Obligation 3M 3.875% ( US88579YAH45 ) en USD

3M

82.43 % ▼

Etats-unis

US88579YAH45 ( en USD )

3.875% par an ( paiement semestriel )

14/06/2044

Prospectus brochure de l'obligation 3M US88579YAH45 en USD 3.875%, échéance 14/06/2044

2 000 USD

325 000 000 USD

88579YAH4

A+ ( Qualité moyenne supérieure )

A1 ( Qualité moyenne supérieure )

15/12/2024 ( Dans 97 jours )

L'Obligation émise par 3M ( Etats-unis ) , en USD, avec le code ISIN US88579YAH45, paye un coupon de 3.875% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 14/06/2044

L'Obligation émise par 3M ( Etats-unis ) , en USD, avec le code ISIN US88579YAH45, a été notée A1 ( Qualité moyenne supérieure ) par l'agence de notation Moody's.

L'Obligation émise par 3M ( Etats-unis ) , en USD, avec le code ISIN US88579YAH45, a été notée A+ ( Qualité moyenne supérieure ) par l'agence de notation Standard & Poor's ( S&P ).

http://www.sec.gov/Archives/edgar/data/66740/000110465914042777/a...
424B2 1 a14-14326_2424b2.htm 424B2

Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333-196003
A filing fee of $120,623.46 based on a $936,517,500 maximum aggregate offering price,
calculated in accordance with Rule 457(r), has been transmitted
to the SEC in connection with the debt securities offered by means of this pricing supplement and the
accompanying prospectus and prospectus supplement from Registration Statement No. 333-196003.
This paragraph shall be deemed to update the "Calculation of Registration Fee"
table in that Registration Statement.

PRICING SUPPLEMENT NO. 1 Dated May 29, 2014
To Prospectus Dated May 16, 2014 and
Prospectus Supplement Dated May 16, 2014

3M COMPANY
Medium-Term Notes, Series F

$625,000,000 1.625% Notes due 2019
$325,000,000 3.875% Notes due 2044

1.625% Notes due 2019

3.875% Notes due 2044

Type of Note:
Fixed Rate
Type of Note:
Fixed Rate

Principal Amount:
$625,000,000
Principal Amount:
$325,000,000

Price to Public:
99.434%
Price to Public:
96.940%

Security Description:
SEC-Registered 5-year Fixed
Security Description:
SEC-Registered 30-year Fixed
Rate Notes
Rate Notes

Proceeds to Company:
99.184% ($619,900,000)
Proceeds to Company:
96.190% ($312,617,500)

Interest Rate:
1.625% per annum
Interest Rate:
3.875% per annum

Original Issue Date:
June 5, 2014
Original Issue Date:
June 5, 2014

Maturity Date:
June 15, 2019
Maturity Date:
June 15, 2044

Interest Payment Dates:
June 15 and December 15 of
Interest Payment Dates:
June 15 and December 15 of
each year, commencing
each year, commencing
December 15, 2014
December 15, 2014

Redemption:
Yes, see "Optional
Redemption:
Yes, see "Optional
Make-Whole Redemption"
Make-Whole Redemption"
beginning on page PS-2.
beginning on page PS-2.

Day Count Convention:
30/360
Day Count Convention:
30/360

Form:
DTC, Book-Entry
Form:
DTC, Book-Entry

CUSIP/ISIN:
88579Y AG6 /
CUSIP/ISIN:
88579Y AH4 /
US88579YAG61
US88579YAH45

Selling Concession:
0.150%
Selling Concession:
0.450%

Reallowance:
0.075%
Reallowance:
0.225%

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PS-1
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Underwriters:
Goldman, Sachs & Co.
Merrill Lynch, Pierce, Fenner & Smith
Incorporated
Morgan Stanley & Co. LLC

Optional Make-Whole
Each of the 1.625% Notes due 2019 and the 3.875% Notes due 2044 will be redeemable at any time,
Redemption:
in whole or from time to time in part, at our option at a redemption price equal to the greater of

·
100% of the principal amount of the notes to be redeemed, and

·
as determined by the quotation agent (as defined below), the sum of the present values of the

remaining scheduled payments of principal of and interest on the notes to be redeemed (not
including any interest accrued to the redemption date) discounted to the redemption date on a
semi-annual basis assuming a 360-day year consisting of twelve 30-day months at the treasury
rate (defined below) plus, in the case of the 1.625% Notes due 2019, 5 basis points, or in the
case of the 3.875% Notes due 2044, 12.5 basis points

plus, in the case of both clauses above, accrued and unpaid interest on the notes to be redeemed to the
redemption date.

"Treasury rate" means, with respect to any redemption date, the annual rate equal to the semi-annual
equivalent yield to maturity of the comparable treasury issue, assuming a price of the comparable
treasury issue (expressed as a percentage of its principal amount) equal to the comparable treasury
price for that redemption date.

"Comparable treasury issue" means the United States Treasury security selected by the quotation
agent as having a maturity comparable to the remaining term of notes to be redeemed that would be
utilized, at the time of a selection and in accordance with customary financial practice, in pricing new
issues of corporate debt securities of comparable maturity to the remaining term of the notes to be
redeemed.

"Comparable treasury price" means, with respect to any redemption date, (i) the average of at least
three reference treasury dealer quotations for that redemption date, after excluding the highest and
lowest of five or more reference treasury dealer quotations, or (ii) if the Trustee obtains fewer than
five reference dealer quotations, the average of all reference treasury dealer quotations so obtained.

"Quotation agent" means the reference treasury dealer appointed by the Company.

"Reference treasury dealer" means (i) each of Goldman, Sachs & Co., Merrill Lynch, Pierce,
Fenner & Smith Incorporated and Morgan Stanley & Co. LLC and their respective successors;
however, if any of the foregoing shall cease to be a primary U.S. Government securities dealer in New
York City (a "primary treasury dealer"), the Company will substitute another primary treasury
dealer; and (ii) any other primary treasury dealer(s) selected by the Company.

"Reference treasury dealer quotations" means, with respect to each reference treasury dealer and
any redemption date, the average, as determined by the Company, of the bid and asked prices for the
comparable treasury issue (expressed in each case as a percentage of its principal amount) quoted in
writing to the Trustee by the reference treasury dealer at 5:00 p.m., New York City time, on the third
business day preceding the redemption date.

In the case of a partial redemption of either the 1.625% Notes due 2019 or the 3.875% Notes due
2044, selection of the notes for redemption will be made pro rata, by lot or such other method as the
Trustee in its sole discretion deems appropriate and fair. The notes will be redeemed in denominations
of $2,000 and integral multiples of $1,000 in excess thereof. Notice of any redemption will be mailed
by first class mail at least 30 days but not more than 60 days before the redemption date to each holder
of the notes to be redeemed at its registered address. If any notes are to be redeemed in part only, the
notice of redemption that relates to such notes will state the portion of such notes to be redeemed. New
notes in principal amounts of at least $2,000 equal to the unredeemed portion of the notes will be
issued in the name of the holder of the notes upon surrender for cancellation of the original notes.
Unless the Company defaults in payment of the redemption price, on and after the redemption date,

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interest will cease to accrue on the notes or the portions of the notes called for redemption.

PS-2
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Use of Proceeds:
The Company intends to use the net proceeds from the sale of the notes for general corporate purposes.

Supplemental Information
On May 29, 2014, the Company agreed to sell to the underwriters listed below, and they severally
Concerning Plan of
agreed to purchase, the principal amounts of notes set forth opposite their respective names below at a
Distribution:
net price of 99.184% for the 1.625% Notes due 2019, and at a net price of 96.190% for the 3.875%
Notes due 2044. The purchase price for the 1.625% Notes due 2019 equals the stated issue price of
99.434% less a combined management and underwriting commission of 0.25% of the principal amount
of the notes, and the purchase price for the 3.875% Notes due 2044 equals the stated issue price of
96.940% less a combined management and underwriting commission of 0.75% of the principal amount
of the notes.

Principal Amount of

Principal Amount of
1.625% Notes
3.875% Notes
Name
due 2019
due 2044

Goldman, Sachs & Co.

$
208,334,000
$
108,334,000

Merrill Lynch, Pierce, Fenner & Smith

208,333,000
108,333,000
Incorporated

Morgan Stanley & Co. LLC

208,333,000
108,333,000

Total
$
625,000,000
$
325,000,000

Under Rule 15c6-1 of the Securities Exchange Act of 1934, trades in the secondary market generally
are required to settle in three business days, unless the parties to any such trade expressly agree
otherwise. Accordingly, purchasers who wish to trade notes on any day prior to three business days
before delivery will be required, by virtue of the fact that the notes will initially settle in five business
days (T+5), to specify alternative settlement arrangements to prevent a failed settlement.

Certain of the underwriters and their affiliates have provided in the past to the Company and its
affiliates and may provide from time to time in the future certain commercial banking, financial
advisory, investment banking and other services for the Company and such affiliates in the ordinary
course of their business, for which they have received and may continue to receive customary fees and
commissions. In addition, certain of the underwriters and their affiliates are lenders under the
Company's credit agreement dated September 28, 2012.

In the ordinary course of their various business activities, the underwriters and their respective
affiliates have made or held, and may in the future make or hold, a broad array of investments
including serving as counterparties to certain derivative and hedging arrangements, and may have
actively traded, and, in the future may actively trade, debt and equity securities (or related derivative
securities), and financial instruments (including bank loans) for their own account and for the accounts
of their customers and may have in the past and at any time in the future hold long and short positions
in such securities and instruments. Such investment and securities activities may have involved, and in
the future may involve, securities and instruments of the Company.

PS-3
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