Document



Filed Pursuant to Rule 433
Registration Statement No. 333-206629-01

South Carolina Electric & Gas Company

FINAL TERM SHEET

Dated: June 8, 2016

$425,000,000 First Mortgage Bonds, 4.10% Series due June 15, 2046 (“2046 Bonds”)
$75,000,000 First Mortgage Bonds, 4.50% Series due June 1, 2064 (“2064 Bonds”)
Issuer:
South Carolina Electric & Gas Company
 
 
 
 
 
 
Security Type:
First Mortgage Bonds
 
 
 
 
 
 
Expected Ratings*:
Moody’s: A3 (negative outlook); S&P: A (stable outlook)
 
 
 
 
 
 
Trade Date:
June 8, 2016
 
 
 
 
 
 
Settlement Date:
June 13, 2016 (T+3)
 
 
 
 
 
 
 
2046 Bonds
 
2064 Bonds
 
 
 
 
 
 
Principal Amount:
$425,000,000
 
$75,000,000 (Reopening of First Mortgage Bonds, 4.50% Series due June 1, 2064 which were previously issued on May 27, 2014), for a total principal amount outstanding of
$375,000,000
 
 
 
 
Maturity Date:
June 15, 2046
 
June 1, 2064


 
 
 
 
Interest Payment Dates:
June 15 and December 15, commencing December 15, 2016
 
June 1 and December 1, commencing December 1, 2016
 
 
 
 
Coupon (Interest Rate):
4.10%
 
4.50%
 
 
 
 
Benchmark Treasury:
2.500% due February 15, 2046
 
2.500% due February 15, 2046
 
 
 
 
Benchmark Treasury Yield:
2.512%
 
2.512%
 
 
 
 
Re-Offer Spread:
+160 basis points (1.60%)
 
+210 basis points (2.10%)
 
 
 
 
Re-Offer Yield:
4.112%
 
4.612%
Make-Whole Redemption Provision:
Prior to December 15, 2045, make-whole call at Adjusted Treasury Rate +25 basis points
 
Prior to December 1, 2063, make-whole call at Adjusted Treasury Rate +20 basis points
 
 
 
 
Par Redemption Provision:
On or after December 15, 2045
 
On or after December 1, 2063
 
 
 
 
Underwriting Discount:
0.875%
 
0.875%
 
 
 
 
Net Proceeds to Issuer (before expenses):
$420,405,750, plus accrued interest, if any, from, and including, the Settlement Date
 
$72,726,000, plus accrued interest from, and including, June 1, 2016 to, but excluding, the Settlement Date
 
 
 
 





Price to Public:
99.794%, plus accrued interest, if any, from, and including, the Settlement Date
 
97.843%, plus accrued interest from, and including, June 1, 2016 to, but excluding, the Settlement Date. The total amount of accrued interest on the 2064 Bonds on the Settlement Date will be $112,500
 
 
 
 
 
 
Denominations:
$1,000 x $1,000
 
$1,000 x $1,000
 
 
 
 
 
 
CUSIP:
837004 CK4
 
837004 CH1
 
 
 
Joint Book-Running Managers:
BB&T Capital Markets, a division of BB&T Securities, LLC
 
J.P. Morgan Securities LLC
 
Mitsubishi UFJ Securities (USA), Inc.
 
TD Securities (USA) LLC
 
UBS Securities LLC
 
Wells Fargo Securities, LLC
 
 
Co-Managers:
U.S. Bancorp Investments, Inc.
 
Drexel Hamilton, LLC
 
FTN Financial Securities Corp.
*Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to review, revision, suspension, reduction or withdrawal at any time by the assigning rating agency.
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 BB&T Capital Markets, a division of BB&T Securities, LLC collect at 1-804-787-8221, J.P. Morgan Securities LLC collect at 1-212-834-4533, Mitsubishi UFJ Securities (USA), Inc. toll free at 1-877-649-6848, TD Securities (USA) LLC toll free at 1-855-495-9846, UBS Securities LLC toll free at 1-888-827-7275 or Wells Fargo Securities, LLC toll free at 1-800-645-3751.
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