Free Writing Prospectus
Filed pursuant to Rule 433
Dated May 15, 2019
Relating to
Preliminary Prospectus Supplement dated May 15, 2019 to
Prospectus dated November 20, 2017
Registration StatementNo. 333-221668
Final Term Sheet
€500,000,000 0.375% Notes due 2024
| Issuer: | Emerson Electric Co. | |
| Legal Entity Identifier: | FGLT0EWZSUIRRITFOA30 | |
| Principal Amount: | €500,000,000 | |
| Title of Securities: | 0.375% Notes due 2024 | |
| Trade Date: | May 15, 2019 | |
| Settlement Date*: | May 22, 2019 (T+5) | |
| Maturity Date: | May 22, 2024 | |
| Listing: | Emerson Electric Co. intends to apply to list the 0.375% Notes due 2024 on the New York Stock Exchange | |
| Benchmark Bund: | OBL 0.000% due April 5, 2024 #179 | |
| Benchmark Bund Yield / Price: | -0.514% / 102.550% | |
| Spread to Benchmark Bund: | +90.3 basis points | |
| Spread to Mid Swaps: | +42 basis points | |
| Mid Swaps Yield: | -0.031% | |
| Interest Rate: | 0.375% per annum | |
| Yield to Maturity: | 0.389% | |
| Public Offering Price: | 99.931% | |
| Gross Proceeds to Issuer: | €499,655,000 | |
| Interest Payment Date: | Annually in arrears on May 22, commencing May 22, 2020 | |
| Redemption Provision: | ||
Make-Whole Call: | Bund plus 15 basis points prior to April 22, 2024 | |
Par Call: | On or after April 22, 2024 | |
Tax Redemption: | The notes will be redeemable if certain events occur involving United States taxation as described in the preliminary prospectus supplement | |
| CUSIP: | 291011 BK9 | |
| ISIN: | XS1999902502 | |
| Common Code: | 199990250 | |
| Joint Book-Running Managers: | BNP Paribas Citigroup Global Markets Limited J.P. Morgan Securities plc | |
| Co-Managers: | Barclays Bank PLC Deutsche Bank AG, London Branch HSBC Securities (USA) Inc. Merrill Lynch International Wells Fargo Securities International Limited | |
* It is expected that delivery of the notes will be made against payment therefor on or about May 22, 2019, which is the fifth U.S. business day following the date of the pricing of the Notes. Under Rule15c6-1 under the Exchange Act, trades in the secondary market generally are required to settle in two business days unless the parties to that trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes prior to the third business day preceding the settlement date will be required, by virtue of the fact that the Notes initially will settle in T+5, to specify an alternative settlement cycle at the time of any such trade to prevent failed settlement and should consult their own advisors. Purchasers of notes who wish to trade their notes on the date of pricing or the next succeeding business day should consult their own advisor.
The issuer has filed a registration statement (including a prospectus) and a 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, 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 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 BNP Paribas toll free at1-800-854-5674, Citigroup Global Markets Limited toll free at1-800-831-9146 or J.P. Morgan Securities plc at+44-207-134-2468.
MiFID II product governance / Professional investors and ECPs only target market– Solely for the purposes of each manufacturer’s product approval process, the target market assessment in respect of the Notes has led to the conclusion that: (i) the target market for the Notes is eligible counterparties and professional clients only, each as defined in Directive 2014/65/EU (as amended, “MiFID II”); and (ii) all channels for distribution of the Notes to eligible counterparties and professional clients are appropriate. Any person subsequently offering, selling or recommending the Notes (a “distributor”) should take into consideration the manufacturer’s target market assessment; however, a distributor subject to MiFID II is responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining the manufacturers’ target market assessment) and determining appropriate distribution channels.
PRIIPs Regulation - No PRIIPs key information document (KID) has been prepared as not available to retail in EEA.
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