EFTA01374400.pdf

From: Darlene Zong Sent: 10/18/2016 8:47:07 AM To: Richard Kahn In CC: Daniel Sabba IONINENSMINIllejklahe StepanIan Stewart Oldfield [email protected] Subject: ** KINGDOM OF SAUDI ARABIA • TERMS/TIMING ** [C) classification: Confidential THIS ANNOUNCEMENT IS NOT BEING MADE IN AND COPIES OF IT MAY NOT BE DISTRIBUTED OR SENT INTO THE UNITED STATES (EXCEPT THAT IT MAY BE SENT IN THE UNITED STATES DIRECTLY TO QUALIFIED INSTITUTIONAL BUYERS AS DEFINED IN RULE 144A UNDER THE U.S. SECURITIES ACT OF 1933), CANADA, AUSTRALIA OR JAPAN. ** KINGDOM OF SAUDI ARABIA - TERMS/TIMING ** Issuer: The Kingdom of Saudi Arabia acting through the Ministry of Finance Issuer rtgs: Al (stable) / AA- (neg) (Moody's/Fitch) Format: 144A / Reg S Status: Senior, Unsecured Tenor: 5YR I 10YR I 30YR Size USD Bmk I USD Bmk I USD Bmk Coupon: FXD SA 30/360 I FXD SA 30/360 I FXD SA 30/360 Guidance: T+160bps area I T+185bps area I T+235bps area B&D: Citi I HSBC I J.P. Morgan Settlement: [1+5] Denoms: US$200k+Ik Listing: Irish Stock Exchange regulated market Law: English Glo-Cos: Citi, HSBC, J.P. Morgan JLMs/Jt-Bks: Citi, HSBC, J.P. Morgan, Bank of China, BNP PARIBAS, Deutsche Bank, Goldman Sachs, Morgan Stanley, MUFG, NCB Capital Timing: Global books open Expect US Books subject at 5pm NY today (Tues) Expect Europe/MENA/Asia Books subject at 9am UK tomorrow (Weds) Pricing tomorrow (Weds) The securities referred to herein may not be sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"). The Kingdom of Saudi Arabia does not intend to register any of the securities in the United States or to conduct a public offering of the securities in the United States. The securities will be offered in the United States to qualified institutional buyers pursuant to Rule 144A under the Securities Act and outside the United States pursuant to Regulation S under the Securities Act. This announcement is being issued pursuant to and in accordance with Rule 135c under the Securities Act. This communication does not constitute an offer of the Securities to the public in the United Kingdom. No prospectus has been or will be approved in the United Kingdom in respect of the Securities. This communication is being distributed to and is directed only at (i) persons who are outside the United Kingdom or (ii) persons who are investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") and (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2Xa) to (d) of the Order (all such persons together being referred to as "Relevant Persons"). Any investment activity to which this communication CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0069062 CONFIDENTIAL SDNY GM_00215246 EFTA01374400