Filed Pursuant to Rule 433
Registration No. 333-186998
March 13, 2013
GOLDCORP INC.
Pricing Term Sheet
US$1,500,000,000 consisting of
US$500,000,000 2.125% Notes due 2018
US$1,000,000,000 3.700% Notes due 2023
US$500,000,000 2.125% Notes due 2018
| Issuer: |
Goldcorp Inc. | |
| Format: |
SEC Registered: Registration Statement No. 333-186998 | |
| Size: |
US$500,000,000 | |
| Maturity Date: |
March 15, 2018 | |
| Coupon: |
2.125% | |
| Yield: |
2.226% | |
| Spread to Benchmark Treasury: |
135 basis points | |
| Benchmark Treasury: |
0.750% due February 28, 2018 | |
| Benchmark Treasury Price; Yield: |
99-12+; 0.876% | |
| Interest Payment Dates: |
Semi-annually on March 15 and September 15 of each year, commencing September 15, 2013 | |
| Optional Redemption: |
Make-whole call at any time at T+20 basis points. | |
| Price to Public: |
99.526% | |
| Net Proceeds to the Issuer (before expenses): |
US$494,630,000 | |
| Trade Date: |
March 13, 2013 | |
| Settlement Date: |
March 20, 2013 (T+5) | |
| Minimum Denominations: |
US$2,000 x US$1,000 | |
| CUSIP/ISIN: |
380956 AC6 / US380956AC63 | |
| Expected Ratings*: |
Moody’s: Baa2 S&P: BBB+ | |
| Joint Book-Running Managers: |
HSBC Securities (USA) Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated | |
| Passive Book-Running Manager: |
Morgan Stanley & Co. LLC | |
| Joint Lead Managers: |
Citigroup Global Markets Inc. J.P. Morgan Securities LLC | |
| Senior Co-Managers: |
BMO Capital Markets Corp. CIBC World Markets Corp. RBC Capital Markets, LLC Scotia Capital (USA) Inc. TD Securities (USA) LLC | |
| Co-Managers: |
Goldman, Sachs & Co. Mitsubishi UFJ Securities (USA), Inc. RBS Securities Inc. SMBC Nikko Capital Markets Limited | |
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US$1,000,000,000 3.700% Notes due 2023
| Issuer: |
Goldcorp Inc. | |
| Format: |
SEC Registered: Registration Statement No. 333-186998 | |
| Size: |
US$1,000,000,000 | |
| Maturity Date: |
March 15, 2023 | |
| Coupon: |
3.700% | |
| Yield: |
3.769% | |
| Spread to Benchmark Treasury: |
175 basis points | |
| Benchmark Treasury: |
2.000% due February 15, 2023 | |
| Benchmark Treasury Price; Yield: |
99-26+; 2.019% | |
| Interest Payment Dates: |
Semi-annually on March 15 and September 15 of each year, commencing September 15, 2013 | |
| Optional Redemption: |
Make-whole call at T+25 basis points at any time prior to December 15, 2022. Callable at 100% at any time on or after December 15, 2022 (three months prior to the Maturity Date). | |
| Price to Public: |
99.431% | |
| Net Proceeds to the Issuer (before expenses): |
US$987,810,000 | |
| Trade Date: |
March 13, 2013 | |
| Settlement Date: |
March 20, 2013 (T+5) | |
| Minimum Denominations: |
US$2,000 x US$1,000 | |
| CUSIP/ISIN: |
380956 AD4 / US380956AD47 | |
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| Expected Ratings*: |
Moody’s: Baa2 S&P: BBB+ | |
| Joint Book-Running Managers: |
HSBC Securities (USA) Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated | |
| Passive Book-Running Manager: |
Morgan Stanley & Co. LLC | |
| Joint Lead Managers: |
Citigroup Global Markets Inc. J.P. Morgan Securities LLC | |
| Senior Co-Managers: |
BMO Capital Markets Corp. CIBC World Markets Corp. RBC Capital Markets, LLC Scotia Capital (USA) Inc. TD Securities (USA) LLC | |
| Co-Managers: |
Goldman, Sachs & Co. Mitsubishi UFJ Securities (USA), Inc. RBS Securities Inc. SMBC Nikko Securities Inc. | |
*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.
The Issuer has filed a registration statement (including a prospectus) with the Securities and Exchange Commission (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 supplement if you request it by calling HSBC Securities (USA) Inc. at 1-866-811-8049 or Merrill Lynch, Pierce, Fenner & Smith Incorporated at 1-800-294-1322.
Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by Bloomberg or another email system.
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