Filed pursuant to Rule 433
Registration No. 333-275345
December 6, 2023
PRICING TERM SHEET
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| Issuer: | American Electric Power Company, Inc. |
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| Transaction Date: | December 6, 2023 |
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| Settlement Date: | December 8, 2023 (T+2) |
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| Designation: | Senior Notes, Series R, due 2029 | | |
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| Principal Amount: | $1,000,000,000 | | |
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| Maturity: | January 15, 2029 | | |
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| Coupon: | 5.20% | | |
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| Interest Payment Dates: | January 15 and July 15 | | |
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| First Interest Payment Date: | July 15, 2024 | | |
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| Day Count Convention: | 30/360 | | |
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| Benchmark Treasury: | 4.375% due November 30, 2028 | | |
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| Benchmark Treasury Yield: | 4.109% | | |
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| Reoffer Spread: | T+112.5 basis points | | |
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| Yield to Maturity: | 5.234% | | |
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| Price to Public: | 99.841% of the principal amount thereof | | |
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| Redemption Terms: |
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| Make-whole call: | Prior to December 15, 2028, at a discount rate of the Treasury Rate plus 20 basis points |
| Par call: | On or after December 15, 2028 at par | | |
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| Use of Proceeds: | The issuer estimates that the net proceeds from the sale of the Notes offered hereby, after deducting the underwriting discounts and its estimated offering expenses, will be approximately $990 million and will be used to repay at maturity the $805,000,000 aggregate principal amount of its 2.031% Junior Subordinated Debentures maturing on March 15, 2024 and for general corporate purposes, which may include the repayment of short-term indebtedness. If the issuer does not use the net proceeds immediately, it will temporarily invest them in short-term, interest-bearing obligations. |
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| CUSIP/ISIN: | 025537AY7/ US025537AY74 | | |
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| Minimum Denomination: | $2,000 and integral multiples of $1,000 in excess thereof |
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| Joint Book-Running Managers: | Barclays Capital Inc.
BofA Securities, Inc.
Goldman Sachs & Co. LLC
U.S. Bancorp Investments, Inc.
Wells Fargo Securities, LLC
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| Co-Managers: | Fifth Third Securities, Inc.
Huntington Securities, Inc.
CAVU Securities LLC
Drexel Hamilton, LLC
Loop Capital Markets LLC
Siebert Williams Shank & Co., LLC
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| Ratings*: | Baa2 (Stable) by Moody’s Investors Service, Inc.
BBB+ (Negative) by S&P Global Ratings, a division of S&P Global Inc.
BBB (Stable) by Fitch Ratings, Inc.
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*Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
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 Web site 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 contacting Barclays Capital Inc. toll-free at (888) 603-5847, BofA Securities, Inc. toll-free at (800) 294-1322 or by email at dg.prospectus_requests@bofa.com, Goldman Sachs & Co. LLC toll-free at (866) 471-2526, U.S. Bancorp Investments, Inc. toll-free at (877) 558-2607 or Wells Fargo Securities, LLC toll-free at (800) 645-3751.
