Obligation BP Capital Markets Ltd 0% ( US05565QDE52 ) en USD

BP Capital Markets Ltd

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Royaume-uni

US05565QDE52 ( en USD )

16/09/2021 - Obligation échue

Prospectus brochure de l'obligation Bp Capital Markets Plc US05565QDE52 en USD 0%, échue

05565QDE5

BP Capital Markets PLC est une filiale de BP plc qui fournit des services de marchés financiers, notamment des activités de négociation, de financement et de gestion de risques, principalement à l'appui des activités de BP plc.

L'Obligation émise par BP Capital Markets Ltd ( Royaume-uni ) , en USD, avec le code ISIN US05565QDE52, paye un coupon de 0% par an.
Le paiement des coupons est trimestriel et la maturité de l'Obligation est le 16/09/2021

Issuer Free Writing Prospectus
https://www.sec.gov/Archives/edgar/data/313807/0001193125167097...
FWP 1 d253947dfwp.htm ISSUER FREE WRITING PROSPECTUS
Filed pursuant to Rule 433
Registration Statement Nos. 333-208478 and
333-208478-01
September 13, 2016
PRICING TERM SHEET
U.S.$250,000,000 Floating Rate Guaranteed Notes due 2021
Issuer:
BP Capital Markets p.l.c. ("BP Capital U.K.")
Guarantor:
BP p.l.c. ("BP")
Title:
Floating Rate Guaranteed Notes due 2021 (the "2021 Floating Rate Notes")
Total Principal Amount Being
Issued:
$250,000,000
Denomination:
The 2021 Floating Rate Notes will be issued in denominations of $1,000 and integral
multiples of $1,000.
Issuance Date:
September 16, 2016
Guarantee:
Payment of the principal of and interest on the 2021 Floating Rate Notes is fully
guaranteed by BP.
Maturity Date:
September 16, 2021
Day Count:
Actual/360
Day Count Convention:
Modified following. If any Interest Payment Date falls on a day that is not a Business
Day, that Interest Payment Date will be postponed to the next succeeding Business Day
unless that Business Day is in the next succeeding calendar month, in which case the
Interest Payment Date will be the immediately preceding Business Day.
Interest Rate:
The Interest Rate for the first Interest Period will be the 3-month U.S. dollar London
Interbank Offered Rate ("U.S. dollar LIBOR"), as determined on September 14, 2016,
plus the Spread (as described below). Thereafter, the Interest Rate for any Interest
Period will be U.S. dollar LIBOR, as determined on the applicable Interest
Determination Date, plus the Spread. The Interest Rate will be reset quarterly on each
Interest Reset Date.
Date Interest Starts Accruing:
September 16, 2016
Interest Payment Dates:
March 16, June 16, September 16 and December 16 of each year, subject to the Day
Count Convention.
First Interest Payment Date:
December 16, 2016
Spread:
0.870%
Interest Reset Dates:
The Interest Reset Date for each Interest Period other than the first Interest Period will
be the first day of such Interest Period, subject to the Day Count Convention.
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Issuer Free Writing Prospectus
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Interest Periods:
The period beginning on, and including, an Interest Payment Date and ending on, but
not including, the following Interest Payment Date; provided that the first Interest
Period will begin on September 16, 2016, and will end on, but not include, the First
Interest Payment Date.
Interest Determination Date:
The Interest Determination Date relating to a particular Interest Reset Date will be the
second London Business Day preceding such Interest Reset Date.
London Business Day:
Any week day on which banking or trust institutions in London are not authorized
generally or obligated by law, regulation or executive order to close.
Business Day:
Any week day on which banking or trust institutions in neither New York nor London
are authorized generally or obligated by law, regulation or executive order to close.
Ranking:
The 2021 Floating Rate Notes are unsecured and unsubordinated and will rank equally
with all of BP Capital U.K.'s other unsecured and unsubordinated indebtedness.
Regular Record Dates for
The 15th calendar day preceding each Interest Payment Date, whether or not such day
Interest:
is a Business Day.
Payment of Additional Amounts:
Under current law, payments of interest may be made without withholding or deduction
for or on account of U.K. income tax, and no additional amounts will therefore be
payable, provided that the 2021 Floating Rate Notes are listed on a "recognised stock
exchange" within the meaning of Section 1005 of the UK Income Tax Act 2007. The
New York Stock Exchange is a "recognised stock exchange" at the date hereof.
Listing:
Application will be made to list the 2021 Floating Rate Notes on the New York Stock
Exchange although neither BP Capital U.K. nor BP can guarantee such listing will be
obtained.
Redemption:
The 2021 Floating Rate Notes are not redeemable, except as described under
"Description of Debt Securities and Guarantees--Optional Tax Redemption" on page
17 of the prospectus. The provision for optional tax redemption described therein will
apply in respect of changes in tax treatments occurring after September 13, 2016.
Sinking Fund:
There is no sinking fund.
Further Issuances:
BP Capital U.K. may, at its sole option, at any time and without the consent of the then
existing note holders issue additional notes in one or more transactions subsequent to
the date of the related prospectus supplement dated September 13, 2016 with terms
(other than the issuance date, issue price and, possibly, the first interest payment date
and the date interest starts accruing) identical to the 2021 Floating Rate Notes issued
pursuant to the prospectus supplement. These additional notes will be deemed part of
the same series as the 2021 Floating Rate Notes issued pursuant to the prospectus
supplement and will provide the holders of these additional notes the right to vote
together with holders of the 2021 Floating Rate Notes issued pursuant
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Issuer Free Writing Prospectus
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to the prospectus supplement, provided that such additional notes will be issued with no
more than de minimis original issue discount or be part of a "qualified reopening" for
U.S. federal income tax purposes.
Public Offering Price:
Per 2021 Floating Rate Note: 100.000%; Total: $250,000,000
Underwriters' Discount:
Per 2021 Floating Rate Note: 0.170%; Total: $425,000
Proceeds, Before Expenses, to Us:
Per 2021 Floating Rate Note: 99.830%; Total: $249,575,000
Underwriters:
Barclays Capital Inc.
($41,667,000)
BNP Paribas Securities Corp.
($41,667,000)
HSBC Securities (USA) Inc.
($41,667,000)
Merrill Lynch, Pierce, Fenner & Smith
Incorporated
($41,667,000)
Mizuho Securities USA Inc.
($41,666,000)
Morgan Stanley & Co. LLC
($41,666,000)
CUSIP Number:
05565QDE5
ISIN:
US05565QDE52
Calculation Agent:
The Bank of New York Mellon Trust Company, N.A.
Calculation of U.S. Dollar
The Calculation Agent will determine U.S. dollar LIBOR in accordance with the
LIBOR:
following provisions: With respect to any Interest Determination Date, U.S. dollar
LIBOR will be the rate for deposits in U.S. dollars having a maturity of three months
commencing on the Interest Reset Date that appears on the designated LIBOR page as of
11:00 a.m., London time, on that Interest Determination Date. If no rate appears, U.S.
dollar LIBOR, in respect of that Interest Determination Date, will be determined as
follows: the Calculation Agent will request the principal London offices of each of four
major reference banks in the London interbank market, as selected and identified by BP
Capital U.K., to provide the Calculation Agent with its offered quotation for deposits in
U.S. dollars for the period of three months, commencing on the Interest Reset Date, to
prime banks in the London interbank market at approximately 11:00 a.m., London time,
on that Interest Determination Date and in a principal amount that is representative for a
single transaction in U.S. dollars in that market at that time. If at least two quotations are
provided, then U.S. dollar LIBOR on that Interest Determination Date will be the
arithmetic mean of those quotations. If fewer than two quotations are provided, then
U.S. dollar LIBOR on the Interest Determination Date will be the arithmetic mean of the
rates quoted at approximately 11:00 a.m., New York City time, on the Interest
Determination Date by three major banks in The City of New York selected and
identified by BP Capital U.K. for loans in U.S. dollars to leading European banks,
having a three-month maturity and in a principal amount that is representative for a
single transaction in U.S. dollars in that market at that time; provided, however, that if
the banks selected and identified by BP Capital U.K. are not providing quotations in the
manner
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Issuer Free Writing Prospectus
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described by this sentence, U.S. dollar LIBOR determined as of that Interest Determination
Date will be U.S. dollar LIBOR in effect on that Interest Determination Date. The
designated LIBOR page is the Reuters screen "LIBOR01", or any successor service for the
purpose of displaying the London interbank rates of major banks for U.S. dollars. The
Reuters screen "LIBOR01" is the display designated as the Reuters screen "LIBOR01", or
such other page as may replace the Reuters screen "LIBOR01" on that service or such other
service or services as may be nominated for the purpose of displaying London interbank
offered rates for U.S. dollar deposits by ICE Benchmark Administration Limited ("IBA") or
its successor or such other entity assuming the responsibility of IBA or its successor in
calculating the London Interbank Offered Rate in the event IBA or its successor no longer
does so. All calculations made by the Calculation Agent for the purposes of calculating the
Interest Rate on the 2021 Floating Rate Notes shall be conclusive and binding on the holders
of 2021 Floating Rate Notes, BP, BP Capital U.K. and the trustee, absent manifest error.
U.S.$750,000,000 2.112% Guaranteed Notes due 2021
Issuer:
BP Capital Markets p.l.c. ("BP Capital U.K.")
Guarantor:
BP p.l.c. ("BP")
Title:
2.112% Guaranteed Notes due 2021 (the "2021 Fixed Rate Notes")
Total Principal Amount
$750,000,000
Being Issued:
Denomination:
The 2021 Fixed Rate Notes will be issued in denominations of $1,000 and integral multiples
of $1,000.
Issuance Date:
September 16, 2016
Guarantee:
Payment of the principal of and interest on the 2021 Fixed Rate Notes is fully guaranteed by
BP.
Maturity Date:
September 16, 2021
Day Count:
30/360
Day Count Convention:
Following Unadjusted
Interest Rate:
2.112% per annum
Date Interest Starts
September 16, 2016
Accruing:
Interest Payment Dates:
September 16 and March 16 of each year, subject to the Day Count Convention
First Interest Payment Date:
March 16, 2017
Treasury Benchmark:
1.125% due August 31, 2021
US Treasury Yield / Price:
1.237% / 99-14 3/4
Spread to Treasury:
T+87.5 bps
Re-offer Yield:
2.112%
Business Day:
Any week day on which banking or trust institutions in neither New York nor London are
authorized generally or obligated by law, regulation or executive order to close.
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Issuer Free Writing Prospectus
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Ranking:
The 2021 Fixed Rate Notes are unsecured and unsubordinated and will rank equally with all
of BP Capital U.K.'s other unsecured and unsubordinated indebtedness.
Regular Record Dates for
The 15th calendar day preceding each Interest Payment Date, whether or not such day is a
Interest:
Business Day.
Payment of Additional
Under current law, payments of interest may be made without withholding or deduction for
Amounts:
or on account of U.K. income tax, and no additional amounts will therefore be
payable, provided that the 2021 Fixed Rate Notes are listed on a "recognised stock
exchange" within the meaning of Section 1005 of the UK Income Tax Act 2007. The New
York Stock Exchange is a "recognised stock exchange" at the date hereof.
Listing:
Application will be made to list the 2021 Fixed Rate Notes on the New York Stock
Exchange although neither BP Capital U.K. nor BP can guarantee such listing will be
obtained.
Redemption:
The 2021 Fixed Rate Notes are not redeemable, except as described under "Description of
Debt Securities and Guarantees--Optional Tax Redemption" on page 17 of the prospectus
and as described below under "Optional Redemption". The provision for optional tax
redemption described in the prospectus will apply in respect of changes in tax treatments
occurring after September 13, 2016.
Optional Redemption:
Prior to August 16, 2021 (the date that is one month prior to the scheduled maturity date for
the 2021 Fixed Rate Notes), BP Capital U.K. has the right to redeem the 2021 Fixed Rate
Notes, in whole or in part, at any time and from time to time at a redemption price equal to
the greater of (i) 100% of the principal amount of the 2021 Fixed Rate Notes to be redeemed
and (ii) the sum of the present values of the remaining scheduled payments of principal and
interest on the 2021 Fixed Rate Notes to be redeemed that would be due if such notes
matured on August 16, 2021 (not including any portion of payments of interest accrued and
unpaid 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 plus 15
basis points, plus in each case accrued and unpaid interest to the date of redemption. On or
after August 16, 2021 (the date that is one month prior to the scheduled maturity date for the
2021 Fixed Rate Notes), BP Capital U.K. has the right to redeem the 2021 Fixed Rate Notes,
in whole or in part, at any time and from time to time at a redemption price equal to 100% of
the principal amount of the 2021 Fixed Rate Notes to be redeemed, plus accrued and unpaid
interest, if any, thereon to, but excluding, the date of redemption. For purposes of
determining the optional redemption price, the following definitions are applicable.
"Treasury rate" means, with respect to any redemption date, the rate per annum equal to the
semi-annual equivalent yield to maturity or interpolated (on a day count basis) of the
comparable treasury issue, assuming a price for the comparable
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Issuer Free Writing Prospectus
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treasury issue (expressed as a percentage of its principal amount) equal to the comparable
treasury price for such redemption date. "Comparable treasury issue" means the U.S.
Treasury security or securities selected by the quotation agent as having an actual or
interpolated maturity comparable to the remaining term of the 2021 Fixed Rate Notes to be
redeemed that would be utilized, at the time of selection and in accordance with customary
financial practice, in pricing new issues of corporate debt securities of comparable maturity
to the remaining term of such notes. "Comparable treasury price" means, with respect to any
redemption date, the average of the reference treasury dealer quotations for such redemption
date. "Quotation agent" means one of the reference treasury dealers appointed by BP Capital
U.K. "Reference treasury dealer" means Barclays Capital Inc., BNP Paribas Securities
Corp., HSBC Securities (USA) Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated,
Mizuho Securities USA Inc. and Morgan Stanley & Co. LLC or their affiliates, each of
which is a primary U.S. government securities dealer in the United States (a "primary
treasury dealer"), and their respective successors, and two other primary treasury dealers
selected by BP Capital U.K., provided, however, that if any of the foregoing shall cease to
be a primary treasury dealer, BP Capital U.K. shall substitute therefor another primary
treasury dealer. "Reference treasury dealer quotations" means with respect to each reference
treasury dealer and any redemption date, the average, as determined by the quotation agent,
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 quotation agent by such
reference treasury dealer at 5:00 p.m. New York time on the third business day preceding
such redemption date.
Sinking Fund:
There is no sinking fund.
Further Issuances:
BP Capital U.K. may, at its sole option, at any time and without the consent of the then
existing note holders issue additional notes in one or more transactions subsequent to the
date of the related prospectus supplement dated September 13, 2016 with terms (other than
the issuance date, issue price and, possibly, the first interest payment date and the date
interest starts accruing) identical to the 2021 Fixed Rate Notes issued pursuant to the
prospectus supplement. These additional notes will be deemed part of the same series as the
2021 Fixed Rate Notes issued pursuant to the prospectus supplement and will provide the
holders of these additional notes the right to vote together with holders of the 2021 Fixed
Rate Notes issued pursuant to the prospectus supplement, provided that such additional
notes will be issued with no more than de minimis original issue discount or be part of a
"qualified reopening" for U.S. federal income tax purposes.
Public Offering Price:
Per 2021 Fixed Rate Note: 100.000%; Total: $750,000,000
Underwriters' Discount:
Per 2021 Fixed Rate Note: 0.170%; Total: $1,275,000
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Issuer Free Writing Prospectus
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Proceeds, Before Expenses, to Us:
Per 2021 Fixed Rate Note: 99.830%; Total: $748,725,000
Underwriters:
Barclays Capital Inc.
($125,000,000)
BNP Paribas Securities Corp.
($125,000,000)
HSBC Securities (USA) Inc.
($125,000,000)
Merrill Lynch, Pierce, Fenner & Smith
Incorporated
($125,000,000)
Mizuho Securities USA Inc.
($125,000,000)
Morgan Stanley & Co. LLC
($125,000,000)
CUSIP Number:
05565QDD7
ISIN:
US05565QDD79
U.S.$1,000,000,000 3.017% Guaranteed Notes due 2027
Issuer:
BP Capital U.K.
Guarantor:
BP
Title:
3.017% Guaranteed Notes due 2027 (the "2027 Fixed Rate Notes")
Total Principal Amount Being
Issued:
$1,000,000,000
Denomination:
The 2027 Fixed Rate Notes will be issued in denominations of $1,000 and integral
multiples of $1,000.
Issuance Date:
September 16, 2016
Guarantee:
Payment of the principal of and interest on the 2027 Fixed Rate Notes is fully
guaranteed by BP.
Maturity Date:
January 16, 2027
Day Count:
30/360
Day Count Convention:
Following Unadjusted
Interest Rate:
3.017% per annum
Date Interest Starts Accruing:
September 16, 2016
Interest Payment Dates:
January 16 and July 16 of each year, subject to the Day Count Convention
First Interest Payment Date:
January 16, 2017
Treasury Benchmark:
1.5% due August 15, 2026
US Treasury Yield / Price:
1.717% / 98-01
Spread to Treasury:
T+130 bps
Re-offer Yield:
3.017%
Business Day:
Any week day on which banking or trust institutions in neither New York nor London
are authorized generally or obligated by law, regulation or executive order to close.
Ranking:
The 2027 Fixed Rate Notes are unsecured and unsubordinated and will rank equally
with all of BP Capital U.K.'s other unsecured and unsubordinated indebtedness.
Regular Record Dates for Interest:
The 15th calendar day preceding each Interest Payment Date, whether or not such day
is a Business Day.
Payment of Additional Amounts:
Under current law, payments of interest may be made without withholding or deduction
for or on account of U.K. income tax, and
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no additional amounts will therefore be payable, provided that the 2027 Fixed Rate Notes
are listed on a "recognised stock exchange" within the meaning of Section 1005 of the UK
Income Tax Act 2007. The New York Stock Exchange is a "recognised stock exchange" at
the date hereof.
Listing:
Application will be made to list the 2027 Fixed Rate Notes on the New York Stock
Exchange although neither BP Capital U.K. nor BP can guarantee such listing will be
obtained.
Redemption:
The 2027 Fixed Rate Notes are not redeemable, except as described under "Description of
Debt Securities and Guarantees--Optional Tax Redemption" on page 17 of the prospectus
and as described below under "Optional Redemption". The provision for optional tax
redemption described in the prospectus will apply in respect of changes in tax treatments
occurring after September 13, 2016.
Optional Redemption:
Prior to October 16, 2026 (the date that is three months prior to the scheduled maturity date
for the 2027 Fixed Rate Notes), BP Capital U.K. has the right to redeem the 2027 Fixed Rate
Notes, in whole or in part, at any time and from time to time at a redemption price equal to
the greater of (i) 100% of the principal amount of the 2027 Fixed Rate Notes to be redeemed
and (ii) the sum of the present values of the remaining scheduled payments of principal and
interest on the 2027 Fixed Rate Notes to be redeemed that would be due if such notes
matured on October 16, 2026 (not including any portion of payments of interest accrued and
unpaid 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 plus 20
basis points, plus in each case accrued and unpaid interest to the date of redemption. On or
after October 16, 2026 (the date that is three months prior to the scheduled maturity date for
the 2027 Fixed Rate Notes), BP Capital U.K. has the right to redeem the 2027 Fixed Rate
Notes, in whole or in part, at any time and from time to time at a redemption price equal to
100% of the principal amount of the 2027 Fixed Rate Notes to be redeemed, plus accrued
and unpaid interest, if any, thereon to, but excluding, the date of redemption. For purposes of
determining the optional redemption price, the following definitions are applicable.
"Treasury rate" means, with respect to any redemption date, the rate per annum equal to the
semi-annual equivalent yield to maturity or interpolated (on a day count basis) of the
comparable treasury issue, assuming a price for the comparable treasury issue (expressed as
a percentage of its principal amount) equal to the comparable treasury price for such
redemption date. "Comparable treasury issue" means the U.S. Treasury security or securities
selected by the quotation agent as having an actual or interpolated maturity comparable to
the remaining term of the 2027 Fixed Rate Notes to be redeemed that would be utilized, at
the time of selection and in accordance with customary financial practice, in
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pricing new issues of corporate debt securities of comparable maturity to the remaining
term of such notes. "Comparable treasury price" means, with respect to any redemption
date, the average of the reference treasury dealer quotations for such redemption date.
"Quotation agent" means one of the reference treasury dealers appointed by BP Capital
U.K. "Reference treasury dealer" means Barclays Capital Inc., BNP Paribas Securities
Corp., HSBC Securities (USA) Inc., Merrill Lynch, Pierce, Fenner & Smith
Incorporated, Mizuho Securities USA Inc. and Morgan Stanley & Co. LLC or their
affiliates, each of which is a primary U.S. government securities dealer in the United
States (a "primary treasury dealer"), and their respective successors, and two other
primary treasury dealers selected by BP Capital U.K., provided, however, that if any of
the foregoing shall cease to be a primary treasury dealer, BP Capital U.K. shall substitute
therefor another primary treasury dealer. "Reference treasury dealer quotations" means
with respect to each reference treasury dealer and any redemption date, the average, as
determined by the quotation agent, 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 quotation agent by such reference treasury dealer at 5:00 p.m. New York
time on the third business day preceding such redemption date.
Sinking Fund:
There is no sinking fund.
Further Issuances:
BP Capital U.K. may, at its sole option, at any time and without the consent of the then
existing note holders issue additional notes in one or more transactions subsequent to the
date of the related prospectus supplement dated September 13, 2016 with terms (other
than the issuance date, issue price and, possibly, the first interest payment date and the
date interest starts accruing) identical to the 2027 Fixed Rate Notes issued pursuant to
the prospectus supplement. These additional notes will be deemed part of the same series
as the 2027 Fixed Rate Notes issued pursuant to the prospectus supplement and will
provide the holders of these additional notes the right to vote together with holders of the
2027 Fixed Rate Notes issued pursuant to the prospectus supplement, provided that such
additional notes will be issued with no more than de minimis original issue discount or
be part of a "qualified reopening" for U.S. federal income tax purposes.
Public Offering Price:
Per 2027 Fixed Rate Note: 100.000%; Total: $1,000,000,000
Underwriters' Discount:
Per 2027 Fixed Rate Note: 0.300%; Total: $3,000,000
Proceeds, Before Expenses, to Us:
Per 2027 Fixed Rate Note: 99.700%; Total: $997,000,000
Underwriters:
Barclays Capital Inc.
($166,667,000)
BNP Paribas Securities Corp.
($166,667,000)
HSBC Securities (USA) Inc.
($166,667,000)
Merrill Lynch, Pierce, Fenner & Smith
($166,667,000)
Incorporated
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Issuer Free Writing Prospectus
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Mizuho Securities USA Inc.
($166,666,000)
Morgan Staley & Co. LLC
($166,666,000)
CUSIP Number:
05565QDF2
ISIN:
US05565QDF28
* * * * * * * *
The Issuer and the Guarantor have 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 the
other documents the Issuer and the Guarantor have filed with the SEC for more complete information about the Issuer, the
Guarantor 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, the Guarantor, any underwriter or any dealer participating in the offering will arrange to send you the
prospectus if you request it by calling Barclays Capital Inc. toll-free at 1-888-603-5847, BNP Paribas Securities Corp. toll-free
at 1-800-854-5674, HSBC Securities (USA) Inc. toll-free at 1-866-811-8049, Merrill Lynch, Pierce, Fenner & Smith
Incorporated toll-free at 1-800-294-1322, Mizuho Securities USA Inc. toll-free at 1-866-271-7403 or Morgan Stanley & Co
LLC toll-free at 1-866-718-1649.
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