Duke Energy 2012 Annual Report Download - page 226

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PART II
DUKE ENERGY CORPORATION • DUKE ENERGY CAROLINAS, LLC • PROGRESS ENERGY, INC. • CAROLINA POWER & LIGHT COMPANY d/b/a PROGRESS
ENERGY CAROLINAS, INC. • FLORIDA POWER CORPORATION d/b/a PROGRESS ENERY FLORIDA, INC. • DUKE ENERGY OHIO, INC. • DUKE ENERGY INDIANA, INC.
Combined Notes to Consolidated Financial Statements – (Continued)
(in millions, except per-share amounts) Income
Average
Shares EPS
2012
Income from continuing operations attributable to Duke Energy common shareholders, as adjusted for participating securities — basic $1,727 574 $3.01
Effect of dilutive securities:
Stock options, performance and restricted stock 1
Income from continuing operations attributable to Duke Energy common shareholders, as adjusted for participating securities — diluted $1,727 575 $3.01
2011
Income from continuing operations attributable to Duke Energy common shareholders, as adjusted for participating securities — basic and diluted $1,702 444 $3.83
2010
Income from continuing operations attributable to Duke Energy common shareholders, as adjusted for participating securities — basic $1,315 439 $2.99
Effect of dilutive securities:
Stock options, performance and restricted stock 1
Income from continuing operations attributable to Duke Energy common shareholders, as adjusted for participating securities — diluted $1,315 440 $2.99
As of December 31, 2012, 2011 and 2010, 1 million, 3 million and
5 million, respectively, of stock options and performance and unvested stock
awards were not included in the dilutive securities calculation in the above table
because either the option exercise prices were greater than the average market
price of the common shares during those periods, or performance measures
related to the awards had not yet been met.
Beginning in the fourth quarter of 2008, Duke Energy began issuing
authorized but previously unissued shares of common stock to fulfi ll obligations
under its Dividend Reinvestment Plan (DRIP) and other internal plans, including
401(k) plans. During the year ended December 31, 2010, Duke Energy received
proceeds of $288 million from the sale of common stock associated with these
plans. Proceeds from the sale of common stock associated with these plans
were not signifi cant in 2012 and 2011. Duke Energy has discontinued issuing
new shares of common stock under the DRIP.
Progress Energy
The following tables represent Progress Energy’s earnings per common share for the years ended December 31, 2011 and 2010, respectively.
(in millions, except per-share amounts) Income
Average
Shares EPS
2011
Income from continuing operations attributable to Progress Energy common shareholders, as adjusted for participating securities — basic and diluted $580 296 $1.96
2010
Income from continuing operations attributable to Progress Energy common shareholders, as adjusted for participating securities — basic and diluted $860 291 $2.96
As of December 31, 2010, Progress Energy had 1 million stock options
outstanding which were not included in the dilutive securities calculation in
the above table because either the option exercise prices were greater than the
average market price of common shares during those periods, or performance
measures related to the awards had not yet been met.
20. PREFERRED STOCK OF SUBSIDIARIES
All of Duke Energy’s and Progress Energy’s preferred stock was issued
by Progress Energy Carolinas and Progress Energy Florida to third-party holders
prior to the July 2, 2012 merger with Progress Energy. The preferred stock
contains certain provisions that could require redemption of the preferred
stock for cash. In the event dividends payable on Progress Energy Carolinas’ or
Progress Energy Florida’s preferred stock are in default for an amount equivalent
to or exceeding four quarterly dividend payments, the holders of the preferred
stock are entitled to elect a majority of Progress Energy Carolinas’ or Progress
Energy Florida’s respective Board of Directors until all accrued and unpaid
dividends are paid. All classes of preferred stock are entitled to cumulative
dividends with preference to the common stock dividends, are redeemable by
vote of the Progress Energy Carolinas’ or Progress Energy Florida’s respective
Board of Directors at any time, and do not have any preemptive rights. All
classes of preferred stock have a liquidation preference equal to $100 per share
plus any accumulated unpaid dividends except for Progress Energy Florida’s
4.75%, $100 par value class, which does not have a liquidation preference.
Each holder of Progress Energy Carolinas’ preferred stock is entitled to one vote.
The holders of Progress Energy Florida’s preferred stock have no right to vote
except for certain circumstances involving dividends payable on preferred stock
that are in default or certain matters affecting the rights and preferences of the
preferred stock.
On February 6, 2013, notices of redemption for all series of Progress
Energy Carolinas’ and Progress Energy Florida’s outstanding preferred stock
and serial preferred stock were sent to shareholders. The preferred stock and
serial preferred stock will be redeemed on March 8, 2013, at the redemption
prices listed below plus accrued dividends using available cash on hand and
short-term borrowings. Funds suffi cient to pay the redemption price for each
series have been deployed with a bank, acting as paying agent, with irrevocable
instructions to pay the holders at the respective redemption prices, and, as a
result, under North Carolina law and the Charter of Progress Energy Carolinas,
the holders of the preferred stock have ceased to be stockholders.