Issuance of $300 million of First Mortgage Bonds
On March 6, 2017, we expect to settle the issuance and sale of $300,000,000 in aggregate principal amount of our First Mortgage Bonds,
3.100% Series due 2027 (the “Bonds”), pursuant to an underwriting agreement dated February 27, 2017 with Barclays Capital Inc., BNY Mellon Capital Markets, LLC and Wells Fargo Securities, LLC as representatives of the several
underwriters listed therein, which is filed as Exhibit 1.1 hereto. The Bonds will be issued and secured by the Mortgage and Deed of Trust, dated July 1, 1939, between us and The Bank of New York Mellon Trust Company, N.A., as successor to
Harris Trust and Savings Bank, as trustee, as amended and supplemented by forty-six indentures supplemental thereto, in addition to the Forty-Second Supplemental (Reopening) Indenture (as amended and supplemented, the “Mortgage”), and as
to be amended and supplemented by an additional supplemental indenture thereto, to be dated as of March 6, 2017 (the “Forty-Seventh Supplemental Indenture”) (the Mortgage, as amended and supplemented, the “Amended
Mortgage”).
We will pay interest on the Bonds on April 1 and October 1 of each year, beginning on October 1, 2017.
Interest on the Bonds accrues from and including March 6, 2017 at a rate of 3.100% per year. Prior to January 1, 2027, we may redeem the Bonds, in whole at any time, or in part from time to time, at a redemption price equal to the
greater of: (a) 100% of the principal amount of the Bonds to be redeemed, plus accrued and unpaid interest on those Bonds to but excluding the redemption date, or (b) as determined by the quotation agent, the sum of the present values of
the remaining scheduled payments of principal and interest on the Bonds to be redeemed that would be due if the bonds matured on January 1, 2027 (not including any portion of payments of interest accrued as of the redemption date) discounted to
the redemption date on a semi-annual basis at the adjusted treasury rate plus 15 basis points, plus accrued and unpaid interest on those Bonds to but excluding the redemption date. On or after January 1, 2027, we may redeem the Bonds at any
time in whole, or from time to time in part, at our option, at a redemption price equal to 100% of the principal amount redeemed, plus accrued and unpaid interest on those Bonds to but excluding the redemption date. The Bonds will be secured equally
with all other bonds outstanding or hereafter issued under the Mortgage. The Bonds will be issued in minimum denominations of $2,000 and in integral multiples of $1,000 in excess thereof.
The Bonds are being offered pursuant to a registration statement on Form S-3 (File No. 333-210266) previously filed with the Securities
and Exchange Commission on March 18, 2016. The foregoing description of the Bonds and the Amended Mortgage is qualified by reference to the full text of the Mortgage, which is filed as an exhibit to our Annual Report on Form 10-K, and the
Forty-Seventh Supplemental Indenture, which is filed as Exhibit 4.1 hereto, incorporated by reference herein.
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