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oge-20220607
00010216350000074145false00010216352022-06-072022-06-070001021635oge:OGEMember2022-06-072022-06-07

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)June 7, 2022
(Commission File Number)(Exact Name of Registrants as Specified in Their Charters)(I.R.S. Employer Identification No.)
1-12579OGE ENERGY CORP.73-1481638
1-1097OKLAHOMA GAS AND ELECTRIC COMPANY73-0382390
Oklahoma
(State or Other Jurisdiction of Incorporation)
321 North HarveyP.O. Box 321Oklahoma CityOklahoma73101-0321
(Address of Principal Executive Offices)(Zip Code)


(405) 553-3000
(Registrant's telephone number, including area code)
Not Applicable
(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))

Securities registered pursuant to Section 12(b) of the Act:
RegistrantTitle of each classTrading Symbol(s)Name of each exchange on which registered
OGE Energy Corp.Common StockOGENew York Stock Exchange
Oklahoma Gas and Electric CompanyNoneN/AN/A


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) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2). ☐

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 7.01. Regulation FD Disclosure

OGE Energy Corp. ("OGE Energy") is the parent company of Oklahoma Gas and Electric Company ("OG&E"), a regulated electric utility with approximately 882,000 customers in Oklahoma and western Arkansas.

The Oklahoma Development Finance Authority ("ODFA"), a public trust and instrumentality of the State of Oklahoma, is offering ratepayer-backed bonds (the "Bonds") for the purpose of allowing OG&E to recover certain costs it incurred as a result of Winter Storm Uri in February 2021, under and pursuant to a new provision of Oklahoma law, "February 2021 Regulated Utility Consumer Protection Act," which is codified as Title 74, Oklahoma Statutes 2021, Section 9070, et seq. (the "Securitization Law"). The Bonds are limited and special revenue obligations of the ODFA, payable solely from the securitization bond collateral, created pursuant to the Securitization Law and an irrevocable financial order issued by the Oklahoma Corporation Commission on December 16, 2021. The Supreme Court of Oklahoma approved the Bonds in an opinion issued on May 3, 2022. The Bonds are not an obligation of OG&E or any of its affiliates.

In connection with the offering of the Bonds, the ODFA has prepared a Preliminary Official Statement for distribution to potential purchasers. The Preliminary Official Statement discloses certain information about OG&E that supplements or updates certain prior disclosures of OG&E. Pursuant to Regulation FD, OGE Energy and OG&E are furnishing excerpts of the Preliminary Official Statement hereto as Exhibit 99.01.

This information, including the Exhibit 99.01 referenced herein, is "furnished" and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. It may be incorporated by reference in a filing by OGE Energy or OG&E under the Securities Exchange Act of 1934, as amended, only if and to the extent such subsequent filing specifically references the information herein as being incorporated by reference in such filing.

The Bonds have not been registered under the Securities Act of 1933 or any state securities laws. This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy any security, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Item 9.01. Financial Statements and Exhibits
(d) Exhibits
        Exhibit Number
                    Description
99.01
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.



SIGNATURE

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


            
OGE ENERGY CORP.
OKLAHOMA GAS AND ELECTRIC COMPANY
(Registrant)
By:/s/ Sarah R. Stafford
Sarah R. Stafford
  Controller and Chief Accounting Officer

June 7, 2022
Document
Exhibit 99.01

Excerpts from APPENDIX A to the Preliminary Official Statement

OG&E will be the seller of the securitization property and initial servicer on the bonds. OG&E is a regulated electric utility that generates, transmits, distributes and sells electric energy in Oklahoma and western Arkansas. OG&E is a corporation organized under the laws of the State of Oklahoma and is a wholly-owned subsidiary of OGE Energy. OGE Energy is a holding company with investments in energy and energy services providers offering physical delivery and related services for electricity in Oklahoma and western Arkansas and natural gas, crude oil and natural gas liquids across the U.S. The Bonds do not constitute a debt, liability or other legal obligation of OG&E, OGE Energy or any of their Affiliates.

OG&E's rates are subject to regulation by the Oklahoma Corporation Commission (the "Commission"), the Arkansas Public Service Commission and the Federal Energy Regulatory Commission.

OG&E is the largest electric utility in Oklahoma. OG&E's current service territory covers approximately 30,000 square miles in Oklahoma and western Arkansas and, as of December 31, 2021, supplies electric service to approximately 879,000 customers.

Customer Base and Energy Consumption

The following tables show the electricity usage billed to OG&E customers in the State of Oklahoma (the "Customers"), electric billed revenues for Customers and number of Customers for each revenue-reporting customer class for the five preceding years within Oklahoma. There can be no assurances that the retail electricity sales, retail electric revenues and number of retail Customers or the composition of any of the foregoing will remain at or near the levels reflected in the following tables.

Energy Usage (As Measured by MWh) by Customer Class and Percentage Composition in Oklahoma*
Customer Class20172018201920202021
Residential8,162,27434.42 %8,960,54935.26 %8,962,63134.80 %8,694,84635.40 %8,908,13135.41 %
Commercial6,809,77428.717,329,88828.856,463,93725.105,703,39323.22 6,107,74624.28 
Industrial2,620,14311.052,797,44511.013,201,97612.433,214,92013.09 3,176,03212.62 
Oilfield3,194,47913.473,352,33313.194,240,97816.464,238,38717.25 4,210,07916.73 
Public Authorities and Street lights2,931,42912.352,968,29911.692,888,08911.212,712,45211.042,756,59610.96
Total 23,718,099 100.00 %25,408,514 100.00 %25,757,612 100.00 %24,563,997 100.00 %25,158,584 100.00 %
*Columns may not add due to rounding.

The Service Level of each Customer is determined by OG&E based on the nominal standard voltage of such Customer's connection to the OG&E electric transmission and distribution system. Securitization Charge allocations are based on the actual daily kWh usage for each Service Level for the period of emergency during Winter Storm Uri, February 7, 2021 to February 21, 2021; provided, however, that allocations for those Customers billed based on day-ahead pricing procedures are based on their baseline usage during such period. See "THE FINANCING ORDER - Tariff" in the Official Statement.

Energy Usage (As Measured by MWh) by Service Level and Percentage Composition in Oklahoma*
Service Level20172018201920202021
S/L 1608,2072.56 %818,3633.22 %859,0783.34 %805,9093.28 %800,5593.18 %
S/L 24,334,409 18.274,769,689 18.775,021,368 19.494,920,100 20.03 4,915,069 19.54 
S/L 31,911,245 8.061,908,162 7.511,986,925 7.711,759,575 7.16 1,863,227 7.41 
S/L 4563,593 2.38609,295 2.40582,918 2.26562,723 2.29 498,670 1.98 
S/L 516,300,646 68.7317,303,006 68.1017,307,323 67.1916,515,69067.24 17,081,05967.89 
Total 23,718,099 100.00 %25,408,514 100.00 %25,757,612 100.00 %24,563,997 100.00 %25,158,584 100.00 %
*Columns may not add due to rounding.


Exhibit 99.01
Energy Usage (As Measured by MWh) by Service Level and Percentage Composition in Oklahoma*
Service Level/Customer Class20172018201920202021
S/L 1608,2072.56 %818,3633.22 %859,0783.34 %805,9093.28 %800,5593.18 %
Commercial50,1118.2492,879 11.35108,738 12.6639,132 4.86 48,302 6.03 
Industrial 64,95610.6885,436 10.44112,421 13.09122,756 15.23 120,517 15.05 
Oil Field173,33928.50170,114 20.79261,461 30.44292,773 36.33 280,499 35.04 
Public Authorities and Street lights319,80152.58469,935 57.42376,458 43.82351,249 43.58 351,242 43.87 
S/L 24,334,40918.274,769,689 18.775,021,368 19.494,920,100 20.03 4,915,069 19.54 
Commercial617,46014.25873,309 18.31264,092 5.2646,272 0.94 50,364 1.02 
Industrial1,203,89727.781,393,165 29.211,675,201 33.361,718,950 34.94 1,760,302 35.81 
Oil Field1,904,13743.932,014,960 42.252,564,943 51.082,621,638 53.28 2,613,095 53.16 
Public Authorities and Street lights608,91614.05488,255 10.24517,132 10.30533,239 10.84 491,308 10.00 
S/L 31,911,2458.061,908,162 7.511,986,925 7.711,759,575 7.16 1,863,227 7.41 
Commercial450,45623.57443,161 23.22434,776 21.88312,567 17.76 335,316 18.00 
Industrial441,06523.08433,335 22.71437,330 22.01417,591 23.73 426,243 22.88 
Oil Field736,33538.53761,652 39.92844,784 42.52782,412 44.47 819,374 43.98 
Public Authorities and Street lights283,38914.83270,013 14.15270,035 13.59247,005 14.04 282,295 15.15 
S/L 4563,5932.38609,295 2.40582,918 2.26562,723 2.29 498,670 1.98 
Commercial132,83223.57173,774 28.5243,588 7.4841,528 7.38 45,087 9.04 
Industrial191,50133.98164,265 26.96179,339 30.77185,481 32.96 121,126 24.29 
Oil Field70,66312.5495,401 15.66191,907 32.92180,374 32.05 173,126 34.72 
Public Authorities and Street lights168,59729.91175,856 28.86168,083 28.83155,341 27.61 159,331 31.95 
S/L 516,300,64668.7317,303,006 68.1017,307,323 67.1916,515,690 67.24 17,081,059 67.89 
Residential8,162,27450.078,960,549 51.798,962,632 51.798,694,845 52.65 8,908,131 52.15 
Commercial5,558,91634.105,746,765 33.215,612,743 32.435,263,895 31.87 5,628,678 32.95 
Industrial718,7254.41721,245 4.17797,685 4.61770,142 4.66 747,844 4.38 
Oil Field310,0051.90310,206 1.79377,882 2.18361,191 2.19 323,985 1.90 
Public Authorities and Street lights1,550,7269.511,564,240 9.041,556,382 8.991,425,617 8.63 1,472,420 8.62 
Total 23,718,099 100 %25,408,514 100 %25,757,612 100 %24,563,997 100 %25,158,584 100 %
*Columns may not add due to rounding.



Exhibit 99.01

Revenues by Customer Class Percentage Composition in Oklahoma (Dollars in millions)*
Customer Class20172018201920202021
Residential$849.97 44.71 %$870.82 45.33 %$819.42 45.32 %$816.49 46.14 %$856.28 45.73 %
Commercial540.43 28.43551.49 28.70473.96 26.21443.20 25.05485.54 25.93
Industrial150.60 7.92149.30 7.77154.59 8.55155.97 8.81159.48 8.52
Oilfield160.73 8.46152.58 7.94179.49 9.92182.90 10.34187.21 10.00
Public Authorities and Street lights199.11 10.48197.09 10.26180.74 10.00170.84 9.66184.07 9.82
Total $1,900.83 100.00 %$1,921.27 100.00 %$1,808.20 100.00 %$1,769.41 100.00 %$1,872.57 100.00 %
*Columns may not add due to rounding.

Number of Customers and Percentage Composition in Oklahoma as of December 31 of the Year Shown Below*
Customer Class20172018201920202021
Residential663,75485.65 %669,40185.60 %675,37585.49 %683,03485.51 %691,89185.34 %
Commercial86,871 11.2188,360 11.3089,211 11.2990,732 11.3693,785 11.57 
Industrial2,454 0.322,436 0.312,595 0.332,366 0.302,258 0.28 
Oilfield6,380 0.826,351 0.817,017 0.896,769 0.856,752 0.83 
Public Authorities and Street lights15,4722.0015,4961.9815,7582.0015,8831.9816,0281.98
Total 774,931 100.00 %782,044 100.00 %789,956 100.00 %798,784 100.00 %810,714 100.00 %
*Columns may not add due to rounding.

Percentage Concentration Within Large Commercial Customers

For the year ended December 31, 2021, the ten largest Customers represented approximately 13.0% of total energy usage in Oklahoma and approximately 6.9% of OG&E's total revenues in Oklahoma. All ten Customers are industrial and oilfield class accounts. There are no material concentrations in the residential and commercial classes.

Credit Policy

OG&E's current business practice requires new business customers to provide a security deposit in the form of cash, bond or irrevocable letter of credit that is refunded when the account is closed. New residential customers whose outside credit scores indicate an elevated risk are required to provide a security deposit that is refunded based on customer protection rules promulgated by the Commission. The payment behavior of all existing customers is continuously monitored, and, if the payment behavior indicates sufficient risk within the meaning of the applicable utility regulation, customers will be required to provide a security deposit.

Billing Process

OG&E bills its Customers on average every 30 days. For the year ended December 31, 2021, OG&E mailed out an average of 42,000 bills on each business day to its Customers. For accounts with potential billing error exceptions, reports are generated for manual review. This review examines accounts that have abnormally high or low bills, potential meter-reading errors, possible meter malfunctions and/or unbilled accounts.

Collection, Termination of Service and Write-Off Policy

For the year ended December 31, 2021, OG&E received approximately 22% of its total bill payments via U.S. mail and approximately 78% of its total bill payments via electronic payments. Bills are due 21 calendar days after the issue date at which time they are considered delinquent. Delinquent customers are sent a notice to encourage payment within 10 days and accounts become eligible for disconnect after the passage of these 10 days. For the year ended December 31, 2021, approximately 2% of total billed retail revenue became eligible for disconnect and 25% of those eligible were disconnected. Approximately 90% of accounts disconnected for nonpayment ultimately make full payment and have service restored.

Exhibit 99.01

If service is terminated, the customer is required to pay all past due amounts as well as a $21 reconnection fee in order to resume service as of the date of this official statement. After service termination due to non-payment a final bill including all unpaid amounts and net of deposits paid is issued within 10 business days. After service termination by customer request, a final bill including all unpaid amounts and net of deposits paid is issued the following business day. Unpaid final bills are written off approximately 180 days after the final bill is issued. Amounts written off are assigned to outside collection agencies and are reported to all three credit reporting agencies. Dollars recovered are netted against actual write-offs.

OG&E may change its credit, billing, collections and termination/restoration of service policies and procedures from time to time. It is expected that any such changes would be designed to enhance OG&E's ability to bill and collect customer charges on a timely basis.

Annual Forecast Variance

The following table sets forth information related to annual forecast variance for ultimate electric delivery in Oklahoma for the past five years. Variances between actual sales and forecasted sales can be caused by a number of factors, though the primary drivers are unexpected extreme temperatures, which can cause actual sales volumes to be higher or unexpected mild temperatures, which can cause actual sales volumes to be lower. For 2020 and 2021, the primary driver of variances between the forecast and actual sales volumes is changes in behavior in response to COVID.

Annual Forecast Variance For Ultimate Electric Delivery in Oklahoma (MWh)

20172018201920202021
S/L 1
Forecast MWh668,912638,920797,648860,041858,415
Weather Normalized Actuals MWh675,960750,557857,790795,806811,509
Variance (%)1.1 %17.5 %7.5 %-7.5 %-5.5 %
S/L 2
Forecast MWh4,225,1674,594,1975,281,4925,058,7915,034,069
Weather Normalized Actuals MWh4,266,4854,836,3455,026,1124,904,6434,926,382
Variance (%)1.0 %5.3 %-4.8 %-3.0 %-2.1 %
S/L 3
Forecast MWh1,890,2091,898,3731,636,5132,039,9781,916,903
Weather Normalized Actuals MWh1,919,2671,912,6861,946,6011,763,4171,866,761
Variance (%)1.5 %0.8 %18.9 %-13.6 %-2.6 %
S/L 4
Forecast MWh574,959561,924535,054572,847545,964
Weather Normalized Actuals MWh556,010602,578622,397561,943498,670
Variance (%)-3.3 %7.2 %16.3 %-1.9 %-8.7 %
S/L 5
Forecast MWh17,374,16217,207,72017,287,20517,302,03317,167,836
Weather Normalized Actuals MWh16,560,62916,945,29217,049,11916,748,85917,278,746
Variance (%)-4.7 %-1.5 %-1.4 %-3.2 %0.6 %
Total
Forecast MWh24,733,40924,901,13425,537,91225,833,69025,523,187
Weather Normalized Actuals MWh23,978,35325,047,46125,502,02124,774,67025,382,069
Variance (%)-3.1 %0.6 %-0.1 %-4.1 %-0.6 %


Exhibit 99.01
Write-off and Delinquency Experience

The following tables set forth information relating to OG&E's billed revenues and write-off experience for the past five years, as noted for either Customers or total company. Such historical information is presented because OG&E's actual experience with respect to write-offs and delinquencies may be indicative of its future experience, which will affect the timing of WEC Collections. OG&E does not expect, but there can be no certainty, that the delinquency or write-off experience with respect to WEC Collections will differ substantially from the rates indicated. Write-off and delinquency data is affected by factors such as the overall economy, weather and changes in collection practices. The net write-off and delinquency experience is expected, but there can be no certainty, to be similar to OG&E's previous experience.

The following table shows OG&E revenues in Oklahoma for the past five calendar years for each customer class.

Billed Revenue by Customer Class in Oklahoma (Dollars in millions)*

Customer Class20172018201920202021
Residential$849.97 $870.82 $819.42 $816.49 $856.28 
Commercial540.43551.49473.96443.20485.54
Industrial150.60149.30154.59155.97159.48
Oilfield160.73152.58179.49182.90187.21
Public Authorities and Street lights199.11197.09180.74170.84184.07
Total $1,900.83 $1,921.27 $1,808.20 $1,769.41 $1,872.57 
'* Numbers not exact due to rounding

The following table shows gross write-offs for electricity and gross write-offs as a percentage of total billed revenue for the past five years in Oklahoma.

Gross Write-Offs as a Percentage of Revenues in Oklahoma*

As of December 31,
20172018201920202021
Billed Electric Revenues ($000)$1,900,835$1,921,274$1,808,199$1,769,407$1,872,565
Gross Write-Offs ($000)$5,520$6,304$5,387$5,013$6,030
Percentage of Billed Revenue0.29 %0.33 %0.30 %0.28 %0.32 %
'* Numbers not exact due to rounding.

The following table shows total OG&E net write-offs and total net write-offs as a percentage of total electric billed revenue for the past five years in Oklahoma. Net write-offs include amounts recovered by OG&E from deposits, bankruptcy proceedings and payments received after an account has been either written-off by OG&E or transferred to one of its external collection agencies.

Net Write-Offs as a Percentage of Revenues in Oklahoma*

As of December 31,
20172018201920202021
Billed Electric Revenues ($000)$1,900,835$1,921,274$1,808,199$1,769,407$1,872,565
Net Write-Offs ($000)$2,285$3,560$2,695$2,086$3,066
Percentage of Billed Revenue0.12 %0.19 %0.15 %0.12 %0.16 %
'* Numbers not exact due to rounding.


Exhibit 99.01
Delinquencies

The following table sets forth information relating to the delinquency experience of OG&E for residential, commercial, industrial, oilfield and public authorities and street lights as of December 31 of each of the five preceding years.

Customer Delinquency Data*

Delinquencies as Percentage of Total Billed Revenues / Average Days Outstanding20172018201920202021
30-59 days3.4 %2.7 %2.8 %5.6 %5.1 %
60-89 days2.2 2.0 2.1 2.3 3.3
90 days or more3.4 2.5 3.4 7.3 5.9
Total9.0 %7.2 %8.3 %15.2 %14.3 %
Average Days Outstanding25.725.625.126.526.7
'* Delinquency calculations are based on arrears, revenue, and write-off data provided by OG&E.

Where to Find Additional Information About OG&E and OGE Energy. OGE Energy files periodic reports with the SEC as required by the Exchange Act. Reports filed with the SEC are available for inspection without charge at the public reference room maintained by the SEC at 100 F Street, N.E., Washington, DC 20549. Copies of periodic reports and exhibits thereto may be obtained at the above location at prescribed rates. Information as to the operation of the public reference facilities is available by calling the SEC at 1-800-SEC-0330. Information filed with the SEC can also be inspected at the SEC's website, http://www.sec.gov. OGE Energy's filings are accessible at http://www.oge.com. Information on OGE Energy's website or filed with the SEC is not incorporated by reference into this Appendix A.