SYSCO CORP — Regulatory Filings 2012

Jun 6, 2012

FWP 1 d362962dfwp.htm FWP FWP

Filed Pursuant to Rule 433

Issuer Free Writing Prospectus dated

June 6, 2012 Relating to Preliminary Prospectus

Supplement dated June 6, 2012 to

Prospectus dated February 17, 2012

Registration No. 333-179582

FINAL PRICING TERMS

$300,000,000 0.55% Senior Notes due 2015
Issuer:	Sysco Corporation
Guarantee:	Unconditionally guaranteed by certain subsidiaries of Sysco Corporation
Title of Security:	0.55% Senior Notes due 2015
Size:	$300,000,000
Maturity Date:	June 12, 2015
Coupon:	0.55%
Interest Payment Dates:	June 12 and December 12, commencing December 12, 2012
Price to Public:	99.319%
Benchmark Treasury:	0.250% due May 15, 2015
Benchmark Treasury Yield:	0.360%
Spread to Benchmark Treasury:	T + 42 bps
Re-offer Yield:	0.780%
Make-Whole Call:	T + 10 bps
Change of Control:	Upon the occurrence of both (i) a change of control of Sysco Corporation and (ii) a downgrade of the notes below an investment grade within a specified period, as more
particularly described in the preliminary prospectus supplement, Sysco Corporation will be required to make an offer to purchase the notes at a price equal to 101% of their principal amount, plus accrued and unpaid interest to the date of
repurchase.
Expected Settlement Date:	T + 4; June 12, 2012
CUSIP Number:	871829 AP2
Anticipated Ratings:	A1 by Moody’s Investors Service, Inc. A+ by Standard & Poor’s Ratings Services
Joint Book-Running Managers:	Goldman, Sachs & Co. J.P. Morgan Securities LLC Merrill Lynch,
Pierce, Fenner & Smith Incorporated
Co-Managers:	TD Securities (USA) LLC Wells Fargo Securities, LLC

$450,000,000 2.60% Senior Notes due 2022
Issuer:	Sysco Corporation
Guarantee:	Unconditionally guaranteed by certain subsidiaries of Sysco Corporation
Title of Security:	2.60% Senior Notes due 2022
Size:	$450,000,000
Maturity Date:	June 12, 2022
Coupon:	2.60%
Interest Payment Dates:	June 12 and December 12, commencing December 12, 2012
Price to Public:	98.722%
Benchmark Treasury:	1.750% due May 15, 2022
Benchmark Treasury Yield:	1.647%
Spread to Benchmark Treasury:	T + 110 bps
Re-offer Yield:	2.747%
Make-Whole Call:	T + 20 bps
Change of Control:	Upon the occurrence of both (i) a change of control of Sysco Corporation and (ii) a downgrade of the notes below an investment grade within a specified period, as more
particularly described in the preliminary prospectus supplement, Sysco Corporation will be required to make an offer to purchase the notes at a price equal to 101% of their principal amount, plus accrued and unpaid interest to the date of
repurchase.
Expected Settlement Date:	T + 4; June 12, 2012
CUSIP Number:	871829 AQ0
Anticipated Ratings:	A1 by Moody’s Investors Service, Inc. A+ by Standard & Poor’s Ratings Services
Joint Book-Running Managers:	Goldman, Sachs & Co. J.P. Morgan Securities LLC Merrill Lynch,
Pierce, Fenner & Smith Incorporated
Co-Managers:	TD Securities (USA) LLC 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) and related preliminary prospectus supplement with the U.S. Securities and Exchange Commission (the “SEC”) for the offering to which this communication relates. Before you invest, you should read the prospectus supplement for this offering, 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 Goldman, Sachs & Co. toll free at 1-866-471-2526.