Filed pursuant to Rule 433
Registration Statement No. 333-165529
Province of Ontario
U.S.$100,000,000 Floating Rate Notes due April 1, 2015 (the “New Notes”)
Final Term Sheet
| Issuer: | Province of Ontario | |
| Documentation: | U.S. Medium-Term Note Program | |
| Existing Long-Term Issuer Ratings1: | Aa1/ AA- (Moody’s/S&P) | |
| Sole Lead Manager: | Goldman Sachs International | |
| Trade Date: | April 13, 2012 | |
| Issue Date (Settlement Date): | April 18, 2012 (T+3) | |
| Maturity Date: | April 1, 2015 | |
| Principal Amount: | U.S.$100,000,000 | |
| Same Series: | The New Notes are part of the same series as, and will be fungible and consolidated with, the U.S.$350,000,000 Medium-Term Notes, Series USMTN1, issued by the Province of Ontario on February 29, 2012 (the “Same Series Notes”). | |
| Interest Payment Dates: | Interest will be paid on January 1, April 1, July 1 and October 1 of each year up to and including the Maturity Date, subject to the Modified Following Adjusted business day convention. | |
| Last Interest Payment Date: | April 2, 2012 | |
| Interest Reset Dates: | January 1, April 1, July 1 and October 1 of each year commencing April 1, 2012 | |
| Interest Rate Basis: | USD LIBOR (LIBOR01) | |
| Index Maturity: | 3 months | |
| Spread: | + 15bps | |
| Issue Price: | 100%, plus Accrued Interest | |
| Accrued Interest: | Interest from and including April 2, 2012 (the first Interest Payment Date of the Same Series Notes) to but excluding April 18, 2012 (the settlement date of the New Notes) | |
| Aggregate Accrued Interest to Issuer: | U.S.$27,473.33 (16 days) | |
| Net Proceeds: | U.S.$100,027,473.33 | |
| Business Days: | New York, London, Toronto | |
| Listing: | N/A | |
| Minimum Denominations: | U.S.$2,000 and integral multiples of U.S.$1,000 in excess thereof | |
| Governing Law: | Laws of the Province of Ontario and the federal laws of Canada applicable therein | |
| CUSIP/ISIN: | 68323TAA1 / US68323TAA16 | |
The issuer has filed a registration statement, including a prospectus and a prospectus supplement, with the Securities and Exchange Commission (the “SEC”) for the offering to which this communication relates. Before you invest, you should read the prospectus and the prospectus supplement 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 website at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and the prospectus supplement if you request it by calling Goldman Sachs International, toll-free at 1-866-471-2526.
| 1 | A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. |
