Duke Energy has announced an agreement to sell its Piedmont Natural Gas Tennessee local distribution company business to Spire Inc. for $2.48 billion in cash. The transaction is expected to close in the first quarter of 2026, pending regulatory approval by the Tennessee Public Utility Commission and the expiration or termination of the waiting period under the Hart-Scott-Rodino Act.
The sale price represents a 1.8x multiple of 2024 year-end rate base and a 24x multiple of 2024 earnings, which Duke Energy states is a significant premium compared to its common stock. About $800 million from the proceeds will be used to offset debt at Piedmont Natural Gas, maintaining its capital structure. Duke Energy plans to use existing tax credits to offset most of the cash taxes resulting from this deal, with the remaining net proceeds of $1.5 billion intended to help fund its five-year, $83 billion capital plan focused on energy modernization investments.
“The transaction allows us to efficiently fund accelerating investment opportunities driven by record customer growth and a deepening economic development pipeline,” said Harry Sideris, Duke Energy president and chief executive officer. “We’re confident Spire will support the continued growth and success of the Tennessee natural gas business and serve as an incredible operator for the benefit of employees, customers and communities.”
Sideris also stated: “I want to thank our customers and the Nashville community for allowing us to serve as their trusted energy partner, regional supporter and neighbor for more than 40 years. I also want to recognize the entire Piedmont Natural Gas team who support the Tennessee business for their unwavering commitment to our customers, operational excellence and industry-leading service. They have set the bar for what it means to be a best-in-class natural gas business and will continue to do so for many years to come.”
The agreement covers nearly 3,800 miles of distribution and transmission pipelines along with a liquefied natural gas facility serving about 205,000 customers in Tennessee. Operations will remain based in Greater Nashville, with current Duke Energy employees supporting this business moving over to Spire after closing.
“This acquisition is a natural fit for Spire, allowing us to expand our core utility business and increase our utility customer base to nearly two million homes and businesses,” said Scott Doyle, president and chief executive officer of Spire. “We look forward to serving customers in the Nashville area and safely delivering the energy they need.”
Doyle added that both companies share values related to safety and community service: “We’re eager to build on the foundation of exceptional customer service and community engagement that Piedmont Natural Gas customers in Tennessee have enjoyed for years,” he said. “We look forward to welcoming their employees and customers, and becoming an active participant in the growing Nashville business community.”
JP Morgan Securities LLC and RBC Capital Markets LLC acted as financial advisors for Duke Energy on this transaction while Skadden, Arps, Slate, Meagher & Flom LLP served as transactional legal advisor.
Duke Energy’s broader strategy includes major electric grid upgrades alongside investments in cleaner generation such as natural gas, nuclear power, renewables, and energy storage systems.
Piedmont Natural Gas distributes natural gas across North Carolina, South Carolina, and Tennessee with more than 1.2 million residential, commercial, industrial—and power generation—customers.
Spire serves approximately 1.7 million homes across Alabama, Mississippi,and Missouri through its utilities division.
For further information about Duke Energy visit https://www.duke-energy.com/ or see news updates at https://news.duke-energy.com/.
