Duke Energy has agreed 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 reflects a 1.8x multiple of the 2024 year-end rate base and a 24x multiple of 2024 earnings, which Duke Energy says 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, with existing tax credits expected to cover most cash taxes from the deal. The remaining $1.5 billion in net proceeds will go toward funding Duke Energy’s five-year capital plan, valued at $83 billion, which focuses on energy modernization.
“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 expressed appreciation for customers and staff: “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 transitioning over to Spire.
“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 noted shared values between companies: “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; Skadden, Arps, Slate, Meagher & Flom LLP served as transactional legal advisor.
Duke Energy continues its focus on grid upgrades and cleaner generation sources including natural gas, nuclear power, renewables, and energy storage as part of its broader transition strategy.
Piedmont Natural Gas remains a subsidiary of Duke Energy serving over 1.2 million customers across North Carolina, South Carolina, and Tennessee.
Spire Inc., already serving about 1.7 million homes across Alabama, Mississippi, and Missouri through its utilities division (https://www.spireenergy.com/), aims to grow organically while investing in infrastructure improvements.
