Issuer Free Writing Prospectus
Filed Pursuant to Rule 433
Registration Statement No. 333-177947
Supplementing the Preliminary Prospectus
Supplement dated November 4, 2013
(To Prospectus dated November 14, 2011)
$1,000,000,000
Monsanto Company
$400,000,000 Floating Rate Senior Notes due 2016
$300,000,000 1.850% Senior Notes due 2018
$300,000,000 4.650% Senior Notes due 2043
Pricing Term Sheet
November 4, 2013
| Issuer: | Monsanto Company | |
| Format: | SEC Registered | |
| Ratings (Moody’s/S&P/Fitch):* | A1/A+/A+ | |
| Trade Date: | November 4, 2013 | |
| Settlement Date: | November 7, 2013 (T+3) | |
| Joint Book-Running Managers: | Merrill Lynch, Pierce, Fenner & Smith Incorporated Morgan Stanley & Co. LLC Citigroup Global Markets Inc. Goldman, Sachs & Co. J.P. Morgan Securities LLC | |
| Co-Managers: | Barclays Capital Inc. Mitsubishi UFJ Securities (USA), Inc. RBS Securities Inc. Credit Agricole Securities (USA) Inc. Mizuho Securities USA Inc. Rabo Securities USA, Inc. Wells Fargo Securities, LLC BNY Mellon Capital Markets, LLC Fifth Third Securities, Inc. Santander Investment Securities Inc. SG Americas Securities, LLC Standard Chartered Bank UniCredit Capital Markets LLC The Williams Capital Group, L.P. | |
| Title: | Floating Rate Notes due 2016 | |
| Principal Amount: | $400,000,000 | |
| Maturity Date: | November 7, 2016 | |
| Interest Payment Dates: | February 7, May 7, August 7 and November 7, commencing February 7, 2014 | |
| Index Maturity: | Three months | |
| Spread to LIBOR: | 20 basis points | |||
| Designated LIBOR Page: | Bloomberg L.P. Page LIBOR01 | |||
| Interest Reset Period: | Quarterly | |||
| Interest Reset Dates: | February 7, May 7, August 7 and November 7, commencing February 7, 2014 | |||
| Initial Interest Determination Date: | November 5, 2013 | |||
| Interest Determination Date: | Second London banking day prior to Interest Reset Date | |||
| Price to Public: | 100% | |||
| Day Count Convention: | Actual/360 | |||
| CUSIP/ISIN: | 61166WAL5/US61166WAL54 | |||
| Title: | 1.850% Senior Notes due 2018 | 4.650% Senior Notes due 2043 | ||
| Principal Amount: | $300,000,000 | $300,000,000 | ||
| Maturity Date: | November 15, 2018 | November 15, 2043 | ||
| Interest Payment Dates: | May 15 and November 15, commencing May 15, 2014 | May 15 and November 15, commencing May 15, 2014 | ||
| Benchmark Treasury: | UST 1.250% due October 31, 2018 | UST 2.875 % due May 15, 2043 | ||
| Benchmark Treasury Price and Yield: | 99-16 3/4; 1.349% | 84-28+; 3.723% | ||
| Spread to Benchmark Treasury: | 53 basis points | 93 basis points | ||
| Yield to Maturity: | 1.879% | 4.653% | ||
| Coupon (Interest Rate): | 1.850% | 4.650% | ||
| Price to Public: | 99.861% | 99.951% | ||
| Redemption Provisions: | Make-Whole T+10 basis points | Make-Whole T+15 basis points | ||
| Par Call: | N/A | On or after May 15, 2043 | ||
| CUSIP/ISIN: | 61166WAM3/US61166WAM38 | 61166W AK7/US61166WAK71 | ||
* An explanation of the significance of ratings may be obtained from the rating agencies. Generally, rating agencies base their ratings on such material and information, and such of their own investigations, studies and assumptions, as they deem appropriate. The rating of the notes should be evaluated independently from similar ratings of other securities. A credit rating of a security is not a recommendation to buy, sell or hold securities and may be subject to review, revision, suspension, reduction or withdrawal at any time by the assigning rating agency.
The issuer has filed a registration statement (including a prospectus) 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 Merrill Lynch, Pierce, Fenner & Smith Incorporated, toll-free at (800) 294-1322 or emailing dg.prospectus_requests@baml.com; Morgan Stanley & Co. LLC toll-free at (866) 718-1649; Citigroup Global Markets Inc., toll-free at (800) 831-9146; Goldman, Sachs & Co. toll-free at (866) 471-2526; or J.P. Morgan Securities LLC collect at (212) 834-4533.