Filed Pursuant to Rule 433
Registration No. 333-249545
October 26, 2021
Pricing Term Sheet
€1,100,000,000
The Procter & Gamble Company
€500,000,000 0.350% Notes due 2030
€600,000,000 0.900% Notes due 2041
0.350% Notes due 2030
| Issuer: | The Procter & Gamble Company | |
| Aggregate Principal Amount: | €500,000,000 | |
| Maturity Date: | May 5, 2030 | |
| Mid-swap rate: | 0.196% | |
| Spread to mid-swap rate: | +17 basis points | |
| Yield to Maturity: | 0.366% | |
| Coupon (Interest Rate): | 0.350% | |
| Price to Public (Issue Price): | 99.867% of principal amount | |
| Reference Government security: | 0.000% due February 15, 2030 | |
| Reference Government security price/yield: | 101.95%; -0.232% | |
| Spread to reference Government security: | +59.8 basis points | |
| Interest Payment Date: | May 5, commencing May 5, 2022 | |
| Day Count Convention: | ACT/ACT, following, unadjusted | |
| Make-Whole Redemption: | At any time at the greater of 100% or a discount rate of the Comparable Government Bond Rate plus 10 basis points | |
| Tax Redemption: | The notes will be redeemable if certain events occur involving United States taxation as described in the Prospectus Supplement | |
| Trade Date: | October 26, 2021 | |
| Settlement Date: | November 5, 2021 (T+8 business days in the City of New York and T+8 business days in London) | |
| Common Code: | 240421348 | |
| ISIN: | XS2404213485 | |
| CUSIP: | 742718 FR5 | |
| Denominations: | €100,000 x €1,000 | |
| Joint Book-Running Managers: | Barclays Bank PLC | |
| Deutsche Bank AG, London Branch | ||
| HSBC Bank plc | ||
| Citigroup Global Markets Limited | ||
| Senior Co-Managers: | Goldman Sachs & Co. LLC | |
| Morgan Stanley & Co. International plc | ||
| Co-Managers: | Banco Bilbao Vizcaya Argentaria, S.A. | |
| BNP Paribas | ||
| Fifth Third Securities, Inc. | ||
| ING Bank N.V., Belgian Branch | ||
| Merrill Lynch International | ||
| MUFG Securities EMEA plc | ||
| PNC Capital Markets LLC | ||
| RBC Europe Limited | ||
| Siebert Williams Shank & Co., LLC | ||
| U.S. Bancorp Investments, Inc. | ||
| Stabilizing Manager: | Deutsche Bank AG, London Branch | |
| Type of Offering: | SEC Registered | |
| Listing: | Application will be made for listing on the New York Stock Exchange on terms described in the Prospectus Supplement | |
| Long-term Debt Ratings: | Moody’s: Aa3 (Stable); S&P: AA- (Stable) | |
0.900% Notes due 2041
| Issuer: | The Procter & Gamble Company | |
| Aggregate Principal Amount: | €600,000,000 | |
| Maturity Date: | November 4, 2041 | |
| Mid-swap rate: | 0.527% | |
| Spread to mid-swap rate: | +40 basis points | |
| Yield to Maturity: | 0.927% | |
| Coupon (Interest Rate): | 0.900% | |
| Price to Public (Issue Price): | 99.509% of principal amount | |
| Reference Government security: | 4.750% due July 4, 2040 | |
| Reference Government security price/yield: | 188.35%; 0.014% | |
| Spread to reference Government security: | +91.3 basis points | |
| Interest Payment Date: | November 4, commencing November 4, 2022 | |
| Day Count Convention: | ACT/ACT, following, unadjusted | |
| Make-Whole Redemption: | At any time at the greater of 100% or a discount rate of the Comparable Government Bond Rate plus 10 basis points | |
| Tax Redemption: | The notes will be redeemable if certain events occur involving United States taxation as described in the Prospectus Supplement | |
| Trade Date: | October 26, 2021 | |
| Settlement Date: | November 5, 2021 (T+8 business days in the City of New York and T+8 business days in London) | |
| Common Code: | 240421402 | |
| ISIN: | XS2404214020 | |
| CUSIP: | 742718 FS3 | |
| Denominations: | €100,000 x €1,000 | |
| Joint Book-Running Managers: | Barclays Bank PLC | |
| Deutsche Bank AG, London Branch | ||
| HSBC Bank plc | ||
| Citigroup Global Markets Limited | ||
| Senior Co-Managers: | Goldman Sachs & Co. LLC | |
| Morgan Stanley & Co. International plc | ||
| Co-Managers: | Banco Bilbao Vizcaya Argentaria, S.A. | |
| BNP Paribas | ||
| Fifth Third Securities, Inc. | ||
| ING Bank N.V., Belgian Branch | ||
| Merrill Lynch International | ||
| MUFG Securities EMEA plc | ||
| PNC Capital Markets LLC | ||
| RBC Europe Limited | ||
| Siebert Williams Shank & Co., LLC | ||
| U.S. Bancorp Investments, Inc. | ||
| Stabilizing Manager: | Deutsche Bank AG, London Branch | |
| Type of Offering: | SEC Registered | |
| Listing: | Application will be made for listing on the New York Stock Exchange on terms described in the Prospectus Supplement | |
| 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.
Manufacturer target market (MiFID II product governance/UK MiFIR product governance) is eligible counterparties and professional clients only (all distribution channels). No PRIIPs/UK PRIIPs key information document has been prepared as the notes are not available to retail investors in the EEA and the United Kingdom.
This communication is being distributed to, and is directed only at, persons in the United Kingdom in circumstances where section 21(1) of the Financial Services and Markets Act 2000 does not apply.
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 Barclays Bank PLC toll-free at 1-888-710-8756, Deutsche Bank AG, London Branch toll-free at 1-800-522-6645 or HSBC Bank plc toll-free at 1-866-811-8049.
Any disclaimers or other notices that may appear below are not applicable to this communication and should be disregarded. Such disclaimers or other notices were automatically generated as a result of this communication being sent via Bloomberg or another email system.
