We are hereby offering to sell Notes having
the terms specified below to you with the assistance of the agents listed below, each acting as principal (collectively, the “Agents”)
for whom Citigroup Global Markets Inc., J.P. Morgan Securities LLC , Merrill Lynch, Pierce, Fenner & Smith Incorporated, Goldman,
Sachs & Co. and Morgan Stanley & Co. Incorporated are acting as joint book-running managers, at a fixed initial public
offering price of 99.560% of the principal amount.
Interest Payment Dates: May 1 and November 1 of each year, commencing
on November 1, 2011
Currency:
|
Specified
Currency: US Dollars
|
|
Minimum
Denomination: $1,000
|
|
|
Original
Issue Discount: [ ] Yes [X] No
|
|
Total
amount of OID:
|
|
Yield
to Maturity:
|
|
Initial
Accrual Period:
|
Form: [X] Book-entry [ ] Certificated
[X] Other
Provisions:
Optional Redemption:
The Notes may be redeemed at our option, at any
time in whole or from time to time in part. The redemption price for the Notes to be redeemed on any redemption date will be equal
to the greater of the following amounts:
·
100% of the principal amount of the Notes being redeemed on the redemption date; or
·
the sum of the present values of the remaining scheduled payments of principal and interest
on the Notes being redeemed on that redemption date (not including any portion of any payments of interest accrued to the redemption
date) discounted to the redemption date on a semiannual basis at the Treasury Rate (as defined below), as determined by the Reference
Treasury Dealer (as defined below), plus 15
basis points;
plus, in each case, accrued and unpaid interest
on the Notes to the redemption date.
Notwithstanding the foregoing, installments of
interest on the Notes that are due and payable on interest payment dates falling on or prior to a redemption date will be payable
on the interest payment date to the registered holders as of the close of business on the relevant record date according to the
Notes and the indenture. The redemption price will be calculated on the basis of a 360-day year consisting of twelve 30-day months.
We will mail notice of any redemption at least
30 days but not more than 60 days before the redemption date to each registered holder of the Notes to be redeemed. Once notice
of redemption is mailed, the Notes called for redemption will become due and payable on the redemption date and at the applicable
redemption price, plus accrued and unpaid interest to the redemption date.
“Treasury Rate” means, with respect
to any redemption date, the rate per annum equal to the semiannual equivalent yield to maturity of the Comparable Treasury Issue,
assuming a price for the Comparable Treasury Issue (expressed as a percentage of its principal amount) equal to the Comparable
Treasury Price for such redemption date.
“Comparable Treasury Issue” means
the United States Treasury security selected by the Reference Treasury Dealer as having a maturity comparable to the remaining
term of the Notes to be redeemed that would be utilized, at the time of selection and in accordance with customary financial practice,
in pricing new issues of corporate debt securities of comparable maturity to the remaining term of the Notes.
“Comparable Treasury Price” means,
with respect to any redemption date, (A) the average of the Reference Treasury Dealer Quotations for such redemption date, after
excluding the highest and lowest
2
such
Reference Treasury Dealer Quotations, or (B) if the trustee obtains fewer than
three such Reference Treasury Dealer Quotations, the average of all such Quotations,
or (C) if only one Reference Treasury Dealer Quotation is received, such Quotation.
“Reference Treasury Dealer” means
Citigroup Global Markets Inc., Goldman, Sachs & Co., J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith
Incorporated and Morgan Stanley & Co. Incorporated (or their respective affiliates which are Primary Treasury Dealers), and
their respective successors; provided, however, that if any of the foregoing shall cease to be a primary U.S. Government securities
dealer in New York City (a “Primary Treasury Dealer”), we will substitute therefor another Primary Treasury Dealer.
“Reference Treasury Dealer Quotation”
means, with respect to each Reference Treasury Dealer and any redemption date, the average, as determined by the trustee, of the
bid and asked prices for the Comparable Treasury Issue (expressed in each case as a percentage of its principal amount) quoted
in writing to the trustee by such Reference Treasury Dealer at 5:00 p.m. (New York City time) on the third business day preceding
such redemption date.
On and after the redemption date, interest
will cease to accrue on the Notes or any portion of the Notes called for redemption (unless we default in the payment of the redemption
price and accrued interest). On or before the redemption date, we will deposit with a paying agent or the trustee money sufficient
to pay the redemption price of and accrued interest on the Notes to be redeemed on that date. If less than all of the securities
of any series are to be redeemed, the securities to be redeemed shall be selected by the trustee by a method the trustee deems
to be fair and appropriate. The Notes will not be entitled to the benefit of any mandatory redemption or sinking fund.
The Agents have severally and not jointly
agreed to purchase from us, and we have agreed to sell to the Agents, the principal amount of Notes set forth opposite their respective
names below.
Agents
|
|
Principal Amount of Notes
|
Citigroup Global Markets Inc.
|
|
$40,000,000
|
Goldman, Sachs & Co.
|
|
40,000,000
|
J.P. Morgan Securities LLC
|
|
40,000,000
|
Merrill Lynch, Pierce, Fenner & Smith Incorporated
|
|
40,000,000
|
Morgan Stanley & Co. Incorporated
|
|
40,000,000
|
RBS Securities Inc.
|
|
40,000,000
|
The Williams Capital Group, L.P.
|
|
10,000,000
|
Total
|
|
$250,000,000
|
Use of Proceeds
:
The net proceeds
from the sale of the Notes will be used by Colgate to retire commercial paper which was issued by Colgate for general corporate
purposes. As of
April 28
, 2011, Colgate’s outstanding commercial paper had a weighted
average interest rate of
0.14
% with maturities ranging from
1
day to
29
days.
Legal Matters
:
Sidley Austin
llp
,
New York, New York has acted as counsel for Colgate. Mayer Brown LLP has acted as counsel for the Agents.
3
Colgate Palmolive (NYSE:CL)
Historical Stock Chart
From May 2024 to Jun 2024
Colgate Palmolive (NYSE:CL)
Historical Stock Chart
From Jun 2023 to Jun 2024