Attached files

file filename
EX-12.01 - EXHIBIT 12.01 - OKLAHOMA GAS & ELECTRIC COexhibit12018-11x17.htm
EX-5.01 - EXHIBIT 5.01 - OKLAHOMA GAS & ELECTRIC COexhibit5018-11x17.htm
EX-4.01 - EXHIBIT 4.01 - OKLAHOMA GAS & ELECTRIC COexhibit4018-11x17.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported)
August 11, 2017
 
 
 
 
OKLAHOMA GAS AND ELECTRIC COMPANY
(Exact Name of Registrant as Specified in Its Charter)
 
 
Oklahoma
(State or Other Jurisdiction of Incorporation)
 
 
1-1097
73-0382390
(Commission File Number)
(IRS Employer Identification No.)
 
 
321 North Harvey, P.O. Box 321, Oklahoma City, Oklahoma
73101-0321
(Address of Principal Executive Offices)
(Zip Code)
 
 
405-553-3000
(Registrant's Telephone Number, Including Area Code)
 
 
(Former Name or Former Address, if Changed Since Last Report)
 
 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
    
* Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
* Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
* Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
* Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 240.12b-2).
Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o








Item 8.01. Other Events

On August 11, 2017, Oklahoma Gas and Electric Company ("OG&E"), an Oklahoma corporation, completed the issuance of $300 million in aggregate principal amount of its 3.85% Senior Notes, Series due August 15, 2047 (the "Senior Notes"). The offering of the Senior Notes was registered under the Securities Act of 1933, as amended, pursuant to OG&E's registration statement on Form S-3 (File no. 333-213005-01). A prospectus supplement relating to the offering and sale of the Senior Notes was filed with the Securities and Exchange Commission on August 9, 2017.

Attached as Exhibit 4.01 is the Supplemental Indenture No. 17 dated as of August 1, 2017 between OG&E and UMB Bank, N.A., as trustee, creating the Senior Notes. Attached as Exhibit 5.01 is an Opinion of Counsel as to the legality of the Senior Notes. Attached as Exhibit 12.01 is the calculation of the ratio of earnings to fixed charges.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits
 
 
 
 
 
        Exhibit Number
 
                    Description
 
 
 
4.01
 
Supplemental Indenture No. 17 dated as of August 1, 2017 between OG&E and UMB Bank, N.A., as trustee, creating the Senior Notes
5.01
 
Opinion of Williams, Box, Forshee & Bullard as to the legality of the Senior Notes
12.01
 
Calculation of ratio of earnings to fixed charges





SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


            
 
OKLAHOMA GAS AND ELECTRIC COMPANY
 
(Registrant)
 
 
By:
/s/ Scott Forbes
 
    Scott Forbes
 
  Controller and Chief Accounting Officer
 
 

August 11, 2017