FWP 1 d919975dfwp.htm FWP FWP

Filed Pursuant to Rule 433

Registration No. 333-277377

May 13, 2025

 

LOGO

Magna International Inc.

Pricing Term Sheet

$400,000,000 5.875% Senior Notes due 2035

 

Issuer    Magna International Inc.
Format    SEC Registered
Trade Date    May 13, 2025
Settlement Date    May 22, 2025 (T+7)
Expected Ratings*    A3 (Negative Outlook) / A- (Negative Outlook) (Moody’s / S&P)
Issue of Securities    5.875% Senior Notes due 2035
Aggregate Principal Amount Offered    $400,000,000
Maturity Date    June 1, 2035
Interest Rate    5.875% per year
Benchmark Treasury    UST 4.250% due May 15, 2035
Spread to Benchmark Treasury    +140 basis points
Benchmark Treasury Price and Yield    98-02; 4.493%
Yield to Maturity    5.893%
Price to Public    99.863%, plus accrued interest, if any, from May 22, 2025
Interest Payment Dates    Semi-annually in arrears on June 1 and December 1 of each year, beginning on December 1, 2025 (long first coupon)
Make-Whole Call    Prior to March 1, 2035; T+25 basis points
Par Call    On or after March 1, 2035
Denominations    Minimum of $2,000 and integral multiples of $1,000 in excess thereof.
 
*

A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.

 

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CUSIP / ISIN    559222 BD5 / US559222BD50
Joint Book-Running Managers    BofA Securities, Inc.
Citigroup Global Markets Inc.
J.P. Morgan Securities LLC
BNP Paribas Securities Corp.
RBC Capital Markets, LLC
Scotia Capital (USA) Inc.
TD Securities (USA) LLC
Wells Fargo Securities, LLC
Co-Managers    CIBC World Markets Corp.
Commerz Markets LLC
Goldman Sachs & Co. LLC
HSBC Securities (USA) Inc.
ICBC Standard Bank Plc
ING Financial Markets LLC
Loop Capital Markets LLC
RB International Markets (USA) LLC

It is expected that delivery of the notes will be made against payment therefor on or about May 22, 2025, which will be the seventh New York City business day following the date of pricing of the notes (this settlement cycle being referred to as “T+7”). Under Rule 15c6-1 of the U.S. Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in one business day, unless the parties to a trade expressly agree otherwise. Accordingly, purchasers who wish to trade notes prior to the business day before the settlement date will be required, by virtue of the fact that the notes initially will settle in T+7, to specify alternative settlement arrangements to prevent a failed settlement.

The issuer has filed a registration statement (including a base prospectus) and a preliminary prospectus supplement with the United States Securities and Exchange Commission (the “SEC”) for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement, the preliminary prospectus supplement 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 website at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the base prospectus and the prospectus supplement if you request it by calling BofA Securities, Inc. toll-free at 1-800-294-1322, Citigroup Global Markets Inc. toll-free at 1-800-831-9146 or J.P. Morgan Securities LLC toll-free at 1-866-803-9204.

ICBC Standard Bank Plc is restricted in its U.S. securities dealings under the United States Bank Holding Company Act and may not underwrite, subscribe, agree to purchase or procure purchasers to purchase notes that are offered or sold in the United States. Accordingly, ICBC Standard Bank Plc shall not be obligated to, and shall not, underwrite, subscribe, agree to purchase or procure purchasers to purchase notes that may be offered or sold by other underwriters in the United States. ICBC Standard Bank Plc shall offer and sell the notes constituting part of its allotment solely outside the United States.

 

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