Filed pursuant to Rule 433
Registration Statement No.: 333-189568
THE BANK OF NEW YORK MELLON CORPORATION
$750,000,000 3.000% SENIOR NOTES DUE 2025
FEBRUARY 19, 2015
ISSUER: THE BANK OF NEW YORK MELLON CORPORATION
SECURITIES: SENIOR MEDIUM-TERM NOTES, SERIES G
EXPECTED RATINGS*: A1 / A+ / AA- / AAL (STABLE/NEGATIVE/STABLE/STABLE)
LEGAL FORMAT: SEC-REGISTERED
MATURITY DATE: FEBRUARY 24, 2025
TRADE DATE: FEBRUARY 19, 2015
SETTLEMENT DATE: FEBRUARY 24, 2015 (T+3)
REDEMPTION COMMENCEMENT DATE: JANUARY 24, 2025
COUPON: 3.000% PER ANNUM
COUPON FREQUENCY: SEMI-ANNUALLY
INTEREST PAYMENT DATES: INTEREST PAYS SEMI-ANNUALLY ON EACH FEBRUARY 24 AND AUGUST 24, COMMENCING ON AUGUST 24, 2015 AND ENDING ON THE MATURITY DATE
REDEMPTION PRICE: THE PRINCIPAL AMOUNT OF THE NOTES REDEEMED
REDEMPTION TERMS: REDEEMABLE IN WHOLE OR IN PART AT THE OPTION OF THE ISSUER ON OR AFTER THE REDEMPTION COMMENCEMENT DATE AT THE REDEMPTION PRICE, PLUS ACCRUED AND UNPAID INTEREST THEREON TO THE DATE OF REDEMPTION. THE BANK OF NEW YORK MELLON CORPORATION SHALL PROVIDE AT LEAST 10 AND NOT MORE THAN 60 CALENDAR DAYS NOTICE OF REDEMPTION TO THE REGISTERED HOLDER OF THE NOTE.
DAY COUNT CONVENTION: 30/360
PRINCIPAL AMOUNT: $750,000,000
ISSUE PRICE: 99.786% OF PRINCIPAL AMOUNT
PROCEEDS TO ISSUER: $747,270,000.00
PRICING BENCHMARK: UST 2.000% DUE FEBRUARY 15, 2025
BENCHMARK YIELD: 2.105%
SPREAD TO BENCHMARK: +92 BASIS POINTS
RE-OFFER YIELD: 3.025%
DENOMINATIONS: $1,000 X $1,000
LISTING: NONE
CUSIP/ISIN: 06406HDA4 / US06406HDA41
| BOOKRUNNERS: | CITIGROUP GLOBAL MARKETS INC. | |
| GOLDMAN, SACHS & CO. | ||
| UBS SECURITIES LLC | ||
| BNY MELLON CAPITAL MARKETS, LLC | ||
| CO-MANAGERS: | BLAYLOCK BEAL VAN, LLC | |
| HSBC SECURITIES (USA) INC. | ||
| SAMUEL A. RAMIREZ & COMPANY, INC. | ||
| SANTANDER INVESTMENT SECURITIES INC. | ||
| SCOTIA CAPITAL (USA) INC. | ||
| SG AMERICAS SECURITIES, LLC | ||
| TOUSSAINT CAPITAL PARTNERS, LLC | ||
The notes are not deposits or other obligations of a bank and are not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency.
The issuer has filed a registration statement (including a prospectus and a prospectus supplement) 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 Citigroup Global Markets Inc. at
1-800-831-9146, Goldman, Sachs & Co. at 1-866-471-2526, UBS Securities LLC at 1-877-827-6444, ext. 561-3884 or BNY Mellon Capital Markets, LLC at 1-800-269-6864.
| * | A security rating is not a recommendation to buy, sell or hold securities, and may be subject to revision or withdrawal at any time by the assigning rating organization. Each rating should be evaluated independently of any other rating. |
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