Free Writing Prospectus - Filing Under Securities Act Rules 163/433 (fwp)
September 24 2019 - 3:41PM
Edgar (US Regulatory)
Filed Pursuant to Rule 433
Registration No. 333-229738
September 24, 2019
PRICING
TERM SHEET
$500,000,000 3.250% Notes due 2029
$500,000,000 4.200% Notes due 2049
The
information in this pricing term sheet supplements the preliminary prospectus supplement and supersedes the information in the preliminary prospectus supplement to the extent inconsistent with the information in the preliminary prospectus
supplement. This term sheet is qualified in its entirety by reference to the preliminary prospectus supplement. Terms used herein but not defined herein shall have the respective meanings as set forth in the preliminary prospectus supplement.
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Issuer:
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Noble Energy, Inc.
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Format:
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SEC Registered
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Trade Date:
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September 24, 2019
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Settlement Date:
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October 1, 2019 (T+5)
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It is expected that delivery of the notes will be made against payment therefor on or about October 1, 2019, which is the fifth business day following the Trade Date (such settlement cycle being referred to as T+5).
Pursuant to Rule 15c6-1 under the Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in two business days, unless the parties to any such trade
expressly agree otherwise. Accordingly, purchasers who wish to trade the notes on any date prior to two business days before the Settlement Date will be required to specify alternative settlement arrangements to prevent a failed
settlement.
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Anticipated Ratings:*
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Moodys: Baa3 (stable outlook)
S&P:
BBB (stable outlook)
Fitch: BBB- (positive outlook)
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3.250% Notes due 2029
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Principal Amount:
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$500,000,000
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Maturity Date:
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October 15, 2029
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Coupon:
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3.250%
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Price to Public:
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99.982% of principal amount
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Yield to Maturity:
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3.252%
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* 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.
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Benchmark Treasury:
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UST 1.625% due August 15, 2029
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Benchmark Treasury Price/Yield:
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99-24 / 1.652%
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Spread to Benchmark Treasury:
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T+160 basis points
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Interest Payment Dates:
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April 15 and October 15, beginning April 15, 2020
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Optional Redemption:
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At any time prior to July 15, 2029, make whole call is as set forth in the preliminary prospectus supplement (treasury rate plus +25 basis points), plus accrued interest to the redemption date. At any time on or after
July 15, 2029, at 100% of the principal amount plus accrued interest to the redemption date as set forth in the preliminary prospectus supplement.
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CUSIP/ISIN:
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655044 AQ8 / US655044AQ82
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4.200% Notes due 2049
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Principal Amount:
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$500,000,000
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Maturity Date:
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October 15, 2049
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Coupon:
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4.200%
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Price to Public:
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99.930% of principal amount
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Yield to Maturity:
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4.204%
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Benchmark Treasury:
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UST 2.875% due May 15, 2049
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Benchmark Treasury Price/Yield:
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116-30 / 2.104%
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Spread to Benchmark Treasury:
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T+210 basis points
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Interest Payment Dates:
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April 15 and October 15, beginning April 15, 2020
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Optional Redemption:
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At any time prior to April 15, 2049, make whole call is as set forth in the preliminary prospectus supplement (treasury rate plus +35 basis points), plus accrued interest to the redemption date. At any time on or after
April 15, 2049, at 100% of the principal amount plus accrued interest to the redemption date as set forth in the preliminary prospectus supplement.
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CUSIP/ISIN:
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655044 AR6 / US655044AR65
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***
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Joint Book-Running Managers:
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BofA Securities, Inc.
Mizuho Securities USA
LLC
MUFG Securities Americas Inc.
BMO Capital Markets
Corp.
Citigroup Global Markets Inc.
DNB Markets, Inc.
J.P. Morgan Securities LLC
PNC Capital Markets LLC
Scotia Capital (USA) Inc.
TD Securities (USA)
LLC
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2
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Senior Co-Managers:
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BBVA Securities Inc.
SMBC Nikko Securities
America, Inc.
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Co-Managers:
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ABN AMRO Securities (USA) LLC
Academy
Securities, Inc.
Barclays Capital Inc.
BB&T Capital
Markets, a division of BB&T Securities, LLC
Credit Agricole Securities (USA) Inc.
Fifth Third Securities, Inc.
Goldman Sachs & Co. LLC
ING Financial Markets LLC
Loop Capital Markets LLC
Morgan Stanley & Co. LLC
Natixis Securities Americas
LLC
RBC Capital Markets, LLC
SG Americas Securities, LLC
Wells Fargo Securities, LLC
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The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this
communication relates. Before you invest, you should read the prospectus in that registration statement 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 Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling BofA Securities,
Inc. toll free at 1-800-294-1322, Mizuho Securities USA LLC toll free at 1-866-271-7403 or MUFG Securities Americas Inc. toll free at
1-877-649-6848.
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