0001193125-13-430202.txt : 20131106 0001193125-13-430202.hdr.sgml : 20131106 20131106163529 ACCESSION NUMBER: 0001193125-13-430202 CONFORMED SUBMISSION TYPE: FWP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20131106 DATE AS OF CHANGE: 20131106 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WPP 2005 LTD CENTRAL INDEX KEY: 0001406528 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING AGENCIES [7311] IRS NUMBER: 000000000 STATE OF INCORPORATION: X0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: FWP SEC ACT: 1934 Act SEC FILE NUMBER: 333-192115-02 FILM NUMBER: 131196918 BUSINESS ADDRESS: STREET 1: 27 FARM STREET CITY: LONDON STATE: X0 ZIP: W1X 6RD BUSINESS PHONE: 011-44-207-318-0021 MAIL ADDRESS: STREET 1: 27 FARM STREET CITY: LONDON STATE: X0 ZIP: W1X 6RD FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WPP 2005 LTD CENTRAL INDEX KEY: 0001406528 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING AGENCIES [7311] IRS NUMBER: 000000000 STATE OF INCORPORATION: X0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: FWP BUSINESS ADDRESS: STREET 1: 27 FARM STREET CITY: LONDON STATE: X0 ZIP: W1X 6RD BUSINESS PHONE: 011-44-207-318-0021 MAIL ADDRESS: STREET 1: 27 FARM STREET CITY: LONDON STATE: X0 ZIP: W1X 6RD FWP 1 d624177dfwp.htm FWP FWP

Final Term Sheet

Filed Pursuant to Rule 433

Registration Numbers: 333-192115

333-192115-01

333-192115-02

333-192115-03

November 6, 2013

FINAL TERM SHEET

WPP FINANCE 2010

Fully and Unconditionally Guaranteed by

WPP PLC

WPP JUBILEE LIMITED

WPP 2005 LIMITED

The information in this pricing term sheet supplements the preliminary prospectus supplement, dated November 6, 2013 (the “Preliminary Prospectus”) of WPP Finance 2010, WPP plc, WPP Jubilee Limited and WPP 2005 Limited, and supersedes the information in the Preliminary Prospectus to the extent inconsistent with the information in the Preliminary Prospectus. In all other respects, this term sheet is qualified in its entirety by reference to the Preliminary Prospectus. Terms used herein but not defined herein shall have the respective meanings as set forth in the Preliminary Prospectus.

U.S.$500,000,000 5.625% Senior Notes due 2043 (the “Notes”)

 

Issuer:

    WPP Finance 2010

Guarantors:

    WPP plc
   WPP Jubilee Limited
   WPP 2005 Limited

Aggregate Principal Amount:

    U.S.$500,000,000

Trade Date:

    November 6, 2013

Settlement Date:

    November 12, 2013 (T+3)

Maturity Date:

    November 15, 2043

Coupon (Interest Rate):

    5.625%

Issue Price (Price to Public):

    97.455% of principal amount

Yield to Maturity:

    5.805%

Benchmark Treasury:

    U.S. Treasury 2.875% due May 15, 2043

Spread to Benchmark Treasury:

    200 basis points

Benchmark Treasury Price and Yield:

    83-19, 3.805%

Net Proceeds to the Issuer

(after underwriting discounts and

commissions and before

offering expenses):

    U.S.$482,900,000

Interest Payment Dates:

    May 15 and November 15 of each year, beginning on May 15, 2014

Interest Payment Record Dates:

    May 1 and November 1 of each year

Optional Redemption:

    The Issuer may, at its option, redeem the Notes, in whole or in part, at the greater of (1) 100% of the principal amount of such Notes and (2) the sum of the present values of each remaining payment of principal and interest thereon (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury rate plus 30 basis points, plus accrued and unpaid interest to, but excluding, the redemption date

Tax Redemption:

    The Issuer may, at its option, redeem the Notes, in whole (but not in part), upon the occurrence of certain events relating to taxation at 100% of the principal amount of such Notes, plus accrued interest and unpaid to, but excluding, the redemption date

Sinking Fund Provisions:

    None

Change of Control

Repurchase Event Offer:

   

 

Upon the occurrence of a change of control repurchase event, the Issuer will be required to make an offer to purchase the Notes at a price equal to 101% of their principal amount, plus accrued and unpaid interest to, but excluding, the repurchase date

Legal Format:

    SEC-Registered

Joint Book-Running

Managers:

   

 

BNP Paribas Securities Corp.

Citigroup Global Markets Inc.

Goldman, Sachs & Co.

RBS Securities Inc.

Wells Fargo Securities, LLC

Selling Restrictions:

    European Economic Area, United Kingdom and Canada (Ontario and Quebec only)

CUSIP/ISIN:

    92936M AE7 / US92936MAE75

Expected Ratings*:

    S&P:    BBB (stable outlook)
   Moody’s:    Baa2 (stable outlook)

 

 

Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. Each securities rating should be evaluated independent of each other securities rating.

The offer and sale of the Notes to which this final term sheet relates have been registered by the Issuer and the Guarantors by means of a registration statement on Form F-3 (SEC File Nos. 333-192115, 333-192115-01, 333-192115-02, and 333-192115-03).

 

 

The Issuer and the Guarantors have filed a registration statement (including a prospectus) with the SEC for the offering in the United States to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the Issuer and the Guarantors have filed with the SEC for more complete information about the Issuer and this offering in the United States. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the Issuer, any underwriter or any dealer participating in this offering will arrange to send you the prospectus if you request it by calling BNP Paribas Securities Corp. toll-free at 1-800-854-5674, Citigroup Global Markets Inc. toll-free at 1-800-831-9146, Goldman, Sachs & Co. toll-free at 1-866-471-2526, RBS Securities Inc. toll-free at 1-866-884-2071, or Wells Fargo Securities, LLC toll-free at 1-800-326-5897.