Filed Pursuant to Rule 433
Registration Statement File Nos. 333-167638,
333-167638-01 and 333-167638-02
Covidien International Finance S.A.
Pricing Term Sheet
May 13, 2013
U.S. $750,000,000 2.950% Senior Notes due 2023
| Issuer: | Covidien International Finance S.A. | |
| Guarantors: | Covidien public limited company Covidien Ltd. | |
| Securities to be Purchased: | 2.950% Senior Notes due 2023 | |
| Aggregate Principal Amount Offered: | $750,000,000 | |
| Maturity Date: | June 15, 2023 | |
| Price to Public (Issue Price): | 99.773% | |
| Ratings*: | Baa1 (Stable) by Moody’s Investors Service, Inc. A (Stable) by Standard & Poor’s Rating Service | |
| Benchmark: | UST 1.750% due May 15, 2023 | |
| Benchmark Treasury Price and Yield: | 98-13; 1.926% | |
| Yield to Maturity: | 2.976% | |
| Spread to Benchmark: | +105 basis points | |
| Coupon (Interest Rate): | 2.950% per annum | |
| Interest Payment Dates: | Semi-annually on each June 15 and December 15, commencing on December 15, 2013 | |
| Denominations: | Minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof | |
| Make-Whole Call: | T + 15 bps prior to March 15, 2023 | |
| Par Call: | On or after March 15, 2023 | |
| Trade Date: | May 13, 2013 | |
| Settlement Date (T+3): | May 16, 2013 | |
| Joint Bookrunners: | Barclays Capital Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated Morgan Stanley & Co. LLC | |
| Co-Managers: | ANZ Securities, Inc. Banca IMI S.p.A. Scotia Capital (USA) Inc. CastleOak Securities, L.P. | |
| CUSIP: | 22303Q AP5 | |
| ISIN: | US22303QAP54 | |
*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.
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