Filed Pursuant to Rule 433
Issuer Free Writing Prospectus
Registration No. 333-166572-01
May 24, 2011
OKLAHOMA GAS AND ELECTRIC COMPANY
$250,000,000 5.25% SENIOR NOTES, SERIES DUE MAY 15, 2041
Issuer |
| Oklahoma Gas and Electric Company |
Ratings (Moody’s / S&P / Fitch)* |
| A2/BBB+/A+ |
Amount |
| $250,000,000 |
Security Type |
| Senior Unsecured Notes |
Type |
| SEC Registered |
Trade Date |
| May 24, 2011 |
Settlement Date (T+3) |
| May 27, 2011 |
Maturity Date |
| May 15, 2041 |
Interest Payment Dates |
| Semi-annually on May 15 and November 15 |
Interest Record Dates |
| Semi-annually on May 1 and November 1 |
Make Whole Call |
| T+15 bps (at any time before November 15, 2040) |
Par Call |
| At any time on or after November 15, 2040 |
Benchmark |
| UST 4.750% due 2/15/2041 |
Benchmark Yield |
| 4.241% |
Spread to Benchmark |
| +105 bps |
Yield to Maturity |
| 5.291% |
Coupon |
| 5.25% |
Price to Public |
| 99.389% |
Joint Book-Running Managers |
| J.P. Morgan Securities LLC |
|
| Wells Fargo Securities, LLC |
|
| BNY Mellon Capital Markets, LLC |
Joint Lead Managers |
| KeyBanc Capital Markets Inc. |
|
| Mitsubishi UFJ Securities (USA), Inc. |
Co-Managers |
| BOSC, Inc. |
|
| UMB Financial Services, Inc. |
|
| U.S. Bancorp Investments, Inc. |
CUSIP |
| 678858BM2 |
ISIN |
| US678858BM25 |
*Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawn at any time.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 J.P. Morgan Securities LLC at (212) 834-4533, Wells Fargo Securities, LLC at (800) 326-5897, or BNY Mellon Capital Markets, LLC at (800) 269-6864.
