Certain Tax Disclosures
The disclosure on page
S-18
of the Preliminary Prospectus Supplement under the caption The notes may be issued
with original issue discount (OID) for U.S. federal income tax purposes is amended to read as follows:
The notes
will be issued with original issue discount (OID) for U.S. federal income tax purposes.
The notes will be treated as
issued with OID for U.S. federal income tax purposes. Because the notes will be treated as issued with OID, in addition to the stated interest on the notes, a U.S. Holder (as defined under Additional U.S. Federal Income Tax
Considerations) will be required to include such OID in gross income (as ordinary income) as it accrues, in advance of such U.S. Holders receipt of cash attributable to such OID, regardless of such U.S. Holders regular method of
accounting for U.S. federal income tax purposes. See Additional U.S. Federal Income Tax Considerations.
The disclosure in the first paragraph
on page
S-61
of the Preliminary Prospectus Supplement is amended to read as follows:
The notes
will be treated as issued with original issue discount, or OID, for U.S. federal income tax purposes because the stated principal amount of the notes exceeds their issue price by at least a statutorily defined de minimis amount
(generally 0.25% of the stated redemption price at maturity multiplied by the number of complete years from the issue date to maturity). Because the notes will be treated as issued with OID, in addition to the stated interest on the notes, a U.S.
Holder will be required to include such OID in gross income (as ordinary income) as it accrues, in advance of such U.S. Holders receipt of cash attributable to such OID, over the term of the notes on a constant yield basis, irrespective of
such U.S. Holders regular method of tax accounting.
* * *
The Issuer has filed a registration statement (including a prospectus), and the Preliminary Prospectus Supplement, with the SEC for the offering to which this
communication relates. Before you invest, you should read the prospectus in that registration statement and the Preliminary Prospectus Supplement 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 website 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 contacting Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, or by telephone at (866)
471-2526,
or by facsimile at (212)
902-9316,
or by email at
prospectusgroup-ny@ny.email.gs.com;
Deutsche Bank Securities Inc., Attention: Prospectus Group, 60 Wall Street, New York, NY 10005, or by telephone at
(800)
503-4611,
or by email at prospectus.CPDG@db.com; or J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Attention: Prospectus Department, or by
telephone at (866)
803-9204.
You should rely on the information contained or incorporated by reference in the
Preliminary Prospectus Supplement and in the related registration statement, as supplemented by this pricing term sheet, in making an investment decision with respect to the Notes.
Neither this pricing term sheet nor the Preliminary Prospectus Supplement nor the related registration statement constitutes an offer to sell or a
solicitation of an offer to buy any Notes in any jurisdiction where it is unlawful to do so, where the person making the offer is not qualified to do so or to any person who cannot legally be offered the Notes.
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.
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