Filed pursuant to Rule 433
Registration Nos. 333-269898 and
333-269898-01
February 23, 2023
BHP Group Limited
Pricing Details on BHP Billiton Finance (USA) Limited 4.875% Senior Notes due 2026
Issuer: | BHP Billiton Finance (USA) Limited | |
Guarantor: | BHP Group Limited | |
Security: | 4.875% Senior Notes due 2026 (the “2026 Notes”) | |
Principal Amount: | US$1,000,000,000 | |
Use of Proceeds: | General corporate purposes | |
Denominations: | US$2,000 and integral multiples of US$1,000 | |
Settlement Date (T+3)**: | February 28, 2023 | |
Guarantee: | Payment of the principal of and interest on the 2026 Notes is fully and unconditionally guaranteed by the Guarantor | |
Maturity Date: | February 27, 2026 | |
Day Count: | 30/360 | |
Day Count Convention: | Following, unadjusted | |
Interest Rate: | 4.875% per annum | |
Date interest starts accruing: | February 28, 2023 | |
Interest Payment Dates: | February 27 and August 27 of each year, subject to the Day Count Convention, commencing on the First Interest Payment Date | |
First Interest Payment Date: | August 27, 2023 | |
Benchmark Treasury: | 4.000% due February 2026 | |
Benchmark Treasury Price: | 98 – 28 5/8 | |
Benchmark Treasury Yield: | 4.400% | |
Spread to Benchmark Treasury: | 55bps | |
Re-offer Yield: | 4.950% | |
Ranking: | The 2026 Notes are unsecured obligations of the Issuer and will rank equally with all of the Issuer’s other unsecured and unsubordinated indebtedness |
Filed pursuant to Rule 433
Registration Nos. 333-269898 and
333-269898-01
February 23, 2023
Governing Law: | New York | |
Optional Redemption: | Make-Whole Call: at the Treasury Rate plus 10bps at any time | |
Issue Price: | 99.794% | |
Gross Proceeds: | US$997,940,000 | |
Underwriters’ Fee: | 0.25% | |
All-in Price: | 99.544% | |
Proceeds to Issuer: | US$995,440,000 | |
Global Coordinator: | Barclays Capital Inc. | |
Joint Active Bookrunners: | Barclays Capital Inc. BofA Securities, Inc. BNP Paribas Securities Corp. MUFG Securities Americas Inc. Santander US Capital Markets LLC | |
Co-managers: | Australia and New Zealand Banking Group Limited DBS Bank Ltd. Deutsche Bank Securities Inc. Goldman Sachs & Co. LLC | |
CUSIP: | 055451 AY4 | |
ISIN: | US055451AY40 |
** | BHP Billiton Finance (USA) Limited expects that delivery of the 2026 Notes will be made to investors on or about February 28, 2023, which will be the third business day following the date of pricing of the 2026 Notes (such settlement being referred to as “T+3”). Under Rule 15c6-1 under the U.S. Securities Exchange Act of 1934, trades in the secondary market are required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade 2026 Notes prior to the second business day before the delivery of the 2026 Notes will be required, by virtue of the fact that the 2026 Notes initially settle in T+3, to specify an alternate settlement arrangement at the time of any such trade to prevent a failed settlement. Purchasers of the 2026 Notes who wish to trade 2026 Notes prior to the second business day prior to the date of delivery of the 2026 Notes should consult their advisors. |
Filed pursuant to Rule 433
Registration Nos. 333-269898 and
333-269898-01
February 23, 2023
No EEA or UK PRIIPs KID - No EEA or UK PRIIPs key information document (KID) has been prepared as the 2026 Notes are not available to retail in EEA or the UK.
The Issuer and the Guarantor have 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 the other documents the Issuer and the Guarantor have filed with the SEC for more complete information about the Issuer, the Guarantor and this offering. The offer is being made only by means of a prospectus and related prospectus supplement. You may get these documents for free by visiting the SEC’s website at www.sec.gov. Alternatively, the Issuer, the Guarantor, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and the related preliminary prospectus supplement if you request it by calling Barclays Capital Inc. at 1-888-603-5847, BofA Securities, Inc. at 1-800-294-1322, BNP Paribas Securities Corp. at 1-800-854-5674, MUFG Securities Americas Inc. at 1-877-649-6848 or Santander US Capital Markets LLC at 1-855-403-3636.
Filed pursuant to Rule 433
Registration Nos. 333-269898 and
333-269898-01
February 23, 2023
BHP Group Limited
Pricing Details on BHP Billiton Finance (USA) Limited 4.750% Senior Notes due 2028
Issuer: | BHP Billiton Finance (USA) Limited | |
Guarantor: | BHP Group Limited | |
Security: | 4.750% Senior Notes due 2028 (the “2028 Notes”) | |
Principal Amount: | US$1,000,000,000 | |
Use of Proceeds: | General corporate purposes | |
Denominations: | US$2,000 and integral multiples of US$1,000 | |
Settlement Date (T+3)**: | February 28, 2023 | |
Guarantee: | Payment of the principal of and interest on the 2028 Notes is fully and unconditionally guaranteed by the Guarantor | |
Maturity Date: | February 28, 2028 | |
Day Count: | 30/360 | |
Day Count Convention: | Following, unadjusted | |
Interest Rate: | 4.750% per annum | |
Date interest starts accruing: | February 28, 2023 | |
Interest Payment Dates: | February 28 and August 28 of each year, subject to the Day Count Convention, commencing on the First Interest Payment Date | |
First Interest Payment Date: | August 28, 2023 | |
Benchmark Treasury: | 3.500% due January 2028 | |
Benchmark Treasury Price: | 97-09 | |
Benchmark Treasury Yield: | 4.114% | |
Spread to Benchmark Treasury: | 75bps | |
Re-offer Yield: | 4.864% | |
Ranking: | The 2028 Notes are unsecured obligations of the Issuer and will rank equally with all of the Issuer’s other unsecured and unsubordinated indebtedness |
Filed pursuant to Rule 433
Registration Nos. 333-269898 and
333-269898-01
February 23, 2023
Governing Law: | New York | |
Optional Redemption: | Make-Whole Call: at the Treasury Rate plus 15bps at any time before January 28, 2028
Par Call at any time on or after January 28, 2028 | |
Issue Price: | 99.499% | |
Gross Proceeds: | US$994,990,000 | |
Underwriters’ Fee: | 0.35% | |
All-in Price: | 99.149% | |
Proceeds to Issuer: | US$991,490,000 | |
Global Coordinator: | Barclays Capital Inc. | |
Joint Active Bookrunners: | Barclays Capital Inc. BofA Securities, Inc. BNP Paribas Securities Corp. MUFG Securities Americas Inc. Santander US Capital Markets LLC | |
Co-managers: | Australia and New Zealand Banking Group Limited DBS Bank Ltd. | |
CUSIP: | 055451 AZ1 | |
ISIN: | US055451AZ15 |
** | BHP Billiton Finance (USA) Limited expects that delivery of the 2028 Notes will be made to investors on or about February 28, 2023, which will be the third business day following the date of pricing of the 2028 Notes (such settlement being referred to as “T+3”). Under Rule 15c6-1 under the U.S. Securities Exchange Act of 1934, trades in the secondary market are required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade 2028 Notes prior to the second business day before the delivery of the 2028 Notes will be required, by virtue of the fact that the 2028 Notes initially settle in T+3, to specify an alternate settlement arrangement at the time of any such trade to prevent a failed settlement. Purchasers of the 2028 Notes who wish to trade 2028 Notes prior to the second business day prior to the date of delivery of the 2028 Notes should consult their advisors. |
Filed pursuant to Rule 433
Registration Nos. 333-269898 and
333-269898-01
February 23, 2023
No EEA or UK PRIIPs KID - No EEA or UK PRIIPs key information document (KID) has been prepared as the 2028 Notes are not available to retail in EEA or the UK.
The Issuer and the Guarantor have 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 the other documents the Issuer and the Guarantor have filed with the SEC for more complete information about the Issuer, the Guarantor and this offering. The offer is being made only by means of a prospectus and related prospectus supplement. You may get these documents for free by visiting the SEC’s website at www.sec.gov. Alternatively, the Issuer, the Guarantor, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and the related preliminary prospectus supplement if you request it by calling Barclays Capital Inc. at 1-888-603-5847, BofA Securities, Inc. at 1-800-294-1322, BNP Paribas Securities Corp. at 1-800-854-5674, MUFG Securities Americas Inc. at 1-877-649-6848 or Santander US Capital Markets LLC at 1-855-403-3636.
Filed pursuant to Rule 433
Registration Nos. 333-269898 and
333-269898-01
February 23, 2023
BHP Group Limited
Pricing Details on BHP Billiton Finance (USA) Limited 4.900% Senior Notes due 2033
Issuer: | BHP Billiton Finance (USA) Limited | |
Guarantor: | BHP Group Limited | |
Security: | 4.900% Senior Notes due 2033 (the “2033 Notes”) | |
Principal Amount: | US$750,000,000 | |
Use of Proceeds: | General corporate purposes | |
Denominations: | US$2,000 and integral multiples of US$1,000 | |
Settlement Date (T+3)**: | February 28, 2023 | |
Guarantee: | Payment of the principal of and interest on the 2033 Notes is fully and unconditionally guaranteed by the Guarantor | |
Maturity Date: | February 28, 2033 | |
Day Count: | 30/360 | |
Day Count Convention: | Following, unadjusted | |
Interest Rate: | 4.900% per annum | |
Date interest starts accruing: | February 28, 2023 | |
Interest Payment Dates: | February 28 and August 28 of each year, subject to the Day Count Convention, commencing on the First Interest Payment Date | |
First Interest Payment Date: | August 28, 2023 | |
Benchmark Treasury: | 3.500% due February 2033 | |
Benchmark Treasury Price: | 96-29+ | |
Benchmark Treasury Yield: | 3.875% | |
Spread to Benchmark Treasury: | 105bps | |
Re-offer Yield: | 4.925% | |
Ranking: | The 2033 Notes are unsecured obligations of the Issuer and will rank equally with all of the Issuer’s other unsecured and unsubordinated indebtedness |
Filed pursuant to Rule 433
Registration Nos. 333-269898 and
333-269898-01
February 23, 2023
Governing Law: | New York | |
Optional Redemption: | Make-Whole Call: at the Treasury Rate plus 20bps at any time before November 28, 2032
Par Call at any time on or after November 28, 2032 | |
Issue Price: | 99.804% | |
Gross Proceeds: | US$748,530,000 | |
Underwriters’ Fee: | 0.45% | |
All-in Price: | 99.354% | |
Proceeds to Issuer: | US$745,155,000 | |
Global Coordinator: | Barclays Capital Inc. | |
Joint Active Bookrunners: | Barclays Capital Inc. BofA Securities, Inc. BNP Paribas Securities Corp. MUFG Securities Americas Inc. Santander US Capital Markets LLC | |
Co-managers: | Australia and New Zealand Banking Group Limited DBS Bank Ltd. Deutsche Bank Securities Inc. | |
CUSIP: | 055451 BA5 | |
ISIN: | US055451BA54 |
** | BHP Billiton Finance (USA) Limited expects that delivery of the 2033 Notes will be made to investors on or about February 28, 2023, which will be the third business day following the date of pricing of the 2033 Notes (such settlement being referred to as “T+3”). Under Rule 15c6-1 under the U.S. Securities Exchange Act of 1934, trades in the secondary market are required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade 2033 Notes prior to the second business day before the delivery of the 2033 Notes will be required, by virtue of the fact that the 2033 Notes initially settle in T+3, to specify an alternate settlement arrangement at the time of any such trade to prevent a failed settlement. Purchasers of the 2033 Notes who wish to trade 2033 Notes prior to the second business day prior to the date of delivery of the 2033 Notes should consult their advisors. |
Filed pursuant to Rule 433
Registration Nos. 333-269898 and
333-269898-01
February 23, 2023
No EEA or UK PRIIPs KID - No EEA or UK PRIIPs key information document (KID) has been prepared as the 2033 Notes are not available to retail in EEA or the UK.
The Issuer and the Guarantor have 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 the other documents the Issuer and the Guarantor have filed with the SEC for more complete information about the Issuer, the Guarantor and this offering. You may get these documents for free by visiting the SEC’s website at www.sec.gov. Alternatively, the Issuer, the Guarantor, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and the related preliminary prospectus supplement if you request it by calling Barclays Capital Inc. at 1-888-603-5847, BofA Securities, Inc. at 1-800-294-1322, BNP Paribas Securities Corp. at 1-800-854-5674, MUFG Securities Americas Inc. at 1-877-649-6848 or Santander US Capital Markets LLC at 1-855-403-3636.