PUBLIC SERVICE ELECTRIC & GAS CO false 0000081033 0000081033 2022-03-09 2022-03-09 0000081033 pseg:M8.00FirstAndRefundingMortgageBondsDue20372Member 2022-03-09 2022-03-09 0000081033 pseg:M5.00FirstAndRefundingMortgageBondsDue20371Member 2022-03-09 2022-03-09

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): March 9, 2022

 

 

Public Service Electric and Gas Company

(Exact name of registrant as specified in its charter)

 

 

 

New Jersey   001-00973   22-1212800

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification Number)

80 Park Plaza

Newark, New Jersey 07102

(Address of principal executive offices) (Zip Code)

973 430-7000

(Registrant’s telephone number, including area code)

 

 

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))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class

 

Trading

Symbol(s)

 

Name of Each Exchange

On Which Registered

8.00% First and Refunding Mortgage Bonds, due 2037   PEG37D   New York Stock Exchange
5.00% First and Refunding Mortgage Bonds, due 2037   PEG 37J   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

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 ☐

 

 

 


Item 8.01 Other Events

On March 9, 2022, Public Service Electric and Gas Company (“PSE&G”) commenced its program for the issuance from time to time of up to $3,175,000,000 principal amount of its Secured Medium-Term Notes, Series P (the “Series P Notes”) due 1 year to 30 years from the date of issuance. The Series P Notes will be secured as to payment of the principal thereof (exclusive of any premium) and interest thereon by $3,175,000,000 of PSE&G’s First and Refunding Mortgage Bonds, Medium-Term Notes Series P (the “Bonds”).

On March 11, 2022, PSE&G completed a public offering of $500,000,000 aggregate principal amount of its 3.100% Secured Medium-Term Notes, Series P, due March 15, 2032. The Notes were offered and sold by PSE&G pursuant to a registration statement on Form S-3 (File No. 333-250829) (the “Registration Statement”) and the related Prospectus dated November 20, 2020, Prospectus Supplement dated March 9, 2022, and Pricing Supplement dated March 9, 2022.

In connection with the commencement of the program and the offering of the Notes, PSE&G is filing herewith the following exhibits:

 

   

Distribution Agreement, dated March 9, 2022 (the “Distribution Agreement”), among PSE&G and the agents named therein, relating to the Series P Notes; and

 

   

Opinion of Shawn P. Leyden, Vice President and Deputy General Counsel of PSEG Services Corporation, addressing the legality of the Bonds and the Notes,

each of which is incorporated by reference into the Registration Statement.

Item 9.01 Financial Statements and Exhibits

 

Exhibit 1    Distribution Agreement, dated March 9, 2022, among PSE&G and the agents named therein, relating to the Series P Notes.
Exhibit 5    Opinion of Shawn P. Leyden, Vice President and Deputy General Counsel of PSEG Services Corporation, addressing the legality of the Bonds and the Notes.
Exhibit 23    Consent of Shawn P. Leyden, Vice President and Deputy General Counsel of PSEG Services Corporation (included in Exhibit 5).
Exhibit 104    Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

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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. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.

 

PUBLIC SERVICE ELECTRIC AND GAS COMPANY
(Registrant)
By:  

/s/ Rose M. Chernick

  ROSE M. CHERNICK
  Vice President and Controller
  (Principal Accounting Officer)

Date: March 11, 2022

 

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