Florida Public Service Commission native order document 09638-2024

FILED 10/22/2024
DOCUMENT NO. 09638-2024
FPSC - COMMISSION CLERK
BEFORE THE FLORIDA PUBLIC SERVICE COMMISSION
In re: Application for authority to issue and sell
securities during calendar years 2025 and
2026, pursuant to Section 366.04, F.S., and
Chapter 25-8, F.A.C., by Florida Power &
Li ht Com an .
DOCKET NO. 20240122-EI
ORDER NO. PSC-2024-0457-FOF-EI
ISSUED: October 22 , 2024
The following Commissioners participated in the disposition of this matter:
MIKE LA ROSA, Chairman
GARY F. CLARK
ANDREW GILES FAY
GABRIELLA PASSIDOMO
FINAL ORDER GRANTING FLORIDA POWER & LIGHT COMPANY APPROVAL
FOR AUTHORITY TO ISSUE AND SELL SECURITIES
BY THE COMMISSION:
Florida Power & Light Company (FPL or Company) filed an application on August 14 ,
2024 	pursuant 	to 	Section 	366.04, 	Florida 	Statutes 	(F.S.), 	and 	Chapter 	25-8 , 	Florida
Administrative Code (F.A.C.), seeking the authority to issue, sell and/ or exchange securities
and/ or to assume liabilities or obligations and make borrowings during the calendar years 2025
and 2026, as further described therein.
Notice of the Applicant's app li cation was given in the Florida Administrative Register on
September 20, 2024.
I. 	Proposed Transactions
FPL seeks authority for the fo ll owing:
FPL requests authori zation to issue and sell and/ or exchange any combination of the
long-term debt and equity securities described below and/ or to assume liabilities or obligations
as guarantor, endorser or surety in an aggregate amount not to exceed $8.6 billion during
ca lendar year 2025.
In addition, FPL requests authorization to issue and sell short-term securities during
calendar years 2025 and 2026 in an amount or amounts such that the aggregate principal amount
of short-term securities outstanding at the time of and including any such sale shall not exceed
$5.6 billion.

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The long-term debt securities may include first mortgage bonds. medium-term notes,
extendible 	commercial 	notes, 	debentures, 	convertible 	or 	exchangeable 	debentures, 	notes,
convertible or exchangeable notes or other similar rights exercisable for or convertible into debt
securities, 	or 	other 	strnight 	debt 	or 	hybrid 	debt 	securities, 	whether 	subordinated 	or
unsubordinated , secured or unsecured, including renewals and extensions thereof, with maturities
ranging from one to one hundred years. 	FPL may issue long-term debt securities by extending
the maturity of short-te1m securities. 	FPL may enter into wruTants, options. rights, interest rate
swaps, currency swaps or other derivative instruments, or other arrangements. 	FPL may also
enter into debt purchase contracts, obligating holders to purchase from FPL. and obligating FPL
to sell, debt securities at a future date or dates.
In addition, FPL may enter into forward refunding or forward swap contracts during
calendar year 2025. 	1n conjunction with these forward contracts. FPL may issue and sell long-
term debt through December 31, 2025, which FPL may commit to deliver under these forward
contracts. 	Moreover, FPL may enter into installment purchase and security agreements, loan
agreements, or other arrangements with political subd ivisions of the States of Florida, Georgia,
Mississippi, Texas , or other states, if any, where FPL is or becomes qualified lo do business,
and/or 	pledge 	debt 	securities 	and/or 	issue 	guaranties 	in 	connection 	with 	such 	political
subdivisions' issuance, for the ultimate benefit of FPL, of Revenue Bonds or other " private
activity bonds" with maturities ranging from one to one hundred yeru·s, bond anticipation notes
or commercial paper. 	Such obl igations may or may not bear interest exempt from federal, state
or local tax.
Contemplated to be included as long-term or short-term debt securities, as appropriate.
are borrowings from banks and other lenders, and obligations pursuant to issuances of letters or
credit, obtained 	under FPL's various credit 	facilities and 	other loan 	agreements or other
arrangements, as those may be entered into and runended from time to time. 	Also contemplated
to be included as long-term or short-term debt securities. as appropriate. are borrowings from
banks and other lenders, and obligations pursuant to issuances of letters of credit, obtained under
credit facilities and other loan agreements or other arrangements, as those may be entered into
and runended from time to time by one or more wholly-owned, special purpose subsidiaries of
FPL, with the proceeds of such borrowings to be used solely for the benefit of: 	( l) FPL"s
regulated utility operations; and (2) FPL's customers. In furtherance of the foregoing:
• 	On February 8, 2023, FPL entered into a second amended and restated syndicated
revolving credit and letter of credit agreement (refe1Ted to as the 2023 Revolving
Credit Agreement) which, as runended. provides for approximately $2 .920 bil li on
of commitments. 	As of June 30, 2024, approximately $2.717 billion will expire
on February 8. 2029, $128.38 million will expire on February 8, 2028, and
$74.825 million will expire on February 8, 2025. Borrowings and letter of credit
issuances under the 2023 Revolving Credit Agreement are available for general
corporate purposes, including, without limitation, to pay any interest or fees
owing under that agreement, provide backup for FPL's self-insurance program
covering its and its subsidiru·ies' operating facilities, and fund the cost of the
prompt restoration, reconstruction and/or repair of facilities that may be damaged

ORDER NO. PSC-2024-0457-FOF-EI
DOCKET NO. 20240122-EI
PAOE3
or destroyed due to the occurrence of any man-made or natural disaster or event
or otherwise.
• 	On April 29, 2022, FPL entered into a $500 million syndicated revolving credit
agreement (referred to as the April 2022 Revolving Credit Agreement) with an
expiration date of April 29, 2025. 	The proceeds of borrowings and the letters of
credit issu ed under the April 2022 Revolving Credit Agreement are available for
FPL 's general corporate purposes, including, 	without limitation, to 	pay any
interest or fees owing under that agreement, provide backup for FPL's self-
insurance program covering its and its subsidiaries' operating facilities, and fund
the cost of the prompt restoration, reconstruction and /or repair of facilities that
may be damaged or destroyed due to the occurrence of any man-made or natural
disaster or event or otherwise.
• 	Borrowings and/or letter of credit issuances available to FPL under the 2023
Revolving Credit Agreement and the Apri l 2022 Revolving Credit Agreement
also can be used to support the purchase of Revenue Bonds that are tendered by
individual bond holders and not remarketed prior to maturity.
• 	On April 28. 2023, FPL entered into a second amended and restated revolving
credit 	agreement 	with 	a 	commercial 	bank 	which 	provides 	a $200 	million
commitment and has a maturity date of April 28 , 2025.
• 	On May 19, 2022, FPL entered into an amended and restated revolving credit
agreement with a commercial bank which provides a $100 million commitment
and has a maturity date of May 19, 2025.
• 	On June 22, 2022, FPL entered into an amended and restated revolving credit
agreement with a commercial bank which provides a $150 million commitment
and has a maturity date of June 22, 2025.
• 	On June I. 2022, FPL entered into an amended and restated revolving credit
agreement with a commercial bank which provides a $75 million commitment,
and has a maturity date of August 30, 2025.
• 	On July 19, 2022, FPL entered into an amended and restated revolving credit
agreement with a commercial bank which. as amended. provides a $55 million
commitment and has a maturity date of February 24, 2027.
• 	On January 5, 2024, FPL entered into two revolving credit agreements with
comme rcial banks each providing a $100 million commitment and each with a
cu1Tent maturity date of July 3, 2025 (for a total of $200 million in commitments);
provided, 	however, the maturity date of each automatically extends 	for an
additional six month period six months prior to the then-existing maturity date
(unless the applicable lender provides notice that it has elected not to extend).

ORDER NO. PSC-2024-0457-FOF-El
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• 	On January 5, 2024, FPL entered 	into a revolving credit agreement with a
commercial bank which provides a $200 million commitment and has a current
maturity date of July 3, 2025; provided, however, the maturity date automatically
extends for an additional six month period six months prior to the then-existing
maturity date (unless the lender provides notice that it has elected not to extend).
• 	On January 9, 2024, FPL entered 	into a revolving credit agreement with a
commercial bank which provides a $100 million commitment and has a maturity
date of January 9, 2026.
• 	On 	May 31, 	2024, FPL entered 	into 	six 	revolving credit agreements with
commercial banks. Each revolving credit agreement provides a $250 million
commitment (for a total of $1.5 billion of commitments) and has a maturity date
of December 16, 2024, with an option for FPL (subject to certain terms and
conditions) to convert any outstanding principal amount thereunder at maturity
into a term loan with a maturity date of December 15 , 2025.
• 	Borrowings under each of the bilateral credit racilities described above may be
used for general corporate purposes.
Additionally, debt secmities may be issued by FPL or its affiliates or subsidiaries in
con nection with one or more facilities secured by accounts receivable or involving the sale of
accounts receivable or interests therein to be used solely for the benefit of FPL ' s regulated utility
operations.
Equity securities that may be issued by FPL include preferred stock, preference stock,
convertible preferred or preference stock, or warrants, options or rights to acquire such securities,
or other similar rights exercisable for or convertible into preferred or preference stock, or
purchase contracts obligating holders to purchase such securities, or other equity securities, with
such par values, terms and conditions and relative rights and preferences as deemed appropriate
by FPL and as are permitted by its Restated Articles of Incorporation. as the same may be
amended from time to time.
FPL may also enter into financings, whereby FPL would establish and make an equi ty
investment in one or more special purpose limited partnerships, limited liability companies,
statutory trusts or other entities. 	FPL, or a wholly-owned subsidiary of FPL, would act as or
appoint the general pru1ner, managing member, sponsor or other members of each such entity.
The entity would offer preferred or debt securities to the public and use the proceeds to acquire
debt securities from FPL. 	FPL would issue debt securities to the entity equal to the aggregate of
FPL's equity investment and the amount of preferred or debt securities sold to the public by the
entity. FPL may also guarantee, among other things, the distributions to be paid by the affiliated
entity to the preferred or debt securities ho lders. 	Payments by FPL on the debt securities sold to
the entity would be used by that entity to make payments on the preferred or debt securities as
well as on FPL's equity investment. 	Consequently, in the event of such a financing, to avoid
double-counting, FPL would only count the total amount of its debt securities issued to the

ORDER NO. PSC-2024-0457-FOF-EI
DOCKET NO. 20240122-EI
PAGES
entity, and would not count the equity securities issued by the entity to FPL, the preferred or debt
securities issued by the entity to the public, or the related FPL guaranties with respect to such
preferred or debt securities issued by the entity to the public, against the total amount of
proposed long-term debt and equity securities.
ln connection with the issuance (i) by FPL of long-term or short-term debt securities or
preferred or preference stock, or (ii) by an affiliated entity of preferred or debt securities, the
terms of which preferred or debt securities or stock permit FPL or the affiliated entity (as
applicable) to defer principal, interest or other distributions for certain payment periods, FPL
may agree to sell additional equity securities and/or long-tenn or short-term debt securities and
to use the proceeds from the sale of those other securities to make principal, interest or other
distributions on such preferred or debt securities or stock as to which such principal, interest or
other distributions have been deferred. In addition, in connection with the issuance (i) by FPL of
long-term or short-term debt securities or prefened or preference stock or (ii) by an affiliated
entity of preferred or debt securities, FPL may covenant, pledge or make other commitments in
favor of holders of such new stock or preferred or debt securities or the holders of previously-
issued stock or preferred or debt securities, providing that such stock or preferred or debt
securities will not be acquired (by redemption, purchase, exchange or otherwise), or otherwise
satisfied, 	discharged 	or 	defeased, 	in 	certain 	circumstances 	unless 	such 	acquisition 	(by
redemption, 	purchase, 	exchange 	or 	otherwise). 	satisfaction, 	discharge 	or 	defeasance 	is
accomplished by (1) the issuance of, or (2) proceeds from the issuance of, a security or securities
satisfying the provisions set forth in such covenant, pledge or other commitment.
The exchange of FPL 's securities may be by way of an exchange of a security of FPL for
another security or securities of FPL or of one of its subsidiaries or affiliates, or the exchange of
a security of FPL or of one of its subsidiaries or affiliates for the security or securities of another
entity.
The manner of issuance and sale and/or exchange of securities will be dependent upon
the type of security being offered, the type of transaction in which the securities are being issued
and sold and/or exchanged and market conditions at the time of the issuance and sale and/or
exchange.
The short-term securities will have maturities of not more than twelve months and may
be secured or unsecured, subord inated or unsubordinated. 	FPL may enter into warrants, options,
rights, interest rate swaps, cmTency swaps or other derivative instruments. refunding transactions
or other arrangements relating to, as well as contracts for the purchase or sale of, short-term
securities. 	Consistent with Securities and Exchange Commission '·no-action" letters, FPL may
issue and sell commercial paper without compliance with the regi stration requirements of the
Securities Act of 1933, as amended, subject to certain conditions.
The short-term securities are issued to provide funds to temporarily finance portions of
FPL's construction program and capital commitments and for other corporate purposes. 	Also,
during 2025 and 2026, FPL may need short-tenn financing for, among other purposes, seasonal
fuel requirements, for contingency financing such as fuel adjustment under-recoveries or storm

ORDER NO. PSC-2024-0457-FOF-EI
DOCKET NO. 20240122-EI
PAGE6
restoration costs, and for the temporary funding of maturing or called long-term debt or equity
securities.
The interest rate that FPL could pay on debt securities will vary depending on the type of
debt instruments and the terms thereof, including specifica ll y the tenor (i.e., the term) of the debt
and whether the debt is secured or unsecured and subordinated or unsubordinated, as well as
market conditions. A new series of 5-year first mortgage bonds was issued by FPL on June 3,
2024, and upon issuance cruTied a yield to maturity of 5.188%. 	A new series of I 0-year first
mortgage bonds was issued by FPL on June 3, 2024, and upon issuance carried a yield to
maturity of 5.344%. A new series of 30-year first mo1tgage bonds was issued by FPL on June 3.
2024, and upon issuance carried a yield to maturity of 5.615%. A new series of 50-year variable
rate notes was issued by FPL on July 1, 2024, which variable rate is based on a compounded
secured overnight financing rate minus 0.35%. 	A new series of I 0-year first mortgage bonds
was issued by FPL on July 30, 2024, and upon issuance carried a yield to maturity of 5.005%. A
new series of JO-year variable rate revenue bonds was issued by Miami-Dade County Industrial
Development Authority on May 23, 2024, wnich proceeds were loaned to FPL under a loan
agreement, and which variable rate is established at various intervals by the remarketing agents
for such bonds. 	The dividend rate for preferred or preference stock is similarly affected by the
terms of the offering. It is estimated that a new issue of FPL preferred stock as of June 30, 2024,
would have carried a dividend yield of approximately 5.25% to 5.75%.
In addition, FPL may from time-to-time issue instruments of guaranty, collatera li ze debt
and other obligations, issue other securities, and arrange for the issuance of letters or credit and
guaranties, in any such case to be issued or arranged by FPL or by one or more of its subsidiaries
for the benefit of FPL's regulated utility operations. 	FPL confirmed in its application that any
such issuances described above will be used in connection with the regulated activities of FPL,
and not the nonregulated activities of its affiliates.
FPL will file a consummation repo11 with the Commission in compliance with Rule 25-
8.009, Florida Administrative Code, within 90 days after the end of any fiscal year in which FPL
issues securities.
II. 	Purposes of Issues
[ t is expected that the net proceeds to be received from the issuance and sale and/or
exchange (if there are any net proceeds from an exchange) of the additional long-term debt and
equity securities (with the exception of the proceeds of the issuance and sale of any Revenue
Bonds or other "private activity bonds" (whether structured as variable rate demand notes or
otherwise) or similar securities which will be used for specific purposes) will be added to FPL's
general funds and will be used to finance the acquisition or construction of additional regulated
utility facilities and equipment, as well as capital improvements to and maintenance of existing
facilities; to acquire (by redemption, purchase, exchange or otherwise), or to otherwise satisfy.
discharge or defease, any of its outstanding debt securities or equity securities; to repay all or a
portion 	of any 	maturing 	long-term 	debt 	obi igations: 	to 	satisfy 	FPL· s 	obi igations 	under
guaranties; to repay all or a portion of short-term bank borrowings. commercial paper and other

ORDER NO. PSC-2024-0457-FOF-El
DOCKET NO. 20240122-EI
PAGE 7
short-term debt outstanding at the time of such transactions and/or for other corporate purposes.
Proceeds, if any, may be temporarily invested in short-term instruments pending their application
to the foregoing purposes. 	As of June 30, 2024, approximately $1.7 billion of FPL's long-tem1
debt will mature during 2025.
FPL maintains a continuous construction program, principally for electric generation,
transmission and distribution facilities. 	FPL 's long-range construction program is subject to
periodic review and revision. The construction program referred to herein has been necessitated
by continued growth in the demand for service on FPL's system and the replacement and
improvements required to its existing system. 	It is manifestly in the public interest for FPL to
raise the funds which are required to perform such service. A more detailed description of FPL's
proposed generation projects is provided in the FPL 2024-2033 Ten-Year Site Plan on tile with
the Commission. 1 As of June 30, 2024, FPL estimated that capital expenditures under its 2025-
2026 construction program will be approximately $ I 8.7 billion, including Allowance for Funds
Used During Construction ("AFUDC..) (see Exhibit B).
At present, there is one project with anticipated construction expenditures during the
2025-2026 period involving a certification of need 	by the Commission under the Florida
Electrical Power Plant Siting Act or the Transmission Line Siting Act: 	the Sweatt-Whidden
transmission Iine. Sweatt-Whidden is a 230kV electric transmission line, the cost of which was
estimated to be $213.5 million, that was approved by the Commission in Order No. PSC-2022-
0196-FOF-EI issued in Docket No. 20220045-EI on June 3, 2022. The project is currently under
construction and is scheduled to be completed by June 2026. 	As of July 3 l, 2024, the actual
capital expended in the development of the project is $42 million. A more detailed description
of this 	project 	is provided 	in the FPL 2024-2033 	Ten-Year Site Plan on 	file with 	the
Commission. 2
FPL continually assesses the interest rate on new issue long-term debt or the dividend
rate on new issue preferred or preference stock of FPL and its subsidiaries which may be such
that it becomes economically attractive to acquire (by redemption. purchase, exchange or
otherwise), or otherwise satisfy, discharge or defease. a portion or a ll of certain of its or its
subsidiaries long-term debt securities or equity securities, providing an opportunity for FPL to
reduce interest or dividend expense even after accounting for such other considerations as the (i)
redemption or other reacquisition premium, (ii) other associated reacquisition or discharge
expenses and (iii) related income tax effects. 	This reduction would be beneficial to FPL·s
customers and, with proper regulatory treatment. would not be detrimental to FPL's common
shareholder. 	Other important considerations in making such a decision would include an
assessment of anticipated future interest and dividend rates and FPL's ability to raise enough
new capital to finance its construction program while concurrently pursuing any refinancing
opportunities. 	FPL might also consider acquiring or otherwise satisfying, discharging or
1 A copy of the FPL 2024-2033 Ten-Year Site Plan is available at: 	https: // www.floridapsc.com/psctiles/website-
fi Ies/PDF/Uti lities/ Electricgasffen YearSiteP lans//2024/Florida%20Power%20and%20Li ght%20Company.pd f.
2 See footnote I .

ORDER NO. PSC-2024-0457-FOF-EI
DOCKET NO. 20240122-EI
PAGE8
defeasing a portion or aJI of certain of its or its subsidiaries long-term debt securities or equity
securities for reasons other than interest or dividend expense reduction.
Under future market conditions, it may be economical to enter into forward refunding or
forward swap contracts. The forward refunding contracts would be for the purpose of refunding
long-term debt (including but not limited to refunding Revenue Bonds) which may be issued on
FPL's behalf and which can be callable. Under federal tax law, the refunding of Revenue Bonds
with tax-exempt bonds issued more than 90 days prior to the redemption or retirement of the
outstanding issue is restricted. 	However, through a forward refunding contract, FPL could lock-
in prevailing tax-exempt fixed rates for refunding Revenue Bonds which would be issued 90
days prior to a call date of the outstanding issue. 	Alternatively, FPL could enter into a forward
swap contract, to become effective on a call date of the outstanding issue. to lock-in prevailing
tax-exempt fixed rates. 	Any anticipated savings generated by such forward transactions would
be spread over the combined life of the outstanding bonds and the refunding bonds starting with
the execution of the forward contract.
In connection with its application, FPL confirmed that the capital raised pursuant to this
application 	will 	be 	used 	in 	connection 	with 	the 	regulated 	activities 	of FPL 	and 	FPL 's
subsidiaries, and not the nonregulated activities of its affiliates.
Ill. 	Conclusion
Having reviewed the application, it is the finding of this Commission that the transactions
described in the application will not impair the ability of FPL to perform the services of a public
utility. These transactions are for such lawful purposes within FPL's corporate powers and, as
such, the application is granted.
Our approval of the proposed issuance and/or sale of securities does not indicate specific
approval of any rates, terms, or conditions associated with the issuance. Such matters are
properly reserved for our review within the context of a rate proceeding. Our approval of the
issuance of securities constitutes approval only as to the legality of the issue. In approving the
subject financing. we retain the right to disallow any of the costs incurred for ratemaking
purposes.
Based on the foregoing, it is
ORDERED by the Florida Public Service Commission that the application of Florida
Power & Light Company to issue and sell securities pursuant to Section 366.04, Florida Statutes,
and Chapter 25-8, Florida Administrative Code, is approved as set forth herein. It is fu11her
ORDER ED that Flo rida Power & Light Company is hereby authorized to issue and sell
and/or exchange any combination of long-term debt and equity securities and/or to assume
liabilities or obligations as guarantor, endorser or surety in an aggregate amount not to exceed
$8 .6 billion during calendar year 2025, for the purposes and in the manner described in the
Applicant's application. Jt is f-urther

ORDER NO. PSC-2024-0457-FOF-EI
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PAGE9
ORDERED that Florida Power & Light Company is hereby authorized to issue and sell
short-term securities in an amount or amounts such that the aggregate principal amount of short-
tenn securities outstanding at the time of and including any such sale shall not exceed $5.6
billion during calendar years 2025 and 2026, for the purposes and in the manner described in the
Applicant's application. It is fm1her
ORDERED that Florida Power & Light Company will file a consummation report in
compliance with Rule 25-8.009, Florida Administrative Code, within 90 days after the end of
any fiscal year in which FPL issues securities authorized by this Order. It is further
ORDERED that this docket shall remain open until May 1, 2026, to monitor the issuance
and/or sale of securities until the Applicant submits and Commission staff has reviewed the
Consummation Repo11 , at which time it shall be closed administratively.
SF
By ORDER of the Florida Public Service Commission this 22nd day of October. 2024.
Comm· sion
Florida Public Service Commission
2540 Shumard Oak Boulevard
Tallahassee, Florida 32399
(850) 413-6770
www.floridapsc.com
Copies furnished: 	A copy of this document is
provided to the parties of record at the time of
issuance and, if applicable, interested persons.

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NOTICE OF FURT HER PROCEEDINGS OR JUDICIAL REVIEW
The Florida Public Service Commission is required by Section 	120.569( I), Florida
Statutes, to notify parties of any administrative hearing or judicial review of Commission orders
that is available under Sections 120.57 or 120.68, Florida Statutes, as well as the procedures and
time limits that apply. 	This notice should not be construed to mean all requests for an
administrative hearing or judicial review will be granted or result in the relief sought.
Any party adversely affected by the Commission's final action in this matter may request:
l) reconsideration of the decision by filing a motion for reconsideration with the Office of
Commission Clerk, 2540 Shumard Oak Boulevard, Tallahassee, Florida 32399-0850, within
fifteen (15) days of the issuance of this order in the form prescribed by Rule 25-22.060, Florida
Administrative Code ; or 2) judicial review by the Florida Supreme Court in the case of an
electric, gas or te lephone utility or the First District Court of Appeal in the case of a water and/ or
wastewater utility by filing a notice of appeal with the Office of Commission Clerk, and filing a
copy of the notice of appeal and the filing fee with the appropriate cou,t. 	This filing must be
completed within thirty (30) days after the issuance of this order, pursuant to Rule 9.110, Florida
Rules of Appellate Procedure. 	The notice of appeal must be in the form specified in Rule
9.900(a), Florida Rules of Appellate Procedure.