Legacy Progress Director's Production of Documents (Part 3 ... - NCUC

But Johnson's departure, Moody's added, creates uncertainty over the company's long-termleadership "and could also lead to some additional turnover in the newly-constituted company's seniormanagement team."CEO for about 20 minutesNew details emerged Thursday revealing that Johnson was asked to resign Monday afternoon,shortly after the merger closed that day at 4:02 p.m., suggesting to some that his ouster waschoreographed in advance. The merger had received final approval from South Carolina regulatorsearlier on Monday.Johnson signed his employment contract with Duke on June 27, days before the merger closed. Hewas CEO of the combined company for about 20 minutes, Mullin said. After the merger closed,Duke's board went into executive session and voted to request Johnson's resignation, Mullin wrote.When informed ofthe board's surprise decision, but before he took any action, Johnson called Mullinon the phone, making Mullin one ofthe first outsiders to learn that something was amiss, Mullin saidin an interview Thursday.Mullin added that there is no question that Johnson was asked to leave.By resigning as opposed to getting fired, Johnson was entitled to collect a $10.3 million severance.According to an 8K filing Duke made with the Securities and Exchange Commission on Tuesday,Johnson is entitled to severance benefits if he resigns for "good reason." The filing provides thedefinitions of "good reason" as any breach of contract by Duke, or if Duke were to unilaterally stripJohnson of his "title, authority, duties or responsibilities."Company executives were notified Monday evening and the bombshell spread quickly into the night.The next day, Tuesday, before stock markets opened for trading, Duke announced Johnson resignedby mutual agreement.N.C. Utilities Commission's roleThe N.C. Utilities Commission, which had approved the deal last week, began trying to determine if ithad any options. Commissioner Bryan Beatty on Thursday said the commission has the authority toreview its decision, and that one option would be to convene a public hearing, call Duke officials totestify and question them about the move."I think it's important to make sure there wasn't any intent to mislead or to withhold information fromthe commission that perhaps we should have been made aware of," Beatty said.Beatty said it's unclear what actions the commission could take if it concludes that deception tookplace.The financial world also continued to have questions on Thursday. Wells Fargo Securities reiteratedits "market perform" rating for Duke but did not let the moment pass without commentary."Frankly, we don't know quite what to make ofthe upper-management shakeup other than to perhapssuggest that it's not the ideal way to begin the marriage," analyst Neil Kalton wrote in a research note."Will this translate into cultural issues that will make it more challenging to achieve projected costsavings and synergies?"Johnson will leave with up to $44.7 millionFormer CEO Bill Johnson will leave Duke Energy with up to $44.7 million in severance, pension, andother benefits, according to securities filings and Duke.Johnson, 58, will get up to $10.3 million in severance and related payments.LEGPGNDIR001169