Filed pursuant to Rule 433
Registration Statement
No. 333-228787
THE BANK OF NEW YORK MELLON CORPORATION
$1,000,000,000 1.950% SENIOR NOTES DUE 2022
August 20, 2019
ISSUER:
THE
BANK OF NEW YORK MELLON CORPORATION
SECURITIES:
SENIOR MEDIUM-TERM NOTES, SERIES J
EXPECTED RATINGS (MOODY’S
/ S&P
/ FITCH
/ DBRS)*:
A1 (STABLE) / A (STABLE) /
AA-
(STABLE) / AAL (POSITIVE)
LEGAL FORMAT:
SEC-REGISTERED
MATURITY DATE:
AUGUST 23, 2022
TRADE DATE:
AUGUST 20, 2019
SETTLEMENT DATE:
AUGUST 23, 2019 (T+3) **
INTEREST RATE:
1.950% PER ANNUM
INTEREST FREQUENCY:
SEMI-ANNUALLY
INTEREST PAYMENT DATES:
INTEREST PAYS
SEMI-ANNUALLY
ON THE TWENTY-THIRD OF FEBRUARY AND
AUGUST OF EACH YEAR, COMMENCING ON FEBRUARY 23, 2020, AND ENDING ON THE MATURITY DATE (OR THE NEXT BUSINESS DAY, IF ANY INTEREST PAYMENT DATE FALLS ON A
NON-BUSINESS
DAY; THE AMOUNT OF INTEREST PAYABLE WILL
NOT BE ADJUSTED FOR SUCH POSTPONEMENT)
DAY COUNT CONVENTION:
30/360
PRINCIPAL AMOUNT:
$1,000,000,000
PRICE TO PUBLIC:
99.968% OF PRINCIPAL AMOUNT PLUS ACCRUED INTEREST, IF ANY, FROM AUGUST 23, 2019
NET PROCEEDS (BEFORE EXPENSES) TO ISSUER:
$998,180,000
BENCHMARK TREASURY:
UST 1.500% DUE AUGUST 15, 2022
BENCHMARK TREASURY YIELD:
1.441%
SPREAD TO BENCHMARK
TREASURY:
+52 BASIS POINTS
RE-OFFER YIELD:
1.961%
DENOMINATIONS:
$1,000 X $1,000
LISTING:
NONE
CUSIP
/ISIN:
06406RAK3 / US06406RAK32
|
|
|
|
|
BOOKRUNNERS:
|
|
CITIGROUP GLOBAL MARKETS INC.
|
|
|
|
CREDIT SUISSE SECURITIES (USA) LLC
|
|
|
|
GOLDMAN SACHS & CO. LLC
|
|
|
|
BNY MELLON CAPITAL MARKETS, LLC
|
|
|
|
|
CO-MANAGERS:
|
|
ACADEMY SECURITIES, INC.
|
|
|
|
SG AMERICAS SECURITIES, LLC
|
|
|
|
TD SECURITIES (USA) LLC
|
|
|
|
LOOP CAPITAL MARKETS LLC
|
|
|
|
STERN BROTHERS & CO.
|
The notes are not deposits or other obligations of a bank and are not insured or guaranteed by the Federal Deposit Insurance Corporation or any other
governmental agency.
The issuer has filed a registration statement (including a prospectus and a 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, 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. at
1-800-831-9146,
Credit Suisse Securities (USA) LLC at
1-800-221-1037,
Goldman Sachs & Co. LLC at
1-866-471-2526
or BNY Mellon Capital Markets, LLC at 1-800-269-6864.
|
*
|
A security rating is not a recommendation to buy, sell or hold securities, and may be subject to revision or
withdrawal at any time by the assigning rating organization. Each rating should be evaluated independently of any other rating.
|
|
**
|
The Book-Runners and Co-Managers expect to deliver the notes in book-entry form only through the facilities of
The Depository Trust Company against payment in New York, New York on or about the third business day following the date of this Term Sheet. Trades of securities in the secondary market generally are required to settle in two business days, referred
to as T+2, unless the parties to a trade agree otherwise. Accordingly, by virtue of the fact that the initial delivery of the notes will not be made on a T+2 basis, investors who wish to trade the notes before a final settlement will be required to
specify an alternative settlement cycle at the time of any such trade to prevent a failed settlement.
|