SPECTRA ENERGY CAPITAL, LLC
3.30% Senior Notes due 2023
Final Term Sheet
Filed Pursuant to Rule 433
Registration No. 333-166446
February 25, 2013
The following information supplements the Preliminary Prospectus Supplement dated February 25, 2013
| Issuer |
Spectra Energy Capital, LLC | |
| Guarantee |
Fully and unconditionally guaranteed by Spectra Energy Corp | |
| Ratings (Moody’s / S&P/Fitch)* |
Baa2 (Stable) / BBB (Stable) / BBB (Stable) | |
| Security |
3.30% Senior Notes due 2023 | |
| Amount |
$650,000,000 | |
| Type |
SEC Registered | |
| Trade Date |
February 25, 2013 | |
| Settlement Date (T+3) |
February 28, 2013 | |
| Maturity |
March 15, 2023 | |
| Coupon Payment Dates |
Semi-annual payments on March 15 and September 15 of each year, beginning September 15, 2013 | |
| Coupon Record Dates |
Semi-annual on March 1 and September 1 | |
| Optional Redemption |
Make-whole call at T+25 bps, except that, during the three months prior to maturity, the notes may be redeemed at par | |
| Benchmark |
UST 2.000% due February 15, 2023 | |
| Benchmark Price |
100-29+ | |
| Benchmark Yield |
1.898% | |
| Reoffer Spread |
144 bps | |
| Reoffer Yield |
3.338% | |
| Coupon |
3.300% | |
| Issue Price |
99.677% | |
| Gross Proceeds ($) |
$647,900,500 | |
| Joint Book-Running Managers |
Morgan Stanley & Co. LLC Deutsche Bank Securities Inc. RBS Securities Inc. SunTrust Robinson Humphrey, Inc. | |
| Co-Managers |
KeyBanc Capital Markets Inc. Mitsubishi UFJ Securities (USA), Inc. SMBC Nikko Capital Markets Limited | |
| CUSIP |
84755T AE7 | |
| ISIN |
US84755TAE73 | |
* Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
The issuer has 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 other documents the issuer has filed with the SEC for more complete information about the issuer 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, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Morgan Stanley & Co. LLC at 1-866-718-1649; Deutsche Bank Securities Inc. at 1-800-503-4611; RBS Securities Inc. at 1-866-884-2071 or SunTrust Robinson Humphrey, Inc. at 1-800-685-4786.