| Issuer Free Writing Prospectus
Filed by Mitsubishi UFJ Financial Group, Inc. | ||||
| Pursuant to Rule 433
Reg-Statement No. 333-209455
July 18, 2017 | ||||
5-Year Floating Rate Notes Due 2022
5-Year Fixed Rate Notes Due 2022
10-Year Fixed Rate Notes Due 2027
5-Year Floating Rate Notes Due 2022
| Issuer: | Mitsubishi UFJ Financial Group, Inc. | |
| Size: | U.S. $1,000,000,000 | |
| Issuer Ratings (Moody’s / S&P / Fitch) *: | A1 / A / A | |
| Expected Security Ratings (Moody’s / S&P / Fitch) *: | A1 / A / A | |
| Security Type: | Senior Notes | |
| Currency: | U.S.$ | |
| Interest: | Per annum rate equal to U.S. Dollar 3-month LIBOR + 79 basis points | |
| Trade Date: | July 18, 2017 | |
| Settlement Date: | July 25, 2017 | |
| Maturity: | July 25, 2022 | |
| Interest Payment Dates: | Quarterly in arrears on January 25, April 25, July 25 and October 25 of each year. | |
| First Interest Payment Date: | October 25, 2017 | |
| Pricing Benchmark: | U.S. Dollar 3-month LIBOR | |
| Spread to Benchmark: | 79 basis points | |
| Issue Price: | 100% of principal amount plus accrued interest, if any, from July 25, 2017 | |
| Underwriting Discount: | 0.35% | |
| Net Proceeds before Expenses: | U.S. $996,500,000 | |
| Day Count: | Actual/360 | |
| Business Days: | New York, Tokyo and London Banking Day | |
| Business Day Convention: | Modified Following Business Day Convention (Following Business Day Convention for the maturity date and any other date fixed for redemption) | |
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| Denominations: |
U.S. $2,000 x U.S. $1,000 | |
| Listing: |
Luxembourg Stock Exchange’s Euro MTF Market | |
| Governing Law: |
New York law | |
| Billing & Delivering: |
Morgan Stanley & Co. LLC | |
| Joint Lead Managers and Joint Bookrunners: | Morgan Stanley & Co. LLC
MUFG Securities Americas Inc.
| |
| Citigroup Global Markets Inc. | ||
| Senior Co-Managers: |
HSBC Securities (USA) Inc. | |
| J.P. Morgan Securities LLC | ||
| Merrill Lynch, Pierce, Fenner & Smith Incorporated | ||
| Co-Managers: |
BNP Paribas | |
| Credit Agricole Securities (USA) Inc. | ||
| Credit Suisse Securities (USA) LLC | ||
| ING Financial Markets, LLC | ||
| Natixis Securities Americas LLC | ||
| Nomura Securities International, Inc. | ||
| RBC Capital Markets, LLC | ||
| Société Générale | ||
| Security Codes: |
CUSIP: 606822 AQ7
ISIN: US606822AQ75
Common Code: 165188080 | |
| Definitions: |
Unless otherwise defined herein, all capitalized terms have the meaning set forth in the Preliminary Prospectus (as defined below). | |
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5-Year Fixed Rate Notes Due 2022
| Issuer: | Mitsubishi UFJ Financial Group, Inc. | |
| Size: | U.S. $2,000,000,000 | |
| Issuer Ratings (Moody’s / S&P / Fitch) *: | A1 / A / A | |
| Expected Security Ratings (Moody’s / S&P / Fitch) *: |
A1 / A / A | |
| Security Type: | Senior Notes | |
| Currency: | U.S.$ | |
| Interest: | 2.665% per annum | |
| Trade Date: | July 18, 2017 | |
| Settlement Date: | July 25, 2017 | |
| Maturity: | July 25, 2022 | |
| Interest Payment Dates: | Semi-annually in arrears on January 25 and July 25 of each year | |
| First Interest Payment Date: | January 25, 2018 | |
| Pricing Benchmark: | 1.750% due 6/2022 | |
| Benchmark Spot (Price/Yield): | 99-22 1⁄4 / 1.815% | |
| Spread to Benchmark: | 85 basis points | |
| Issue Price: | 100% of principal amount plus accrued interest, if any, from July 25, 2017 | |
| Yield to Maturity: | 2.665% | |
| Underwriting Discount: | 0.35% | |
| Net Proceeds before Expenses: | U.S. $1,993,000,000 | |
| Day Count: | 30/360 | |
| Business Days: | New York and Tokyo | |
| Business Day Convention: | Following Business Day Convention | |
| Denominations: | U.S. $2,000 x U.S. $1,000 | |
| Listing: | Luxembourg Stock Exchange’s Euro MTF Market | |
| Governing Law: | New York law | |
| Billing & Delivering: | Morgan Stanley & Co. LLC | |
| Joint Lead Managers and Joint Bookrunners: |
Morgan Stanley & Co. LLC
MUFG Securities Americas Inc. | |
| Citigroup Global Markets Inc. | ||
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| Senior Co-Managers: | HSBC Securities (USA) Inc. | |
| J.P. Morgan Securities LLC | ||
| Merrill Lynch, Pierce, Fenner & Smith Incorporated | ||
| Co-Managers: | BNP Paribas | |
| Credit Agricole Securities (USA) Inc. | ||
| Credit Suisse Securities (USA) LLC | ||
| ING Financial Markets, LLC | ||
| Natixis Securities Americas LLC | ||
| Nomura Securities International, Inc. | ||
| RBC Capital Markets, LLC | ||
| Société Générale | ||
| Security Codes: |
CUSIP: 606822 AP9
ISIN: US606822AP92
Common Code: 165188101 | |
| Definitions: |
Unless otherwise defined herein, all capitalized terms have the meaning set forth in the Preliminary Prospectus (as defined below). | |
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10-Year Fixed Rate Notes Due 2027
| Issuer: | Mitsubishi UFJ Financial Group, Inc. | |
| Size: | U.S. $1,000,000,000 | |
| Issuer Ratings (Moody’s / S&P / Fitch) *: | A1 / A / A | |
| Expected Security Ratings (Moody’s / S&P / Fitch) *: |
A1 / A / A | |
| Security Type: | Senior Notes | |
| Currency: | U.S.$ | |
| Interest: | 3.287% per annum | |
| Trade Date: | July 18, 2017 | |
| Settlement Date: | July 25, 2017 | |
| Maturity: | July 25, 2027 | |
| Interest Payment Dates: | Semi-annually in arrears on January 25 and July 25 of each year | |
| First Interest Payment Date: | January 25, 2018 | |
| Pricing Benchmark: | 2.375% due 5/2027 | |
| Benchmark Spot (Price/Yield): | 101-01 / 2.257% | |
| Spread to Benchmark: | 103 basis points | |
| Issue Price: | 100% of principal amount plus accrued interest, if any, from July 25, 2017 | |
| Yield to Maturity: | 3.287% | |
| Underwriting Discount: | 0.45% | |
| Net Proceeds before Expenses: | U.S. $995,500,000 | |
| Day Count: | 30/360 | |
| Business Days: | New York and Tokyo | |
| Business Day Convention: | Following Business Day Convention | |
| Denominations: | U.S. $2,000 x U.S. $1,000 | |
| Listing: | Luxembourg Stock Exchange’s Euro MTF Market | |
| Governing Law: | New York law | |
| Billing & Delivering: | MUFG Securities Americas Inc. | |
| Joint Lead Managers and Joint Bookrunners: | Morgan Stanley & Co. LLC
MUFG Securities Americas Inc. | |
| Merrill Lynch, Pierce, Fenner & Smith Incorporated | ||
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| Senior Co-Managers: | Citigroup Global Markets Inc.
HSBC Securities (USA) Inc.
J.P. Morgan Securities LLC | |
| Co-Managers: | BNP Paribas
Credit Agricole Securities (USA) Inc.
Credit Suisse Securities (USA) LLC
ING Financial Markets, LLC
Natixis Securities Americas LLC
Nomura Securities International, Inc.
RBC Capital Markets, LLC
Société Générale | |
| Security Codes: | CUSIP: 606822 AR5
ISIN: US606822AR58
Common Code: 165071344 | |
| Definitions: | Unless otherwise defined herein, all capitalized terms have the meaning set forth in the Preliminary Prospectus (as defined below). | |
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This communication is intended for the sole use of the person to whom it is provided by us. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction or to any person to whom it is unlawful to make such offer or solicitation in such jurisdiction.
The Issuer has filed a registration statement (including a prospectus dated February 10, 2016 (the “Base Prospectus”)) and a preliminary prospectus supplement dated July 18, 2017 (the “Preliminary Prospectus Supplement,” and together with the Base Prospectus, the “Preliminary Prospectus”) with the U.S. Securities and Exchange Commission (“SEC”) for this offering. Before you invest, you should read the Preliminary Prospectus for this offering, and other documents the Issuer has filed with the SEC and which are incorporated by reference therein for more complete information about the Issuer and this offering. You may get these documents for free by searching the SEC online database (EDGAR®) at www.sec.gov.
Alternatively, the Issuer, any underwriter or any dealer participating in the transaction will arrange to send you the Preliminary Prospectus if you request it by calling Morgan Stanley & Co. LLC toll-free at 1-866-718-1649 or MUFG Securities Americas Inc. toll-free at 1-877-649-6848.
*Note: A security rating is not a recommendation to buy, sell or hold securities and may be subject to revision, suspension or withdrawal at any time.
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