October 15, 2013
Filed pursuant to Rule 433
Registration Statement No. 333-191533
Leucadia National Corporation
5.50% SENIOR NOTES DUE 2023
Issuer: |
Leucadia National Corporation |
Issue: |
Senior Notes due 2023 |
Security Type: |
Senior Unsecured Fixed Rate Notes |
Anticipated Ratings (Moody's/S&P/Fitch): |
Ba2 (Stable) / BBB (Stable) / BBB- (Stable) |
Principal Amount: |
$750,000,000 |
Trade Date: |
October 15, 2013 |
Settlement Date: |
October 18, 2013 (T + 3) |
Final Maturity: |
October 18, 2023 |
Interest Payment Dates: |
Semi-annually on April 18 and October 18, commencing on April 18, 2014 |
Record Dates: |
April 3 and October 3 |
Benchmark Treasury: |
2.5% UST due 8/15/23 |
Spread to Benchmark: |
T + 295 basis points |
Treasury Strike: |
98-01% |
Yield to Maturity: |
2.730% |
Coupon: |
5.50% |
Public Offering Price: |
98.641% of principal amount |
Underwriting Discount: |
0.45% |
Proceeds, Before Expenses: |
$736,432,500 |
Day Count Convention: |
30/360 |
Make-Whole Call Payment: |
UST + 45 basis points |
Optional Redemption at Par: |
On or after January 18, 2023 |
Minimum Denominations: |
$2,000 and integral multiples of $1,000 in excess thereof |
CUSIP/ISIN: |
527288 BE3/US527288BE32 |
Sole Book-Runner:
Senior Co-Managers: |
Jefferies LLC
Citigroup Global Markets Inc., Deutsche Bank Securities Inc.,
J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Natixis Securities Americas LLC, PNC Capital Markets
LLC, Rabo Securities USA, RBC Capital Markets, LLC and SMBC Nikko Securities America, Inc. |
Co-Managers: |
Barclays Capital Inc., BNY Mellon Capital Markets, LLC, HSBC Securities (USA) Inc. and Morgan Stanley & Co. 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) with the SEC for the offering to which this communication relates. Before you invest, you should read 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 website 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 Jefferies LLC at (212) 284-3417.