Filed Pursuant to Rule 433
Issuer Free Writing Prospectus
Registration No. 333-151465
December 8, 2008
PRICING INFORMATION
OKLAHOMA GAS AND ELECTRIC COMPANY
$250,000,000 8.25% SENIOR NOTES, SERIES DUE JANUARY 15, 2019
Issuer |
| Oklahoma Gas & Electric Company |
Ratings (Moody’s / S&P / Fitch) |
| A2 (stable) / BBB+ (positive) / AA- (stable) |
Amount |
| $250,000,000 |
Collateral Type |
| Senior Unsecured Notes |
Type |
| SEC Registered |
Trade Date |
| December 8, 2008 |
Settlement Date (T+3) |
| December 11, 2008 |
Maturity |
| January 15, 2019 |
Coupon Payment Dates |
| Semi-annual payments on January 15 and July 15 of each year, beginning July 15, 2009 |
Coupon Record Dates |
| Semi-annual on January 1 and July 1 |
Call Structure |
| Make-whole call at T + 50 |
Benchmark |
| UST 3.75% due 11/2018 |
Benchmark Price |
| 108 – 18 |
Benchmark Yield |
| 2.758% |
Reoffer Spread |
| +549.2 bps |
Reoffer Yield |
| 8.250% |
Coupon |
| 8.250% |
Price |
| 99.982% |
Joint bookrunners |
| Mizuho Securities USA, Inc. (23%) |
|
| Greenwich Capital Markets, Inc. (23%) |
|
| UBS Securities LLC (10%) |
|
|
|
Co-managers |
| Citigroup Global Markets Inc. (13%) |
|
| Wedbush Morgan Securities Inc. (13%) |
|
| KeyBanc Capital Market Inc. (9%) |
|
| U.S. Bancorp Investments, Inc. (9%) |
|
|
|
CUSIP |
| 678858BK6 |
ISIN |
| US678858BK68 |
|
| Twelve Months Ended |
| Nine Months Ended |
| Year Ended |
|
Pro Forma Ratio of Earnings to Fixed Charges |
| 3.27 |
| 3.37 |
| 4.54 |
|
Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawn at any time.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 calling Mizuho Securities USA Inc. toll-free at (800) 221-8866 (ext. 3143), Greenwich Capital Markets, Inc. at (866) 884-2071, or UBS Securities LLC at (877) 827-6444 ext. 561-3884.
