Obligation Lexmark Global Inc. 5.125% ( US529772AF23 ) en USD

Lexmark Global Inc.

100 % ▲

Etats-unis

US529772AF23 ( en USD )

5.125% par an ( paiement semestriel )

14/03/2020 - Obligation échue

Prospectus brochure de l'obligation Lexmark International Inc US529772AF23 en USD 5.125%, échue

2 000 USD

340 895 000 USD

529772AF2

N/A

Lexmark International, Inc. est une société américaine de technologie de l'information spécialisée dans les imprimantes, les logiciels et les services d'impression gérés.

L'Obligation émise par Lexmark Global Inc. ( Etats-unis ) , en USD, avec le code ISIN US529772AF23, paye un coupon de 5.125% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 14/03/2020

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Table of Contents
Filed Pursuant to Rule 424(b)(5)
Registration No. 333-186255
CALCULATION OF REGISTRATION FEE

Title of each class of
Proposed maximum
Proposed maximum
securities to be
Amount to be
offering price
aggregate offering
Amount of
registered

registered

per unit

price

registration fee(1)
5.125% Senior Notes Due 2020

$400,000,000

99.998%

$399,992,000

$54,560

(1)
Calculated in accordance with Rule 457(r) under the Securities Act of 1933, as amended.
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Prospectus supplement
To Prospectus dated January 28, 2013

$400,000,000

5.125% Senior Notes due 2020
Interest payable March 15 and September 15
Issue price: 99.998%
We are offering $400,000,000 aggregate principal amount of our 5.125% senior notes due 2020, which we refer to as the "notes."
The notes wil mature on March 15, 2020. We wil pay interest on the notes on March 15 and September 15 of each year, commencing on September 15, 2013.
We may redeem some or all of the notes at any time at a redemption price that includes a make-whole premium, as described under the caption "Description of the notes--Optional Redemption." If a
change of control triggering event occurs, we wil be required to make an offer to repurchase the notes in cash from the holders at a price equal to 101% of their aggregate principal amount, plus accrued
and unpaid interest to, but not including, the date of repurchase. See "Description of the notes--Change of Control."
The notes wil be our senior unsecured obligations and wil rank equal y with al of our existing and future senior unsecured indebtedness.
Investing in the notes involves risks. You should carefully consider the risk factors beginning on page S-7 of this prospectus supplement.
Neither the Securities and Exchange Commission ("SEC") nor any state securities commission has approved or disapproved of these securities or determined if this prospectus
supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

Initial public offering
Proceeds, before

price(1)

Underwriting discount
expenses, to us

Per note

99.998%

0.625%

99.373%

Total

$
399,992,000
$
2,500,000
$
397,492,000

(1)
Plus accrued interest, if any, from the date of original issuance.
The notes wil not be listed on any securities exchange. Currently, there is no public market for the notes.
The underwriters named below expect to deliver the notes to purchasers in book-entry form through The Depository Trust Company and its participants, including Euroclear Bank, S.A./N.V., as operator
of the Euroclear System and Clearstream Banking, société anonyme on or about March 4, 2013.
Joint Book-Running Managers

J.P. Morgan
Citigroup

Senior Co-Managers

Mitsubishi UFJ Securities

SunTrust Robinson Humphrey
Co-Managers

BB&T Capital Markets
BofA Merrill Lynch

Fifth Third Securities, Inc.
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Scotiabank

The Williams Capital Group, L.P.
February 27, 2013.

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In making your investment decision, you should rely only on the information contained or incorporated by reference in this prospectus supplement, the accompanying prospectus and any
free writing prospectus. We have not, and the underwriters have not, authorized anyone to provide you with different information. If anyone provides you with different or inconsistent
information, you should not rely on it. This prospectus supplement is not an offer to sell or a solicitation of an offer to buy any securities other than the notes referred to herein. We are
not making an offer to sell and are not soliciting an offer to buy the notes in any jurisdiction where the offer or sale is not permitted. You should not assume that the information appearing
in this prospectus supplement and the accompanying prospectus, or any information we have previously filed with the SEC and incorporated by reference, is accurate as of any date other
than the date on the cover page of those documents. Our business, financial condition, results of operations and prospects may have changed since that date.
Table of contents
Prospectus supplement

About this prospectus supplement

S-i

Forward-looking statements

S-iii

Offering summary

S-1

Risk factors

S-7

Ratio of earnings to fixed charges

S-10
Use of proceeds

S-11
Capitalization

S-12
Description of the notes

S-13
Material U.S. federal income tax considerations

S-26
Underwriting (Conflicts of Interest)

S-31
Where you can find more information

S-34
Legal matters

S-35
Experts

S-36
Prospectus

About this prospectus

1

About us

1

Risk factors

3

Forward-looking statements

3

Ratio of earnings to fixed charges

4

Use of proceeds

4

Description of debt securities

5

Plan of distribution

16
Where you can find more information

18
Incorporation of certain information by reference

18
Validity of debt securities

19
Experts

19
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About this prospectus supplement
This document consists of two parts. The first part is this prospectus supplement, which describes the specific terms of the notes we are currently offering. The second part is the accompanying
prospectus, which describes more general information, some of which may not apply to this offering of notes. General y, the term "prospectus" refers to both parts combined. You should read both this
prospectus supplement and the accompanying prospectus, together with the documents incorporated by reference herein and therein and the additional information described under the heading "Where
you can find more information."
If the information varies between this prospectus supplement and the accompanying prospectus, you should rely on the information in this prospectus supplement.
Any statement made in this prospectus supplement or in a document incorporated, or deemed to be incorporated, by reference in this prospectus supplement wil be deemed to be modified or
superseded for purposes of this prospectus supplement to the extent that a statement contained in this prospectus supplement or in any other subsequently filed document that is also incorporated, or
deemed to be incorporated, by reference in this prospectus supplement modifies or supersedes that statement. Any statement so modified or superseded wil not be deemed, except as so modified or
superseded, to constitute a part of this prospectus supplement. See "Where you can find more information" in this prospectus supplement and "Incorporation of certain information by reference" in the
accompanying prospectus.
In this prospectus supplement, except as otherwise indicated herein, references to "Lexmark," the "Company," "we," "us" or "our" refer to Lexmark International, Inc. and its consolidated subsidiaries and,
in the context of the notes, "Lexmark," the "Company," "we," "us" and "our" shal only refer to Lexmark International, Inc., the issuer of the notes. When we refer to "you" or "yours," we mean the holders
of the notes offered hereby.

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Forward-looking statements
We have included or incorporated by reference in this prospectus supplement and the accompanying prospectus statements that constitute "forward-looking statements" within the meaning of Section 27A
of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Al statements, other than statements of
historical fact, are forward-looking statements.
We base the forward-looking statements we make upon information that is currently available or management's current expectations and beliefs concerning future developments and their potential effects
upon us. These statements speak only as of the date of the statement and are subject to certain risks and uncertainties. We assume no obligation to update or revise any forward-looking statements
contained or incorporated by reference herein to reflect any change in events, conditions or circumstances, or expectations with regard thereto, on which we base any such forward-looking statement, in
whole or in part.
There can be no assurance that future developments affecting us wil be those anticipated by management. Information regarding some of the important factors that could cause actual results to differ,
perhaps materially, from those in our forward-looking statements is contained in the section titled "Item 1A. Risk Factors" of our Annual Report on Form 10-K for the fiscal year ended December 31, 2012,
filed with the SEC on February 26, 2013 and incorporated in this prospectus supplement by reference.
We disclaim any obligation, other than as may be imposed by law, to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. By
means of this cautionary note, we intend to avail ourselves of the safe harbor from liability with respect to forward-looking statements that is provided by Section 27A and Section 21E referred to above.

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Offering summary
Our Business
The information below is a summary of the more detailed information included elsewhere in or incorporated by reference in this prospectus supplement. You should read carefully the following
summary in conjunction with the more detailed information contained in this prospectus supplement, including the "Risk factors" section beginning on page S-7 of this prospectus supplement, the
accompanying prospectus and the information incorporated by reference. This summary is not complete and does not contain all of the information you should consider before purchasing the
notes.
We are a Delaware corporation and the surviving company of a merger between our former parent holding company, Lexmark International Group, Inc., and us consummated on July 1, 2000. Our
former parent was formed in July 1990 in connection with the acquisition of IBM Information Products Corporation from International Business Machines Corporation. The acquisition was completed
in March 1991. On November 15, 1995, our former parent completed its initial public offering of Class A Common Stock and our common stock now trades on the New York Stock Exchange under
the symbol "LXK."
We operate in the office printing and imaging, enterprise content management ("ECM"), business process management ("BPM") document output management ("DOM"), intel igent data capture and
search markets. We believe the total relevant distributed printing and imaging market opportunity approximated $70 bil ion in 2012, including printing hardware, supplies and related services. In
2012, the total relevant content and process management software market was approximately $10 bil ion, excluding related professional services. However, we believe the total addressable market
is significantly larger due to relatively low penetration of content and process management software solutions worldwide.
We provide managed print services and make it easier for businesses of all sizes to improve their business processes by enabling them to capture, manage and access critical unstructured
business information in the context of their business processes. We speed the movement and management of information between the paper and digital worlds. Since our inception in 1991, we have
become a leading developer, manufacturer and supplier of printing, imaging, device management, managed print services, document workflow, and, more recently, business process and content
management solutions. Our products include laser printers and multifunction devices, dot matrix printers and the associated supplies/solutions/services, as wel as ECM, BPM, DOM, intel igent data
capture, search and web-based document imaging and workflow software solutions and services. We develop and own most of the technology for our printing and imaging products, software
related to managed print services, and content and process management solutions.
Revenue derived from international sales, including exports from the United States of America, accounts for approximately 55% of our consolidated revenue, with Europe, Middle East and Africa
accounting for 35% of worldwide sales. Our products are principal y sold through resel ers, retailers and distributors in more than 170 countries in North and South America, Europe, the Middle
East, Africa, Asia, the Pacific Rim and the Caribbean. This geographic diversity offers us

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opportunities to participate in emerging markets, provides diversification to our revenue stream and operations to help offset geographic economic trends, and utilizes the technical and business
expertise of a worldwide workforce.
Our principal executive offices are located at One Lexmark Centre Drive, 740 West New Circle Road, Lexington, Kentucky 40550, and our telephone number is (859) 232-2000.
Business Strategy
Our strategy is based on a business model of investing in technology to develop and sel printing and imaging and content and process management solutions, including printers, multifunction devices
and software solutions with the objective of growing our installed base of hardware devices and software installations, which drives recurring printing supplies sales as wel as software subscription,
maintenance and services revenue. Supplies have been the primary profit engine of the business model. Supplies profit helps fund new technology investments in products, solutions, services and
software. As we continue to increase our mix of managed print services and software solutions, management anticipates that annuity mix wil increasingly include software and services, in addition
to printing supplies. The acquisition of Perceptive Software, Inc. ("Perceptive Software") in 2010 and our expansion through Pal as Athena, Brainware, Isys, Nolij and Acuo Technologies add to our
traditional strength in providing document process solutions for specific industries and business processes. Management believes we have the fol owing strengths related to this business model:

· We are highly focused on delivering printing, imaging, and software solutions and services for specific industries and business processes in distributed environments, which we believe enables
us to be responsive and flexible in meeting specific business customer needs;

· We internal y develop both monochrome and color laser printing technology. Our monochrome laser technology platform has historical y allowed us to provide one of the best values in enterprise
network printer-based products and also build unique capabilities into our products that enable us to offer customized printing and document workflow solutions. We also internal y develop our
print, content and process management software platforms and tools that enable us to provide leading edge managed print services and content and process management solutions;

· Through Perceptive Software, we internal y develop ECM, BPM, DOM, intel igent capture, search and healthcare specific medical imaging and vendor neutral archive software products and
corresponding industry tailored solutions to help companies manage the lifecycle of their content and business processes all in the context of their existing enterprise applications. This
combination of platform, product, and solutions integrates rapidly into a customer's existing IT infrastructure and is easy to use, which drives user adoption and accelerates the customer's
process improvements; and

· We have leveraged our technological capabilities and our commitment to flexibility and responsiveness to build strong relationships with large-account customers and channel partners, including
distributors and value-added resel ers. Our path-to-market includes industry-focused consultative sales and services teams that deliver unique and differentiated solutions to large accounts and
channel partners that sel into our target industries.

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We are focused on driving long-term performance by strategical y investing in technology, hardware and software products and solutions to secure high value product installations and capture
profitable supplies, software subscriptions, and maintenance and service annuities in document-intensive industries and business processes. Our printing and imaging strategy is to capture profitable
supplies and services annuities generated from our monochrome and color laser printers and MFPs. Our software strategy is to deliver affordable industry and process specific workflow enhancing
solutions through deep industry expertise and a broad content and process management software platform, in a model that is easy to integrate, use, and support.

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The offering
This summary may not contain all the information that may be important to you. You should read this entire prospectus supplement, the accompanying prospectus and the documents
incorporated by reference in this prospectus supplement and the accompanying prospectus, including the risk factors and the financial statements and related notes, before making an
investment decision.

Issuer

Lexmark International, Inc.
Notes Offered

$400,000,000 aggregate principal amount of 5.125% Senior Notes due 2020.
Maturity

March 15, 2020.
Interest Payment Dates

March 15 and September 15 of each year, beginning on September 15, 2013.
Ranking
The notes are unsecured and wil rank equally in right of payment with all of our other existing and future senior

unsecured indebtedness.
Optional Redemption
We may redeem some or all of the notes at any time at a redemption price that includes a make-whole premium, as

described under the caption "Description of the notes--Optional Redemption."
Change of Control Repurchase
Event
Upon the occurrence of a Change of Control Triggering Event, as defined in this prospectus supplement, we wil be
required to make an offer to repurchase the notes in cash at a price equal to 101% of their aggregate principal amount,
plus accrued and unpaid interest to, but not including, the date of repurchase. See "Description of the notes--Change of

Control."
Interest Rate Adjustment
The interest rate payable on the notes wil be subject to adjustments from time to time if either Moody's or S&P
downgrades (or subsequently upgrades) the debt rating assigned to the notes, as described under "Description of the

notes--Interest Rate Adjustment."
Certain Covenants
The indenture related to the notes wil , among other items, limit our ability and our subsidiaries' ability to create or incur
certain liens, participate in sale and leaseback transactions and limit our ability to merge or consolidate and transfer or
lease all or substantial y all of our assets. See "Description of debt securities--Restrictive Covenants--Limitation on
Liens," "Description of debt securities--Restrictive Covenants--Limitation on Sale and Leaseback Transactions" and

"Description of debt securities--Consolidation, Merger and Sale of Assets" in the accompanying prospectus.

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