| Issuing Entity: | AEP Texas Restoration Funding LLC |
| Sponsor, Depositor and Initial Servicer: | AEP Texas Inc. (“AEP Texas”) |
| Trustee: | U.S. Bank National Association, a national banking association |
| Structuring Agent: | Goldman Sachs & Co. LLC |
| Joint Bookrunners: | Goldman Sachs & Co. LLC and Citigroup Global Markets Inc. |
| Co-Managers: | Loop Capital Markets LLC and Samuel A. Ramirez & Company, Inc. |
| Expected Ratings (Moody’s / S&P): | Aaa(sf) / AAA(sf)(1) |
| Closing Date / Settlement Date: | September 18, 2019(2) |
| Interest Payment Dates: | February 1 and August 1 of each year beginning February 1, 2020 |
| Applicable Time: | 3:30 PM (Eastern time) on September 11, 2019 |
| Proceeds: | The total initial price to the public is $235,281,600. The total amount of the underwriting discounts and commissions is $941,128. The total amount of proceeds to the issuing entity before deduction of expenses (estimated to be $3,490,553) is $234,340,472. |
| (1) | A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time |
| (2) | The issuing entity expects to deliver the system restoration bonds against payment for the system restoration bonds on or about the date September 18, 2019, which will be the fifth business day following the date of pricing of the system restoration bonds. Since trades in the secondary market generally settle in two business days, purchasers who wish to trade system restoration bonds on the date of pricing or the succeeding two business days will be required, by virtue of the fact that the system restoration bonds initially will settle in T + 5, to specify alternative settlement arrangements to prevent a failed settlement. |
Senior Secured System Restoration Bonds | Expected Weighted Average Life (Years) | Principal Amount Offered | Scheduled Final Payment Date | Final Maturity Date | Interest Rate | Initial Price to Public (3) | Underwriting Discounts and Commissions | Proceeds to Issuing Entity (Before Expenses) | ||||||||
| Tranche A‑1 | 3.05 | $117,641,000 | 2/1/2025 | 2/1/2027 | 2.0558% | 99.99984% | 0.40% | $117,170,248 | ||||||||
| Tranche A‑2 | 7.87 | $117,641,000 | 8/1/2029 | 8/1/2031 | 2.2939% | 99.99982% | 0.40% | $117,170,224 |
| (3) | Interest on the bonds will accrue from September 18, 2019 and must be paid by the purchaser if the Senior Secured System Restoration Bonds are delivered after that date. |
Tranche A‑1 | Tranche A‑2 | ||
| CUSIP | 00115B AA5 | 00115B AB3 | |
| ISIN | US00115BAA52 | US00115BAB36 |
Semi-Annual Payment Date | Tranche A‑1 | Tranche A‑2 | ||||
| 2/1/2020 | $3,309,541 | $0 | ||||
| 8/1/2020 | $11,090,541 | $0 | ||||
| 2/1/2021 | $11,204,541 | $0 | ||||
| 8/1/2021 | $11,319,713 | $0 | ||||
| 2/1/2022 | $11,436,068 | $0 | ||||
| 8/1/2022 | $11,553,619 | $0 | ||||
| 2/1/2023 | $11,672,379 | $0 | ||||
| 8/1/2023 | $11,792,359 | $0 | ||||
| 2/1/2024 | $11,913,573 | $0 | ||||
| 8/1/2024 | $12,036,033 | $0 | ||||
| 2/1/2025 | $10,312,632 | $1,847,119 | ||||
| 8/1/2025 | $0 | $12,286,940 | ||||
| 2/1/2026 | $0 | $12,427,865 | ||||
| 8/1/2026 | $0 | $12,570,407 | ||||
| 2/1/2027 | $0 | $12,714,583 | ||||
| 8/1/2027 | $0 | $12,860,413 | ||||
| 2/1/2028 | $0 | $13,007,915 | ||||
| 8/1/2028 | $0 | $13,157,110 | ||||
| 2/1/2029 | $0 | $13,308,015 | ||||
| 8/1/2029 | $0 | $13,460,634 | ||||
| Total Payments | $117,641,000 | $117,641,000 |
Semi-Annual Payment Date | Tranche A‑1 Balance | Tranche A‑2 Balance | ||||
| Issuance Date | $117,641,000 | $117,641,000 | ||||
| 2/1/2020 | $114,331,459 | $117,641,000 | ||||
| 8/1/2020 | $103,240,917 | $117,641,000 | ||||
| 2/1/2021 | $92,036,376 | $117,641,000 | ||||
| 8/1/2021 | $80,716,663 | $117,641,000 | ||||
| 2/1/2022 | $69,280,595 | $117,641,000 | ||||
| 8/1/2022 | $57,726,976 | $117,641,000 | ||||
| 2/1/2023 | $46,054,597 | $117,641,000 | ||||
| 8/1/2023 | $34,262,238 | $117,641,000 | ||||
| 2/1/2024 | $22,348,665 | $117,641,000 | ||||
| 8/1/2024 | $10,312,632 | $117,641,000 | ||||
| 2/1/2025 | $— | $115,793,881 | ||||
| 8/1/2025 | $— | $103,506,941 | ||||
| 2/1/2026 | $— | $91,079,076 | ||||
| 8/1/2026 | $— | $78,508,669 | ||||
| 2/1/2027 | $— | $65,794,086 | ||||
| 8/1/2027 | $— | $52,933,674 | ||||
| 2/1/2028 | $— | $39,925,758 | ||||
| 8/1/2028 | $— | $26,768,649 | ||||
| 2/1/2029 | $— | $13,460,634 | ||||
| 8/1/2029 | $— | $— |
Underwriter | Tranche A‑1 | Tranche A‑2 | Total | |||||||||
| Goldman Sachs & Co. LLC | $ | 58,821,000 | $ | 58,821,000 | $ | 117,642,000 | ||||||
| Citigroup Global Markets Inc. | $ | 52,938,000 | $ | 52,938,000 | $ | 105,876,000 | ||||||
| Loop Capital Markets LLC | $ | 2,941,000 | $ | 2,941,000 | $ | 5,882,000 | ||||||
| Samuel A Ramirez & Company, Inc. | $ | 2,941,000 | $ | 2,941,000 | $ | 5,882,000 | ||||||
| Total | $ | 117,641,000 | $ | 117,641,000 | $ | 235,282,000 | ||||||
Selling Concession | Reallowance Discount | ||
| Tranche A‑1 | 0.24% | 0.12% | |
| Tranche A‑2 | 0.24% | 0.12% |
