Securities offered

$267,408,000 Senior Secured Phase-In-Recovery Bonds, scheduled to pay principal semi-annually and sequentially in accordance with the expected sinking fund schedule.

Issuing Entity and Capital Structure

Ohio Phase-In-Recovery Funding LLC is a special purpose Delaware limited liability company. Ohio Power Company is our sole member and owns all of our equity interests. We have no commercial operations. We were formed solely to purchase and own phase-in-recovery property, to issue the bonds and to perform activities incidental thereto. Please read “Ohio Phase-In-Recovery Funding LLC, the Issuing Entity” in the accompanying prospectus.

In addition to the phase-in-recovery property, we will be capitalized with an upfront cash deposit equity contribution from OPCo equal to 0.5% of the bonds’ initial principal amount issued (held in the capital subaccount) and will have an excess funds subaccount to retain any amounts collected and remaining on a payment date after all payments on the bonds and all ongoing financing costs (subject to the cap provided in the financing order) have been made.

Purpose of transaction

This issuance of the bonds will enable OPCo to recover certain uncollected previously approved phase-in costs and associated financing costs in the State of Ohio. Please read “The Securitization Law” in the accompanying prospectus.

State pledge

The State of Ohio has pledged in the Securitization Law to bondholders, any assignees, and any financing parties under the financing order that it will not take or permit any action that impairs the value of the phase-in-recovery property for which recovery is authorized under the financing order or revises the phase-in costs authorized for recovery under the financing order, or, except for the specified true-up adjustments to correct any overcollections or undercollections, reduce, alter or impair the phase-in-recovery charges that are imposed, charged, collected, or remitted for the benefit of the bondholders, any assignee, and any financing parties until all principal and interest in respect of the bonds, all financing costs, and all amounts to be paid to an assignee or financing party under certain agreements entered into in connection with the bonds are paid or performed in full.

Ohio has both a voter initiative and a referendum process. The time for challenging the Securitization Law through a referendum has expired, but the right of voters in Ohio to enact laws by initiative can be exercised at any time, provided a lengthy process is followed and successfully concluded. Constitutional protections against actions that violate the state pledge should apply whether legislation is passed by the Ohio General Assembly or is brought about by a voter initiative.

Please read “The Securitization Law—OPCo and Other Utilities May Securitize Phase-in Costs” in the accompanying prospectus.

Our address

One Riverside Plaza
Columbus, Ohio 43215

Our Telephone Number

(614) 716-3622

SEC Filings

Date Filing Description
07/02/2018 10-D 2018 Form 10-D
03/23/2018 10-K 2017 Form 10-K
07/01/2017 10-D 2017 Form 10-D
03/30/2017 10-K 2016 Form 10-K
01/04/2017 10-D 2017 Form 10-D
07/01/2016 10-D 2016 Form 10-D
01/04/2016 10-D 2016 Form 10-D
03/28/2016 10-K 2015 Form 10-K
07/01/2015 10-D 2015 Form 10-D
03/27/2015 10-K 2014 Form 10-K
01/09/2015 10-D/A 2015 Form 10-D/A
01/02/2015 10-D 2015 Form 10-D
06/26/2014 10-D 2014 Form 10-D
03/28/2014 10-K 2013 10-K Certificate
08/02/2013 8-K 2013 Form 8 – K
07/25/2013 424B5 Prospectus Filed Pursuant to Rule 424
07/24/2013 433 Term Sheet Filed Pursuant to Rule 433

Servicer’s Certificates

Date
October 2018
September 2018
August 2018
July 2018
June 2018
July 2018 Semi-Annual Servicer Report
May 2018
April 2018
March 2018
February 2018
January 2018
December 2017
January 2018 Semi-Annual Servicer Report
November 2017
October 2017
September 2017
August 2017
July 2017
June 2017
July 2017 Semi-Annual Servicer Report
May 2017
April 2017
March 2017
February 2017
January 2017
December 2016
January 2017 Semi-Annual Servicer Report
November 2016
October 2016
September 2016
August 2016
July 2016
June 2016
July 2016 Semi-Annual Servicer Report
May 2016
April 2016
March 2016
February 2016
January 2016
December 2015
January 2016 Semi-Annual Servicer Report
November 2015
October 2015
September 2015
August 2015
July 2015
July 2015 Semi-Annual Servicer Report
June 2015
May 2015
April 2015
March 2015
February 2015
January 2015
January 2015 Semi-Annual Servicer Report
December 2014
November 2014
October 2014
September 2014
August 2014
July 2014
July 2014 Semi-Annual Servicer Report
June 2014
May 2014
April 2014
March 2014
February 2014
January 2014
December 2013
November 2013
October 2013
September 2013
August 2013

Senior Secured Phase-In-Recovery Bonds

$267,408,000
Ohio Phase-In-Recovery Funding LLC
Issuing Entity
Senior Secured Phase-In-Recovery Bonds

Tranche Expected Average Life (Years) Principal Amount Issued Scheduled Final Payment Date Final Maturity Date Interest Rate Initial Price to Public Underwriting Discounts and Commissions Proceeds to Issuer(Before Expenses)
A-1 2.25 $164,900,000 7/1/2017 7/1/2018 0.958% 99.99826% 0.40% $164,237,530.74
A-2 5.08 $102,508,000 7/1/2019 7/1/2020 2.049% 99.99694% 0.40% $102,094,831.26

The total initial price to the public is $267,401,994. The total amount of the underwriting discounts and commissions is $1,069,632. The total amount of proceeds to the issuing entity before deduction of expenses (estimated to be $2,670,763) is $266,332,362.

Investing in the Senior Secured Phase-In-Recovery Bonds involves risks. Please read “Risk Factors” on page 10 of the accompanying prospectus.

Ohio Phase-In-Recovery Funding LLC, or the issuing entity, is issuing $267,408,000 of Senior Secured Phase-In-Recovery Bonds, referred to herein as phase-in-recovery bonds or the bonds in two tranches. Ohio Power Company, or OPCo, is the depositor, seller, initial servicer and sponsor with regard to the bonds. The bonds are senior secured obligations of the issuing entity supported by the phase-in-recovery property described in this prospectus supplement, which includes the right to a special, irrevocable nonbypassable charge, known as a phase-in-recovery charge, paid by retail electric customers of OPCo (or any successor) based on their consumption of electricity as discussed in this prospectus supplement and in the accompanying prospectus. The Securitization Law (as defined herein) mandates that phase-in-recovery charges be adjusted annually, and the Public Utilities Commission of Ohio, or the PUCO, further requires such true-ups to occur semi-annually after the first annual true-up adjustment, if necessary, in each case to ensure the expected recovery of amounts sufficient to timely provide all scheduled payments of principal and interest on the bonds and other ongoing financing costs, as described further in this prospectus supplement and the accompanying prospectus. Credit enhancement for the bonds will be provided by such statutory true-up adjustments as well as by accounts held under the indenture.

The bonds represent obligations only of the issuing entity and do not represent obligations of OPCo or any of its affiliates other than the issuing entity. The bonds are secured by the assets of the issuing entity, consisting principally of the phase-in-recovery property and funds on deposit in the collection account for the bonds and related subaccounts. Please read “The Bonds—The Collateral” and “—The Phase-In-Recovery Property” and “Credit Enhancement” in this prospectus supplement. The bonds are not a debt or a pledge of the faith and credit or taxing power of the State of Ohio or of any county, municipal corporation or any other political subdivision of the State of Ohio.

Additional information is contained in the accompanying prospectus. You should read this prospectus supplement and the accompanying prospectus carefully before you decide to invest in the bonds. his prospectus supplement may not be used to offer or sell the bonds unless accompanied by the prospectus.

Matters relating to the structuring, marketing and pricing of the bonds have been considered jointly with the PUCO, acting through Oxford Advisors LLC and Public Resources Advisory Group, as its joint independent financial advisors.

Ratings Assigned

Ratings assigned to the Ohio Phase-In-Recovery Funding LLC Senior Secured Phase-In-Recovery Bonds and to the debt issued by the Servicer

Issuer: Ohio Phase-In-Recovery Funding LLC
Instrument: Senior Secured Phase-In-Recovery Bonds
S&P Rating: AAA
Moody’s Rating: Aaa

Servicer: Ohio Power Company
Instrument: Senior Unsecured Debt
Moody’s Rating: Baa1
Moody’s Outlook: Stable
S&P Rating: BBB
S&P Outlook: Stable

Related Documents

True-Up Filings