Document

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934



Date of Report (Date of earliest event reported)		March 31, 2020

ENTERGY LOUISIANA, LLC
(Exact name of registrant as specified in its charter)

Texas	1-32718			47-4469646
(State or other jurisdiction of incorporation)	(Commission File Number)			(IRS Employer Identification No.)
4809 Jefferson Highway, Jefferson, Louisiana				70121
(Address of principal executive offices)				(Zip Code)
Registrant’s telephone number, including area code			(504) 576-4000

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



Title of Class	Trading Symbol	Name of Each Exchange on Which Registered

Mortgage Bonds, 5.25% Series due July 2052	ELJ	New York Stock Exchange
Mortgage Bonds, 4.70% Series due June 2063	ELU	New York Stock Exchange
Mortgage Bonds, 4.875% Series due September 2066	ELC	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events.

On March 26, 2020, Entergy Louisiana, LLC (the “Company”) entered into an Underwriting Agreement for the sale of $300,000,000 aggregate principal amount of its Collateral Trust Mortgage Bonds, 4.20% Series due September 1, 2048 (the “Bonds”). The sale of the Bonds closed on March 31, 2020. The Bonds were registered under the Securities Act of 1933, as amended, by means of the Company’s automatic shelf Registration Statement on Form S-3 (File No. 333-233403-04) (the “Registration Statement”), which such Registration Statement became effective upon filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.



Exhibit No.	Description of Exhibit

4.26	Officer’s Certificate No. 12-B-9 establishing the terms of the Bonds issued under the Mortgage and Deed of Trust of Entergy Louisiana, LLC, dated as of November 1, 2015 (incorporated by reference to Exhibit 4.40 to Form 8-K filed August 14, 2018, File No. 001-32718).

4.18	Tenth Supplemental Indenture relating to the Bonds issued under the Mortgage and Deed of Trust of Entergy Louisiana, LLC, dated as of November 1, 2015 (incorporated by reference to Exhibit 4.41 to Form 8-K filed August 14, 2018, File No. 001-32718).

4.29	Ninetieth Supplemental Indenture establishing the terms of the Class A Bonds issued under the Indenture of Mortgage of Entergy Louisiana, LLC, dated as of April 1, 1944, as amended (incorporated by reference to Exhibit 4.43 to Form 8-K filed August 14, 2018, File No. 001-32718).

5.05	Opinion of Morgan, Lewis & Bockius LLP with respect to the Bonds.

5.06	Opinion of Mark G. Otts, Assistant General Counsel, Corporate and Securities of Entergy Services, LLC, with respect to the Bonds.

5.07	Opinion of Duggins Wren Mann & Romero, LLP, with respect to the Bonds.

23.06	Consent of Morgan, Lewis & Bockius LLP with respect to its Opinion relating to the Bonds (included in Exhibit 5.05).

23.07	Consent of Mark G. Otts, Assistant General Counsel, Corporate and Securities of Entergy Services, LLC, with respect to his Opinion relating to the Bonds (included in Exhibit 5.06).

23.08	Consent of Duggins Wren Mann & Romero, LLP with respect to its Opinion relating to the Bonds (included in Exhibit 5.07).

104	The cover page from this Current Report on Form 8-K formatted in Inline XBRL (included as Exhibit 101).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



	Entergy Louisiana, LLC
	(Registrant)
Date March 31, 2020
	/s/ Steven C. McNeal
	(Signature) Steven C. McNeal Vice President and Treasurer

Exhibit

Exhibit 5.05

March 31, 2020

Entergy Louisiana, LLC

4809 Jefferson Highway

Jefferson, Louisiana 70121

Ladies and Gentlemen:

We have acted as counsel for Entergy Louisiana, LLC (the “Company”) in connection with the Registration Statement on Form S-3 (File No. 333-233403-04) (the “Registration Statement”), relating to $300,000,000 in aggregate principal amount of the Company’s Collateral Trust Mortgage Bonds, 4.20% Series due September 1, 2048 (the “Bonds”). The Bonds have been issued pursuant to the Company’s Mortgage and Deed of Trust, dated as of November 1, 2015, with The Bank of New York Mellon, as trustee (the “Trustee”) (the Mortgage, as amended and supplemented by the supplemental indenture establishing the terms of the Bonds, being hereinafter referred to as the “Mortgage”).

In our capacity as such counsel, we have examined the Registration Statement and the Mortgage, which has been filed with the Securities and Exchange Commission as an exhibit to the Registration Statement. As to questions of fact material to the opinions expressed herein, we have relied upon representations and certifications of the officers of the Company and appropriate public officials without independent verification of such matters except as otherwise described herein. We have also examined or have caused to be examined such other documents and have satisfied ourselves as to such other matters as we have deemed necessary in order to render this opinion. In such examination, we have assumed the genuineness of all signatures, the legal capacity of all natural persons, the authenticity of the documents submitted to us as originals, the conformity with the originals of all documents submitted to us as certified, facsimile or photostatic copies and the authenticity of the originals of all documents submitted to us as copies. We have not examined the Bonds, except a specimen thereof, and we have relied upon a certificate of the Trustee as to the authentication and delivery thereof.

Subject to the foregoing and the further exceptions and qualifications set forth below, we are of the opinion that the Bonds are legally valid and are binding obligations of the Company.

This opinion is limited to the laws of the States of New York, Louisiana and Texas and the federal laws of the United States of America. To the extent that the opinions relate to or are dependent upon matters governed by the laws of the State of Louisiana, we have relied upon the opinion of Mark G. Otts, Esq., Assistant General Counsel - Corporate and Securities of Entergy Services, LLC, which is being filed as Exhibit 5.06 to the Registration Statement. To the extent that the opinions relate to or are dependent upon matters governed by the laws of the State of Texas, we have relied upon the opinion of Duggins Wren Mann & Romero, LLP, which is being filed as Exhibit 5.07 to the Registration Statement.

We hereby consent to the filing of this opinion as Exhibit 5.05 to the Registration Statement. We also consent to the reference to us in the prospectus included in the Registration Statement under the caption “Legality.” In giving the foregoing consent, we do not admit that we are within the category of persons whose consent is required under Section 7 of the Securities Act or the rules and regulations promulgated thereunder.

Very truly yours,

/s/ Morgan, Lewis & Bockius LLP

Exhibit

Entergy Services, LLC

639 Loyola Avenue (70113)

P.O. Box 61000

New Orleans, LA 70161

Tel: 504-576-5228

Fax: 281-297-5310

e-mail: motts@entergy.com

Mark G. Otts

Assistant General Counsel

Legal Services Department

Exhibit 5.06

March 31, 2020

Entergy Louisiana, LLC

4809 Jefferson Highway

Jefferson, Louisiana 70121

Ladies and Gentlemen:

I have acted as counsel for Entergy Louisiana, LLC (the “Company”) in connection with the Registration Statement on Form S-3 (File No. 333-233403-04) (the “Registration Statement”), relating to $300,000,000 in aggregate principal amount of the Company’s Collateral Trust Mortgage Bonds, 4.20% Series due September 1, 2048 (the “Bonds”). The Bonds have been issued pursuant to the Company’s Mortgage and Deed of Trust, dated as of November 1, 2015, with The Bank of New York Mellon, as trustee (the “Trustee”) (the Mortgage, as amended and supplemented by the supplemental indenture establishing the terms of the Bonds, being hereinafter referred to as the “Mortgage”).

In my capacity as such counsel, I have examined the Registration Statement and the Mortgage, which has been filed with the Securities and Exchange Commission as an exhibit to the Registration Statement. As to questions of fact material to the opinions expressed herein, I have relied upon representations and certifications of the officers of the Company and appropriate public officials without independent verification of such matters except as otherwise described herein. I have also examined or have caused to be examined such other documents and have satisfied myself as to such other matters as I have deemed necessary in order to render this opinion. In such examination, I have assumed the genuineness of all signatures, the legal capacity of all natural persons, the authenticity of the documents submitted to me as originals, the conformity with the originals of all documents submitted to me as certified, facsimile or photostatic copies and the authenticity of the originals of all documents submitted to me as copies. I have not examined the Bonds, except a specimen thereof, and I have relied upon a certificate of the Trustee as to the authentication and delivery thereof.

Subject to the foregoing and the further exceptions and qualifications set forth below, I am of the opinion that the Bonds are legally valid and are binding obligations of the Company.

This opinion is limited to the laws of the States of Louisiana, Texas and New York and the federal laws of the United States of America. To the extent that the opinions relate to or are dependent upon matters governed by the laws of the State of New York, I have relied upon the opinion of Morgan, Lewis & Bockius LLP, which is being filed as Exhibit 5.05 to the Registration Statement. To the extent that the opinions relate

to or are dependent upon matters governed by the laws of the State of Texas, I have relied upon the opinion of Duggins Wren Mann & Romero, LLP, which is being filed as Exhibit 5.07 to the Registration Statement.

I hereby consent to the filing of this opinion as Exhibit 5.06 to the Registration Statement. I also consent to the reference to me in the prospectus included in the Registration Statement under the caption “Legality.” In giving the foregoing consent, I do not admit that I am within the category of persons whose consent is required under Section 7 of the Securities Act or the rules and regulations promulgated thereunder.

Very truly yours,

/s/ Mark G. Otts

Exhibit

[Duggins Wren Mann & Romero, LLP letterhead]

March 31, 2020

Exhibit 5.07

Entergy Louisiana, LLC

4809 Jefferson Highway

Jefferson, Louisiana 70121

Ladies and Gentlemen:

Subject to the foregoing and the further exceptions and qualifications set forth below, we are of the opinion that the Bonds are legally valid and are binding obligations of the Company.

This opinion is limited to the laws of the States of Texas, Louisiana and New York and the federal laws of the United States of America. To the extent that the opinions relate to or are dependent upon matters governed by the laws of the State of Louisiana, we have relied upon the opinion of Mark G. Otts, Esq., Assistant General Counsel - Corporate and Securities of Entergy Services, LLC, which is being filed as Exhibit 5.06 to the Registration Statement. To the extent that the opinions relate to or are dependent upon matters governed by the laws of the State of New York, we have relied upon the opinion of Morgan, Lewis & Bockius LLP, which is being filed as Exhibit 5.05 to the Registration Statement.

We hereby consent to the filing of this opinion as Exhibit 5.07 to the Registration Statement. We also consent to the reference to us in the prospectus included in the Registration Statement under the caption

“Legality.” In giving the foregoing consent, we do not admit that we are within the category of persons whose consent is required under Section 7 of the Securities Act or the rules and regulations promulgated thereunder.

Very truly yours,

/s/ Duggins Wren Mann & Romero, LLP

DUGGINS WREN MANN & ROMERO, LLP

Document and Entity Information Document	Mar. 31, 2020
Written Communications	false
Amendment Flag	false
Entity File Number	1-32718
Document Type	8-K
Document Period End Date	Mar. 31, 2020
Entity Registrant Name	ENTERGY LOUISIANA, LLC
Entity Tax Identification Number	47-4469646
Entity Incorporation, State or Country Code	TX
Entity Address, Address Line One	4809 Jefferson Highway
Entity Address, City or Town	Jefferson
Entity Address, State or Province	LA
Entity Address, Country	US
Entity Address, Postal Zip Code	70121
City Area Code	504
Local Phone Number	576-4000
Entity Central Index Key	0001348952
Entity Emerging Growth Company	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Mortgage Bonds Five Point Two Five Percent Series Due July Two Thousand Fifty Two [Member] \| Entergy Louisiana [Member] \| NEW YORK STOCK EXCHANGE, INC. [Member]
Title of 12(b) Security	Mortgage Bonds, 5.25% Series due July 2052
Security Exchange Name	NYSE
Trading Symbol	ELJ
Mortgage Bonds Four Point Seven Percent Series Due June Two Thousand Sixty Three [Member] \| Entergy Louisiana [Member] \| NEW YORK STOCK EXCHANGE, INC. [Member]
Title of 12(b) Security	Mortgage Bonds, 4.70% Series due June 2063
Security Exchange Name	NYSE
Trading Symbol	ELU
Four Point Eight Seven Five Percent Series First Mortgage Bonds Due September Two Thousand Sixty Six [Member] \| Entergy Louisiana [Member] \| NEW YORK STOCK EXCHANGE, INC. [Member]
Title of 12(b) Security	Mortgage Bonds, 4.875% Series due September 2066
Security Exchange Name	NYSE
Trading Symbol	ELC