Free Writing Prospectus - Filing Under Securities Act Rules 163/433 (fwp)
August 15 2017 - 5:28PM
Edgar (US Regulatory)
Filed Pursuant to Rule
433
Registration No. 333-213943
The Western Union Company
$100,000,000 3.600% Notes
due 2022
August 15, 2017
Pricing Term
Sheet
|
Issuer:
|
|
The Western Union
Company
|
|
|
|
|
|
Securities:
|
|
3.600% Notes due
2022; upon settlement, the notes will form part of the same series as, and
will be fungible with, the Issuer’s outstanding $400,000,000 3.600% Notes
due 2022 issued on March 15, 2017, and the aggregate principal amount of
this series of notes will be $500,000,000
|
|
|
|
|
|
Format:
|
|
SEC-Registered
|
|
|
|
|
|
Trade
Date:
|
|
August 15,
2017
|
|
|
|
|
|
Settlement
Date*:
|
|
August 22, 2017
(T+5)
|
|
|
|
|
|
Maturity
Date:
|
|
March 15,
2022
|
|
|
|
|
|
Principal
Amount:
|
|
$100,000,000
|
|
|
|
|
|
Price to
Public:
|
|
101.783% (plus
accrued interest from March 15, 2017)
|
|
|
|
|
|
|
|
|
|
Net Proceeds
(before expenses) to Issuer:
|
|
$102,753,000
(including $1,570,000 of accrued interest)
|
|
|
|
|
|
Spread to
Benchmark Treasury:
|
|
+135 basis
points
|
|
|
|
|
|
Benchmark
Treasury:
|
|
UST 1.875% due
July 31, 2022
|
|
|
|
|
|
Benchmark
Treasury Price / Yield:
|
|
100-08 ¼ /
1.820%
|
|
|
|
|
|
Yield to
Worst:
|
|
3.170%
|
|
|
|
|
|
Coupon (Interest
Rate):
|
|
3.600%
|
|
Interest Payment
Dates:
|
|
March
15 and September 15 of each year, beginning September 15,
2017
|
|
|
|
|
|
Interest Rate
Adjustment:
|
|
The
interest rate payable on the notes will be subject to adjustment from time
to time if either Moody’s or S&P (or any Substitute Rating Agency (as
defined in the preliminary prospectus supplement)) downgrades (or
subsequently upgrades) the debt rating assigned to the notes as described
under “Description of the Notes—General—Interest Rate Adjustment for the
New 2022 Notes” in the preliminary prospectus supplement
|
|
|
|
|
|
Optional
Redemption—Make-Whole Call:
|
|
Make-whole call
at any time prior to February 15, 2022, at the greater of 100% of the
principal amount of the notes being redeemed and discounted present value
at Treasury rate plus 25 basis points
|
|
|
|
|
|
Optional
Redemption—Par Call:
|
|
Par call at any
time on or after February 15, 2022, at a price equal to 100% of the
principal amount of the notes being redeemed, plus accrued interest but
unpaid interest thereon to, but excluding, the date of
redemption
|
|
|
|
|
|
Change of
Control:
|
|
If a Change of
Control Triggering Event occurs, unless the Issuer has exercised its right
to redeem the notes, the Issuer will be required to offer to repurchase
the notes at a price equal to 101% of the aggregate principal amount of
notes repurchased, plus accrued and unpaid interest, if any, on the notes
repurchased to, but not including, the date of repurchase
|
|
|
|
|
|
Minimum
Denominations:
|
|
$2,000 and
integral multiples of $1,000 in excess thereof
|
|
|
|
|
|
Day Count
Convention:
|
|
30/360
|
|
|
|
|
|
Business
Days:
|
|
New
York
|
|
|
|
|
|
CUSIP /
ISIN:
|
|
959802 AU3 /
US959802AU35
|
2
|
Use of
Proceeds:
|
|
The Issuer
intends to use the net proceeds from the sale of the notes for general
corporate purposes
|
|
|
|
|
|
Joint
Book-Running Managers:
|
|
Citigroup Global
Markets Inc.
|
|
|
|
|
|
|
|
U.S. Bancorp
Investments, Inc.
|
|
|
|
|
|
Co-Managers:
|
|
BNY Mellon
Capital Markets, LLC
|
|
|
|
|
|
|
|
Credit Suisse
Securities (USA) LLC
|
|
|
|
|
|
|
|
Mizuho Securities
USA LLC
|
|
|
|
|
|
|
|
Scotia Capital
(USA) Inc.
|
*The Issuer expects to deliver
the notes against payment on or about August 22, 2017, which is the fifth U.S.
business day following the date of this pricing term sheet (such settlement
being referred to as “T+5”). Under Rule 15c6-1 under the Securities Exchange Act
of 1934, trades in the secondary market are required to settle in three U.S.
business days, unless the parties to any such trade expressly agree otherwise.
Accordingly, purchasers who wish to
trade the notes prior to the third U.S. business day before the settlement date
will be required, by virtue of the fact that the notes initially settle in T+5,
to specify an alternate settlement arrangement at the time of any such trade to
prevent a failed settlement. Purchasers of the notes who wish to trade the notes
prior to the third U.S. business day before the settlement date should consult
their advisors.
The Issuer has filed a
registration statement (including a base prospectus and a prospectus supplement)
with the U.S. Securities and Exchange Commission (SEC) for the offering to which
this communication relates. Capitalized terms used herein and not otherwise
defined herein have the meanings specified in the prospectus supplement. Before
you invest, you should read the prospectus supplement for this offering, the
prospectus in that registration statement and any 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 searching the SEC online data
base (EDGAR) on the SEC web site at http://www.sec.gov. Alternatively, the
Issuer, any underwriter or any dealer participating in the offering will arrange
to send you the prospectus supplement and prospectus if you request it by
calling Citigroup Global Markets Inc. toll-free at 1-800-831-9146, or U.S.
Bancorp Investments, Inc. toll-free at 1-877-558-2607.
Any disclaimers or other
notices that may appear below are not applicable to this communication and
should be disregarded. Such disclaimers or other notices were automatically
generated as a result of this communication being sent via Bloomberg or another
email system.
3
Western Union (NYSE:WU)
Historical Stock Chart
From Apr 2024 to May 2024
Western Union (NYSE:WU)
Historical Stock Chart
From May 2023 to May 2024
