Filed Pursuant to Rule 433
Registration Statement No. 333-196220-01
Dated August 15, 2016
Baltimore Gas and Electric Company
$350,000,000 2.400% Senior Notes Due 2026
$500,000,000 3.500% Senior Notes Due 2046
August 15, 2016
Pricing Term Sheet
2026 Notes | 2046 Notes | |||
| Issuer: | Baltimore Gas and Electric Company | Baltimore Gas and Electric Company | ||
| Ratings:* | A3 (Moody’s); A- (S&P); A- (Fitch) | A3 (Moody’s); A- (S&P); A- (Fitch) | ||
| Securities: | Senior Notes | Senior Notes | ||
| Settlement Date: | August 18, 2016 | August 18, 2016 | ||
| Principal Amount: | $350,000,000 | $500,000,000 | ||
| Maturity: | August 15, 2026 | August 15, 2046 | ||
| Coupon: | 2.400% | 3.500% | ||
| Benchmark Treasury: | 1.500% due August 15, 2026 | 2.500% due May 15, 2046 | ||
| Benchmark Treasury Yield: | 1.554% | 2.275% | ||
| Spread to Benchmark Treasury: | +88 basis points | +123 basis points | ||
| Yield to Maturity: | 2.434% | 3.505% | ||
| Offering Price: | 99.700% | 99.908% | ||
| Interest Payment Dates: | Semi-annually on February 15 and August 15, commencing February 15, 2017 | Semi-annually on February 15 and August 15, commencing February 15, 2017 | ||
| Redemption Provisions: | At any time prior to May 15, 2026, at a discount rate of Treasury plus 15 basis points; and on or after May 15, 2026, at 100% of the principal, plus accrued interest to the redemption date | At any time prior to February 15, 2046, at a discount rate of Treasury plus 20 basis points; and on or after February 15, 2046, at 100% of the principal, plus accrued interest to the redemption date | ||
| CUSIP/ISIN: | 059165 EG1/US059165EG13 | 059165 EH9/US059165EH95 | ||
| Joint Book-Running Managers: | Merrill Lynch, Pierce, Fenner & Smith Incorporated MUFG Securities Americas Inc. Wells Fargo Securities, LLC PNC Capital Markets LLC SMBC Nikko Securities America, Inc. | Merrill Lynch, Pierce, Fenner & Smith Incorporated MUFG Securities Americas Inc. Wells Fargo Securities, LLC PNC Capital Markets LLC SMBC Nikko Securities America, Inc | ||
| Senior Co-Manager: | The Williams Capital Group, L.P. | The Williams Capital Group, L.P. | ||
| Co-Managers: | Guzman & Company Telsey Advisory Group LLC | Guzman & Company Telsey Advisory Group LLC | ||
* 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 Merrill Lynch, Pierce, Fenner & Smith Incorporated at 1-800-294-1322, MUFG Securities Americas Inc. at 1-877-649-6848 or Wells Fargo Securities, LLC at 1-800-645-3751.
