0001193125-21-064640.txt : 20210302 0001193125-21-064640.hdr.sgml : 20210302 20210302082012 ACCESSION NUMBER: 0001193125-21-064640 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20210302 DATE AS OF CHANGE: 20210302 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUBLIC SERVICE ELECTRIC & GAS CO CENTRAL INDEX KEY: 0000081033 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 221212800 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 333-250829 FILM NUMBER: 21701350 BUSINESS ADDRESS: STREET 1: CORPORATE ACCOUNTING SERVICES STREET 2: 80 PARK PLAZA, 9TH FLOOR CITY: NEWARK STATE: NJ ZIP: 07102-4194 BUSINESS PHONE: 973-430-7000 MAIL ADDRESS: STREET 1: CORPORATE ACCOUTNING SERVICES STREET 2: 80 PARK PLAZA, 9TH FLOOR CITY: NEWARK STATE: NJ ZIP: 07102-4194 424B3 1 d146219d424b3.htm 424B3 424B3

Filed Pursuant to Rule 424(b)(3)
Registration Statement No. 333-250829

Subject to Completion, dated March 2, 2021

Pricing Supplement to Prospectus Supplement Dated March 2, 2021

and Prospectus Dated November 20, 2020

Pricing Supplement dated March     , 2021

(To Prospectus Supplement dated March 2, 2021

and Prospectus dated November 20, 2020)

            % Secured Medium-Term Notes, Series N, due March 15, 2026

PUBLIC SERVICE ELECTRIC AND GAS COMPANY (PSE&G)

 

 

CUSIP:             

Trade Date: March     , 2021

Original Issue Date/Settlement Date: March     , 2021

Principal Amount: $            

Price to Public:         % of Principal Amount, plus accrued interest from March     , 2021 if settlement occurs after that date

Purchase Price:         % of Principal Amount

Net Proceeds to Company: $            

Interest Rate:         % per annum

Initial Interest Accrual Date: March     , 2021

Interest Payment Dates: March 15 and September 15, commencing September 15, 2021

Regular Record Dates: March 1 and September 1

Maturity Date: March 15, 2026

These Notes are DTC Eligible and will be issued in book-entry form.

  

Mode of Distribution: [X] Underwritten [    ] Agented

  [X]  Academy Securities, Inc.

  [X]  AmeriVet Securities, Inc.

  [    ] Barclays Capital Inc.
  [X]  BNP Paribas Securities Corp.
  [X]  BNY Mellon Capital Markets, LLC
  [    ] BofA Securities, Inc.

  [X]  CastleOak Securities, L.P.

  [    ] CIBC World Markets Corp.
  [X]  Citigroup Global Markets Inc.
  [X]  Credit Suisse Securities (USA) LLC
  [    ] Goldman Sachs & Co. LLC
  [    ] J.P. Morgan Securities LLC
  [    ] Loop Capital Markets LLC
  [X]  Mizuho Securities USA LLC
  [    ] Morgan Stanley & Co. LLC
  [    ] MUFG Securities Americas Inc.
  [X]  PNC Capital Markets LLC
  [X]  RBC Capital Markets, LLC
  [X]  Scotia Capital (USA) Inc.
  [    ] TD Securities (USA) LLC
  [    ] U.S. Bancorp Investments, Inc.
  [    ] Wells Fargo Securities, LLC

 

Redemption Provisions:

The Secured Medium-Term Notes, Series N offered hereby (the “Secured Medium-Term Notes”) will be subject to redemption as described in the prospectus and prospectus supplement.

Additionally, the Secured Medium-Term Notes will be subject to redemption at any time prior to February 15, 2026 (the date that is one month prior to the Maturity Date) (the “Make Whole Redemption Period”) on not less than 10 days’ prior written notice to holders, either as a whole or in part, at the option of PSE&G, at a redemption price equal to the greater of (i) 100% of the principal amount of the Secured Medium-Term Notes to be redeemed and (ii) the sum of the present values of the remaining scheduled payments of principal and interest that would be due if such Secured Medium-Term Notes matured on February 15, 2026 (exclusive of accrued interest to the redemption date) discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus          basis points (        %), plus, in either case, accrued interest thereon to the date of redemption.

At any time on or after February 15, 2026 (the date that is one month prior to the Maturity Date), the Secured Medium-Term Notes will be subject to redemption on not less than 10 days’ prior written notice to holders, either as a whole or in part, at the option of PSE&G, at a redemption price equal to 100% of the principal amount of the Secured Medium-Term Notes to be redeemed, plus accrued interest thereon to the date of redemption.


“Treasury Rate” means, with respect to any redemption date during the Make Whole Redemption Period, the rate per annum equal to the semi-annual equivalent yield to maturity of the Comparable Treasury Issue, assuming a price for the Comparable Treasury Issue (expressed as a percentage of its principal amount) equal to the Comparable Treasury Price for such redemption date.

“Comparable Treasury Issue” means the United States Treasury security selected by an Independent Investment Banker as having a maturity comparable to the remaining term of the Secured Medium-Term Notes to be redeemed (assuming that the Secured Medium-Term Notes matured on February 15, 2026) that would be utilized, at the time of selection and in accordance with customary financial practice, in pricing new issues of corporate debt securities of comparable maturity to such remaining term of the Secured Medium-Term Notes to be redeemed.

“Comparable Treasury Price” means, with respect to any redemption date during the Make Whole Redemption Period, (i) the average of three Reference Treasury Dealer Quotations for such redemption date, after excluding the highest and lowest of five Reference Treasury Dealer Quotations, or (ii) if the Trustee is unable to obtain five Reference Treasury Dealer Quotations, the average of all Reference Treasury Dealer Quotations so obtained.

“Independent Investment Banker” means one of the Reference Treasury Dealers appointed by PSE&G and acceptable to the Trustee.

“Reference Treasury Dealer” means a primary U.S. Government Securities Dealer in the United States (a “Primary Treasury Dealer”) selected by PSE&G and acceptable to the Trustee.

“Reference Treasury Dealer Quotations” means, with respect to each Reference Treasury Dealer and any redemption date during the Make Whole Redemption Period, the average, as determined by the Trustee, of the bid and asked prices for the Comparable Treasury Issue (expressed, in each case, as a percentage of its principal amount) quoted in writing to the Trustee by such Reference Treasury Dealer at or before 5:00 p.m., New York City time, on the third business day preceding such redemption date.

Use of Proceeds:

We expect to use a portion of the net proceeds from this offering and the concurrent offering of $             million     % Secured Medium Term Notes, Series N, due March 1, 2051 to repay at maturity $300 million aggregate principal amount of our 1.900% Secured Medium-Term Notes, Series K, including accrued but unpaid interest thereon. The remainder of the net proceeds will be used for general corporate purposes.

No PRIIPs KID:

No PRIIPs key information document (KID) has been prepared as not available to retail investors in the EEA.

No UK PRIIPs KID:

No UK PRIIPs key information document (KID) has been prepared as not available to retail investors in the UK.

 

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