Filed pursuant to Rule 433
March 20, 2023
Relating to
Preliminary Prospectus Supplement dated March 20, 2023 to
Prospectus dated September 23, 2022
Registration Statement No. 333-267583-05
Duke Energy Ohio, Inc.
$375,000,000 First Mortgage Bonds, 5.25% Series, Due April 1, 2033
$375,000,000 First Mortgage Bonds, 5.65% Series, Due April 1, 2053
Pricing Term Sheet
| Issuer: | Duke Energy Ohio, Inc. (the “Issuer”) |
| Trade Date: | March 20, 2023 |
| Settlement Date: | March 22, 2023 (T+2) |
| Expected Ratings (Moody’s/S&P)*: | A2 (Stable) / A (Stable) |
| Security Description: | First Mortgage Bonds, 5.25% Series due April 1, 2033 (the “2033 Bonds”) | First Mortgage Bonds, 5.65% Series due April 1, 2053 (the “2053 Bonds”) |
| Principal Amount: | $375,000,000 | $375,000,000 |
| Interest Payment Dates: | April 1 and October 1, beginning on October 1, 2023 | April 1 and October 1, beginning on October 1, 2023 |
| Maturity Date: | April 1, 2033 | April 1, 2053 |
| Benchmark Treasury: | 3.500% due February 15, 2033 | 4.000% due November 15, 2052 |
| Benchmark Treasury Yield: | 3.507% | 3.658% |
| Spread to Benchmark Treasury: | +175 basis points | +200 basis points |
| Yield to Maturity: | 5.257% | 5.658% |
| Coupon: | 5.25% | 5.65% |
| Price to Public: | 99.944% per 2033 Bond, plus accrued interest, if any, from March 22, 2023 | 99.883% per 2053 Bond, plus accrued interest, if any, from March 22, 2023 |
| Redemption Provisions: | Prior to January 1, 2033 (the date that is three months prior the maturity date of the 2033 | Prior to October 1, 2052 (the date that is six months prior to the maturity date of the 2053 |
| | Mortgage Bonds) (the “2033 Par Call Date”)), the Issuer may redeem the 2033 Mortgage Bonds at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of: (1)(a) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date (assuming the 2033 Mortgage Bonds matured on the 2033 Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate applicable to the 2033 Mortgage Bonds + 30 bps less (b) interest accrued to the redemption date; and (2) 100% of the principal amount of the 2033 Mortgage Bonds to be redeemed, plus, in either case, accrued and unpaid interest thereon to, but excluding, the redemption date. At any time on or after the 2033 Par Call Date, redeemable at par. | Mortgage Bonds (the “2053 Par Call Date”)), the Issuer may redeem the 2053 Mortgage Bonds at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of: (1)(a) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date (assuming the 2053 Mortgage Bonds matured on the 2053 Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate applicable to the 2053 Mortgage Bonds + 30 bps less (b) interest accrued to the redemption date; and (2) 100% of the principal amount of the 2053 Mortgage Bonds to be redeemed, plus, in either case, accrued and unpaid interest thereon to, but excluding, the redemption date. At any time on or after the 2053 Par Call Date, redeemable at par. |
| CUSIP / ISIN: | 26442E AJ9 / US26442EAJ91 | 26442E AK6 / US26442EAK64 |
| Joint Book-Running Managers: | BNP Paribas Securities Corp. Citigroup Global Markets Inc. PNC Capital Markets LLC Santander US Capital Markets LLC TD Securities (USA) LLC Truist Securities, Inc. U.S. Bancorp Investments, Inc. |
| Co-Managers: | Loop Capital Markets LLC Siebert Williams Shank & Co., LLC Cabrera Capital Markets LLC CAVU Securities, LLC Penserra Securities LLC R. Seelaus & Co., LLC |
* Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision, suspension or withdrawal at any time. Each credit rating should be evaluated independently of any other credit rating.
The Issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the Issuer has filed with the SEC for more complete information about the Issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Website at www.sec.gov. Alternatively, the Issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling BNP Paribas Securities Corp. toll-free at (800) 854-5674, Citigroup Global Markets Inc. toll-free at (800) 831-9146, PNC Capital Markets LLC toll-free at (855) 881-0697, Santander US Capital Markets LLC toll-free at (855) 403-3636 or TD Securities (USA) LLC toll-free at (855) 495-9846.
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