Filed Pursuant to Rule 433
Registration No. 333-163947
Free Writing Prospectus Dated September 5, 2012
EOG Resources, Inc.
Pricing Term Sheet
$1,250,000,000 2.625% Senior Notes due 2023
| Issuer: | EOG Resources, Inc. | |
| Principal Amount: | $1,250,000,000 | |
| Maturity Date: | March 15, 2023 | |
| Coupon: | 2.625% | |
| Treasury benchmark: | 1.625% Notes due August 15, 2022 | |
| Treasury yield: | 1.593% | |
| Re-offer spread: | 110 bps | |
| Issue Price: | 99.381% | |
| Yield to maturity: Redemption Provisions: |
2.693% | |
| Make-whole call | At any time prior to December 15, 2022, at the greater of (i) 100% or (ii) a discount rate of Treasury plus 20 basis points | |
| Par call | At any time on or after December 15, 2022 | |
| CUSIP/ISIN: | 26875PAK7 / US26875PAK75 | |
| Interest Payment Dates: | Semi-annually on March 15 and September 15 commencing March 15, 2013 | |
| Settlement Date: | T+3; September 10, 2012 | |
| Ratings*: | Moody’s: A3 (stable outlook) S&P: A- (stable outlook) | |
| Bookrunners: | Barclays Capital Inc. Citigroup Global Markets Inc. J.P. Morgan Securities LLC UBS Securities LLC Wells Fargo Securities, LLC RBC Capital Markets, LLC Mitusbishi UFJ Securities (USA), Inc. SG Americas Securities, LLC US Bancorp Investments, Inc. | |
| Co-Managers: | Allen & Company LLC ANZ Securities, Inc. BB&T Capital Markets, a division of Scott & Stringfellow, LLC BMO Capital Markets Corp. Comerica Securities, Inc. Credit Suisse Securities (USA) LLC Deutsche Bank Securities Inc. DNB Markets, Inc. Goldman, Sachs & Co. Scotia Capital (USA) Inc. | |
| * | Note: A securities rating is not a recommendation to buy, sell or hold securities and may be revised or withdrawn at any time.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 any 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 Barclays Capital Inc. at (888) 603-5847, Citigroup Global Markets Inc. at (877) 858-5407, J.P. Morgan Securities LLC at (212) 834-4533, UBS Securities LLC at (877) 827-6444 (ext. 5613884), or Wells Fargo Securities, LLC at 1-800-326-5897.
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