Bond Sumitomo Mitsui Financial Group 2.696% ( US86562MBM10 ) in USD

Issuer Sumitomo Mitsui Financial Group
Market price 100 %  ▲ 
Country  Japan
ISIN code  US86562MBM10 ( in USD )
Interest rate 2.696% per year ( payment 2 times a year)
Maturity 16/07/2024 - Bond has expired



Prospectus brochure of the bond Sumitomo Mitsui FG US86562MBM10 in USD 2.696%, expired


Minimal amount 200 000 USD
Total amount 2 000 000 000 USD
Cusip 86562MBM1
Standard & Poor's ( S&P ) rating A- ( Upper medium grade - Investment-grade )
Moody's rating A1 ( Upper medium grade - Investment-grade )
Detailed description Sumitomo Mitsui Financial Group (SMFG) is a major Japanese financial services conglomerate offering banking, trust banking, securities, and other financial services globally.

The Bond issued by Sumitomo Mitsui Financial Group ( Japan ) , in USD, with the ISIN code US86562MBM10, pays a coupon of 2.696% per year.
The coupons are paid 2 times per year and the Bond maturity is 16/07/2024

The Bond issued by Sumitomo Mitsui Financial Group ( Japan ) , in USD, with the ISIN code US86562MBM10, was rated A1 ( Upper medium grade - Investment-grade ) by Moody's credit rating agency.

The Bond issued by Sumitomo Mitsui Financial Group ( Japan ) , in USD, with the ISIN code US86562MBM10, was rated A- ( Upper medium grade - Investment-grade ) by Standard & Poor's ( S&P ) credit rating agency.







PROSPECTUS SUPPLEMENT
(To prospectus dated December 20, 2018)
Sumitomo Mitsui Financial Group, Inc.
(incorporated under the laws of Japan with limited liability)
U.S.$2,000,000,000 2.696% Senior Notes due 2024
U.S.$2,500,000,000 3.040% Senior Notes due 2029
We will issue an aggregate principal amount of U.S.$2,000,000,000 of senior notes due July 16, 2024, or the 5-year notes, and an
aggregate principal amount of U.S.$2,500,000,000 of senior notes due July 16, 2029, or the 10-year notes, and together with the 5-year notes,
the notes. The 5-year notes and the 10-year notes will bear interest commencing July 16, 2019, at an annual rate of 2.696% and 3.040%,
respectively, payable semiannually in arrears on January 16 and July 16 of each year, beginning on January 16, 2020.
The notes will not be redeemable prior to maturity, except as set forth under "Description of the Notes--Redemption for Taxation
Reasons," and will not be subject to any sinking fund. The notes will be issued only in registered form in minimum denominations of
U.S.$200,000 and integral multiples of U.S.$1,000 in excess thereof.
We have made an application to the Luxembourg Stock Exchange to list the notes on the official list of the Luxembourg Stock Exchange
and for such notes to be admitted to trading on the Luxembourg Stock Exchange's Euro MTF Market. The Luxembourg Stock Exchange's
Euro MTF Market is not a regulated market for the purposes of Article 4.1(14) of the Markets in Financial Instruments Directive (Directive
2004/39/EC).
This prospectus supplement does not constitute a prospectus for the purposes of the Prospectus Directive (Directive 2003/71/EC).
Investing in the notes involves risks. You should carefully consider the risk factors set forth in "Item 3. Key
Information--Risk Factors" of our most recent annual report on Form 20-F filed with the U.S. Securities and
Exchange Commission, or the SEC, and in the "Risk Factors" section beginning on page S-7 of this prospectus
supplement before making any decision to invest in the notes.
Per 5-year
Per 10-year
note
note
Total
Public offering price(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
100%
100%
U.S.$4,500,000,000
Underwriting commissions(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
0.35%
0.45%
U.S.$
18,250,000
Proceeds, before expenses, to SMFG(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
99.65%
99.55%
U.S.$4,481,750,000
(1) Plus accrued interest from July 16, 2019, if settlement occurs after that date.
(2) For additional underwriting compensation information, see "Underwriting (Conflicts of Interest)."
Neither the SEC nor any state securities commission has approved or disapproved of these securities or passed upon the
adequacy or accuracy of this prospectus supplement or the related prospectus. Any representation to the contrary is a criminal
offense.
The notes of each series will be represented by one or more global certificates deposited with a custodian for, and registered in the name
of a nominee of, The Depository Trust Company, or DTC. Beneficial interests in these global certificates will be shown on, and transfers
thereof will be effected through, records maintained by DTC and its direct and indirect participants, including Euroclear Bank SA/NV, or
Euroclear, and Clearstream Banking S.A., or Clearstream. Except as described in this prospectus supplement or the accompanying prospectus,
notes in definitive certificated form will not be issued in exchange for global certificates.
It is expected that the notes will be delivered in book-entry form only, through the facilities of DTC and its participants, including
Euroclear and Clearstream, on or about July 16, 2019.
Joint Lead Managers and Joint Bookrunners
SMBC NIKKO
Goldman Sachs & Co. LLC
Citigroup
J.P. Morgan
Senior Co-Managers
Barclays
BofA Merrill Lynch
Nomura
Co-Managers
Daiwa Capital Markets
HSBC
ING
Lloyds Securities
Natixis
TD Securities
Prospectus Supplement dated July 8, 2019


TABLE OF CONTENTS
Prospectus Supplement
Page
Prospectus Supplement Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-1
Risk Factors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-7
Use of Proceeds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-13
Capitalization and Indebtedness . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-14
Selected Financial and Other Information (IFRS) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-16
Supplemental Financial and Other Information (Japanese GAAP) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-18
Supervision and Regulation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-23
Description of the Notes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-24
Taxation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-27
Benefit Plan Investor Considerations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-35
Underwriting (Conflicts of Interest) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-37
Listing and General Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-44
Legal Matters . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-45
Incorporation By Reference . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S-46
Prospectus
Page
About This Prospectus . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1
Cautionary Statement Regarding Forward-Looking Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2
Risk Factors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3
Sumitomo Mitsui Financial Group, Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3
Capitalization and Indebtedness . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4
Use of Proceeds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5
Description of the Debt Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6
Taxation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
22
Benefit Plan Investor Considerations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
22
Plan of Distribution (Conflicts of Interest) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
24
Market-Making Activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
25
Experts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
27
Legal Matters . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
27
Enforcement of Civil Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
27
Where You Can Find More Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
27
S-ii


The notes have not been and will not be registered under the Financial Instruments and Exchange Act of
Japan, or the FIEA, and are subject to the Act on Special Measures Concerning Taxation of Japan, or the Special
Taxation Measures Act. The notes may not be offered or sold in Japan, to any person resident in Japan, or to
others for reoffering or resale directly or indirectly in Japan or to a person resident in Japan, for Japanese
securities law purposes (including any corporation or other entity organized under the laws of Japan) except
pursuant to an exemption from the registration requirements of, and otherwise in compliance with, the FIEA and
any other applicable laws, regulations and governmental guidelines of Japan. In addition, the notes are not, as
part of the distribution by the underwriters under the applicable underwriting agreement at any time, to be
directly or indirectly offered or sold to, or for the benefit of, any person other than a beneficial owner that is,
(i) for Japanese tax purposes, neither an individual resident of Japan or a Japanese corporation, nor an individual
non-resident of Japan or a non-Japanese corporation that in either case is a person having a special relationship
with the issuer of the notes as described in Article 6, Paragraph (4) of the Special Taxation Measures Act, or a
specially-related person of the issuer or (ii) a Japanese financial institution, designated in Article 6,
Paragraph (9) of the Special Taxation Measures Act, except as specifically permitted under the Special Taxation
Measures Act.
Interest payments on the notes will be subject to Japanese withholding tax unless it is established that the
notes are held by or for the account of a beneficial owner that is (i) for Japanese tax purposes, neither an
individual resident of Japan or a Japanese corporation, nor an individual non-resident of Japan or a non-Japanese
corporation that in either case is a specially-related person of the issuer, (ii) a Japanese financial institution
designated in Article 6, Paragraph (9) of the Special Taxation Measures Act which complies with the requirement
for tax exemption under that paragraph or (iii) a Japanese public corporation, financial institution or financial
instruments business operator described in Article 3-3, Paragraph (6) of the Special Taxation Measures Act
which complies with the requirement for tax exemption under that paragraph.
Interest payments on the notes to an individual resident of Japan, to a Japanese corporation (except as
described in the preceding paragraph), or to an individual non-resident of Japan or a non-Japanese corporation
that in either case is a specially-related person of the issuer will be subject to deduction in respect of Japanese
income tax at a rate of 15.315% (15% on or after January 1, 2038) of the amount of such interest.
PROHIBITION OF SALES TO EEA RETAIL INVESTORS--The notes are not intended to be offered,
sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail
investor in the European Economic Area, or the EEA. For these purposes, a retail investor means a person who is
one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU, as amended,
or MiFID II; or (ii) a customer within the meaning of Directive 2002/92/EC, as amended, or the Insurance
Mediation Directive, where that customer would not qualify as a professional client as defined in point (10) of
Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in Directive 2003/71/EC, as amended, or the
Prospectus Directive. Consequently no key information document required by Regulation (EU) No 1286/2014, or
the PRIIPs Regulation, for offering or selling the notes or otherwise making them available to retail investors in
the EEA has been prepared and therefore offering or selling the notes or otherwise making them available to any
retail investor in the EEA may be unlawful under the PRIIPs Regulation.
NOTIFICATION UNDER SECTION 309B OF THE SFA--In connection with Section 309B of the
Securities and Futures Act (Chapter 289) of Singapore, or the SFA, and the Securities and Futures (Capital
Markets Products) Regulations 2018 of Singapore, or the CMP Regulations 2018, we have determined, and
hereby notify all relevant persons (as defined in Section 309(A)(1) of the SFA), that the notes are "prescribed
capital markets products" (as defined in the CMP Regulations 2018) and Excluded Investment Products (as
defined in MAS Notice SFA 04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16:
Notice on Recommendations on Investment Products).
Representation by Investor upon Distribution
By subscribing to any notes, an investor will be deemed to have represented that it is a beneficial owner who
is, (i) for Japanese tax purposes, neither an individual resident of Japan or a Japanese corporation, nor an
S-iii


individual non-resident of Japan or a non-Japanese corporation that in either case is a person having a special
relationship with the issuer of the notes as described in Article 6, Paragraph (4) of the Special Taxation Measures
Act or (ii) a Japanese financial institution, designated in Article 6, Paragraph (9) of the Special Taxation
Measures Act.
ABOUT THIS PROSPECTUS SUPPLEMENT
This document consists of two parts. The first part is this prospectus supplement, which describes the
specific terms of the offering of the notes and also adds to, updates and changes information contained in the
prospectus dated December 20, 2018 and filed with the SEC on the same date, and the documents incorporated
by reference in this prospectus supplement. The second part is the above-mentioned prospectus, to which we
refer as the "accompanying prospectus." The accompanying prospectus contains a description of the senior and
subordinated debt securities and gives more general information, some of which may not apply to the notes. If
the description of the notes in this prospectus supplement differs from the description in the accompanying
prospectus, the description in this prospectus supplement supersedes the description in the accompanying
prospectus.
We have not, and the underwriters have not, authorized any other person to provide you with any
information other than that contained in or incorporated by reference into this prospectus supplement, in the
accompanying prospectus or in any free writing prospectus prepared by or on behalf of us or to which we have
referred you. "Incorporated by reference" means that we can disclose important information to you by referring
you to another document filed separately with the SEC. We are not responsible for, and can provide no assurance
as to the accuracy of, any other information that any other person may give you. We are not making, nor are the
underwriters making, an offer to sell 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, the accompanying prospectus or
in any free writing prospectus prepared by or on behalf of us or to which we have referred you, including any
information incorporated by reference herein or therein, is accurate as of any date other than its respective date.
Our business, financial condition, results of operations and prospects may have changed since those respective
dates.
Copies of the documents incorporated by reference in this prospectus supplement as of the date of this
prospectus supplement will be available free of charge at the offices of the trustee and on the website of the
Luxembourg Stock Exchange (www.bourse.lu). This prospectus supplement may only be used for the purposes
for which it has been published.
FORWARD-LOOKING STATEMENTS
This prospectus supplement, the accompanying prospectus and the documents incorporated by reference
herein contain in a number of places forward-looking statements regarding our intent, belief or current
expectations of our management with respect to the future results of operations and financial condition of us,
SMBC and our respective group companies, including without limitation future loan loss provisions and financial
support to borrowers. In many cases but not all, the words "anticipate," "believe," "estimate," "expect," "intend,"
"may," "plan," "probability," "project," "risk," "seek," "should," "target," "will" and similar expressions, as they
relate to us or our management, are intended to identify forward-looking statements. You can also identify
forward-looking statements by discussions of strategy, plans or intentions. Forward-looking statements, which
include statements contained in "Item 3. Key Information--Risk Factors," "Item 5. Operating and Financial
Review and Prospects" and "Item 11. Quantitative and Qualitative Disclosures about Credit, Market and Other
Risk" of our annual report on Form 20-F for the fiscal year ended March 31, 2019, reflect our current views with
respect to future events and are subject to risks, uncertainties and assumptions, including the risk factors
described in this prospectus supplement. Should one or more of these risks or uncertainties materialize, or should
underlying assumptions prove incorrect, actual results may vary materially from those described here as
anticipated, believed, estimated, expected or intended.
S-iv


We have identified some of the risks inherent in forward-looking statements in "Item 3. Key Information--
Risk Factors" of our most recent annual report on Form 20-F and in the "Risk Factors" section of this prospectus
supplement. Other factors could also adversely affect our results or the accuracy of forward-looking statements in
this prospectus supplement, and you should not consider these to be a complete set of all potential risks or
uncertainties.
The forward-looking statements included or incorporated by reference in this prospectus supplement are
made only as of the dates on which such statements were made. We expressly disclaim any obligation or
undertaking to release any update or revision to any forward-looking statement contained herein to reflect any
change in our expectations with regard thereto or any change in events, conditions or circumstances on which
any statement is based.
PRESENTATION OF FINANCIAL AND OTHER INFORMATION
Our primary financial statements for SEC reporting purposes are prepared on an annual and semi-annual
basis in accordance with International Financial Reporting Standards as issued by the International Accounting
Standards Board, or IFRS, while our financial statements for reporting in our jurisdiction of incorporation and
Japanese bank regulatory purposes are prepared on an annual and quarterly basis in accordance with accounting
principles generally accepted in Japan, or Japanese GAAP.
Financial information for us contained or incorporated by reference herein is presented in accordance with
IFRS or Japanese GAAP, as specified herein or in the relevant document being incorporated by reference.
Financial information for SMBC contained or incorporated by reference herein is presented in accordance with
Japanese GAAP. See "Incorporation by Reference" for a list of documents being incorporated by reference
herein.
IFRS and Japanese GAAP differ in certain respects from each other and from generally accepted accounting
principles in the United States, or U.S. GAAP, and in other countries. For a description of certain differences
between IFRS and Japanese GAAP, see "Item 5.A. Operating Results--Reconciliation with Japanese GAAP" in
our most recent annual report on Form 20-F filed with the SEC. You should consult your own professional
advisers for a more complete understanding of the differences between IFRS, Japanese GAAP, U.S. GAAP and
the generally accepted accounting principles of other countries and how those differences might affect the
financial information contained or incorporated by reference in this prospectus supplement or the accompanying
prospectus.
In this prospectus supplement, where IFRS financial information is presented in millions, billions or trillions
of yen or thousands, millions or billions of dollars, amounts of less than one thousand, one million, one billion or
one trillion, as the case may be, have been rounded. Where Japanese GAAP financial information is presented in
millions of yen or thousands or millions of dollars, amounts of less than one thousand or one million, as the case
may be, have been truncated. Where Japanese GAAP financial information is presented in billions or trillions of
yen or billions of dollars, amounts of less than one billion or one trillion, as the case may be, have been rounded,
except for information of SMBC Nikko Securities Inc., or SMBC Nikko Securities, the amounts of which have
been truncated. Accordingly, the total of each column of figures may not be equal to the total of the individual
items. All percentages have been rounded to the nearest percent, one-tenth of one percent or one-hundredth of
one percent, as the case may be, except for capital ratios, which have been truncated.
Unless otherwise specified or required by the context: references to "days" are to calendar days; references
to "years" are to calendar years and to "fiscal years" are to our fiscal years ending on March 31; references to
"$," "U.S.$," "dollars" and "U.S. dollars" are to United States dollars, references to "yen" and "¥" are to
Japanese yen and references to "" are to the euro, the currency of those member states of the European Union
that are participating in the European Economic and Monetary Union pursuant to the Treaty on European Union.
S-v


Unless otherwise specified, when converting currencies into yen we use Sumitomo Mitsui Banking Corporation's
median exchange rates for buying and selling spot dollars, or other currencies, by telegraphic transfer against yen
as determined at the end of the relevant fiscal period. Unless the context otherwise requires, "SMFG," the
"issuer," "we," "us," "our," and similar terms refer to Sumitomo Mitsui Financial Group, Inc. as well as to its
subsidiaries. "SMBC" refers to Sumitomo Mitsui Banking Corporation, which is one of our commercial banking
subsidiaries, or to Sumitomo Mitsui Banking Corporation and its subsidiaries, taken as a whole, as the context
requires. References to "non-consolidated" information are to the financial information solely of SMBC.
References to the "SMBC Group" are to us and our subsidiaries and affiliates taken as a whole.
In this prospectus supplement, all of our financial information is presented on a consolidated basis, unless
we state otherwise.
S-vi


PROSPECTUS SUPPLEMENT SUMMARY
This summary highlights key information described in greater detail elsewhere, or incorporated by
reference, in this prospectus supplement and the accompanying prospectus. You should read carefully the entire
prospectus supplement, the accompanying prospectus and the documents incorporated by reference before
making an investment decision.
Our Company
We are a joint stock company incorporated in December 2002 with limited liability under the laws of Japan.
We are a holding company that directly owns 100% of the issued and outstanding shares of SMBC, which is one
of the largest commercial banks in Japan and can trace the origin of its banking business back to the seventeenth
century. We are one of the three largest banking groups in Japan, with an established presence across all of the
consumer and corporate banking sectors. In addition to SMBC, we are a holding company for SMBC Trust Bank
Ltd., or SMBC Trust Bank, Sumitomo Mitsui Finance and Leasing Company, Limited, or SMFL, SMBC Nikko
Securities, Sumitomo Mitsui Card Company, Limited, or Sumitomo Mitsui Card, Cedyna Financial Corporation,
or Cedyna, SMBC Consumer Finance Co., Ltd., or SMBC Consumer Finance, The Japan Research Institute,
Limited, or The Japan Research Institute, Sumitomo Mitsui DS Asset Management Company, Limited, or
SMDAM, and other subsidiaries and affiliates. Through our subsidiaries and affiliates, we offer a diverse range
of financial services, including commercial banking, leasing, securities, consumer finance and other services.
SMBC is one of the world's largest commercial banks on the basis of total assets and provides an extensive
range of corporate and consumer banking services in Japan and wholesale banking services overseas. In Japan, it
has solid franchises in both corporate and consumer banking. SMBC has long-standing and close business
relationships with many companies listed on the First Section of the Tokyo Stock Exchange and long historical
relationships with Sumitomo Group and Mitsui Group companies.
We continue promoting business collaborations among SMBC Group companies, including SMBC, SMBC
Trust Bank, SMFL, SMBC Nikko Securities, The Japan Research Institute and SMDAM in the corporate
solutions business and SMBC, SMBC Trust Bank, SMBC Nikko Securities, Sumitomo Mitsui Card, Cedyna,
SMBC Consumer Finance and SMDAM in providing financial consulting services to individuals.
Our registered head office is located at 1-2, Marunouchi 1-chome, Chiyoda-ku, Tokyo 100-0005, Japan. Our
main telephone number is +81-3-3282-8111, and our corporate website is https://www.smfg.co.jp. Information
appearing on our website is not incorporated by reference into this prospectus supplement.
S-1


The Offering
U.S.$2,000,000,000 2.696% Senior Notes due 2024
Securities Offered . . . . . . . . . . . . . . . . . . $2,000,000,000 aggregate principal amount of 2.696% senior notes
due July 16, 2024.
Offering Price . . . . . . . . . . . . . . . . . . . . . 100% of the principal amount plus accrued interest from July 16,
2019, if settlement occurs after that date.
Maturity . . . . . . . . . . . . . . . . . . . . . . . . . . The 5-year notes will mature on July 16, 2024.
Payment of Principal and Interest for the
5-year Notes . . . . . . . . . . . . . . . . . . . . Interest on the 5-year notes will accrue at the rate of 2.696% per
annum from July 16, 2019.
We will pay interest on the 5-year notes semiannually in arrears on
January 16 and July 16 of each year, beginning on January 16, 2020,
to the persons in whose names the 5-year notes are registered as of the
close of business on the fifteenth day before the due date for payment
(whether or not a business day). Interest on the 5-year notes will be
paid to but excluding the relevant interest payment date. We will
compute interest on the 5-year notes on the basis of a 360-day year
consisting of twelve 30-day months.
If any payment is due on the 5-year notes on a day that is not a
business day, we will make payment on the date that is the next
succeeding business day. Payments postponed to the next succeeding
business day in this situation will be treated as if they were made on
the original due date. Postponement of this kind will not result in a
default under the notes, and no interest will accrue on the postponed
amount from the original due date to the next succeeding business
day.
We will pay 100% of the principal amount of the 5-year notes at the
maturity date.
See "Description of the Notes--Principal, Maturity and Interest for
the Fixed Rate Notes."
Security Numbers . . . . . . . . . . . . . . . . . . The security numbers for the 5-year notes are:
CUSIP No.: . . . . . . 86562M BM1
ISIN: . . . . . . . . . . . US86562MBM10
Common Code: . . . 202163084
Other Terms . . . . . . . . . . . . . . . . . . . . . . . For more information on the terms of the 5-year notes, see
"--General Terms of the Notes" and "Description of the Notes" in
this prospectus supplement and "Description of the Debt Securities"
in the accompanying prospectus.
S-2


U.S.$2,500,000,000 3.040% Senior Notes due 2029
Securities Offered . . . . . . . . . . . . . . . . . . $2,500,000,000 aggregate principal amount of 3.040% senior notes
due July 16, 2029.
Offering Price . . . . . . . . . . . . . . . . . . . . . 100% of the principal amount plus accrued interest from July 16,
2019, if settlement occurs after that date.
Maturity . . . . . . . . . . . . . . . . . . . . . . . . . . The 10-year notes will mature on July 16, 2029.
Payment of Principal and Interest for the
10-year Notes . . . . . . . . . . . . . . . . . . . Interest on the 10-year notes will accrue at the rate of 3.040% per
annum from July 16, 2019.
We will pay interest on the 10-year notes semiannually in arrears on
January 16 and July 16 of each year, beginning on January 16, 2020,
to the persons in whose names the 10-year notes are registered as of
the close of business on the fifteenth day before the due date for
payment (whether or not a business day). Interest on the 10-year notes
will be paid to but excluding the relevant interest payment date. We
will compute interest on the 10-year notes on the basis of a 360-day
year consisting of twelve 30-day months.
If any payment is due on the 10-year notes on a day that is not a
business day, we will make payment on the date that is the next
succeeding business day. Payments postponed to the next succeeding
business day in this situation will be treated as if they were made on
the original due date. Postponement of this kind will not result in a
default under the notes, and no interest will accrue on the postponed
amount from the original due date to the next succeeding business
day.
We will pay 100% of the principal amount of the 10-year notes at the
maturity date.
See "Description of the Notes--Principal, Maturity and Interest for
the Fixed Rate Notes."
Security Numbers . . . . . . . . . . . . . . . . . . The security numbers for the 10-year notes are:
CUSIP No.: . . . . . . 86562M BP4
ISIN: . . . . . . . . . . . US86562MBP41
Common Code: . . . 202163106
Other Terms . . . . . . . . . . . . . . . . . . . . . . . For more information on the terms of the 10-year notes, see
"--General Terms of the Notes" and "Description of the Notes" in
this prospectus supplement and "Description of the Debt Securities"
in the accompanying prospectus.
S-3


General Terms of the Notes
Issuer . . . . . . . . . . . . . . . . . . . . . . . . . . . . Sumitomo Mitsui Financial Group, Inc.
Securities Offered . . . . . . . . . . . . . . . . . . We will offer the notes set forth in the applicable pricing term sheet
and on the cover page of this prospectus supplement in accordance
with the terms set forth in the applicable pricing term sheet and in this
prospectus supplement and the accompanying prospectus.
The notes will be issued in fully registered form, without coupons, in
denominations of $200,000 in principal amount and integral multiples
of $1,000 in excess thereof.
Ranking . . . . . . . . . . . . . . . . . . . . . . . . . . The notes will constitute our direct, unconditional, unsecured and
unsubordinated general obligations and will at all times rank pari
passu without any preference among themselves and with all our
other unsecured obligations, other than our subordinated obligations
and except for statutorily preferred obligations. See "Description of
the Notes--General."
Redemption for Taxation Reasons . . . . . The notes of each series may be redeemed at our option, in whole, but
not in part, at any time, subject to prior confirmation of the Financial
Services Agency of Japan, or the FSA (if such confirmation is required
under applicable Japanese laws or regulations then in effect), on giving
not less than thirty (30) nor more than sixty (60) days' notice of
redemption to the holders (which notice shall be irrevocable and shall
conform to all requirements with respect to such notice as set forth in
the Indenture (as defined in "Description of the Notes--General")) at a
redemption price equal to 100% of the principal amount of the relevant
notes together with accrued and unpaid interest to (but excluding) the
date fixed for redemption and any additional amounts thereon, if we
have been or will become obliged to pay additional amounts as
described in "Description of the Debt Securities--Taxation and
Additional Amounts" in the accompanying prospectus as a result of any
change in, or amendment to, the laws or regulations of Japan or any
political subdivision or any authority thereof or therein having power to
tax, or any change in application or official interpretation of such laws
or regulations, which change or amendment becomes effective on or
after the original issuance date of the notes of the relevant series and
such obligation cannot be avoided by the taking of reasonable measures
available to us; provided, that no such notice of redemption shall be
given sooner than ninety (90) days prior to the earliest date on which
we would be obliged to pay such additional amounts were a payment
then due in respect of the relevant notes. See "Description of the
Notes--Redemption for Taxation Reasons."
Events of Default and Remedies . . . . . . . The following will be events of default with respect to the notes of a
series:
· Default shall be made for more than 30 days in the payment of
principal and premium, if any, or interest in respect of any of the
notes of such series;
S-4