Filed Pursuant to Rule 433
Registration No. 333-178708
December 11, 2013
Cameron International Corporation
Final Term Sheet
$750,000,000
$250,000,000 1.150% Senior Notes due 2016
$250,000,000 4.000% Senior Notes due 2023
$250,000,000 5.125% Senior Notes due 2043
$250,000,000 1.150% Senior Notes due 2016
Issuer |
|
Cameron International Corporation |
|
|
|
Security |
|
1.150% Senior Notes due 2016 (2016 Notes) |
|
|
|
Ratings (Moodys/S&P)* |
|
Baa1/BBB+ (Positive/Stable) |
|
|
|
Amount |
|
$250,000,000 |
|
|
|
Type |
|
SEC Registered |
|
|
|
Settlement Date (T+3) |
|
December 16, 2013 |
|
|
|
Maturity Date |
|
December 15, 2016 |
|
|
|
Coupon |
|
1.150% |
|
|
|
Coupon Payment Dates |
|
Semi-annual payments on June 15 and December 15 of each year, beginning June 15, 2014 |
|
|
|
Optional Redemption |
|
Make-whole call at T+ 10 bps |
|
|
|
Benchmark |
|
UST 0.625% due November 15, 2016 |
|
|
|
Benchmark Yield |
|
0.606% |
|
|
|
Reoffer Spread |
|
+ 55 bps |
|
|
|
Reoffer Yield |
|
1.156% |
|
|
|
Price to Public |
|
99.982% |
|
|
|
Joint Bookrunners |
|
J.P. Morgan Securities LLC Credit Suisse Securities (USA) LLC Citigroup Global Markets Inc. Morgan Stanley & Co. LLC RBS Securities Inc. |
|
|
|
Co-managers |
|
Standard Chartered Bank BBVA Securities Inc. Mitsubishi UFJ Securities (USA), Inc. DNB Markets, Inc. UniCredit Capital Markets LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated |
CUSIP/ISIN |
|
13342B AK1 / US13342BAK17 |
$250,000,000 4.000% Senior Notes due 2023
Issuer |
|
Cameron International Corporation |
|
|
|
Security |
|
4.000% Senior Notes due 2023 (2023 Notes) |
|
|
|
Ratings (Moodys/S&P)* |
|
Baa1/BBB+ (Positive/Stable) |
|
|
|
Amount |
|
$250,000,000 |
|
|
|
Type |
|
SEC Registered |
|
|
|
Settlement Date (T+3) |
|
December 16, 2013 |
|
|
|
Maturity Date |
|
December 15, 2023 |
|
|
|
Coupon |
|
4.000% |
|
|
|
Coupon Payment Dates |
|
Semi-annual payments on June 15 and December 15 of each year, beginning June 15, 2014 |
|
|
|
Optional Redemption |
|
Make-whole call at T + 20 bps
However, if the 2023 Notes are redeemed on or after September 15, 2023 (three months prior to their maturity date), the redemption price would equal to 100% of the principal amount of the 2023 Notes redeemed. |
|
|
|
Benchmark |
|
UST 2.750% due November 15, 2023 |
|
|
|
Benchmark Yield |
|
2.844% |
|
|
|
Reoffer Spread |
|
+ 120 bps |
|
|
|
Reoffer Yield |
|
4.044% |
|
|
|
Price to Public |
|
99.641% |
|
|
|
Joint Bookrunners |
|
J.P. Morgan Securities LLC Credit Suisse Securities (USA) LLC Citigroup Global Markets Inc. Morgan Stanley & Co. LLC RBS Securities Inc. |
|
|
|
Co-managers |
|
Standard Chartered Bank BBVA Securities Inc. Mitsubishi UFJ Securities (USA), Inc. DNB Markets, Inc. UniCredit Capital Markets LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated |
|
|
|
CUSIP/ISIN |
|
13342B AL9 / US13342BAL99 |
$250,000,000 5.125% Senior Notes due 2043
Issuer |
|
Cameron International Corporation |
Security |
|
5.125% Senior Notes due 2043 (2043 Notes) |
|
|
|
Ratings (Moodys/S&P)* |
|
Baa1/BBB+ (Positive/Stable) |
|
|
|
Amount |
|
$250,000,000 |
|
|
|
Type |
|
SEC Registered |
|
|
|
Settlement Date (T+3) |
|
December 16, 2013 |
|
|
|
Maturity Date |
|
December 15, 2043 |
|
|
|
Coupon |
|
5.125% |
|
|
|
Coupon Payment Dates |
|
Semi-annual payments on June 15 and December 15 of each year, beginning June 15, 2014 |
|
|
|
Optional Redemption |
|
Make-whole call at T + 25 bps
However, if the 2043 Notes are redeemed on or after June 15, 2043 (six months prior to their maturity date), the redemption price would equal to 100% of the principal amount of the 2023 Notes redeemed. |
|
|
|
Benchmark |
|
UST 3.625% due August 15, 2043 |
|
|
|
Benchmark Yield |
|
3.885% |
|
|
|
Reoffer Spread |
|
+ 130 bps |
|
|
|
Reoffer Yield |
|
5.185% |
|
|
|
Price to Public |
|
99.092% |
|
|
|
Joint Bookrunners |
|
J.P. Morgan Securities LLC Credit Suisse Securities (USA) LLC Citigroup Global Markets Inc. Morgan Stanley & Co. LLC RBS Securities Inc. |
|
|
|
Co-managers |
|
Standard Chartered Bank BBVA Securities Inc. Mitsubishi UFJ Securities (USA), Inc. DNB Markets, Inc. UniCredit Capital Markets LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated |
|
|
|
CUSIP/ISIN |
|
13342B AM7 / US13342BAM72 |
*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 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 J.P. Morgan Securities LLC collect at 1-212-834-4533 or Credit Suisse Securities (USA) LLC toll-free at 1-800-221-1037.