately $1.1 billion effective January 2022 and a
subsequent annual increase of approximately $615 million effective
January 2023. The plan is also expected to request authority for a
Solar Base Rate Adjustment (SoBRA) mechanism to recover, subject to
FPSC review, the revenue requirements of up to 900 megawatts (MW)
of solar projects in 2024 and up to 900 MW in 2025. Under the
filing, FPL does not expect to request further adjustments to
general base annual revenue requirements to be effective before
January 2026. If the full amount of new solar capacity allowed
under the proposed SoBRA mechanism were constructed, FPL’s
preliminary estimate is that it would result in base rate
adjustments of approximately $140 million in 2024 and $140 million
in 2025. The proposed SoBRA mechanism adjustments would be offset,
in part, by a reduction in FPL’s fuel costs. In addition, FPL
expects to propose an allowed regulatory return on common equity
midpoint of 11.50 percent, which includes a 50 basis point
performance incentive. FPL expects to file its formal request to
initiate a base rate proceeding in March 2021.
Cautionary Statements and Risk Factors That May Affect Future
Results
This Form 8-K contains “forward-looking statements” within the
meaning of the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. Forward-looking statements are not
statements of historical facts, but instead represent the current
expectations of NextEra Energy, Inc. (NextEra Energy) and FPL
regarding future operating results and other future events, many of
which, by their nature, are inherently uncertain and outside of
NextEra Energy's and FPL's control. Forward-looking statements
include, among others, statements concerning FPL's plans for
requesting new base rates. In some cases, you can identify the
forward-looking statements by words or phrases such as “will,” “may
result,” “expect,” “anticipate,” “believe,” “intend,” “plan,”
“seek,” “potential,” “projection,” “forecast,” “predict,” “goals,”
“target,” “outlook,” “should,” “would” or similar words or
expressions. You should not place undue reliance on these
forward-looking statements, which are not a guarantee of future
performance. The future results of NextEra Energy and FPL and their
business and financial condition are subject to risks and
uncertainties that could cause their actual results to differ
materially from those expressed or implied in the forward-looking
statements, or may require them to limit or eliminate certain
operations. These risks and uncertainties include, but are not
limited to, the following: effects of extensive regulation of
NextEra Energy's and FPL's business operations; inability of
NextEra Energy and FPL to recover in a timely manner any
significant amount of costs, a return on certain assets or a
reasonable return on invested capital through base rates, cost
recovery clauses, other regulatory mechanisms or otherwise; impact
of political, regulatory and economic factors on regulatory
decisions important to NextEra Energy and FPL; disallowance of cost
recovery by FPL based on a finding of imprudent use of derivative
instruments; effect of any reductions or modifications to, or
elimination of, governmental incentives or policies that support
utility scale renewable energy projects of NextEra Energy
Resources, LLC and its affiliated entities (NextEra Energy
Resources) or the imposition of additional tax laws, policies or
assessments on renewable energy; impact of new or revised laws,
regulations, interpretations or ballot or regulatory initiatives on
NextEra Energy and FPL; capital expenditures, increased operating
costs and various liabilities attributable to environmental laws,
regulations and other standards applicable to NextEra Energy and
FPL; effects on NextEra Energy and FPL of federal or state laws or
regulations mandating new or additional limits on the production of
greenhouse gas emissions; exposure of NextEra Energy and FPL to
significant and increasing compliance costs and substantial
monetary penalties and other sanctions as a result of extensive
federal regulation of their operations and businesses; effect on
NextEra Energy and FPL of changes in tax laws, guidance or policies
as well as in judgments and estimates used to determine tax-related
asset and liability amounts; impact on NextEra Energy and FPL of
adverse results of litigation; effect on NextEra Energy and FPL of
failure to proceed with projects under development or inability to
complete the construction of (or capital improvements to) electric
generation, transmission and distribution facilities, gas
infrastructure facilities or other facilities on schedule or within
budget; impact on development and operating activities of NextEra
Energy and FPL resulting from risks related to project siting,
financing, construction, permitting, governmental approvals and the
negotiation of project development agreements; risks involved in
the operation and maintenance of electric generation, transmission
and distribution facilities, gas infrastructure facilities, retail
gas distribution system in Florida and other facilities; effect on
NextEra Energy and FPL of a lack of growth or slower growth in the
number of
customers or in customer usage; impact on NextEra Energy and FPL of
severe weather and other weather conditions; threats of terrorism
and catastrophic events that could result from terrorism,
cyberattacks or other attempts to disrupt NextEra Energy's and
FPL's business or the businesses of third parties; inability to
obtain adequate insurance coverage for protection of NextEra Energy
and FPL against significant losses and risk that insurance coverage
does not provide protection against all significant losses; a
prolonged period of low gas and oil prices could impact NextEra
Energy Resources’ gas infrastructure business and cause NextEra
Energy Resources to delay or cancel certain gas infrastructure
projects and could result in certain projects becoming impaired;
risk to NextEra Energy Resources of increased operating costs
resulting from unfavorable supply costs necessary to provide
NextEra Energy Resources' full energy and capacity requirement
services; inability or failure by NextEra Energy Resources to
manage properly or hedge effectively the commodity risk within its
portfolio; effect of reductions in the liquidity of energy markets
on NextEra Energy's ability to manage operational risks;
effectiveness of NextEra Energy's and FPL's risk management tools
associated with their hedging and trading procedures to protect
against significant losses, including the effect of unforeseen
price variances from historical behavior; impact of unavailability
or disruption of power transmission or commodity transportation
facilities on sale and delivery of power or natural gas by NextEra
Energy, including FPL; exposure of NextEra Energy and FPL to credit
and performance risk from customers, hedging counterparties and
vendors; failure of NextEra Energy or FPL counterparties to perform
under derivative contracts or of requirement for NextEra Energy or
FPL to post margin cash collateral under derivative contracts;
failure or breach of NextEra Energy's or FPL's information
technology systems; risks to NextEra Energy and FPL's retail
businesses from compromise of sensitive customer data; losses from
volatility in the market values of derivative instruments and
limited liquidity in OTC markets; impact of negative publicity;
inability of NextEra Energy and FPL to maintain, negotiate or
renegotiate acceptable franchise agreements with municipalities and
counties in Florida; occurrence of work strikes or stoppages and
increasing personnel costs; NextEra Energy's ability to
successfully identify, complete and integrate acquisitions,
including the effect of increased competition for acquisitions;
environmental, health and financial risks associated with NextEra
Energy Resources’ and FPL's ownership and operation of nuclear
generation facilities; liability of NextEra Energy and FPL for
significant retrospective assessments and/or retrospective
insurance premiums in the event of an incident at certain nuclear
generation facilities; increased operating and capital expenditures
and/or reduced revenues at nuclear generation facilities of NextEra
Energy or FPL resulting from orders or new regulations of the
Nuclear Regulatory Commission; inability to operate any of NextEra
Energy Resources' or FPL's owned nuclear generation units through
the end of their respective operating licenses; effect of
disruptions, uncertainty or volatility in the credit and capital
markets or actions by third parties in connection with
project-specific or other financing arrangements on NextEra
Energy's and FPL's ability to fund their liquidity and capital
needs and meet their growth objectives; inability of NextEra
Energy, FPL and NextEra Energy Capital Holdings, Inc. to maintain
their current credit ratings; impairment of NextEra Energy's and
FPL's liquidity from inability of credit providers to fund their
credit commitments or to maintain their current credit ratings;
poor market performance and other economic factors that could
affect NextEra Energy's defined benefit pension plan's funded
status; poor market performance and other risks to the asset values
of NextEra Energy's and FPL's nuclear decommissioning funds;
changes in market value and other risks to certain of NextEra
Energy's investments; effect of inability of NextEra Energy
subsidiaries to pay upstream dividends or repay funds to NextEra
Energy or of NextEra Energy's performance under guarantees of
subsidiary obligations on NextEra Energy's ability to meet its
financial obligations and to pay dividends on its common stock; the
fact that the amount and timing of dividends payable on NextEra
Energy's common stock, as well as the dividend policy approved by
NextEra Energy's board of directors from time to time, and changes
to that policy, are within the sole discretion of NextEra Energy's
board of directors and, if declared and paid, dividends may be in
amounts that are less than might be expected by shareholders; NEP’s
inability to access sources of capital on commercially reasonable
terms could have an effect on its ability to consummate future
acquisitions and on the value of NextEra Energy’s limited partner
interest in NextEra Energy Operating Partners, LP; effects of
disruptions, uncertainty or volatility in the credit and capital
markets on the market price of NextEra Energy's common stock; and
the ultimate severity and duration of the coronavirus pandemic and
its effects on NextEra Energy’s or FPL’s businesses. NextEra Energy
and FPL discuss these and other risks and uncertainties in their
annual report on Form 10-K for the year ended December 31, 2019 and
other SEC filings, and this Form 8-K should be read in conjunction
with such SEC filings. The forward-looking statements made in this
Form 8-K are made only as of the date of this Form 8-K and NextEra
Energy and FPL undertake no obligation to update any
forward-looking statements.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
Exhibit 99 is being furnished pursuant to Item 7.01
herein.
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Exhibit
Number |
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Description |
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NextEra Energy, Inc. |
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Florida Power & Light Company |
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99 |
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X |
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X |
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101 |
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Interactive data files for this Form 8-K formatted in Inline
XBRL |
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X |
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X |
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104 |
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Cover Page Interactive Data File (formatted as Inline XBRL and
contained in Exhibit 101) |
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X |
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X |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrants have duly caused this report to be signed by
the undersigned thereunto duly authorized.
Date: January 11, 2021
NEXTERA ENERGY, INC.
(Registrant)
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JAMES M. MAY |
James M. May
Vice President, Controller and Chief Accounting Officer |
FLORIDA POWER & LIGHT COMPANY
(Registrant)
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KEITH FERGUSON |
Keith Ferguson
Controller |
