Issuer Free Writing Prospectus
Filed Pursuant to Rule 433
Registration Statement No. 333-230033
O’REILLY AUTOMOTIVE, INC.
$500,000,000 4.200% Senior Notes due 2030
March 25, 2020
Term Sheet
Issuer | O’Reilly Automotive, Inc. |
|
|
Description of Security | 4.200% Senior Notes due 2030 |
|
|
Security Type | Senior Notes |
|
|
Legal Format | SEC Registered |
|
|
Ratings (Moody’s / S&P)* | Baa1 (Stable) / BBB (Stable) |
|
|
Trade Date | March 25, 2020 |
|
|
Settlement Date | March 27, 2020 (T+2) |
|
|
Principal Amount | $500,000,000 |
|
|
Maturity Date | April 1, 2030 |
|
|
Interest Payment Dates | Semi-annually on April 1 and October 1, commencing on October 1, 2020 |
|
|
Coupon | 4.200% |
|
|
Benchmark Treasury | 1.500% due February 15, 2030 |
|
|
Benchmark Treasury Price / Yield | 106-19 / 0.805% |
|
|
Spread to Benchmark Treasury | +340 basis points |
|
|
Yield to Maturity | 4.205% |
|
|
Public Offering Price | 99.959% of the principal amount |
|
|
Optional Redemption | Prior to January 1, 2030, redeemable, in whole, at any time, or in part, from time to time, at the Company’s option, for cash, at a redemption price, plus accrued and unpaid interest to, but not including, the redemption date, equal to the greater of (1) 100% of the principal amount thereof, or (2) the sum of the present values of the remaining scheduled payments of principal and interest thereon |
(1) 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.
| that would have been due if the notes matured on January 1, 2030, not including accrued and unpaid interest to, but not including, 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 applicable Treasury Yield plus 50 basis points. |
|
|
| On or after January 1, 2030, redeemable, in whole at any time or in part from time to time, at the Company’s option, for cash, at a redemption price equal to 100% of the principal amount thereof plus accrued and unpaid interest to, but not including, the redemption date. |
|
|
CUSIP Number | 67103HAJ6 |
|
|
ISIN | US67103HAJ68 |
|
|
Joint Book-Running Managers | J.P. Morgan Securities LLC |
| U.S. Bancorp Investments, Inc. |
| SunTrust Robinson Humphrey, Inc. |
| Wells Fargo Securities, LLC |
|
|
Senior Co-Managers | PNC Capital Markets LLC |
| TD Securities (USA) LLC |
|
|
Co-Managers | BNP Paribas Securities Corp. |
| Capital One Securities, Inc. |
| Citizens Capital Markets, Inc. |
| Huntington Securities, Inc. |
| Mizuho Securities USA LLC |
| MUFG Securities Americas Inc. |
| Regions Securities LLC |
The issuer has filed a registration statement (including a prospectus) with the U.S. Securities and Exchange Commission (“SEC”) for this 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 the SEC web site at www.sec.gov. Alternatively, you may obtain a copy of the prospectus from J.P. Morgan Securities LLC, collect at 1-212-834-4533 or U.S. Bancorp Investments, Inc., toll-free at 1-877-558-2607.
Term Sheet dated March 25, 2020, to the Preliminary Prospectus Supplement dated March 25, 2020, and the accompanying Prospectus dated March 1, 2019 (together, the “Preliminary Prospectus”) of O’Reilly Automotive, Inc. The information in this Term Sheet supplements the Preliminary Prospectus and supersedes the information in the Preliminary Prospectus to the extent it is inconsistent with the information in the Preliminary Prospectus. This Term Sheet is qualified in its entirety by reference to the Preliminary Prospectus. Financial information presented in the Preliminary Prospectus is deemed to have changed to the extent affected by the changes described herein. This pricing term sheet should be read together with the Preliminary Prospectus, including the documents incorporated by reference therein, before making a decision in connection with an investment in the securities. Capitalized terms used in this Term Sheet but not defined have the meanings given them in the Preliminary Prospectus.
