Form FWP - Filing under Securities Act Rules 163/433 of free writing prospectuses
19 Outubro 2023 - 6:11PM
Edgar (US Regulatory)
Issuer Free Writing Prospectus, dated October 19,
2023
Filed Pursuant to Rule 433 under the Securities
Act of 1933, as amended
Supplementing the Preliminary Prospectus Supplement,
dated October 19, 2023
Registration No. 333-266209
AutoZone, Inc.
Final Term Sheet
$500,000,000 6.250% Senior Notes due 2028 (the
“2028 Notes”)
$500,000,000 6.550% Senior Notes due 2033 (the
“2033 Notes” and, together with the 2028 Notes, the “Notes”)
Dated: October 19, 2023
Terms related to all Notes
Issuer: |
AutoZone, Inc. (the “Company”) |
Trade Date: |
October 19, 2023 |
Settlement Date: |
October 25, 2023 (T+4)* |
Change of Control: |
The occurrence of a Change of Control Triggering Event (as defined in the Preliminary
Prospectus Supplement) will require the Company to offer to repurchase the Notes for cash at a price equal to 101% of the principal
amount together with accrued and unpaid interest, if any, to the date of repurchase. |
Ratings** |
Baa1 / BBB / BBB |
Joint Book-Running Managers: |
BofA Securities, Inc.
J.P. Morgan Securities LLC
Truist Securities, Inc.
U.S. Bancorp Investments, Inc.
Wells Fargo Securities, LLC |
Senior Co-Managers: |
Mizuho Securities USA LLC
PNC Capital Markets LLC |
Co-Managers: |
BMO Capital Markets Corp.
BBVA Securities Inc.
Capital One Securities, Inc.
Citigroup Global Markets Inc.
Citizens JMP Securities, LLC
Credit Agricole Securities (USA) Inc.
Deutsche Bank Securities Inc.
Fifth Third Securities, Inc.
Huntington Securities, Inc.
KeyBanc Capital Markets Inc.
MUFG Securities Americas Inc.
Regions Securities LLC
Santander Investment Securities Inc.
SMBC Nikko Securities America, Inc.
TD Securities (USA) LLC
Siebert Williams Shank & Co., LLC |
Terms related to the 2028 Notes
Securities: |
$500,000,000 6.250% Senior Notes due 2028 |
Principal Amount: |
$500,000,000 |
Maturity: |
November 1, 2028 |
Interest Payment Dates: |
May 1 and November 1 of each year, commencing on May 1, 2024 |
Record Dates: |
April 15 and October 15 |
Benchmark Treasury: |
UST 4.625% due September 30, 2028 |
Benchmark Treasury Price / Yield: |
98-18+ / 4.952% |
Spread to Benchmark Treasury: |
+132 basis points |
Yield to Maturity: |
6.272% |
Coupon (Interest Rate): |
6.250% |
Price to Public: |
99.905% |
Optional Redemption Provision: |
The 2028 Notes will be redeemable at the Company’s option
at any time in whole or from time to time in part.
Prior to October 1, 2028 (one month prior to their maturity
date) (the “2028 Par Call Date”), the Company may redeem the 2028 Notes at its option, in whole or in part, at
any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal
places) equal to the greater of: (1) (a) the sum of the present values of the remaining scheduled payments of principal
and interest thereon discounted to the redemption date (assuming the 2028 Notes to be redeemed matured on the 2028 Par Call Date)
on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate (as defined in the Preliminary
Prospectus Supplement) plus 20 basis points less (b) interest accrued to, but not including, the date of redemption, and (2) 100%
of the principal amount of the 2028 Notes to be redeemed, plus, in either case, accrued and unpaid interest thereon to, but not including,
the redemption date. |
|
On or after the 2028 Par Call Date, the Company may redeem the 2028 Notes, in whole
or in part, at any time and from time to time, at a redemption price equal to 100% of the principal amount of the 2028 Notes being
redeemed plus accrued and unpaid interest on the 2028 Notes to be redeemed to, but not including, the redemption date. |
CUSIP/ISIN: |
053332 BG6 / US053332BG66 |
Terms related to the
2033 Notes
Securities: |
$500,000,000 6.550% Senior Notes due 2033 |
Principal Amount: |
$500,000,000 |
Maturity: |
November 1, 2033 |
Interest Payment Dates: |
May 1 and November 1 of each year, commencing on May 1, 2024 |
Record Dates: |
April 15 and October 15 |
Benchmark Treasury: |
3.875% due August 15, 2033 |
Benchmark Treasury Price / Yield: |
91-19 / 4.966% |
Spread to Benchmark Treasury: |
+162 basis points |
Yield to Maturity: |
6.586% |
Coupon (Interest Rate): |
6.550% |
Price to Public: |
99.737% |
Optional Redemption Provision: |
The 2033 Notes will be redeemable at the Company’s option
at any time in whole or from time to time in part.
Prior to August 1, 2033 (three months prior to their maturity
date) (the “2033 Par Call Date”), the Company may redeem the 2033 Notes at its option, in whole or in part, at
any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal
places) equal to the greater of: (1) (a) the sum of the present values of the remaining scheduled payments of principal
and interest thereon discounted to the redemption date (assuming the 2033 Notes to be redeemed matured on the 2033 Par Call Date)
on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate (as defined in the Preliminary
Prospectus Supplement) plus 25 basis points less (b) interest accrued to, but not including, the date of redemption, and (2) 100%
of the principal amount of the 2033 Notes to be redeemed, plus, in either case, accrued and unpaid interest thereon to, but not including,
the redemption date.
On or after the 2033 Par Call Date, the Company may redeem the
2033 Notes, in whole or in part, at any time and from time to time, at a redemption price equal to 100% of the principal amount of
the 2033 Notes being redeemed plus accrued and unpaid interest on the 2033 Notes to be redeemed to, but not including, the redemption
date. |
CUSIP/ISIN: |
053332 BH4 / US053332BH40 |
***
*We expect that delivery of the notes will be
made to investors on or about October 25, 2023, which will be the fourth business day following the date of pricing of the notes
(such settlement being referred to as “T+4). Under Rule 15c6-1 under the Exchange Act, 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 notes prior to the second business day preceding the delivery of the notes hereunder will be required, by virtue of the
fact that the notes will initially settle in T+4, to specify an alternate settlement arrangement at the time of any such trade to prevent
a failed settlement. Purchasers of the notes who wish to trade the notes prior to the second business day preceding their date of delivery
hereunder should consult their advisors.
**Note: A securities rating is not a recommendation to buy, sell or
hold a security and may be subject to revision or withdrawal at any time.
The Company has filed a registration statement (including a preliminary
prospectus supplement and prospectus) with the Securities and Exchange Commission for the offering to which this communication relates.
Before you invest, you should read the preliminary prospectus supplement and prospectus in that registration statement and other documents
the issuer has filed with the Securities and Exchange Commission for more complete information about the issuer and this offering. You
may get these documents for free by visiting EDGAR on the Securities and Exchange Commission website 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 BofA Securities, Inc. toll free at 1-800-294-1322, J.P. Morgan Securities LLC collect at 1-212-834-4533, Truist Securities, Inc.
toll free at 1-800-685-4786 or U.S. Bancorp Investments, Inc. toll free at 1-877-558-2607.
AutoZone (NYSE:AZO)
Gráfico Histórico do Ativo
De Abr 2024 até Mai 2024
AutoZone (NYSE:AZO)
Gráfico Histórico do Ativo
De Mai 2023 até Mai 2024