Free Writing Prospectus - Filing Under Securities Act Rules 163/433 (fwp)
January 11 2022 - 6:02AM
Edgar (US Regulatory)
Issuer Free Writing Prospectus
Filed Pursuant to Rule 433
Registration Statement No. 333-258266
$500,000,000
2.75% First and Refunding Mortgage Bonds,
Series 2022A, Due 2032
SUMMARY OF TERMS
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Security:
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2.75% First and Refunding Mortgage Bonds, Series 2022A, Due 2032 (the “Series 2022A Bonds”)
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Issuer:
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Southern California Edison Company
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Principal Amount:
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$500,000,000
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Expected Ratings of Securities*:
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A3 / A- / BBB+ (Stable / Stable / Stable) (Moody’s / S&P / Fitch)
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Trade Date:
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January 10, 2022
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Settlement Date**:
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January 13, 2022 (T + 3)
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Maturity:
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February 1, 2032
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Benchmark US Treasury:
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1.375% due November 15, 2031
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Benchmark US Treasury Price:
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96-13
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Benchmark US Treasury Yield:
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1.774%
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Spread to Benchmark US Treasury:
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T + 98 bps
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Reoffer Yield:
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2.754%
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Coupon:
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2.75%
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Coupon Payment Dates:
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February 1 and August 1
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First Coupon Payment Date:
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August 1, 2022
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Public Offering Price:
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99.964%
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Optional Redemption:
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Callable at any time prior to November 1, 2031, in whole or in part, at a “make whole” premium of 15 bps, plus accrued and
unpaid interest thereon to but excluding the date of redemption.
At any time on or after November 1, 2031, callable, in whole or in part, at 100% of
the principal amount of the bonds being redeemed plus accrued and unpaid interest thereon to but excluding the date of redemption.
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CUSIP/ISIN:
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842400HM8 / US842400HM81
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Joint Book-running Managers:
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Barclays Capital Inc. (“Barclays”)
BMO Capital Markets Corp. (“BMO Capital Markets”)
BofA
Securities, Inc. (“BofA Securities”)
MUFG Securities Americas Inc. (“MUFG”)
BNY Mellon Capital Markets, LLC
PNC Capital Markets LLC
SMBC Nikko Securities America, Inc.
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Co-managers:
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AmeriVet Securities, Inc.
Apto Partners,
LLC
CastleOak Securities, L.P.
Drexel Hamilton, LLC
MFR Securities, Inc.
Mischler Financial Group, Inc.
Penserra Securities LLC
R. Seelaus & Co.,
LLC
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*
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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.
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**
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Under Rule 15c6-1 of the Securities Exchange Act of 1934, as
amended, trades in the secondary market generally are required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Series 2022A Bonds on the Trade Date will be
required, by virtue of the fact that the Series 2022A Bonds initially will not settle in T+2, to specify an alternative settlement cycle at the time of any such trade to prevent a failed settlement and should consult their own advisor.
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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, Barclays, BMO Capital Markets, BofA Securities or MUFG can arrange to send you the prospectus if you request it by calling Barclays at 1-888-603-5847, BMO Capital Markets at
1-212-702-1866, BofA Securities at 1-800-294-1322 or MUFG at 1-877-649-6848.
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