Issuer Free Writing Prospectus
Filed Pursuant to Rule 433
Relating to the Preliminary Prospectus dated November 14, 2019
Registration Number 333-230982
GENPACT LUXEMBOURG S.À R.L.
GENPACT LIMITED
$400,000,000 3.375% Senior Notes due 2024
Pricing Term Sheet
November 14, 2019
The information in this pricing term sheet supplements the Company’s preliminary prospectus supplement, dated November 14, 2019 (the “Preliminary Prospectus Supplement”) and supersedes the information in the Preliminary Prospectus Supplement to the extent inconsistent with the information in the Preliminary Prospectus Supplement. This pricing term sheet is qualified in its entirety by reference to the Preliminary Prospectus Supplement. Terms used herein but not defined herein shall have the respective meanings as set forth in the Preliminary Prospectus Supplement.
| Issuer: | Genpact Luxembourg S.à r.l. | |
| Guarantor: | Genpact Limited | |
| Expected Ratings (Moody’s / S&P)*: | Baa3 / BBB- | |
| Security Title: | 3.375% Senior Notes due 2024 | |
| Offering Format: | SEC registered | |
| Pricing Date: | November 14, 2019 | |
| Settlement Date: | November 18, 2019 (T+2) | |
| Maturity Date: | December 1, 2024 | |
| Interest Payment Dates: | June 1 and December 1, commencing June 1, 2020 | |
| Principal Amount: | $400,000,000 | |
| Benchmark Treasury: | UST 1.500% due October 31, 2024 | |
| Benchmark Treasury Price / Yield: | 99-12 1⁄4 / 1.630% | |
| Spread to Benchmark Treasury: | +175 bps | |
| Yield to Maturity: | 3.380% | |
| Coupon: | 3.375% | |
| Public Offering Price: | 99.976% of the principal amount, plus accrued interest, if any, from November 18, 2019 | |
| Optional Redemption Provisions: | ||
| Make-Whole Call: |
Prior to November 1, 2024, T+30 bps | |
| Par Call: |
On or after November 1, 2024 | |
| CUSIP / ISIN: | 37254B AC4 / US37254BAC46 | |
| Joint Book-Running Managers:
|
Citigroup Global Markets Inc. Morgan Stanley & Co. LLC Wells Fargo Securities, LLC BofA Securities, Inc. Credit Agricole Securities (USA) Inc. J.P. Morgan 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 a preliminary prospectus supplement, with the Securities and Exchange Commission (the “SEC”) for the offering to which this communication relates. Before you invest, you should read the prospectus and the preliminary prospectus supplement 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 website at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and the preliminary prospectus supplement (or, if available, the prospectus supplement) if you request it by calling Citigroup Global Markets Inc. toll-free at 1-800-831-9146; Morgan Stanley & Co. LLC toll-free at 1-866-718-1649; or Wells Fargo Securities, LLC toll-free at 1-800-645-3751.
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