Obbligazione NextEra Energy Capital Group 2.7% ( US65339KAK60 ) in USD

NextEra Energy Capital Group

100 USD ⇌

Stati Uniti

US65339KAK60 ( in USD )

2.7% per anno ( pagato 2 volte l'anno)

15/09/2019 - Obbligazione è scaduto

Prospetto opuscolo dell'obbligazione NextEra Energy Capital Holdings US65339KAK60 in USD 2.7%, scaduta

1 000 USD

350 000 000 USD

65339KAK6

N/A

NextEra Energy Capital Holdings è una sussidiaria di NextEra Energy, specializzata nello sviluppo, nella costruzione e nella gestione di progetti di energia rinnovabile a livello mondiale, con un focus particolare sull'energia eolica e solare.

The Obbligazione issued by NextEra Energy Capital Group ( United States ) , in USD, with the ISIN code US65339KAK60, pays a coupon of 2.7% per year.
The coupons are paid 2 times per year and the Obbligazione maturity is 15/09/2019

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TABLE OF CONTENTS
TABLE OF CONTENTS
CALCULATION OF REGISTRATION FEE

Maximum Aggregate
Amount of
Title of Each Class of Securities to be Registered

Offering Price

Registration Fee(1)(2)

NextEra Energy Capital Holdings, Inc. 2.700% Debentures, Series
due September 15, 2019

$350,000,000

$45,080

NextEra Energy, Inc. Guarantee of NextEra Energy Capital
Holdings, Inc. Debentures (3)

(4)

Total
$350,000,000

$45,080

(1)
Calculated in accordance with Rule 457(r) under the Securities Act of 1933, as amended.
(2)
This "Calculation of Registration Fee" table shall be deemed to update the "Calculation of Registration Fee" table in
Registration Statement Nos. 333-183052, 333-183052-01 and 333-183052-02.
(3)
The value attributable to the NextEra Energy, Inc. guarantee, if any, is reflected in the offering price of the NextEra Energy
Capital Holdings, Inc. 2.700% Debentures, Series due September 15, 2019.
(4)
Pursuant to Rule 457(n) under the Securities Act, no separate fee for the NextEra Energy, Inc. guarantee is payable.
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Filed Pursuant to Rule 424(b)(2)
Registration Nos. 333-183052, 333-183052-01,
and 333-183052-02
PROSPECTUS SUPPLEMENT
(To prospectus dated August 3, 2012)
NextEra Energy Capital Holdings, Inc.
$350,000,000
2.700% Debentures, Series due September 15, 2019
The Debentures will be Absolutely, Irrevocably and
Unconditionally Guaranteed by
NextEra Energy, Inc.
NextEra Energy Capital Holdings, Inc. ("NEE Capital") will pay interest on the 2.700% Debentures, Series due September 15,
2019 (the "Debentures") on March 15 and September 15 of each year, beginning September 15, 2014. NEE Capital, at its option, may
redeem some or all of the Debentures at any time before their maturity date at the redemption prices discussed under "Certain Terms
of the Debentures--Optional Redemption" beginning on page S-24 of this prospectus supplement.
NEE Capital's corporate parent, NextEra Energy, Inc. ("NEE"), has agreed to absolutely, irrevocably and unconditionally
guarantee the payment of principal, interest and premium, if any, on the Debentures. The Debentures and the guarantee are unsecured
and unsubordinated and rank equally with other unsecured and unsubordinated indebtedness from time to time outstanding of NEE
Capital and NEE, respectively. NEE Capital does not intend to apply to list the Debentures on a securities exchange.
See "Risk Factors" beginning on page S-3 of this prospectus supplement to read about certain factors you should
consider before making an investment in the Debentures.
Neither the Securities and Exchange Commission nor any other securities commission in any jurisdiction has approved or
disapproved of the Debentures or determined if this prospectus supplement or the accompanying prospectus is truthful or complete.
Any representation to the contrary is a criminal offense.
Per

Debenture
Total
Price to Public
100.000% $350,000,000
Underwriting Discount
0.600% $ 2,100,000
Proceeds to NEE Capital (before expenses)
99.400% $347,900,000
In addition to the Price to Public set forth above, each purchaser will pay an amount equal to the interest, if any, accrued on the
Debentures from the date that the Debentures are originally issued to the date that they are delivered to that purchaser.
The Debentures are expected to be delivered in book-entry only form through The Depository Trust Company for the accounts of
its participants against payment in New York, New York on or about March 11, 2014.
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Joint Book-Running Managers
Barclays

Citigroup

Credit Suisse
Mitsubishi UFJ Securities

The date of this prospectus supplement is March 6, 2014.
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You should rely only on the information incorporated by reference or provided in this prospectus supplement and in the
accompanying prospectus and in any written communication from NEE Capital, NEE or the underwriters specifying the final
terms of the offering. None of NEE Capital, NEE or the underwriters have authorized anyone else to provide you with
additional or different information. None of NEE Capital, NEE or the underwriters are making an offer of the Debentures in
any jurisdiction where the offer is not permitted. You should not assume that the information in this prospectus supplement or
in the accompanying prospectus is accurate as of any date other than the date on the front of those documents or that the
information incorporated by reference is accurate as of any date other than the date of the document incorporated by
reference.
TABLE OF CONTENTS
Prospectus Supplement

Page

Risk Factors
S-3

NEE Capital
S-21

NEE
S-21

Use of Proceeds
S-21

Consolidated Ratio of Earnings to Fixed Charges
S-21

Consolidated Capitalization of NEE and Subsidiaries
S-22

Certain Terms of the Debentures
S-23

Underwriting
S-29

Experts
S-30
Prospectus

About this Prospectus
2

Risk Factors
2

NEE
2

NEE Capital
2

Use of Proceeds
2

Consolidated Ratio of Earnings to Fixed Charges and Ratio of Earnings to Combined Fixed
Charges and Preferred Stock Dividends
3

Where You Can Find More Information
3

Incorporation by Reference
3

Forward-Looking Statements
4

Description of NEE Common Stock
5

Description of NEE Preferred Stock
10
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Description of NEE Stock Purchase Contracts and Stock Purchase Units
12

Description of NEE Warrants
12

Description of NEE Senior Debt Securities
12

Description of NEE Subordinated Debt Securities
12

Description of NEE Junior Subordinated Debentures
12

Description of NEE Capital Preferred Stock
13

Description of NEE Guarantee of NEE Capital Preferred Stock
14

Description of NEE Capital Senior Debt Securities
14

Description of NEE Guarantee of NEE Capital Senior Debt Securities
26

Description of NEE Capital Subordinated Debt Securities and NEE Subordinated Guarantee
28

Description of NEE Capital Junior Subordinated Debentures and NEE Junior Subordinated
Guarantee
28

Information Concerning the Trustees
43

Plan of Distribution
44

Experts
45

Legal Opinions
45
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RISK FACTORS
The information in this section supplements the information in the "Risk Factors" section beginning on page 2 of the
accompanying prospectus.
Before purchasing the Debentures, investors should carefully consider the following risk factors together with the risk
factors and other information incorporated by reference or provided in the accompanying prospectus or in this prospectus
supplement in order to evaluate an investment in the Debentures.
Regulatory, Legislative and Legal Risks
NEE's and NEE Capital's business, financial condition, results of operations and prospects may be materially adversely
affected by the extensive regulation of their business.
The operations of NEE and NEE Capital are subject to complex and comprehensive federal, state and other regulation. This
extensive regulatory framework, portions of which are more specifically identified in the following risk factors, regulates, among
other things and to varying degrees, NEE's and NEE Capital's industries, businesses, rates and cost structures, operation of nuclear
power facilities, construction and operation of generation, transmission and distribution facilities and natural gas and oil production,
transmission and fuel transportation and storage facilities, acquisition, disposal, depreciation and amortization of facilities and other
assets, decommissioning costs and funding, service reliability, wholesale and retail competition, and commodities trading and
derivatives transactions. In their business planning and in the management of their operations, NEE and NEE Capital must address the
effects of regulation on their business and any inability or failure to do so adequately could have a material adverse effect on their
business, financial condition, results of operations and prospects.
NEE's and NEE Capital's business, financial condition, results of operations and prospects could be materially adversely
affected if they are unable to recover in a timely manner any significant amount of costs, a return on certain assets or an
appropriate return on capital through base rates, cost recovery clauses, other regulatory mechanisms or otherwise.
Florida Power & Light Company ("FPL"), a wholly-owned subsidiary of NEE, is a regulated entity subject to the jurisdiction of
the Florida Public Service Commission ("FPSC") over a wide range of business activities, including, among other items, the retail
rates charged to its customers through base rates and cost recovery clauses, the terms and conditions of its services, procurement of
electricity for its customers, issuance of securities, and aspects of the siting, construction and operation of its generating plants and
transmission and distribution systems for the sale of electric energy. The FPSC has the authority to disallow recovery by FPL of costs
that it considers excessive or imprudently incurred and to determine the level of return that FPL is permitted to earn on invested
capital. The regulatory process, which may be adversely affected by the political, regulatory and economic environment in Florida
and elsewhere, limits FPL's ability to increase earnings and does not provide any assurance as to achievement of authorized or other
earnings levels. NEE's business, financial condition, results of operations and prospects could be materially adversely affected if any
material amount of costs, a return on certain assets or an appropriate return on capital cannot be recovered through base rates, cost
recovery clauses, other regulatory mechanisms or otherwise. Certain subsidiaries of NextEra Energy Transmission, LLC ("NEET"), a
wholly-owned subsidiary of NEE Capital, are regulated electric transmission utilities subject to the jurisdiction of their regulators
and subject to similar risks.
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Regulatory decisions that are important to NEE and NEE Capital may be materially adversely affected by political, regulatory
and economic factors.
The local and national political, regulatory and economic environment has had, and may in the future have, an adverse effect on
FPSC decisions with negative consequences for FPL. These decisions may require, for example, FPL to cancel or delay planned
development activities, to reduce or delay other planned capital expenditures or to pay for investments or otherwise incur costs that it
may not be able to recover through rates, each of which could have a material adverse effect on the business, financial condition,
results of operations and prospects of NEE. Certain subsidiaries of NEET are subject to similar risks.
FPL's use of derivative instruments could be subject to prudence challenges and, if found imprudent, could result in
disallowances of cost recovery for such use by the FPSC.
The FPSC engages in an annual prudence review of FPL's use of derivative instruments in its risk management fuel procurement
program and should it find any such use to be imprudent, the FPSC could deny cost recovery for such use by FPL. Such an outcome
could have a material adverse effect on NEE's business, financial condition, results of operations and prospects.
Any reductions to, or the elimination of, governmental incentives that support renewable energy, including, but not limited to,
tax incentives, renewable portfolio standards ("RPS") or feed-in tariffs, or the imposition of additional taxes or other
assessments on renewable energy, could result in, among other items, the lack of a satisfactory market for the development of
new renewable energy projects, NextEra Energy Resources, LLC ("NEER") abandoning the development of renewable
energy projects, a loss of NEER's investments in renewable energy projects and reduced project returns, any of which could
have a material adverse effect on NEE's and NEE Capital's business, financial condition, results of operations and prospects.
NEER, a subsidiary of NEE Capital, depends heavily on government policies that support renewable energy and enhance the
economic feasibility of developing and operating wind and solar energy projects in regions in which NEER operates or plans to
develop and operate renewable energy facilities. The federal government, a majority of the 50 U.S. states and portions of Canada and
Spain provide incentives, such as tax incentives, RPS or feed-in tariffs, that support the sale of energy from renewable energy
facilities, such as wind and solar energy facilities. As a result of budgetary constraints, political factors or otherwise, governments
from time to time may review their policies that support renewable energy and consider actions to make the policies less conducive
to the development and operation of renewable energy facilities. Any reductions to, or the elimination of, governmental incentives that
support renewable energy, such as those reductions that have been enacted in Spain and are applicable to NEER's solar projects in
that country, or the imposition of additional taxes or other assessments on renewable energy, could result in, among other items, the
lack of a satisfactory market for the development of new renewable energy projects, NEER abandoning the development of renewable
energy projects, a loss of NEER's investments in the projects and reduced project returns, any of which could have a material adverse
effect on NEE's and NEE Capital's business, financial condition, results of operations and prospects.
NEE's and NEE Capital's business, financial condition, results of operations and prospects could be materially adversely
affected as a result of new or revised laws, regulations or interpretations or other regulatory initiatives.
NEE's and NEE Capital's business is influenced by various legislative and regulatory initiatives, including, but not limited to,
new or revised laws, regulations or interpretations or other regulatory initiatives regarding deregulation or restructuring of the energy
industry, regulation of the commodities trading and derivatives markets, and environmental regulation, such as regulation of air
emissions,
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regulation of water consumption and water discharges, and regulation of gas and oil infrastructure operations, as well as associated
environmental permitting. Changes in the nature of the regulation of NEE's and NEE Capital's business could have a material adverse
effect on NEE's and NEE Capital's results of operations. NEE and NEE Capital are unable to predict future legislative or regulatory
changes, initiatives or interpretations, although any such changes, initiatives or interpretations may increase costs and competitive
pressures on NEE and NEE Capital, which could have a material adverse effect on NEE's and NEE Capital's business, financial
condition, results of operations and prospects.
FPL has limited competition in the Florida market for retail electricity customers. Any changes in Florida law or regulation
which introduce competition in the Florida retail electricity market could have a material adverse effect on NEE's business, financial
condition, results of operations and prospects. There can be no assurance that FPL will be able to respond adequately to such
regulatory changes, which could have a material adverse effect on NEE's business, financial condition, results of operations and
prospects.
NEER is subject to Federal Energy Regulatory Commission ("FERC") rules related to transmission that are designed to facilitate
competition in the wholesale market on practically a nationwide basis by providing greater certainty, flexibility and more choices to
wholesale power customers. NEE cannot predict the impact of changing FERC rules or the effect of changes in levels of wholesale
supply and demand, which are typically driven by factors beyond NEE's control. There can be no assurance that NEER will be able
to respond adequately or sufficiently quickly to such rules and developments, or to any other changes that reverse or restrict the
competitive restructuring of the energy industry in those jurisdictions in which such restructuring has occurred. Any of these events
could have a material adverse effect on NEE's business, financial condition, results of operations and prospects.
NEE's and NEE Capital's business, financial condition, results of operations and prospects could be materially adversely
affected if the rules implementing the Dodd-Frank Wall Street Reform and Consumer Protection Act ("Dodd-Frank Act")
broaden the scope of its provisions regarding the regulation of over-the-counter ("OTC") financial derivatives and make
certain provisions applicable to NEE and NEE Capital.
The Dodd-Frank Act, enacted into law in July 2010, among other things, provides for substantially increased regulation of the
OTC derivatives market. While the legislation is broad and detailed, there are still portions of the legislation that either require
implementing rules to be adopted by federal governmental agencies or otherwise require further interpretive guidance.
NEE and NEE Capital continue to monitor the development of rules related to the Dodd-Frank Act and are taking steps to
comply with those rules that affect their businesses. While a number of rules have been finalized and are effective, the rules related to
collateral requirements have yet to be finalized. If those rules, when finalized, require NEE and NEE Capital to post significant
amounts of cash collateral with respect to swap transactions, NEE's and NEE Capital's liquidity could be materially adversely
affected.
NEE and NEE Capital cannot predict the impact these new rules will have on their ability to hedge their commodity and interest
rate risks or on OTC derivatives markets as a whole, but they could potentially have a material adverse effect on NEE's and NEE
Capital's risk exposure, as well as reduce market liquidity and further increase the cost of hedging activities.
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NEE and NEE Capital are subject to numerous environmental laws, regulations and other standards that may result in capital
expenditures, increased operating costs and various liabilities, and may require NEE and NEE Capital to limit or eliminate
certain operations.
NEE and NEE Capital are subject to domestic and foreign environmental laws and regulations, including, but not limited to,
extensive federal, state and local environmental statutes, rules and regulations relating to air quality, water quality and usage, climate
change, emissions of greenhouse gases, including, but not limited to, carbon dioxide ("CO2"), waste management, hazardous wastes,
marine, avian and other wildlife mortality and habitat protection, historical artifact preservation, natural resources, health (including,
but not limited to, electric and magnetic fields from power lines and substations), safety and RPS, that could, among other things,
prevent or delay the development of power generation, power or natural gas transmission, or other infrastructure projects, restrict the
output of some existing facilities, limit the availability and use of some fuels required for the production of electricity, require
additional pollution control equipment, and otherwise increase costs, increase capital expenditures and limit or eliminate certain
operations.
There are significant capital, operating and other costs associated with compliance with these environmental statutes, rules and
regulations, and those costs could be even more significant in the future as a result of new legislation, the current trend toward more
stringent standards, and stricter and more expansive application of existing environmental regulations. For example, among other
potential or pending changes, the use of hydraulic fracturing or similar technologies to drill for natural gas and related compounds
used by NEE's gas infrastructure business is currently being discussed for regulation at state and federal levels.
Violations of current or future laws, rules, regulations or other standards could expose NEE and NEE Capital to regulatory and
legal proceedings, disputes with, and legal challenges by, third parties, and potentially significant civil fines, criminal penalties and
other sanctions. Proceedings could include, for example, litigation regarding property damage, personal injury, common law nuisance
and enforcement by citizens or governmental authorities of environmental requirements such as air, water and soil quality standards.
NEE's and NEE Capital's business could be negatively affected by federal or state laws or regulations mandating new or
additional limits on the production of greenhouse gas emissions.
Federal or state laws or regulations may be adopted that would impose new or additional limits on the emissions of greenhouse
gases, including, but not limited to, CO2 and methane, from electric generating units using fossil fuels like coal and natural gas. The
potential effects of such greenhouse gas emission limits on NEE's and NEE Capital's electric generating units are subject to
significant uncertainties based on, among other things, the timing of the implementation of any new requirements, the required levels
of emission reductions, the nature of any market-based or tax-based mechanisms adopted to facilitate reductions, the relative
availability of greenhouse gas emission reduction offsets, the development of cost-effective, commercial-scale carbon capture and
storage technology and supporting regulations and liability mitigation measures, and the range of available compliance alternatives.
While NEE's and NEE Capital's electric generating units emit greenhouse gases at a lower rate of emissions than most of the
U.S. electric generation sector, the results of operations of NEE and NEE Capital could be adversely affected to the extent that new
federal or state legislation or regulators impose any new greenhouse gas emission limits. Any future limits on greenhouse gas
emissions could:
·
create substantial additional costs in the form of taxes or emission allowances;
·
make some of NEE's and NEE Capital's electric generating units uneconomical to operate in the long term;
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·
require significant capital investment in carbon capture and storage technology, fuel switching, or the replacement of
high-emitting generation facilities with lower-emitting generation facilities; or
·
affect the availability or cost of fossil fuels.
There can be no assurance that NEE or NEE Capital would be able to completely recover any such costs or investments, which could
have a material adverse effect on their business, financial condition, results of operations and prospects.
Extensive federal regulation of the operations of NEE and NEE Capital exposes NEE and NEE Capital to significant and
increasing compliance costs and may also expose them to substantial monetary penalties and other sanctions for compliance
failures.
NEE and NEE Capital are subject to extensive federal regulation, which generally imposes significant and increasing
compliance costs on NEE's and NEE Capital's operations. Additionally, any actual or alleged compliance failures could result in
significant costs and other potentially adverse effects of regulatory investigations, proceedings, settlements, decisions and claims,
including, among other items, potentially significant monetary penalties. As an example, under the Energy Policy Act of 2005, NEE
and NEE Capital, as owners and operators of bulk-power transmission systems and/or electric generation facilities, are subject to
mandatory reliability standards. Compliance with these mandatory reliability standards may subject NEE and NEE Capital to higher
operating costs and may result in increased capital expenditures. If NEE or NEE Capital is found not to be in compliance with these
standards, it may incur substantial monetary penalties and other sanctions. Both the costs of regulatory compliance and the costs that
may be imposed as a result of any actual or alleged compliance failures could have a material adverse effect on NEE's and NEE
Capital's business, financial condition, results of operations and prospects.
Changes in tax laws, as well as judgments and estimates used in the determination of tax-related asset and liability amounts,
could adversely affect NEE's and NEE Capital's business, financial condition, results of operations and prospects.
NEE's and NEE Capital's provision for income taxes and reporting of tax-related assets and liabilities require significant
judgments and the use of estimates. Amounts of tax-related assets and liabilities involve judgments and estimates of the timing and
probability of recognition of income, deductions and tax credits, including, but not limited to, estimates for potential adverse
outcomes regarding tax positions that have been taken and the ability to utilize tax benefit carryforwards, such as net operating loss
and tax credit carryforwards. Actual income taxes could vary significantly from estimated amounts due to the future impacts of, among
other things, changes in tax laws, regulations and interpretations, the financial condition and results of operations of NEE and NEE
Capital, and the resolution of audit issues raised by taxing authorities. Ultimate resolution of income tax matters may result in material
adjustments to tax-related assets and liabilities, which could negatively affect NEE's and NEE Capital's business, financial condition,
results of operations and prospects.
NEE's and NEE Capital's business, financial condition, results of operations and prospects may be materially adversely
affected due to adverse results of litigation.
NEE's and NEE Capital's business, financial condition, results of operations and prospects may be materially affected by
adverse results of litigation. Unfavorable resolution of legal proceedings in which NEE is involved or other future legal proceedings,
including, but not limited to, class action lawsuits, may have a material adverse effect on the business, financial condition, results of
operations and prospects of NEE and NEE Capital.
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