Filed Pursuant to Rule 433
Registration Statement No. 333-206095
February 28, 2017
Final Term Sheet
1.686% Notes Due 2019
Dated February 28, 2017
| Issuer: |
Chevron Corporation | |
| Aggregate Principal Amount Offered: | $550,000,000 | |
| Maturity Date: | February 28, 2019 | |
| Coupon: | 1.686% | |
| Interest Payment Dates: | February 28 and August 28 of each year, commencing August 28, 2017 | |
| Benchmark Treasury: | 1.125% due February 28, 2019 | |
| Benchmark Treasury Yield: | 1.236% | |
| Spread to Benchmark Treasury: | +45 bps | |
| Yield to Maturity: | 1.686% | |
| Price to Public: | Per Note: 100.000%; Total: $550,000,000 | |
| Aggregate Net Proceeds (Before Expenses): | $549,395,000 | |
| Optional Redemption: | Make-whole call: At the Adjusted Treasury Rate (as defined in the Preliminary Prospectus Supplement) plus 10 bps | |
| Trade Date: | February 28, 2017 | |
| Settlement Date: | March 3, 2017 (T+3) | |
| CUSIP / ISIN: | 166764BS8 / US166764BS85 | |
| Concurrent Debt Offerings: | The issuer is also offering $450,000,000 of its Floating Rate Notes Due 2019, $600,000,000 of its 1.991% Notes Due 2020, $400,000,000 of its Floating Rate Notes Due 2020, $700,000,000 of its 2.498% Notes Due 2022, $300,000,000 of its Floating Rate Notes Due 2022 and $1,000,000,000 of its 2.895% Notes Due 2024, for total additional net proceeds for such concurrent debt offerings of $3,444,905,000 | |
| Joint Book-Running Managers: | Barclays Capital Inc. Citigroup Global Markets Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated J.P. Morgan Securities LLC MUFG Securities Americas Inc. Wells Fargo Securities, LLC | |
| Co-Managers: | BNP Paribas Securities Corp. Goldman, Sachs & Co. HSBC Securities (USA) Inc. SMBC Nikko Securities America, Inc. | |
The issuer has filed a registration statement (including a prospectus) and a preliminary prospectus supplement with the SEC for the offering in the United States to which this communication relates. Before you invest, you should read the prospectus in that registration statement, the preliminary prospectus supplement and other documents the
issuer has filed with the SEC for more complete information about the issuer and this offering in the United States. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in this offering will arrange to send you the prospectus and the preliminary prospectus supplement if you request it by calling Barclays Capital Inc. at 1-888-603-5847; Citigroup Global Markets Inc. at 1-800-831-9146; and Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322.
Final Term Sheet
Floating Rate Notes Due 2019
Dated February 28, 2017
| Issuer: | Chevron Corporation | |
| Aggregate Principal Amount Offered: | $450,000,000 | |
| Maturity Date: | February 28, 2019 | |
| Interest Payment Dates: | February 28, May 28, August 28 and November 28 of each year, commencing May 28, 2017 | |
| Initial Interest Rate: | Three-month LIBOR, determined as of two London Business Days prior to the original issue plus 9 bps | |
| Interest Reset Periods: | Quarterly | |
| Interest Rate Determination: | Three-month LIBOR plus 9 bps, determined as of two London Business Days on the applicable interest determination date | |
| Interest Determination Date: | Two London Business Days prior to the first day of the related interest period | |
| London Business Day: | With respect to the notes, a “London Business Day” is any day on which dealings in United States dollars are transacted on the London interbank market | |
| Day Count Convention: | Actual/360 | |
| Calculation Agent: | Wells Fargo Bank, N.A., or its successor appointed by the Company | |
| Price to Public: | Per Note: 100.000%; Total: $450,000,000 | |
| Aggregate Net Proceeds (Before Expenses): | $449,505,000 | |
| Redemption: | The Floating Rate Notes Due 2019 shall not be redeemable prior to their maturity | |
| Trade Date: | February 28, 2017 | |
| Settlement Date: | March 3, 2017 (T+3) | |
| CUSIP / ISIN: | 166764BR0 / US166764BR03 | |
| Concurrent Debt Offerings: | The issuer is also offering $550,000,000 of its 1.686% Notes Due 2019, $600,000,000 of its 1.991% Notes Due 2020, $400,000,000 of its Floating Rate Notes Due 2020, $700,000,000 of its 2.498% Notes Due 2022, $300,000,000 of its Floating Rate Notes Due 2022 and $1,000,000,000 of its 2.895% Notes Due 2024, for total additional net proceeds for such concurrent debt offerings of $3,544,795,000 | |
| Joint Book-Running Managers: | Barclays Capital Inc. Citigroup Global Markets Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated J.P. Morgan Securities LLC MUFG Securities Americas Inc. Wells Fargo Securities, LLC | |
| Co-Managers: | BNP Paribas Securities Corp. Goldman, Sachs & Co. HSBC Securities (USA) Inc. SMBC Nikko Securities America, Inc. | |
The issuer has filed a registration statement (including a prospectus) and a preliminary prospectus supplement with the SEC for the offering in the United States to which this communication relates. Before you invest, you should read the prospectus in that registration statement, the preliminary prospectus supplement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering in the United States. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in this offering will arrange to send you the prospectus and the preliminary prospectus supplement if you request it by calling Barclays Capital Inc. at 1-888-603-5847; Citigroup Global Markets Inc. at 1-800-831-9146; and Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322.
Final Term Sheet
1.991% Notes Due 2020
Dated February 28, 2017
| Issuer: | Chevron Corporation | |
| Aggregate Principal Amount Offered: | $600,000,000 | |
| Maturity Date: | March 3, 2020 | |
| Coupon: | 1.991% | |
| Interest Payment Dates: | March 3 and September 3 of each year, commencing September 3, 2017 | |
| Benchmark Treasury: | 1.375% due February 15, 2020 | |
| Benchmark Treasury Yield: | 1.491% | |
| Spread to Benchmark Treasury: | +50 bps | |
| Yield to Maturity: | 1.991% | |
| Price to Public: | Per Note: 100.000%; Total: $600,000,000 | |
| Aggregate Net Proceeds (Before Expenses): | $599,160,000 | |
| Optional Redemption: | Make-whole call: At the Adjusted Treasury Rate (as defined in the Preliminary Prospectus Supplement) plus 10 bps | |
| Trade Date: | February 28, 2017 | |
| Settlement Date: | March 3, 2017 (T+3) | |
| CUSIP / ISIN: | 166764BP4 / US166764BP47 | |
| Concurrent Debt Offerings: | The issuer is also offering $550,000,000 of its 1.686% Notes Due 2019, $450,000,000 of its Floating Rate Notes Due 2019, $400,000,000 of its Floating Rate Notes Due 2020, $700,000,000 of its 2.498% Notes Due 2022, $300,000,000 of its Floating Rate Notes Due 2022 and $1,000,000,000 of its 2.895% Notes Due 2024, for total additional net proceeds for such concurrent debt offerings of $3,395,140,000 | |
| Joint Book-Running Managers: | Barclays Capital Inc. Citigroup Global Markets Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated J.P. Morgan Securities LLC MUFG Securities Americas Inc. Wells Fargo Securities, LLC | |
| Co-Managers: | BNP Paribas Securities Corp. Goldman, Sachs & Co. HSBC Securities (USA) Inc. SMBC Nikko Securities America, Inc. | |
The issuer has filed a registration statement (including a prospectus) and a preliminary prospectus supplement with the SEC for the offering in the United States to which this communication relates. Before you invest, you should read the prospectus in that registration statement, the preliminary prospectus supplement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering in the United States. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the
issuer, any underwriter or any dealer participating in this offering will arrange to send you the prospectus and the preliminary prospectus supplement if you request it by calling Barclays Capital Inc. at 1-888-603-5847; Citigroup Global Markets Inc. at 1-800-831-9146; and Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322.
Final Term Sheet
Floating Rate Notes Due 2020
Dated February 28, 2017
| Issuer: | Chevron Corporation | |
| Aggregate Principal Amount Offered: | $400,000,000 | |
| Maturity Date: | March 3, 2020 | |
| Interest Payment Dates: | March 3, June 3, September 3 and December 3 of each year, commencing June 3, 2017 | |
| Initial Interest Rate: | Three-month LIBOR, determined as of two London Business Days prior to the original issue plus 21 bps | |
| Interest Reset Periods: | Quarterly | |
| Interest Rate Determination: | Three-month LIBOR plus 21 bps, determined as of two London Business Days on the applicable interest determination date | |
| Interest Determination Date: | Two London Business Days prior to the first day of the related interest period | |
| London Business Day: | With respect to the notes, a “London Business Day” is any day on which dealings in United States dollars are transacted on the London interbank market | |
| Day Count Convention: | Actual/360 | |
| Calculation Agent: | Wells Fargo Bank, N.A., or its successor appointed by the Company | |
| Price to Public: | Per Note: 100.000%; Total: $400,000,000 | |
| Aggregate Net Proceeds (Before Expenses): | $399,440,000 | |
| Redemption: | The Floating Rate Notes Due 2020 shall not be redeemable prior to their maturity | |
| Trade Date: | February 28, 2017 | |
| Settlement Date: | March 3, 2017 (T+3) | |
| CUSIP / ISIN: | 166764BQ2 / US166764BQ20 | |
| Concurrent Debt Offerings: | The issuer is also offering $550,000,000 of its 1.686% Notes Due 2019, $450,000,000 of its Floating Rate Notes Due 2019, $600,000,000 of its 1.991% Notes Due 2020, $700,000,000 of its 2.498% Notes Due 2022, $300,000,000 of its Floating Rate Notes Due 2022 and $1,000,000,000 of its 2.895% Notes Due 2024, for total additional net proceeds for such concurrent debt offerings of $3,594,860,000 | |
| Joint Book-Running Managers: | Barclays Capital Inc. Citigroup Global Markets Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated J.P. Morgan Securities LLC MUFG Securities Americas Inc. Wells Fargo Securities, LLC | |
| Co-Managers: | BNP Paribas Securities Corp. Goldman, Sachs & Co. HSBC Securities (USA) Inc. SMBC Nikko Securities America, Inc. | |
The issuer has filed a registration statement (including a prospectus) and a preliminary prospectus supplement with the SEC for the offering in the United States to which this communication relates. Before you invest, you should read the prospectus in that registration statement, the preliminary prospectus supplement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering in the United States. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in this offering will arrange to send you the prospectus and the preliminary prospectus supplement if you request it by calling Barclays Capital Inc. at 1-888-603-5847; Citigroup Global Markets Inc. at 1-800-831-9146; and Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322.
Final Term Sheet
2.498% Notes Due 2022
Dated February 28, 2017
| Issuer: | Chevron Corporation | |
| Aggregate Principal Amount Offered: | $700,000,000 | |
| Maturity Date: | March 3, 2022 | |
| Coupon: | 2.498% | |
| Interest Payment Dates: | March 3 and September 3 of each year, commencing September 3, 2017 | |
| Benchmark Treasury: | 1.875% due February 28, 2022 | |
| Benchmark Treasury Yield: | 1.898% | |
| Spread to Benchmark Treasury: | +60 bps | |
| Yield to Maturity: | 2.498% | |
| Price to Public: | Per Note: 100.000%; Total: $700,000,000 | |
| Aggregate Net Proceeds (Before Expenses): | $698,950,000 | |
| Optional Redemption: | Make-whole call: At the Adjusted Treasury Rate (as defined in the Preliminary Prospectus Supplement) plus 10 bps
Par call: On or after February 3, 2022 | |
| Trade Date: | February 28, 2017 | |
| Settlement Date: | March 3, 2017 (T+3) | |
| CUSIP / ISIN: | 166764BN9 / US166764BN98 | |
| Concurrent Debt Offerings: | The issuer is also offering $550,000,000 of its 1.686% Notes Due 2019, $450,000,000 of its Floating Rate Notes Due 2019, $600,000,000 of its 1.991% Notes Due 2020, $400,000,000 of its Floating Rate Notes Due 2020, $300,000,000 of its Floating Rate Notes Due 2022 and $1,000,000,000 of its 2.895% Notes Due 2024, for total additional net proceeds for such concurrent debt offerings of $3,295,350,000 | |
| Joint Book-Running Managers: | Barclays Capital Inc. Citigroup Global Markets Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated J.P. Morgan Securities LLC MUFG Securities Americas Inc. Wells Fargo Securities, LLC | |
| Co-Managers: | BNP Paribas Securities Corp. Goldman, Sachs & Co. HSBC Securities (USA) Inc. SMBC Nikko Securities America, Inc. | |
The issuer has filed a registration statement (including a prospectus) and a preliminary prospectus supplement with the SEC for the offering in the United States to which this communication relates. Before you invest, you should
read the prospectus in that registration statement, the preliminary prospectus supplement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering in the United States. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in this offering will arrange to send you the prospectus and the preliminary prospectus supplement if you request it by calling Barclays Capital Inc. at 1-888-603-5847; Citigroup Global Markets Inc. at 1-800-831-9146; and Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322.
Final Term Sheet
Floating Rate Notes Due 2022
Dated February 28, 2017
| Issuer: | Chevron Corporation | |
| Aggregate Principal Amount Offered: | $300,000,000 | |
| Maturity Date: | March 3, 2022 | |
| Interest Payment Dates: | March 3, June 3, September 3 and December 3 of each year, commencing June 3, 2017 | |
| Initial Interest Rate: | Three-month LIBOR, determined as of two London Business Days prior to the original issue plus 48 bps | |
| Interest Reset Periods: | Quarterly | |
| Interest Rate Determination: | Three-month LIBOR plus 48 bps, determined as of two London Business Days on the applicable interest determination date | |
| Interest Determination Date: | Two London Business Days prior to the first day of the related interest period | |
| London Business Day: | With respect to the notes, a “London Business Day” is any day on which dealings in United States dollars are transacted on the London interbank market | |
| Day Count Convention: | Actual/360 | |
| Calculation Agent: | Wells Fargo Bank, N.A., or its successor appointed by the Company | |
| Price to Public: | Per Note: 100.000%; Total: $300,000,000 | |
| Aggregate Net Proceeds (Before Expenses): | $299,550,000 | |
| Redemption: | The Floating Rate Notes Due 2022 shall not be redeemable prior to their maturity | |
| Trade Date: | February 28, 2017 | |
| Settlement Date: | March 3, 2017 (T+3) | |
| CUSIP / ISIN: | 166764BM1 / US166764BM16 | |
| Concurrent Debt Offerings: | The issuer is also offering $550,000,000 of its 1.686% Notes Due 2019, $450,000,000 of its Floating Rate Notes Due 2019, $600,000,000 of its 1.991% Notes Due 2020, $400,000,000 of its Floating Rate Notes Due 2020, $700,000,000 of its 2.498% Notes Due 2022 and $1,000,000,000 of its 2.895% Notes Due 2024, for total additional net proceeds for such concurrent debt offerings of $3,694,750,000 | |
| Joint Book-Running Managers: | Barclays Capital Inc. Citigroup Global Markets Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated J.P. Morgan Securities LLC MUFG Securities Americas Inc. Wells Fargo Securities, LLC | |
| Co-Managers: | BNP Paribas Securities Corp. Goldman, Sachs & Co. HSBC Securities (USA) Inc. SMBC Nikko Securities America, Inc. | |
The issuer has filed a registration statement (including a prospectus) and a preliminary prospectus supplement with the SEC for the offering in the United States to which this communication relates. Before you invest, you should read the prospectus in that registration statement, the preliminary prospectus supplement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering in the United States. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in this offering will arrange to send you the prospectus and the preliminary prospectus supplement if you request it by calling Barclays Capital Inc. at 1-888-603-5847; Citigroup Global Markets Inc. at 1-800-831-9146; and Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322.
Final Term Sheet
2.895% Notes Due 2024
Dated February 28, 2017
| Issuer: | Chevron Corporation | |
| Aggregate Principal Amount Offered: | $1,000,000,000 | |
| Maturity Date: | March 3, 2024 | |
| Coupon: | 2.895% | |
| Interest Payment Dates: | March 3 and September 3 of each year, commencing September 3, 2017 | |
| Benchmark Treasury: | 2.125% due February 29, 2024 | |
| Benchmark Treasury Yield: | 2.195% | |
| Spread to Benchmark Treasury: | +70 bps | |
| Yield to Maturity: | 2.895% | |
| Price to Public: | Per Note: 100.000%; Total: $1,000,000,000 | |
| Aggregate Net Proceeds (Before Expenses): | $998,300,000 | |
| Optional Redemption: | Make-whole call: At the Adjusted Treasury Rate (as defined in the Preliminary Prospectus Supplement) plus 15 bps
Par call: On or after January 3, 2024 | |
| Trade Date: | February 28, 2017 | |
| Settlement Date: | March 3, 2017 (T+3) | |
| CUSIP / ISIN: | 166764BT6 / US166764BT68 | |
| Concurrent Debt Offerings: | The issuer is also offering $550,000,000 of its 1.686% Notes Due 2019, $450,000,000 of its Floating Rate Notes Due 2019, $600,000,000 of its 1.991% Notes Due 2020, $400,000,000 of its Floating Rate Notes Due 2020, $700,000,000 of its 2.498% Notes Due 2022 and $300,000,000 of its Floating Rate Notes Due 2022, for total additional net proceeds for such concurrent debt offerings of $2,996,000,000 | |
| Joint Book-Running Managers: | Barclays Capital Inc. Citigroup Global Markets Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated J.P. Morgan Securities LLC MUFG Securities Americas Inc. Wells Fargo Securities, LLC | |
| Co-Managers: | BNP Paribas Securities Corp. Goldman, Sachs & Co. HSBC Securities (USA) Inc. SMBC Nikko Securities America, Inc. | |
The issuer has filed a registration statement (including a prospectus) and a preliminary prospectus supplement with the SEC for the offering in the United States to which this communication relates. Before you invest, you should read the prospectus in that registration statement, the preliminary prospectus supplement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering in the United States. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in this offering will arrange to send you the prospectus and the preliminary prospectus supplement if you request it by calling Barclays Capital Inc. at 1-888-603-5847; Citigroup Global Markets Inc. at 1-800-831-9146; and Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322.