Filed Pursuant to Rule 433
Registration No. 333-167135
November 4, 2010
FINAL PRICING TERM SHEET
(Relating to the Preliminary Prospectus Supplement dated November 4, 2010 and the Prospectus dated August 4, 2010)
Issuer: | Oglethorpe Power Corporation (An Electric Membership Corporation) (“OGLETH”) | |
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Security: | 5.375% First Mortgage Bonds, Series 2010 A due 2040 | |
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Ratings:* | Moody’s: | Baa1 (Stable Outlook) |
| Standard & Poor’s: | A (Stable Outlook) |
| Fitch: | A (Stable Outlook) |
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Size: | $450,000,000 | |
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Price to Public: | 99.750% | |
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Maturity Date: | November 1, 2040 | |
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Treasury Benchmark | 4.375% due May 15, 2040 | |
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Treasury Price and Yield: | Price: 105-22+ | |
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| Yield: 4.042% | |
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Spread to Treasury: | T + 135 basis points | |
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Re-offer Yield: | 5.392% | |
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Make-Whole Call: | T + 20 basis points | |
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Coupon: | 5.375% | |
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Interest Payment Dates: | May 1 and November 1 of each year beginning May 1, 2011 | |
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Format: | SEC Registered | |
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Denominations: | $1,000 and any integral multiple thereof | |
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CUSIP: | 677052AA0 | |
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ISIN Number: | US677052AAOO | |
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Trade Date: | November 4, 2010 | |
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Expected Settlement Date: | November 9, 2010 (T+3) | |
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Underwriters’ Discount | 0.875% | |
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Joint Book Runners | J.P. Morgan Securities LLC (30.0%) | |
| Merrill Lynch, Pierce, Fenner & Smith | |
| Goldman, Sachs & Co. (20.0%) | |
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Co-Managers: | BMO Capital Markets (7.5%) |
* Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
The issuer has filed a registration statement (including a prospectus) and a preliminary prospectus supplement with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement, the preliminary prospectus supplement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these
documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the issuer, any underwriting or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Oglethorpe Power Corporation at 770-270-7600, J.P. Morgan Securities LLC at 212-834-4533 or e-mailing the Syndicate Desk at prospectus@jpmchase.com or calling Merrill Lynch, Pierce, Fenner & Smith Incorporated toll free at 1-800-294-1322 or e-mailing a request to dg.prospectus_requests@baml.com or by calling your Goldman, Sachs & Co. salesperson or Goldman, Sachs & Co., 200 West St., New York, NY 10282 Attention: Prospectus Department (212-902-1171).