Filed Pursuant to Rule 433 under the Securities Act of 1933
Registration StatementNo. 333-219630
Issuer Free Writing Prospectus, dated July 29, 2019
The Boeing Company
Final Term Sheet
$750,000,000 2.300% Senior Notes due 2021
Summary of Final Terms
Dated July 29, 2019
| Issuer | The Boeing Company | |
| Principal Amount | $750,000,000 | |
| Trade Date | July 29, 2019 | |
| Settlement Date (T+2) | July 31, 2019 | |
| Maturity Date | August 1, 2021 | |
| Treasury Benchmark | 1.750% due July 31, 2021 | |
| Treasury Price / Yield | 99-25 5/8 / 1.852% | |
| Spread to Treasury | +45 bps | |
| Reoffer Yield | 2.302% | |
| Price to Public1 | 99.996% | |
| Gross Fee Spread | 0.200% | |
| Coupon (Interest Rate) | 2.300% | |
| Interest Payment Dates | February 1 and August 1 | |
| First Interest Payment Date | February 1, 2020 | |
| Call Provision | MWC @ T+10 bps | |
| Use of Proceeds | The Company intends to use approximately $4 billion of the net proceeds from this offering to fund its previously announced joint venture with Embraer and the remaining net proceeds for general corporate purposes. | |
| CUSIP / ISIN | 097023CL7 / US097023CL77 | |
| Joint Book-Running Managers | J.P. Morgan Securities LLC Barclays Capital Inc. RBC Capital Markets, LLC Lloyds Securities Inc. SunTrust Robinson Humphrey, Inc. U.S. Bancorp Investments, Inc. | |
| SeniorCo-Managers | BofA Securities, Inc. BBVA Securities Inc. BNP Paribas Securities Corp. Citigroup Global Markets Inc. Commerz Markets LLC Credit Agricole Securities (USA) Inc. Credit Suisse Securities (USA) LLC Deutsche Bank Securities Inc. | |
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Goldman Sachs & Co. LLC Mizuho Securities USA LLC Morgan Stanley & Co. LLC MUFG Securities Americas Inc. Santander Investment Securities Inc. SG Americas Securities, LLC SMBC Nikko Securities America, Inc. Wells Fargo Securities, LLC | ||
| Co-Managers | ANZ Securities, Inc. ICBC Standard Bank Plc2 Standard Chartered Bank3 Westpac Capital Markets LLC | |
Notes:
| 1 | Plus accrued interest, if any, from July 31, 2019. |
| 2 | ICBC Standard Bank Plc is restricted in its U.S. securities dealings under the United States Bank Holding Company Act and may not underwrite, subscribe, agree to purchase or procure purchasers to purchase notes that are offered or sold in the United States. Accordingly, ICBC Standard Bank Plc shall not be obligated to, and shall not, underwrite, subscribe, agree to purchase or procure purchasers to purchase notes that may be offered or sold by other underwriters in the United States. ICBC Standard Bank Plc shall offer and sell the Securities constituting part of its allotment solely outside the United States. |
| 3 | Standard Chartered Bank will not effect any offers or sales of any notes in the United States unless it is through one or more U.S. registered broker-dealers as permitted by the regulations of FINRA. |
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 at1-212-834-4533, Barclays Capital Inc. at1-888-603-5847, and RBC Capital Markets, LLC at1-866-375-6829.
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$1,000,000,000 2.700% Senior Notes due 2027
Summary of Final Terms
Dated July 29, 2019
| Issuer | The Boeing Company | |
| Principal Amount | $1,000,000,000 | |
| Trade Date | July 29, 2019 | |
| Settlement Date (T+2) | July 31, 2019 | |
| Maturity Date | February 1, 2027 | |
| Treasury Benchmark | 1.875% due July 31, 2026 | |
| Treasury Price / Yield | 99-18+ / 1.940% | |
| Spread to Treasury | +80 bps | |
| Reoffer Yield | 2.740% | |
| Price to Public1 | 99.730% | |
| Gross Fee Spread | 0.400% | |
| Coupon (Interest Rate) | 2.700% | |
| Interest Payment Dates | February 1 and August 1 | |
| First Interest Payment Date | February 1, 2020 | |
| Call Provision | MWC @ T+15 bps at any time prior to December 1, 2026 (two months prior to maturity); par call at any time on or after December 1, 2026 | |
| Use of Proceeds | The Company intends to use approximately $4 billion of the net proceeds from this offering to fund its previously announced joint venture with Embraer and the remaining net proceeds for general corporate purposes. | |
| CUSIP / ISIN | 097023CM5 / US097023CM50 | |
| Joint Book-Running Managers | J.P. Morgan Securities LLC Mizuho Securities USA LLC MUFG Securities Americas Inc. BofA Securities, Inc. BBVA Securities Inc. Santander Investment Securities Inc. | |
| SeniorCo-Managers | Barclays Capital Inc. BNP Paribas Securities Corp. Citigroup Global Markets Inc. Commerz Markets LLC Credit Agricole Securities (USA) Inc. Credit Suisse Securities (USA) LLC Deutsche Bank Securities Inc. Goldman Sachs & Co. LLC Lloyds Securities Inc. | |
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Morgan Stanley & Co. LLC RBC Capital Markets, LLC SG Americas Securities, LLC SMBC Nikko Securities America, Inc. SunTrust Robinson Humphrey, Inc. U.S. Bancorp Investments, Inc. Wells Fargo Securities, LLC | ||
| Co-Managers | ANZ Securities, Inc. ICBC Standard Bank Plc2 Standard Chartered Bank3 Westpac Capital Markets LLC | |
| JuniorCo-Managers | Blaylock Van, LLC C.L. King & Associates, Inc. Cabrera Capital Markets, LLC CastleOak Securities Great Pacific Securities Guzman & Company Multi-Bank Securities, Inc. R. Seelaus & Co., LLC Siebert Cisneros Shank & Co., L.L.C. Tribal Capital Markets, LLC | |
Notes:
| 1 | Plus accrued interest, if any, from July 31, 2019. |
| 2 | ICBC Standard Bank Plc is restricted in its U.S. securities dealings under the United States Bank Holding Company Act and may not underwrite, subscribe, agree to purchase or procure purchasers to purchase notes that are offered or sold in the United States. Accordingly, ICBC Standard Bank Plc shall not be obligated to, and shall not, underwrite, subscribe, agree to purchase or procure purchasers to purchase notes that may be offered or sold by other underwriters in the United States. ICBC Standard Bank Plc shall offer and sell the Securities constituting part of its allotment solely outside the United States. |
| 3 | Standard Chartered Bank will not effect any offers or sales of any notes in the United States unless it is through one or more U.S. registered broker-dealers as permitted by the regulations of FINRA. |
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 at1-212-834-4533, Mizuho Securities USA LLC at1-866-271-7403, and MUFG Securities Americas Inc. at1-877-649-6848.
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$750,000,000 2.950% Senior Notes due 2030
Summary of Final Terms
Dated July 29, 2019
| Issuer | The Boeing Company | |
| Principal Amount | $750,000,000 | |
| Trade Date | July 29, 2019 | |
| Settlement Date (T+2) | July 31, 2019 | |
| Maturity Date | February 1, 2030 | |
| Treasury Benchmark | 2.375% due May 15, 2029 | |
| Treasury Price / Yield | 102-24 / 2.063% | |
| Spread to Treasury | +90 bps | |
| Reoffer Yield | 2.963% | |
| Price to Public1 | 99.883% | |
| Gross Fee Spread | 0.450% | |
| Coupon (Interest Rate) | 2.950% | |
| Interest Payment Dates | February 1 and August 1 | |
| First Interest Payment Date | February 1, 2020 | |
| Call Provision | MWC @ T+15 bps at any time prior to November 1, 2029 (three months prior to maturity); par call at any time on or after November 1, 2029 | |
| Use of Proceeds | The Company intends to use approximately $4 billion of the net proceeds from this offering to fund its previously announced joint venture with Embraer and the remaining net proceeds for general corporate purposes. | |
| CUSIP / ISIN | 097023CN3 / US097023CN34 | |
| Joint Book-Running Managers | J.P. Morgan Securities LLC Deutsche Bank Securities Inc. Wells Fargo Securities, LLC Citigroup Global Markets Inc. Commerz Markets LLC SG Americas Securities, LLC | |
| SeniorCo-Managers | BofA Securities, Inc. Barclays Capital Inc. BBVA Securities Inc. BNP Paribas Securities Corp. Credit Agricole Securities (USA) Inc. Credit Suisse Securities (USA) LLC Goldman Sachs & Co. LLC Lloyds Securities Inc. Mizuho Securities USA LLC | |
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Morgan Stanley & Co. LLC MUFG Securities Americas Inc. RBC Capital Markets, LLC Santander Investment Securities Inc. SMBC Nikko Securities America, Inc. SunTrust Robinson Humphrey, Inc. U.S. Bancorp Investments, Inc. | ||
| Co-Managers | ANZ Securities, Inc. ICBC Standard Bank Plc2 Standard Chartered Bank3 Westpac Capital Markets LLC | |
| JuniorCo-Managers | Academy Securities Inc. Loop Capital Markets LLC Penserra Securities LLC Telsey Advisory Group LLC The Williams Capital Group, L.P. | |
Notes:
| 1 | Plus accrued interest, if any, from July 31, 2019. |
| 2 | ICBC Standard Bank Plc is restricted in its U.S. securities dealings under the United States Bank Holding Company Act and may not underwrite, subscribe, agree to purchase or procure purchasers to purchase notes that are offered or sold in the United States. Accordingly, ICBC Standard Bank Plc shall not be obligated to, and shall not, underwrite, subscribe, agree to purchase or procure purchasers to purchase notes that may be offered or sold by other underwriters in the United States. ICBC Standard Bank Plc shall offer and sell the Securities constituting part of its allotment solely outside the United States. |
| 3 | Standard Chartered Bank will not effect any offers or sales of any notes in the United States unless it is through one or more U.S. registered broker-dealers as permitted by the regulations of FINRA. |
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 at1-212-834-4533, Deutsche Bank Securities Inc. at1-800-503-4611, and Wells Fargo Securities, LLC at1-800-645-3751.
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$750,000,000 3.250% Senior Notes due 2035
Summary of Final Terms
Dated July 29, 2019
| Issuer | The Boeing Company | |
| Principal Amount | $750,000,000 | |
| Trade Date | July 29, 2019 | |
| Settlement Date (T+2) | July 31, 2019 | |
| Maturity Date | February 1, 2035 | |
| Treasury Benchmark | 2.375% due May 15, 2029 | |
| Treasury Price / Yield | 102-24 / 2.063% | |
| Spread to Treasury | +120 bps | |
| Reoffer Yield | 3.263% | |
| Price to Public1 | 99.843% | |
| Gross Fee Spread | 0.600% | |
| Coupon (Interest Rate) | 3.250% | |
| Interest Payment Dates | February 1 and August 1 | |
| First Interest Payment Date | February 1, 2020 | |
| Call Provision | MWC @ T+20 bps at any time prior to November 1, 2034 (three months prior to maturity); par call at any time on or after November 1, 2034 | |
| Use of Proceeds | The Company intends to use approximately $4 billion of the net proceeds from this offering to fund its previously announced joint venture with Embraer and the remaining net proceeds for general corporate purposes. | |
| CUSIP / ISIN | 097023CP8 / US097023CP81 | |
| Joint Book-Running Managers | J.P. Morgan Securities LLC Credit Suisse Securities (USA) LLC SMBC Nikko Securities America, Inc. Credit Agricole Securities (USA) Inc. Mizuho Securities USA LLC Santander Investment Securities Inc. | |
| SeniorCo-Managers | BofA Securities, Inc. Barclays Capital Inc. BBVA Securities Inc. BNP Paribas Securities Corp. Citigroup Global Markets Inc. Commerz Markets LLC Deutsche Bank Securities Inc. Goldman Sachs & Co. LLC Lloyds Securities Inc. | |
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Morgan Stanley & Co. LLC MUFG Securities Americas Inc. RBC Capital Markets, LLC SG Americas Securities, LLC SunTrust Robinson Humphrey, Inc. U.S. Bancorp Investments, Inc. Wells Fargo Securities, LLC | ||
| Co-Managers | ANZ Securities, Inc. ICBC Standard Bank Plc2 Standard Chartered Bank3 Westpac Capital Markets LLC | |
| JuniorCo-Managers | Academy Securities Inc. Apto Partners, LLC Loop Capital Markets LLC MFR Securities, Inc. Penserra Securities LLC Stern Brothers Telsey Advisory Group LLC The Williams Capital Group, L.P. | |
Notes:
| 1 | Plus accrued interest, if any, from July 31, 2019. |
| 2 | ICBC Standard Bank Plc is restricted in its U.S. securities dealings under the United States Bank Holding Company Act and may not underwrite, subscribe, agree to purchase or procure purchasers to purchase notes that are offered or sold in the United States. Accordingly, ICBC Standard Bank Plc shall not be obligated to, and shall not, underwrite, subscribe, agree to purchase or procure purchasers to purchase notes that may be offered or sold by other underwriters in the United States. ICBC Standard Bank Plc shall offer and sell the Securities constituting part of its allotment solely outside the United States. |
| 3 | Standard Chartered Bank will not effect any offers or sales of any notes in the United States unless it is through one or more U.S. registered broker-dealers as permitted by the regulations of FINRA. |
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 at1-212-834-4533, Credit Suisse Securities (USA) LLC at1-800-221-1037, and SMBC Nikko Securities America, Inc. at1-888-868-6856.
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$1,250,000,000 3.750% Senior Notes due 2050
Summary of Final Terms
Dated July 29, 2019
| Issuer | The Boeing Company | |
| Principal Amount | $1,250,000,000 | |
| Trade Date | July 29, 2019 | |
| Settlement Date (T+2) | July 31, 2019 | |
| Maturity Date | February 1, 2050 | |
| Treasury Benchmark | 3.000% due February 15, 2049 | |
| Treasury Price / Yield | 108-09 / 2.597% | |
| Spread to Treasury | +120 bps | |
| Reoffer Yield | 3.797% | |
| Price to Public1 | 99.155% | |
| Gross Fee Spread | 0.875% | |
| Coupon (Interest Rate) | 3.750% | |
| Interest Payment Dates | February 1 and August 1 | |
| First Interest Payment Date | February 1, 2020 | |
| Call Provision | MWC @ T+20 bps at any time prior to August 1, 2049 (six months prior to maturity); par call at any time on or after August 1, 2049 | |
| Use of Proceeds | The Company intends to use approximately $4 billion of the net proceeds from this offering to fund its previously announced joint venture with Embraer and the remaining net proceeds for general corporate purposes. | |
| CUSIP / ISIN | 097023CQ6 / US097023CQ64 | |
| Joint Book-Running Managers | J.P. Morgan Securities LLC BofA Securities, Inc. Morgan Stanley & Co. LLC BBVA Securities Inc. BNP Paribas Securities Corp. Credit Suisse Securities (USA) LLC | |
| SeniorCo-Managers | Barclays Capital Inc. Citigroup Global Markets Inc. Commerz Markets LLC Credit Agricole Securities (USA) Inc. Deutsche Bank Securities Inc. Goldman Sachs & Co. LLC Lloyds Securities Inc. Mizuho Securities USA LLC MUFG Securities Americas Inc. RBC Capital Markets, LLC | |
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Santander Investment Securities Inc. SG Americas Securities, LLC SMBC Nikko Securities America, Inc. SunTrust Robinson Humphrey, Inc. U.S. Bancorp Investments, Inc. Wells Fargo Securities, LLC | ||
| Co-Managers | ANZ Securities, Inc. ICBC Standard Bank Plc2 Standard Chartered Bank3 Westpac Capital Markets LLC | |
| JuniorCo-Managers | Academy Securities Inc. Bancroft Capital LLC Drexel Hamilton, LLC Loop Capital Markets LLC Mischler Financial Group, Inc. Samuel A. Ramirez & Company, Inc. | |
Notes:
| 1 | Plus accrued interest, if any, from July 31, 2019. |
| 2 | ICBC Standard Bank Plc is restricted in its U.S. securities dealings under the United States Bank Holding Company Act and may not underwrite, subscribe, agree to purchase or procure purchasers to purchase notes that are offered or sold in the United States. Accordingly, ICBC Standard Bank Plc shall not be obligated to, and shall not, underwrite, subscribe, agree to purchase or procure purchasers to purchase notes that may be offered or sold by other underwriters in the United States. ICBC Standard Bank Plc shall offer and sell the Securities constituting part of its allotment solely outside the United States. |
| 3 | Standard Chartered Bank will not effect any offers or sales of any notes in the United States unless it is through one or more U.S. registered broker-dealers as permitted by the regulations of FINRA. |
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 at1-212-834-4533, BofA Securities, Inc. at1-800-294-1322, and Morgan Stanley & Co. LLC at1-866-718-1649.
.
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$1,000,000,000 3.950% Senior Notes due 2059
Summary of Final Terms
Dated July 29, 2019
| Issuer | The Boeing Company | |
| Principal Amount | $1,000,000,000 | |
| Trade Date | July 29, 2019 | |
| Settlement Date (T+2) | July 31, 2019 | |
| Maturity Date | August 1, 2059 | |
| Treasury Benchmark | 3.000% due February 15, 2049 | |
| Treasury Price / Yield | 108-09 / 2.597% | |
| Spread to Treasury | +140 bps | |
| Reoffer Yield | 3.997% | |
| Price to Public1 | 99.065% | |
| Gross Fee Spread | 0.925% | |
| Coupon (Interest Rate) | 3.950% | |
| Interest Payment Dates | February 1 and August 1 | |
| First Interest Payment Date | February 1, 2020 | |
| Call Provision | MWC @ T+25 bps at any time prior to February 1, 2059 (six months prior to maturity); par call at any time on or after February 1, 2059 | |
| Use of Proceeds | The Company intends to use approximately $4 billion of the net proceeds from this offering to fund its previously announced joint venture with Embraer and the remaining net proceeds for general corporate purposes. | |
| CUSIP / ISIN | 097023CR4 / US097023CR48 | |
| Joint Book-Running Managers | J.P. Morgan Securities LLC Citigroup Global Markets Inc. Goldman Sachs & Co. LLC BNP Paribas Securities Corp. SG Americas Securities, LLC SMBC Nikko Securities America, Inc. | |
| SeniorCo-Managers | BofA Securities, Inc. Barclays Capital Inc. BBVA Securities Inc. Commerz Markets LLC Credit Agricole Securities (USA) Inc. Credit Suisse Securities (USA) LLC Deutsche Bank Securities Inc. Lloyds Securities Inc. | |
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Mizuho Securities USA LLC Morgan Stanley & Co. LLC MUFG Securities Americas Inc. RBC Capital Markets, LLC Santander Investment Securities Inc. SunTrust Robinson Humphrey, Inc. U.S. Bancorp Investments, Inc. Wells Fargo Securities, LLC | ||
| Co-Managers | ANZ Securities, Inc. ICBC Standard Bank Plc2 Standard Chartered Bank3 Westpac Capital Markets LLC | |
| JuniorCo-Managers | Academy Securities Inc. Loop Capital Markets LLC | |
Notes:
| 1 | Plus accrued interest, if any, from July 31, 2019. |
| 2 | ICBC Standard Bank Plc is restricted in its U.S. securities dealings under the United States Bank Holding Company Act and may not underwrite, subscribe, agree to purchase or procure purchasers to purchase notes that are offered or sold in the United States. Accordingly, ICBC Standard Bank Plc shall not be obligated to, and shall not, underwrite, subscribe, agree to purchase or procure purchasers to purchase notes that may be offered or sold by other underwriters in the United States. ICBC Standard Bank Plc shall offer and sell the Securities constituting part of its allotment solely outside the United States. |
| 3 | Standard Chartered Bank will not effect any offers or sales of any notes in the United States unless it is through one or more U.S. registered broker-dealers as permitted by the regulations of FINRA. |
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 at1-212-834-4533, Citigroup Global Markets Inc. at1-800-831-9146, and Goldman Sachs & Co. LLC at1-866-471-2526.
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