Free Writing Prospectus - Filing Under Securities Act Rules 163/433 (fwp)
February 16 2017 - 6:09AM
Edgar (US Regulatory)
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Issuer Free Writing Prospectus
Filed by Mitsubishi UFJ Financial Group, Inc.
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Pursuant to Rule 433
Reg-Statement No. 333-209455
February 15, 2017
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5-Year Floating Rate Notes Due 2022
5-Year Fixed Rate Notes Due 2022
10-Year Fixed Rate Notes Due 2027
5-Year Floating Rate Notes Due 2022
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Issuer:
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Mitsubishi UFJ Financial Group, Inc. (the “Issuer”)
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Size:
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U.S.$ 500,000,000
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Issuer Ratings (Moody’s / S&P / Fitch) *:
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A1 / A / A
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Expected Security Ratings (Moody’s / S&P / Fitch) *:
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A1 / A / A
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Security Type:
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Senior Notes
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Currency:
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U.S.$
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Interest:
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Per annum rate equal to U.S. Dollar 3-month LIBOR + 92 basis points
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Trade Date:
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February 15, 2017
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Settlement Date:
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February 22, 2017 (T+4)
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Maturity:
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February 22, 2022
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Interest Payment Dates:
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Quarterly in arrears on February 22, May 22, August 22 and November 22 of each year.
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First Interest Payment Date:
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May 22, 2017
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Pricing Benchmark:
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U.S. Dollar 3-month LIBOR
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Spread to Benchmark:
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92 basis points
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Issue Price:
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100% of principal amount plus accrued interest, if any, from February 22, 2017
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Underwriting Discount:
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0.35%
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Net Proceeds before Expenses:
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U.S.$ 498,250,000
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Day Count:
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Actual/360
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Business Days:
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New York, Tokyo and London Banking Day
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Business Day Convention:
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Modified Following Business Day Convention (Following Business Day Convention for the maturity date and any other date fixed for redemption)
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1
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Denominations:
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U.S.$2,000 x U.S.$1,000
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Listing:
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Luxembourg Stock Exchange’s Euro MTF Market
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Governing Law:
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New York law
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Billing & Delivering:
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Morgan Stanley & Co. LLC
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Joint Lead Managers and Joint Bookrunners:
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Morgan Stanley & Co. LLC
MUFG Securities Americas Inc.
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J.P. Morgan Securities LLC
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Senior Co-Managers:
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Citigroup Global Markets Inc.
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HSBC Securities (USA) Inc.
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Merrill Lynch, Pierce, Fenner & Smith Incorporated
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Co-Managers:
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Barclays Capital Inc.
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BNP Paribas
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Credit Agricole Securities (USA) Inc.
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ING Financial Markets, LLC
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RBC Capital Markets, LLC
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Standard Chartered Bank
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UBS Securities LLC
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Security Codes:
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CUSIP: 606822 AK0
ISIN: US606822AK06
Common Code: 156884740
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Definitions:
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Unless otherwise defined herein, all capitalized terms have the meaning set forth in the Preliminary Prospectus Supplement (as defined below).
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2
5-Year Fixed Rate Notes Due 2022
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Issuer:
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Mitsubishi UFJ Financial Group, Inc.
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Size:
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U.S.$ 1,000,000,000
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Issuer Ratings (Moody’s / S&P / Fitch) *:
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A1 / A / A
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Expected Security Ratings
(Moody’s / S&P / Fitch) *:
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A1 / A / A
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Security Type:
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Senior Notes
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Currency:
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U.S.$
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Interest:
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2.998% per annum
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Trade Date:
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February 15, 2017
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Settlement Date:
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February 22, 2017 (T+4)
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Maturity:
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February 22, 2022
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Interest Payment Dates:
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Semi-annually in arrears on February 22 and August 22 of each year
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First Interest Payment Date:
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August 22, 2017
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Pricing Benchmark:
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1.875% due 1/2022
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Benchmark Spot (Price/Yield):
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99-13+ / 1.998%
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Spread to Benchmark:
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100 basis points
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Issue Price:
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100% of principal amount plus accrued interest, if any, from February 22, 2017
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Yield to Maturity:
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2.998%
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Underwriting Discount:
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0.35%
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Net Proceeds before Expenses:
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U.S.$ 996,500,000
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Day Count:
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30/360
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Business Days:
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New York and Tokyo
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Business Day Convention:
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Following Business Day Convention
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Denominations:
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U.S.$2,000 x U.S.$1,000
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Listing:
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Luxembourg Stock Exchange’s Euro MTF Market
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|
|
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Governing Law:
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New York law
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|
|
|
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Billing & Delivering:
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Morgan Stanley & Co. LLC
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Joint Lead Managers and Joint Bookrunners:
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Morgan Stanley & Co. LLC
MUFG Securities Americas Inc.
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J.P. Morgan Securities LLC
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3
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Senior Co-Managers:
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Citigroup Global Markets Inc.
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HSBC Securities (USA) Inc.
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Merrill Lynch, Pierce, Fenner & Smith Incorporated
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Co-Managers:
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Barclays Capital Inc.
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BNP Paribas
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Credit Agricole Securities (USA) Inc.
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ING Financial Markets, LLC
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RBC Capital Markets, LLC
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Standard Chartered Bank
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UBS Securities LLC
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Security Codes:
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CUSIP: 606822 AL8
ISIN: US606822AL88
Common Code: 156884910
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Definitions:
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Unless otherwise defined herein, all capitalized terms have the meaning set forth in the Preliminary Prospectus Supplement (as defined below).
|
4
10-Year Fixed Rate Notes Due 2027
|
|
|
|
|
Issuer:
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|
Mitsubishi UFJ Financial Group, Inc.
|
|
|
|
|
Size:
|
|
U.S.$ 1,000,000,000
|
|
|
|
|
Issuer Ratings (Moody’s / S&P / Fitch) *:
|
|
A1 / A / A
|
|
|
|
|
Expected Security Ratings
(Moody’s / S&P / Fitch) *:
|
|
A1 / A / A
|
|
|
|
|
Security Type:
|
|
Senior Notes
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|
|
|
|
Currency:
|
|
U.S.$
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|
|
|
|
Interest:
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3.677% per annum
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|
|
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Trade Date:
|
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February 15, 2017
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|
|
|
|
Settlement Date:
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February 22, 2017 (T+4)
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|
|
|
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Maturity:
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February 22, 2027
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|
|
|
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Interest Payment Dates:
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Semi-annually in arrears on February 22 and August 22 of each year
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|
|
|
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First Interest Payment Date:
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August 22, 2017
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|
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Pricing Benchmark:
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2.250% due 2/2027
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Benchmark Spot (Price/Yield):
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97-26+ / 2.497%
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Spread to Benchmark:
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118 basis points
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Issue Price:
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100% of principal amount plus accrued interest, if any, from February 22, 2017
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|
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Yield to Maturity:
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3.677%
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Underwriting Discount:
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0.45 %
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Net Proceeds before Expenses:
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U.S.$ 995,500,000
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|
|
|
|
Day Count:
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30/360
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|
|
|
|
Business Days:
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New York and Tokyo
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|
|
|
|
Business Day Convention:
|
|
Following Business Day Convention
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|
|
|
|
Denominations:
|
|
U.S.$2,000 x U.S.$1,000
|
|
|
|
|
Listing:
|
|
Luxembourg Stock Exchange’s Euro MTF Market
|
|
|
|
|
Governing Law:
|
|
New York law
|
|
|
|
|
Billing & Delivering:
|
|
MUFG Securities Americas Inc.
|
|
|
|
|
Joint Lead Managers and Joint Bookrunners:
|
|
Morgan Stanley & Co. LLC
MUFG Securities Americas Inc.
|
|
|
|
|
|
|
Merrill Lynch, Pierce, Fenner & Smith Incorporated
|
5
|
|
|
|
|
|
|
|
Senior Co-Managers:
|
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Citigroup Global Markets Inc.
|
|
|
|
|
|
|
HSBC Securities (USA) Inc.
|
|
|
|
|
|
|
J.P. Morgan Securities LLC
|
|
|
|
|
Co-Managers:
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Barclays Capital Inc.
|
|
|
|
|
|
|
BNP Paribas
|
|
|
|
|
|
|
Credit Agricole Securities (USA) Inc.
|
|
|
|
|
|
|
ING Financial Markets, LLC
|
|
|
|
|
|
|
RBC Capital Markets, LLC
|
|
|
|
|
|
|
Standard Chartered Bank
|
|
|
|
|
|
|
UBS Securities LLC
|
|
|
|
|
Security Codes:
|
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CUSIP: 606822 AN4
ISIN: US606822AN45
Common Code: 156885070
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|
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Definitions:
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Unless otherwise defined herein, all capitalized terms have the meaning set forth in the Preliminary Prospectus Supplement (as defined below).
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6
This communication is intended for the sole use of the person to whom it is provided by us. This communication
does not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction or to any person to whom it is unlawful to make such offer or solicitation in such jurisdiction.
The Issuer has filed a registration statement (including a prospectus dated February 10, 2016 (the “Base Prospectus”)) and a preliminary
prospectus supplement dated February 15, 2017 (the “Preliminary Prospectus Supplement,” and together with the Base Prospectus, the “Preliminary Prospectus”) with the U.S. Securities and Exchange Commission (“SEC”) for
this offering. Before you invest, you should read the Preliminary Prospectus for this offering, and other documents the Issuer has filed with the SEC and which are incorporated by reference therein for more complete information about the Issuer and
this offering. You may get these documents for free by searching the SEC online database (EDGAR
®
) at www.sec.gov.
Alternatively, the Issuer, any underwriter or any dealer participating in the transaction will arrange to send you the Preliminary Prospectus if you
request it by calling Morgan Stanley & Co. LLC toll-free at 1-866-718-1649 or MUFG Securities Americas Inc. toll-free at 1-877-649-6848.
*Note: A security rating is not a recommendation to buy, sell or hold securities and may be subject to revision, suspension or withdrawal at any time.
7
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