Filed Pursuant to Rule 433
Registration No. 333-231290
April 6, 2020
Burlington Northern Santa Fe, LLC
$575,000,000 3.050% Debentures due February 15, 2051
Final Term Sheet
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Issuer: | Burlington Northern Santa Fe, LLC |
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Ratings (Moody’s / S&P)*: | A3 (stable) / A+ (stable) |
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Note Type: | Senior Unsecured Debentures |
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Offering Format: | SEC Registered |
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Trade Date: | April 6, 2020 |
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Settlement Date**: | April 13, 2020 (T+4) |
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Maturity Date: | February 15, 2051 |
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Final Terms | |
Principal Amount: | $575,000,000 aggregate principal amount of the 3.050% Debentures due February 15, 2051 |
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Benchmark Treasury: | UST 2.375% due November 15, 2049 |
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Benchmark Treasury Price / Yield: | 126-18 / 1.292% |
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Re-offer Spread: | T + 180 bps |
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Re-offer Yield: | 3.092% |
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Coupon: | 3.050% |
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Price to Public: | 99.171% of the principal amount |
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Coupon Dates: | February 15 and August 15 |
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First Coupon Date: | August 15, 2020 |
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Make-Whole Call: | T + 30 bps (at any time before August 15, 2050) |
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Par Call: | At any time on or after August 15, 2050 |
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Day Count Convention: | 30/360 |
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Denominations: | $2,000 x $1,000 |
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CUSIP / ISIN: | 12189L BF7 / US12189LBF76 |
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Joint Book-Running Managers: | J.P. Morgan Securities LLC Morgan Stanley & Co. LLC Wells Fargo Securities, LLC Barclays Capital Inc. BofA Securities, Inc. Citigroup Global Markets Inc. Goldman Sachs & Co. LLC |
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Co-Managers: | PNC Capital Markets LLC Siebert Williams Shank & Co., LLC U.S. Bancorp Investments, Inc. |
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* A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
** We expect to deliver the Debentures against payment therefor in New York City on or about April 13, 2020, which will be the fourth business day following the date of the prospectus supplement and of the pricing of the Debentures. Under Rule 15c6-l of the Exchange Act, trades in the secondary market generally are required to settle in two business days unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade Debentures on the pricing date or the next two succeeding business days will be required by virtue of the fact that the Debentures initially will settle in four business days (T+4) to specify alternative settlement arrangements to prevent failed settlement.
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 J.P. Morgan Securities LLC collect at (212) 834-4533 or calling Morgan Stanley & Co. LLC at (866) 718-1649 or calling or emailing Wells Fargo Securities, LLC at (800) 645-3751 or wfscustomerservice@wellsfargo.com.
No PRIIPs KID. Not for retail investors in the EEA. No PRIIPs key information document (KID) has been prepared as not available to retail in EEA.
