This is an offering of Equity Units by NextEra Energy, Inc. ("NEE"). Each Equity Unit will have a stated amount of $50 and will consist of (1) a purchase contract issued by NEE and (2) initially a 5% undivided beneficial ownership interest in a Series F Debenture due September 1, 2017 issued in the principal amount of $1,000 by NextEra Energy Capital Holdings, Inc. ("NEE Capital"), a wholly-owned subsidiary of NEE, which is referred to as a Corporate Unit.
The purchase contract will obligate holders of Equity Units to purchase from NEE, no later than September 1, 2015, for a price of $50 in cash, the following number of shares of NEE common stock (subject to anti-dilution adjustments):
if the applicable market value of NEE common stock is equal to or greater than the threshold appreciation price of $80.58, 0.6205 shares of NEE common stock;
if the applicable market value is less than the threshold appreciation price of $80.58, but greater than the reference price of $67.15, a number of shares of NEE common stock having a value (based on the applicable market value) which is equal to $50; and
if the applicable market value is less than or equal to the reference price of $67.15, 0.7446 shares of NEE common stock.
The applicable market value of NEE common stock will be determined by reference to average closing prices of NEE common stock over the 20 consecutive trading day period ending on the third trading day prior to September 1, 2015.
The NEE Capital debentures will initially bear interest at a rate of 1.60% per year, payable quarterly in arrears. NEE has agreed to absolutely, irrevocably and unconditionally guarantee the payment of principal, interest and premium, if any, on the NEE Capital debentures. The NEE Capital debentures will be remarketed as described in this prospectus supplement. If this remarketing is successful, the interest rate on the NEE Capital debentures will be reset and thereafter interest will be payable semi-annually at the reset rate.
NEE will also pay quarterly contract adjustment payments at a rate of 4.289% per year on the stated amount of $50 per Corporate Unit, or $2.1445 per year, subject to NEE's right to defer contract adjustment payments, as described in this prospectus supplement.