Filed by Duke Energy Corporation
Pursuant to Rule 425 under the Securities Act of 1933
And Deemed Filed Pursuant to Rule 14a-12
Under the Securities Exchange Act of 1934
Subject Company: Duke Energy Holding Corp.
Commission File No. 333-126318
[DUKE ENERGY [CINERGY
GRAPHIC OMITTED] Committed to Customers and Communities GRAPHIC OMITTED]
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Cincinnati Gas & Electric (CG&E), PSI Energy (PSI),
Duke Power Union Light Heat & Power (ULH&P)
Duke Energy's electric utility company Cinergy's electric and gas utility companies
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Regulated Duke Power, a business unit of Duke Energy, serves CG&E and PSI (electric only) are regulated Ohio,
Businesses approximately 2.2 million electric customers in a Indiana and Kentucky utility operating companies of
Overview 22,000-square-mile area of North Carolina and South Cinergy. ULH&P is an affiliate of CG&E. They serve
Carolina. Duke Power's total system generating 1.5 million electric customers and about 500,000
capability is approximately 19,900 megawatts. gas customers in a 25,000-square-mile service
territory. Cinergy owns 13,300 megawatts of
generation.
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Service & o Experienced continuous reduction in number of o Exceeds PUCO standard for customer reliability
Reliability outages over the last 10 years o Consistently excels in the region for emergency
o Two-time winner of Edison Electric Institute planning and service restoration after major storms
Emergency Response Award o Edison Electric Institute Emergency Assistance
Award winner (2004)
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Customer o Ranks highest in customer satisfaction with o Consistently outperforms regional and national
Satisfaction residential electric service in the Southern U.S. customer satisfaction averages as measured by
in J.D. Power and Associates' 2005 electric utility multiple independent indices
residential customer satisfaction study* o Ranks twelfth nationally for customer satisfaction
o Ranks No.1 in the Southeast and No. 3 nationally with large manufacturing and institutional
for customer satisfaction with large manufacturing customers in 2005 TQS Research Key Account National
and institutional customers in 2005 TQS Research Benchmark Survey
Key Account National Benchmark Survey o First energy company in the nation to have its call
o Joins Cinergy as the second energy company in the centers certified by J.D. Power and Associates for
nation to have its call centers certified by J.D. providing an outstanding customer service
Power and Associates for providing an outstanding experience (2005)*
customer service experience (2005)* o Tied for fifth out of 30 electric and gas utilities
o Ranked fourth out of 30 electric and gas utilities by the American Customer Satisfaction Index
by the American Customer Satisfaction Index
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Customer Rates o 1995 average retail cost per kilowatt-hours: o 1995 combined average retail cost per
5.58 cents kilowatt-hours: 5.37 cents
o 2004 average retail cost per kilowatt-hours: o 2004 combined average retail cost per
5.80 cents kilowatt-hours: 5.70 cents
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1995 U.S. national average per kilowatt-hours 7.17 cents
2003 U.S. national average per kilowatt-hours 7.48 cents (2004 average not yet available)
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Economic o Twenty full-time staff supports economic o Ten full-time staff supports economic development
Development development efforts in 54 counties efforts in 82 counties
o Provided $350,000 to local economic development o Provided $250,000 to local economic development
organizations and $50,000 in marketing assistance organizations
to both states o $200,000 in Cinergy Foundation support given for
o $977,000 given to the Carolinas Investment Fund economic development projects
o Offers economic development incentive rider rates o Provided $415,000 over a two-year period to the
o Granted $250,000 to Central Piedmont Community Indiana Economic Development Corp.
College for economic development-related work o Offers economic development incentive rider rates
force training o Named best or among 10-best utility economic
development departments in the nation for six
consecutive years by Site Selection magazine
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Energy o Signature programs began in 1985 with the Share the o Since the 1980s, three fuel fund programs:
Assistance Warmth program and provide heating and cooling HeatShare (Ohio), Helping Hand (Ind.), and
assistance to low-income customers WinterCare (Ky.), have assisted low-income
o More than $21 million has been contributed by The customers with paying their winter heating bills
Duke Energy Foundation and Duke Power customers o Shareholders donate $250,000 annually to these
through Share The Warmth programs - contributions are also received from
o The Duke Energy Foundation annually contributes customers and employees
$500,000 to Share the Warmth, $250,000 to the o To date, approximately $8.7 million has been
Cooling Assistance program and $60,000 to Fan distributed to low-income customers from
Relief shareholders, customers and employees
o As part of a wholesale power profit-sharing o In 2004, more than $420,000 was distributed to
agreement, an additional $2.65 million in bulk low-income customers
power marketing (BPM) revenues through 2007 will be o Continued support for customer-funded demand-side
directed annually to these low-income customer management - $4.3 million dedicated annually to
programs low-income programs, such as home weatherization
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* For more information about J.D. Power and Associates 2005 Electric Utility
Residential Customer Satisfaction Studysm or J.D. Power and Associates
Certified Call Centersm information, visit www.jdpower.com or call
1-866-842-7548.
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Duke Energy Cinergy
Parent company of Duke Power Parent company of CG&E and PSI
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Philanthropy 2004 Corporate Giving* 2004 Corporate Giving*
Foundation Disbursements $13.7 million Foundation Disbursements $3.6 million
Arts/Science Fund Contributions $292,000 Arts Fund Contributions $140,000
United Way Contributions $2 million United Way Contributions $777,000
2004 Employee Giving* 2004 Employee Giving*
Arts/Science Fund Contributions $292,000 Arts Fund Contributions $204,000
United Way Contributions $2.9 million United Way Contributions** $1.1 million
Employees also donate significantly to their Employees also donate significantly to their communities
communities through their volunteer efforts through their volunteer efforts
*Duke Power contributions are included in Duke Energy *Regulated operations contributions are included in
corporate foundation disbursements Cinergy corporate foundation disbursements
**Includes Greater Cincinnati and Central Indiana United
Way campaigns only
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* * *
Forward-Looking Statements
This document includes statements that do not directly or exclusively
relate to historical facts. Such statements are "forward-looking statements"
within the meaning of Section 27A of the Securities Act of 1933 and Section 21E
of the Securities Exchange Act of 1934. These forward-looking statements
include statements regarding benefits of the proposed mergers and restructuring
transactions, integration plans and expected synergies, anticipated future
financial operating performance and results, including estimates of growth.
These statements are based on the current expectations of management of Duke
and Cinergy. There are a number of risks and uncertainties that could cause
actual results to differ materially from the forward-looking statements
included in this document. For example, (1) the companies may be unable to
obtain shareholder approvals required for the transaction; (2) the companies
may be unable to obtain regulatory approvals required for the transaction, or
required regulatory approvals may delay the transaction or result in the
imposition of conditions that could have a material adverse effect on the
combined company or cause the companies to abandon the transaction; (3)
conditions to the closing of the transaction may not be satisfied; (4) problems
may arise in successfully integrating the businesses of the companies, which
may result in the combined company not operating as effectively and efficiently
as expected; (5) the combined company may be unable to achieve cost-cutting
synergies or it may take longer than expected to achieve those synergies; (6)
the transaction may involve unexpected costs or unexpected liabilities, or the
effects of purchase accounting may be different from the companies'
expectations; (7) the credit ratings of the combined company or its
subsidiaries may be different from what the companies expect; (8) the
businesses of the companies may suffer as a result of uncertainty surrounding
the transaction; (9) the industry may be subject to future regulatory or
legislative actions that could adversely affect the companies; and (10) the
companies may be adversely affected by other economic, business, and/or
competitive factors. Additional factors that may affect the future results of
Duke and Cinergy are set forth in their respective filings with the Securities
and Exchange Commission ("SEC"), which are available at
www.duke-energy.com/investors and www.cinergy.com/investors, respectively. Duke
and Cinergy undertake no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise.
Additional Information and Where to Find It
In connection with the proposed transaction, a registration statement
of Duke Energy Holding Corp. (Registration No. 333-126318), which includes a
preliminary joint proxy statement of Duke and Cinergy, and other materials have
been filed with the SEC and are publicly available. WE URGE INVESTORS TO READ
THE DEFINITIVE JOINT PROXY STATEMENT-PROSPECTUS WHEN IT BECOMES AVAILABLE AND
THESE OTHER MATERIALS CAREFULLY BECAUSE THEY CONTAIN IMPORTANT INFORMATION
ABOUT DUKE, CINERGY, DUKE ENERGY HOLDING CORP., AND THE PROPOSED TRANSACTION.
Investors will be able to obtain free copies of the joint proxy
statement-prospectus as well as other filed documents containing information
about Duke and Cinergy at http://www.sec.gov, the SEC's website. Free copies of
Duke's SEC filings are also available on Duke's website at
www.duke-energy.com/investors, and free copies of Cinergy's SEC filings are
also available on Cinergy's website at www.cinergy.com/investors.
Participants in the Solicitation
Duke, Cinergy and their respective executive officers and directors
may be deemed, under SEC rules, to be participants in the solicitation of
proxies from Duke's or Cinergy's stockholders with respect to the proposed
transaction. Information regarding the officers and directors of Duke is
included in its definitive proxy statement for its 2005 Annual Meeting filed
with the SEC on March 31, 2005. Information regarding the officers and
directors of Cinergy is included in its definitive proxy statement for its 2005
Annual Meeting filed with the SEC on March 28, 2005. More detailed information
regarding the identity of potential participants, and their direct or indirect
interests, by securities, holdings or otherwise, will be set forth in the
registration statement and proxy statement and other materials to be filed with
the SEC in connection with the proposed transaction.