As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 5/10/22  Amcor Flexibles North America Inc FWP                    1:42K  Amcor Flexibles North America Inc Toppan Merrill/FA

Document/Exhibit                   Description                      Pages   Size 

 1: FWP         Free-Writing Prospectus                             HTML     27K 

 

Filed Pursuant to Rule 433

 

Registration Statement Nos. 333-239060, 333-239060-01,
333-239060-02, 333-239060-03, and 333-239060-4

 

 

Amcor Flexibles North America, Inc.

 

US$500,000,000 4.000% Guaranteed Senior Notes due 2025

 

With full and unconditional guarantees
as to payment of principal and interest by each of
Amcor plc
Amcor Finance (USA), Inc.
Amcor UK Finance plc
Amcor Pty Ltd.

 

Pricing Term Sheet — May 10, 2022

 

Issuer:	Amcor Flexibles North America, Inc.
Guarantors:	Amcor plc, Amcor Finance (USA) Inc., Amcor UK Finance plc and Amcor Pty Ltd
Principal Amount:	US$500,000,000
Ranking:	Senior Unsecured
Format:	SEC Registered Global Notes
Trade Date:	May 10, 2022
Settlement Date*:	May 17, 2022 (T+5) (New York Business Days for Settlement)
Maturity Date:	May 17, 2025
Benchmark Treasury:	UST 2.625% due April 15, 2025
Benchmark Treasury Price and Yield:	99-15+ / 2.809%
Spread to Benchmark Treasury:	T+120 bps
Coupon:	4.000% per annum (payable semi-annually)
Re-Offer Yield:	4.009% semi-annual
Re-Offer Price:	99.975%
Fees:	25 basis points
All-in Price:	99.725%
Redemption Amount:	100% of face value at Maturity Date
Interest Payment Dates:	Payable semi-annually in arrears on May 17 and November 17 of each year, beginning November 17, 2022 and ending on the Maturity Date, subject to the Following Business Day Convention
Optional Redemption:	Make-Whole Call: T+20 bps at any time before April 17, 2025   Par call at any time on or after April 17, 2025

 

 

Day Count:	30/360, unadjusted
Business Day Convention:	Following Business Day Convention
Business Days:	New York, London, Sydney, Melbourne
Governing Law:	State of New York law
CUSIP:	02343J AA8
ISIN:	US02343JAA88
Denominations:	Minimum of US$2,000 with increments of US$1,000 thereafter
Joint Book Running Managers:	BNP Paribas Securities Corp.   BofA Securities, Inc.   Citigroup Global Markets Inc.   J.P. Morgan Securities LLC   HSBC Securities (USA) Inc.   Mizuho Securities USA LLC   Wells Fargo Securities, LLC
Co-Managers:	Deutsche Bank Securities Inc.   Scotia Capital (USA) Inc.   TD Securities (USA) LLC   UniCredit Capital Markets LLC

 

*Note: It is expected that delivery of the Notes will be made to investors on or about May 17, 2022, which will be the 5th business day following the date of pricing of the Notes (such settlement being referred to as “T+5”). Under Rule 15c6-1 of the U.S. Securities Exchange Act of 1934, as amended, 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 Notes prior to two business days before the date of delivery will be required, by virtue of the fact that the Securities initially will settle in T+5, to specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the Notes who wish to trade Notes prior to two business days before the date of delivery should consult their own advisor.

 

This communication is intended for the sole use of the person to whom it is provided by the sender. This document may not be reproduced, distributed or published by any recipient for any purpose. This document has been prepared for information purposes only and does not take into account the specific requirements, investment objectives or financial circumstances of any recipient. The recipient should seek independent financial, legal, tax and other relevant advice and should independently verify the accuracy of the information contained in this document.

 

No EEA PRIIPs KID — No EEA PRIIPs key information document (KID) has been prepared as the Notes are not available to retail in the European Economic Area.

 

No UK PRIIPs KID — No UK PRIIPs key information document (KID) has been prepared as the Notes are not available to retail in the United Kingdom.

 

The Issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. The information in this pricing term sheet supplements the Issuer’s preliminary prospectus supplement, dated May 10, 2022 (the “Preliminary Prospectus”) and supersedes the information in the Preliminary Prospectus to the extent inconsistent with the information in the Preliminary Prospectus. Before you invest, you should read the Preliminary Prospectus, together with the prospectus in that registration statement and other documents each of the Issuer and Amcor plc has filed with the SEC for more complete information about the Issuer, Amcor plc 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 Preliminary Prospectus if you request it by calling Citigroup Global Markets Inc. toll-free at (800) 831-9146.

 

The information in this pricing term sheet supplements the Preliminary Prospectus and supersedes the information in the Preliminary Prospectus to the extent inconsistent with the information in the Preliminary Prospectus. This pricing term sheet is