Commentary & Deal Flow

Guidance: 30.5NC5.5: 4.625%a (+/-5bps WPIR)

IPTs: 30.5NC5.5: 5-5.125%a

• Issuer: Oncor Electric Delivery Company LLC (Debt Ticker: ONCRTX | Country: US)
• Issuer LEI: 549300SP2X2BS1KERD24
• Format: 144A / Reg S without Registration Rights
• Size: €850m
• Ranking: Unsecured and will rank junior and be (i) subordinated in right of payment and upon liquidation to all of Oncor’s Senior Indebtedness and (ii) structurally subordinated to Oncor Receivables LLC’s AR Facility. Will rank pari passu to any future unsecured subordinated indebtedness that ranks equally with the Junior Subordinated Notes in right of payment
• Issuer Ratings: Baa1 (Stable) / A- (Stable) / BBB+ (Stable) (Moody's/S&P/Fitch)
• Expected Issue Ratings: Baa2 / BBB / BBB (Moody's/S&P/Fitch)
• Expected Equity Credit: Moody’s: Basket M (50%) until year 20.5; S&P: Intermediate Equity Content (50%) until the First Interest Reset Date, Fitch: 50% until year 25.5
• Settlement: 26-May-26 (T+4)
• Tranche: 30.5NC5.5
• Maturity: 26-Nov-56 (30.5 years)
• Optional Redemption: Redeemable in-whole at par (i) on any day commencing on and including (28-Aug-31) (the “First Par Call Date”) and ending on and including the First Interest Reset Date, and (ii) on any interest payment date thereafter
• First Interest Reset Date: 26-Nov-31 (5.5 years)
• Interest Rate: From (and including) the Issue Date to (but excluding) the First Interest Reset Date at a fixed rate of [ ]%, payable annually in arrears on 26 November of each year (short first coupon). Reset on the First Interest Reset Date and every five years thereafter to the sum of the Five-Year Swap Rate plus the Initial Margin plus the relevant Step-Up, payable annually in arrears
• First Step-Up Date / Amount: +25bps in Year 10.5 (26-Nov-36)
• Second Step-Up Date / Amount: +75bps (100bps cumulative) in Year 25.5 (26-Nov-51)
• Optional Deferral of Interest Payment: Optional deferral of interest at any time, for a period of up to five consecutive years (an “Optional Deferral Period”). During an Optional Deferral Period, interest on the Junior Subordinated Notes will continue to accrue at the relevant interest rate. During an Optional Deferral Period, (subject to limited exceptions) the issuer will not (i) declare or pay any dividend or distribution on membership interests, except for contractual tax payments, (ii) redeem, purchase, acquire or make a liquidation payment with respect to any membership interests, (iii) pay any principal, interest or premium on, or repay, repurchase or redeem any debt securities that are equal or junior in right of payment which will not include trade accounts payable or accrued liabilities arising in the ordinary course of business; or (iv) make any payments with respect to any guarantee of any indebtedness if such guarantee ranks equally with or junior to the Junior Subordinated Notes in right of payment
• Special Event Redemption: At 101% of principal amount prior to the First Par Call Date (par thereafter) following the occurrence of a Tax Deductibility Event or a Rating Agency Event. At par following the occurrence of a Tax Withholding Event or a Substantial Repurchase Event (75% threshold)
• Selling Restrictions: NO E-MAIL OR WRITTEN MATERIALS MAY BE SENT, NOR ANY SALES CALLS OR OTHER ORAL COMMUNICATIONS BE INITIATED, TO INVESTORS LOCATED IN HONG KONG AND MAINLAND CHINA
• Sales Into Canada: Yes – via exemption
• ISIN / Common Code:
• • 144A: XS3372006646 / 337200664
  • Reg S: XS3372006562 / 337200656
• Use of Proceeds: General corporate purposes, including to repay outstanding commercial paper notes, when due, issued under Oncor’s commercial paper program.
• Denominations: €100,000 x €1,000
• Listing: Euronext Dublin (Global Exchange Market)
• Governing Law: State of New York
• Target Market: Manufacturer target market (MiFID II and UK MiFIR product governance) is eligible counterparties and professional clients only (all distribution channels). No EU PRIIPs key information document (KID) and no UK disclosure document required by DISC have been prepared as the notes are not available to retail in EEA or UK
• Stabilization: Relevant stabilization regulations including FCA/ICMA apply
• Joint Lead Managers: BNP Paribas (B&D), Crédit Agricole CIB, J.P. Morgan, Mizuho, Wells Fargo Securities
• Marketing: URL: https://www.netroadshow.com | Entry Code: ONCOR2026 Direct Link: https://www.netroadshow.com/event/ONCOR2026
• Schedule: Books open, today’s business
• Books Subject: Books subject at 12:55 UKT / 13:55 CET