Item 7.01 Regulation FD Disclosure.

On August 24, 2021, the Federal Energy Regulatory Commission ("FERC") issued an order approving the transactions contemplated in the Investment Agreement dated January 28, 2021 (the "Investment Agreement") between Cinergy Corp., ("Cinergy"), Duke Energy Indiana Holdco, LLC ("DEI Holdco") and Duke Energy Corporation ("Duke") with an affiliate of GIC Private Limited, pursuant to which DEI Holdco agreed to issue and sell to Investor, and Investor agreed to purchase from DEI Holdco, a total of 19.9% of the newly issued membership interests of DEI Holdco, to be acquired in two tranches and subject to two closings, for an aggregate purchase price of $2,050,000,000. Receipt of the FERC's approval constitutes the final condition to the first closing contemplated by the Investment Agreement (the "First Closing"), other than those conditions that by their nature are to be satisfied at the First Closing.

Pursuant to the terms of the Investment Agreement, which requires that the First Closing occur on the tenth business day following the satisfaction of all applicable conditions, the parties intend to close on September 8, 2021, upon payment of 50% of the purchase price, subject to certain adjustments in accordance with the Investment Agreement. Following the First Closing, Investor will own 11.05% of the issued and outstanding membership interests of DEI Holdco.





Forward Looking Statements



This document includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are based on management's beliefs and assumptions and can often be identified by terms and phrases that include "anticipate," "believe," "intend," "estimate," "expect," "continue," "should," "could," "may," "plan," "project," "predict," "will," "potential," "forecast," "target," "guidance," "outlook" or other similar terminology. Various factors may cause actual results to be materially different than the suggested outcomes within forward-looking statements; accordingly, there is no assurance that such results will be realized. These factors include, but are not limited to:





•   The impact of the COVID-19 pandemic;
•   State, federal and foreign legislative and regulatory initiatives, including

costs of compliance with existing and future environmental requirements,

including those related to climate change, as well as rulings that affect

cost and investment recovery or have an impact on rate structures or market

prices;

• The extent and timing of costs and liabilities to comply with federal and

state laws, regulations and legal requirements related to coal ash

remediation, including amounts for required closure of certain ash

impoundments, are uncertain and difficult to estimate; • The ability to recover eligible costs, including amounts associated with coal

ash impoundment retirement obligations and costs related to significant

weather events, and to earn an adequate return on investment through rate


    case proceedings and the regulatory process;
•   The costs of decommissioning nuclear facilities could prove to be more

extensive than amounts estimated and all costs may not be fully recoverable


    through the regulatory process;
•   Costs and effects of legal and administrative proceedings, settlements,
    investigations and claims;
•   Industrial, commercial and residential growth or decline in service
    territories or customer bases resulting from sustained downturns of the
    economy and the economic health of our service territories or variations in
    customer usage patterns, including energy efficiency efforts and use of
    alternative energy sources, such as self-generation and distributed
    generation technologies;
•   Federal and state regulations, laws and other efforts designed to promote and

expand the use of energy efficiency measures and distributed generation

technologies, such as private solar and battery storage, in Duke Energy

service territories could result in customers leaving the electric

distribution system, excess generation resources as well as stranded costs; • Advancements in technology; • Additional competition in electric and natural gas markets and continued


    industry consolidation;
•   The influence of weather and other natural phenomena on operations, including

the economic, operational and other effects of severe storms, hurricanes,

droughts, earthquakes and tornadoes, including extreme weather associated


    with climate change;
•   Changing customer expectations and demands including heightened emphasis on

environmental, social and governance concerns; • The ability to successfully operate electric generating facilities and

deliver electricity to customers including direct or indirect effects to the

company resulting from an incident that affects the U.S. electric grid or


    generating resources;
•   Operational interruptions to our natural gas distribution and transmission

activities;

• The availability of adequate interstate pipeline transportation capacity and


    natural gas supply;
•   The impact on facilities and business from a terrorist attack, cybersecurity

threats, data security breaches, operational accidents, information

technology failures or other catastrophic events, such as fires, explosions,

pandemic health events or other similar occurrences; • The inherent risks associated with the operation of nuclear facilities,

including environmental, health, safety, regulatory and financial risks,

including the financial stability of third-party service providers; • The timing and extent of changes in commodity prices and interest rates and

the ability to recover such costs through the regulatory process, where

appropriate, and their impact on liquidity positions and the value of


    underlying assets;
•   The results of financing efforts, including the ability to obtain financing

on favorable terms, which can be affected by various factors, including

credit ratings, interest rate fluctuations, compliance with debt covenants

and conditions and general market and economic conditions; • Credit ratings of the Duke Energy Registrants may be different from what is

expected;

• Declines in the market prices of equity and fixed-income securities and

resultant cash funding requirements for defined benefit pension plans, other

post-retirement benefit plans and nuclear decommissioning trust funds; • Construction and development risks associated with the completion of the Duke


    Energy Registrants' capital investment projects, including risks related to
    financing, obtaining and complying with terms of permits, meeting
    construction budgets and schedules and satisfying operating and environmental
    performance standards, as well as the ability to recover costs from customers
    in a timely manner, or at all;









• Changes in rules for regional transmission organizations, including changes

in rate designs and new and evolving capacity markets, and risks related to

obligations created by the default of other participants; • The ability to control operation and maintenance costs; • The level of creditworthiness of counterparties to transactions; • The ability to obtain adequate insurance at acceptable costs; • Employee workforce factors, including the potential inability to attract and


    retain key personnel;
•   The ability of subsidiaries to pay dividends or distributions to Duke Energy
    Corporation holding company (the Parent);
•   The performance of projects undertaken by our nonregulated businesses and the

success of efforts to invest in and develop new opportunities; • The effect of accounting pronouncements issued periodically by accounting


    standard-setting bodies;
•   The impact of U.S. tax legislation to our financial condition, results of

operations or cash flows and our credit ratings; • The impacts from potential impairments of goodwill or equity method


    investment carrying values;
•   The The actions of activist shareholders could disrupt our operations, impact

our ability to execute on our business strategy, or cause fluctuations in the


    trading price of our common stock; and
•   The ability to implement our business strategy, including enhancing existing
    technology systems.



Additional risks and uncertainties are identified and discussed in the Duke Energy Registrants' reports filed with the SEC and available at the SEC's website at sec.gov. In light of these risks, uncertainties and assumptions, the events described in the forward-looking statements might not occur or might occur to a different extent or at a different time than described. Forward-looking statements speak only as of the date they are made and the Duke Energy Registrants expressly disclaim an obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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