ISSUER FREE WRITING PROSPECTUS
(RELATING TO THE PRELIMINARY PROSPECTUS
SUPPLEMENT DATED MARCH 8, 2010 AND
THE PROSPECTUS DATED MAY 26, 2009)
FILED PURSUANT TO RULE 433
REGISTRATION NO. 333-158972
MARCH 8, 2010
AMERIPRISE FINANCIAL, INC.
$750,000,000
5.30% SENIOR NOTES DUE 2020
FINAL TERM SHEET DATED MARCH 8, 2010
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Issuer |
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Ameriprise Financial, Inc. (“Ameriprise”) |
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Expected Ratings* (Outlook) |
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A3 (Moody’s) / A (S&P) / A- (Fitch) (Negative / Negative / Negative) |
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Security |
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5.30% Senior Notes due 2020 |
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Trade Date |
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March 8, 2010 |
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Settlement Date (T+3) |
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March 11, 2010 |
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Maturity Date |
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March 15, 2020 |
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Coupon |
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5.30% |
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Currency: |
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USD |
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Size: |
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$750,000,000 |
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Security Type: |
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SEC Registered Senior Notes |
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Day Count Convention: |
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30/360 |
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Benchmark Treasury: |
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3.625% US Treasury due 02/20 |
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Spread to Benchmark Treasury: |
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+162.5 basis points |
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Benchmark Treasury Spot and Yield: |
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99-10+; 3.706% of yield |
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Price to Public: |
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99.761% of principal amount |
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Yield to Maturity: |
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5.331% |
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Optional Redemption: |
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In full or in part on one or more occasions, make-whole call at a discount rate of Treasury plus 25 basis points or, if greater, 100% of the principal amount of notes to be redeemed, in each case plus accrued and unpaid interest to the date of redemption. |
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Proceeds (after underwriting discount and before expenses) to Issuer: |
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$743,332,500 (99.111% of principal amount) |
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Interest Payment Dates: |
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Interest will accrue from March 11, 2010 and will be payable semi-annually in arrears on March 15 and September 15 of each year, commencing September 15, 2010 |
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Denomination: |
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$2,000 and integral multiples of $1,000 in excess thereof |
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CUSIP/ISIN: |
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03076CAE6 / US03076CAE66 |
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Bookrunners: |
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Goldman, Sachs & Co. Credit Suisse Securities (USA) LLC Morgan Stanley & Co. Incorporated |
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Co-Managers |
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Banc of America Securities LLC HSBC Securities (USA) Inc. J.P. Morgan Securities Inc. Wells Fargo Securities, LLC |
*Note: An explanation of the significance of ratings may be obtained from the rating agencies. Generally, rating agencies base their ratings on such material and information, and such of their own investigations, studies and assumptions, as they deem appropriate. The ratings of the notes should be evaluated independently from similar ratings of other securities. A credit rating of a security is not a recommendation to buy, sell or hold securities and may be subject to review, revision, suspension, reduction or withdrawal at any time by the assigning rating agency.
The issuer has filed a registration statement (including a prospectus and related preliminary prospectus supplement) with the U.S. Securities and Exchange Commission (SEC) for this offering. Before you invest, you should read the preliminary prospectus supplement and prospectus for this offering 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 EDGAR at the SEC web site at www.sec.gov. Alternatively, you may obtain a copy of the prospectus and related preliminary prospectus supplement by calling Goldman, Sachs & Co. toll free at 1-866-471-2526, Credit Suisse Securities (USA) LLC toll free at 1-800-221-1037 or Morgan Stanley & Co. Incorporated toll-free at 1-866-718-1649.
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