FWP: Filing under Securities Act Rules 163/433 of free writing prospectuses
Published on September 25, 2013
Filed Pursuant to Rule 433
File No. 333-178706
FINAL TERM SHEET
Dated September 25, 2013
WAL-MART STORES, INC.
$1,000,000,000 1.950% Notes Due 2018
$750,000,000 4.750% Notes Due 2043
| Name of Issuer: |
Wal-Mart Stores, Inc. (Walmart) |
| Title of Securities: |
1.950% Notes Due 2018 (2018 Notes) |
| 4.750% Notes Due 2043 (2043 Notes) |
| Aggregate Principal Amount: |
$1,000,000,000 (2018 Notes) |
| $750,000,000 (2043 Notes) |
| Issue Price (Price to Public): |
99.810% of principal amount (2018 Notes) |
| 99.304% of principal amount (2043 Notes) |
| Maturity: |
December 15, 2018 (2018 Notes) |
| October 2, 2043 (2043 Notes) |
| Coupon (Interest Rate): |
1.950% (2018 Notes) |
| 4.750% (2043 Notes) |
| Benchmark Treasury: |
1.500% U.S. Treasury due August 31, 2018 (2018 Notes) |
| 2.875% U.S. Treasury due May 15, 2043 (2043 Notes) |
| Spread to Benchmark Treasury: |
60 basis points (2018 Notes) |
| 110 basis points (2043 Notes) |
| Benchmark Treasury Price and Yield: |
100-17; 1.388% (2018 Notes) |
| 85-10; 3.694% (2043 Notes) |
| Yield to Maturity: |
1.988% (2018 Notes) |
| 4.794% (2043 Notes) |
| Interest Payment Dates: |
Interest will accrue from October 2, 2013. Interest on the 2018 Notes will be payable on June 15 and December 15 of each year, beginning on June 15, 2014. Interest on the 2043 Notes will be payable on April 2 and October 2 of each year, beginning on April 2, 2014. |
| Interest Payment Record Dates: |
In the case of the 2018 Notes, June 1 and December 1 of each year. In the case of the 2043 Notes, March 15 and September 15 of each year. |
| Redemption Provisions: |
There are no redemption provisions applicable to the 2018 Notes. |
| The 2043 Notes will be redeemable, in whole or in part, at the option of the Company at any time on or after April 2, 2043, at a redemption price equal to 100% of the principal amount of the Notes being redeemed, plus accrued and unpaid interest, if any, to, but not including, the redemption date. Any notice of redemption must be mailed to each registered holder of the Notes being redeemed at least 30 days but not more than 60 days prior to the redemption date. |
| Sinking Fund Provisions: |
None |
| Payment of Additional Amounts: |
Not applicable |
| Legal Format: |
SEC registered |
| Net Proceeds to Walmart (after |
$994,600,000 (2018 Notes) $738,217,500 (2043 Notes) |
| Settlement Date: |
T + 5; October 2, 2013 |
| Joint Book-Running Managers: |
Deutsche Bank Securities Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated RBS Securities Inc. Credit Suisse Securities (USA) LLC HSBC Securities (USA) Inc. Wells Fargo Securities, LLC |
| Selling Restrictions: |
European Economic Area, United Kingdom, Hong Kong, Japan, Singapore |
| CUSIP: |
931142 DJ9 (2018 Notes) 931142 DK6 (2043 Notes) |
| ISIN: |
US931142DJ92 (2018 Notes) |
US931142DK65 (2043 Notes)
Ratings: Ratings for Walmarts long-term debt securities: S&P, AA; Moodys, Aa2; and Fitch, AA. Walmart will apply for specific ratings for the 2018 Notes and the 2043 Notes from S&P, Moodys and Fitch and expects that the ratings for the Notes will be the same as for Walmarts other long-term debt securities by such rating agencies.
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 Wal-Mart Stores, Inc. by means of a registration statement on Form S-3 (SEC File No. 333-178706).
The issuer has 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 has 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 Deutsche Bank Securities Inc. toll-free at 1-800-503-4611, Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322 or RBS Securities Inc. toll-free at 1-866-884-2071.