Filed Pursuant to Rule 433
Registration Statement No. 333-277223
Dated September 3, 2024
PECO Energy Company
$575,000,000 First and Refunding Mortgage Bonds 5.250% Series Due 2054
Pricing Term Sheet
| Issuer: | PECO Energy Company |
| Ratings:1 | Aa3 (Moody’s); A (S&P); A+ (Fitch) |
| Securities: | First and Refunding Mortgage Bonds |
| Trade Date: | September 3, 2024 |
| Settlement Date**: | September 10, 2024 (T+5) |
| Principal Amount: | $575,000,000 |
| Maturity: | September 15, 2054 |
| Coupon: | 5.250% |
| Benchmark Treasury: | 4.625% due May 15, 2054 |
| Benchmark Treasury Price and Yield: | 108-04 / 4.146% |
| Spread to Benchmark Treasury: | +112 basis points |
| Yield to Maturity: | 5.266% |
| Public Offering Price: | 99.759% |
| Interest Payment Dates: | September 15 and March 15, commencing March 15, 2025 |
| Optional Redemption Provisions: | At any time prior to March 15, 2054 (six months prior to the maturity date) (the “Par Call Date”), at a make whole price 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 Notes matured on the Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 20 basis points less (b) interest accrued to the date of redemption, and (2) 100% of the principal amount of the Notes to be redeemed, plus, in each case, accrued and unpaid interest to the redemption date.
At any time on or after the Par Call Date, at 100% of the principal amount, plus accrued and unpaid interest to the redemption date. |
| CUSIP: | 693304 BG1 |
| ISIN: | US693304BG14 |
1 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.
| Joint Book Running Managers: | BNP Paribas Securities Corp. Credit Agricole Securities (USA) Inc. MUFG Securities Americas Inc. PNC Capital Markets LLC |
| Senior Co-Managers: | Loop Capital Markets LLC M&T Securities, Inc. |
| Co-Managers: | Apto Partners, LLC Roberts & Ryan, Inc. R. Seelaus & Co., LLC |
**We expect to deliver the bonds on or about September 10, 2024, which will be the fifth business day following the date of this term sheet (“T+5”). Under Rule 15c6-1 under the Exchange Act, trades in the secondary market generally are required to settle in one business day, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade bonds any day other than the business day preceding the settlement date will be required, by virtue of the fact that the bonds initially will settle in T+5, to specify an alternate settlement cycle at the time of any such trade to prevent failed settlement and should consult their own advisors.
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 BNP Paribas Securities Corp, toll-free at (800) 854-5674, Credit Agricole Securities (USA) Inc., toll-free at (866) 807-6030 and RBC Capital Markets, LLC, toll-free at (866) 375-6829.
