Filed Pursuant to Rule 433
Registration No. 333-184736
Free Writing Prospectus
To Prospectus dated November 2, 2012 and
Preliminary Prospectus Supplement dated November 12, 2013
$400,000,000
FMC Corporation
4.100% Senior Notes due 2024
November 12, 2013
Pricing Term Sheet
| Issuer: | FMC Corporation | |
| Security: | 4.100% Senior Notes due 2024 | |
| Size: | $400,000,000 | |
| Maturity Date: | February 1, 2024 | |
| Coupon: | 4.100% | |
| Interest Payment Dates: | Each February 1 and August 1, commencing February 1, 2014 | |
| Price to Public: | 99.840% | |
| Benchmark Treasury: | UST 2.500% due August 15, 2023 | |
| Benchmark Treasury Price and Yield: |
97-22+; 2.770% | |
| Spread to Benchmark Treasury: | +135 bps | |
| Yield: | 4.120% | |
| Make-Whole Call: | T+20 bps | |
| Par Call: | On or after November 1, 2023 | |
| Expected Settlement Date: | November 15, 2013 (T+3) | |
| CUSIP/ISIN: | 302491AS4 / US302491AS46 | |
| Ratings: | Moody’s—Baa1 (Positive Outlook) S&P—A- (Stable Outlook) | |
| Joint Book-Running Managers: | Citigroup Global Markets Inc. HSBC Securities (USA) Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated | |
| Senior Co-Managers: | BNP Paribas Securities Corp. DNB Markets, Inc. Mitsubishi UFJ Securities (USA), Inc. SMBC Nikko Securities America, Inc. U.S. Bancorp Investments, Inc. |
| Co-Managers: | TD Securities (USA) LLC ANZ Securities, Inc. BB&T Capital Markets, a division of BB&T Securities, LLC BNY Mellon Capital Markets, LLC J.P. Morgan Securities LLC KBC Securities USA, Inc. Lloyds Securities Inc. RBS Securities Inc. Wells Fargo Securities, LLC |
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 Citigroup Global Markets Inc. toll free at 1-800-831-9146, HSBC Securities (USA) Inc. toll-free at 1-866-811-8049 and Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322.