Filed Pursuant to Rule 433
Registration No. 333-153490 and 333-153490-01
January 5, 2011
TYCO INTERNATIONAL FINANCE S.A.
U.S. $250,000,000 3.750% Notes due 2018
U.S. $250,000,000 4.625% Notes due 2023
Fully and Unconditionally Guaranteed by
TYCO INTERNATIONAL LTD.
The 2018 Notes Term Sheet
Issuer: |
| Tyco International Finance S.A. |
Guarantor: |
| Tyco International Ltd. |
Size: |
| $250,000,000 |
Maturity: |
| January 15, 2018 |
Coupon: |
| 3.750% |
Price to Public: |
| 99.682% of face amount |
Yield to Maturity: |
| 3.802% |
Spread to Benchmark Treasury: |
| +95 bps |
Benchmark Treasury: |
| UST 2.750% due December 31, 2017 |
Benchmark Treasury Yield: |
| 2.852% |
Interest Payment Dates: |
| January 15 and July 15, commencing on July 15, 2011 |
Redemption Provisions: |
| Make whole call: T+15 bps |
Pricing Date: |
| January 5, 2011 |
Settlement Date: |
| January 12, 2011 (T+5) |
CUSIP: |
| 902118BP2 |
ISIN: |
| US902118BP22 |
Denominations: |
| $2,000 x $1,000 |
Ratings (Moody’s / S&P / Fitch): |
| Baa1/A-/A- The security ratings set forth above are not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal by the assigning rating organization. Each rating should be evaluated independently of any other rating. |
Underwriters: |
| Joint Bookrunners: Merrill Lynch, Pierce, Fenner & Smith Incorporated Morgan Stanley & Co. Incorporated
Co-Managers: Barclays Capital Inc. BNP Paribas Securities Corp. Citigroup Capital Markets Inc. Deutsche Bank Securities Inc. Goldman, Sachs & Co. J.P. Morgan Securities LLC UBS Securities LLC The Williams Capital Group, L.P. Cabrera Capital Markets, LLC |
The issuer has filed a registration statement (including a base prospectus and a prospectus supplement) with the U.S. Securities and Exchange Commission (SEC) for the offering to which this communication relates. Before you invest, you should read the prospectus supplement for this offering, the prospectus in that registration statement and any 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 searching the SEC online data base (EDGAR) on the SEC web site at http://www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus supplement and prospectus if you request it by calling Merrill Lynch, Pierce, Fenner & Smith Incorporated at 1-800-294-1322 or Morgan Stanley & Co. Incorporated at 1-866-718-1649.
Filed Pursuant to Rule 433
Registration No. 333-153490 and 333-153490-01
January 5, 2011
TYCO INTERNATIONAL FINANCE S.A.
U.S. $250,000,000 3.750% Notes due 2018
U.S. $250,000,000 4.625% Notes due 2023
Fully and Unconditionally Guaranteed by
TYCO INTERNATIONAL LTD.
The 2023 Notes Term Sheet
Issuer: |
| Tyco International Finance S.A. |
Guarantor: |
| Tyco International Ltd. |
Size: |
| $250,000,000 |
Maturity: |
| January 15, 2023 |
Coupon: |
| 4.625% |
Price to Public: |
| 99.181% of face amount |
Yield to Maturity: |
| 4.715% |
Spread to Benchmark Treasury: |
| +125 bps |
Benchmark Treasury: |
| UST 2.625% due November 15, 2020 |
Benchmark Treasury Yield: |
| 3.465% |
Interest Payment Dates: |
| January 15 and July 15, commencing on July 15, 2011 |
Redemption Provisions: |
| Prior to October 15, 2022, at greater of par and a make whole call at T +20 bps; on and after October 15, 2022, at par; in each case, plus accrued and unpaid interest to the date of redemption. |
Pricing Date: |
| January 5, 2011 |
Settlement Date: |
| January 12, 2011 (T+5) |
CUSIP: |
| 902118BQ0 |
ISIN: |
| US902118BQ05 |
Denominations: |
| $2,000 x $1,000 |
Ratings (Moody’s / S&P / Fitch): |
| Baa1/A-/A- The security ratings set forth above are not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal by the assigning rating organization. Each rating should be evaluated independently of any other rating. |
Underwriters: |
| Joint Bookrunners: Merrill Lynch, Pierce, Fenner & Smith Incorporated Morgan Stanley & Co. Incorporated
Co-Managers: Barclays Capital Inc. BNP Paribas Securities Corp. Citigroup Capital Markets Inc. Deutsche Bank Securities Inc. Goldman, Sachs & Co. J.P. Morgan Securities LLC UBS Securities LLC The Williams Capital Group, L.P. Cabrera Capital Markets, LLC |
The issuer has filed a registration statement (including a base prospectus and a prospectus supplement) with the U.S. Securities and Exchange Commission (SEC) for the offering to which this communication relates. Before you invest, you should read the prospectus supplement for this offering, the prospectus in that registration statement and any 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 searching the SEC online data base (EDGAR) on the SEC web site at http://www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus supplement and prospectus if you request it by calling Merrill Lynch, Pierce, Fenner & Smith Incorporated at 1-800-294-1322 or Morgan Stanley & Co. Incorporated at 1-866-718-1649.
