Filed Pursuant to Rule 433
RegistrationNo. 333-199594
August 9, 2017
Pricing Term Sheet
$2,000,000,000
The Procter & Gamble Company
$1,250,000,000 2.150% Notes due 2022
$750,000,000 2.850% Notes due 2027
| 2.150% Notes due 2022 | ||
| Issuer: | The Procter & Gamble Company | |
| Aggregate Principal Amount: | $1,250,000,000 | |
| Maturity Date: | August 11, 2022 | |
| Coupon (Interest Rate): | 2.150% | |
| Price to Public (Issue Price): | 99.854% of principal amount | |
| Yield to Maturity: | 2.181% | |
| Spread to Benchmark Treasury: | + 38 basis points | |
| Benchmark Treasury: | 1.875% UST due July 31, 2022 | |
| Benchmark Treasury Yield: | 1.801% | |
| Interest Payment Dates: | February 11 and August 11, commencing February 11, 2018 | |
| Day Count Convention: | 30/360 | |
| Make-whole Redemption: | At any time at the greater of 100% or a discount rate of Treasury plus 7.5 basis points | |
| Trade Date: | August 9, 2017 | |
| Settlement Date: | August 11, 2017 (T+2) | |
| CUSIP Number: | 742718EU9 | |
| ISIN Number: | US742718EU91 | |
| Denominations: | $2,000 x $1,000 | |
| Joint Book-Running Managers: | Citigroup Global Markets Inc. | |
| Goldman Sachs & Co. LLC | ||
| J.P. Morgan Securities LLC | ||
| SeniorCo-Managers: | Deutsche Bank Securities Inc. | |
| HSBC Securities (USA) Inc. | ||
| Morgan Stanley & Co. LLC | ||
| Co-Managers: | Barclays Capital Inc. | |
| Merrill Lynch, Pierce, Fenner & Smith | ||
| Incorporated | ||
| MUFG Securities Americas Inc. | ||
| RBC Capital Markets, LLC | ||
| BBVA Securities Inc. | ||
| ING Financial Markets LLC | ||
| Wells Fargo Securities, LLC | ||
| The Williams Capital Group, L.P. | ||
| Fifth Third Securities, Inc. | ||
| PNC Capital Markets LLC | ||
| U.S. Bancorp Investments, Inc. | ||
| Type of Offering: | SEC Registered | |
| Listing: | None | |
| Long-term Debt Ratings: | Moody’s: Aa3 (Stable); S&P:AA- (Stable) | |
| 2.850% Notes due 2027 | ||
| Issuer: | The Procter & Gamble Company | |
| Aggregate Principal Amount: | $750,000,000 | |
| Maturity Date: | August 11, 2027 | |
| Coupon (Interest Rate): | 2.850% | |
| Price to Public (Issue Price): | 99.793% of principal amount | |
| Yield to Maturity: | 2.874% | |
| Spread to Benchmark Treasury: | + 63 basis points | |
| Benchmark Treasury: | 2.375% UST due May 15, 2027 | |
| Benchmark Treasury Yield: | 2.244% | |
| Interest Payment Dates: | February 11 and August 11, commencing February 11, 2018 | |
| Day Count Convention: | 30/360 | |
| Make-whole Redemption: | At any time at the greater of 100% or a discount rate of Treasury plus 10 basis points | |
| Trade Date: | August 9, 2017 | |
| Settlement Date: | August 11, 2017 (T+2) | |
| CUSIP Number: | 742718EV7 | |
| ISIN Number: | US742718EV74 | |
| Denominations: | $2,000 x $1,000 | |
| Joint Book-Running Managers: | Citigroup Global Markets Inc. | |
| Goldman Sachs & Co. LLC | ||
| J.P. Morgan Securities LLC | ||
| SeniorCo-Managers: | Deutsche Bank Securities Inc. | |
| HSBC Securities (USA) Inc. | ||
| Morgan Stanley & Co. LLC | ||
| Co-Managers: | Barclays Capital Inc. | |
| Merrill Lynch, Pierce, Fenner & Smith | ||
| Incorporated | ||
| MUFG Securities Americas Inc. | ||
| RBC Capital Markets, LLC | ||
| BBVA Securities Inc. | ||
| ING Financial Markets LLC | ||
| Wells Fargo Securities, LLC | ||
| The Williams Capital Group, L.P. | ||
| Fifth Third Securities, Inc. | ||
| PNC Capital Markets LLC | ||
| U.S. Bancorp Investments, Inc. | ||
| Type of Offering: | SEC Registered | |
| Listing: | None | |
| Long-term Debt Ratings: | Moody’s: Aa3 (Stable); S&P:AA- (Stable) | |
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 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 Citigroup Global Markets Inc. toll-free at1-800-831-9146, Goldman Sachs & Co. LLC toll-free at1-866-471-2526 and J.P. Morgan Securities LLC collect at1-212-834-4533.
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