Filed Pursuant to Rule 433
Registration No. 333-160926
June 5, 2012
FINAL TERM SHEET
Dated June 5, 2012
CINTAS CORPORATION NO. 2
Issuer: |
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Cintas Corporation No. 2 |
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Guarantors: |
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Cintas Corporation and the subsidiary guarantors |
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Description of Securities: |
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3.25% Senior Notes due June 1, 2022 |
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Principal Amount Offered: |
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$250,000,000 |
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Coupon: |
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3.25% per annum |
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Interest Payment Dates: |
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Semi-annually on June 1 and December 1, commencing December 1, 2012 |
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Maturity: |
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June 1, 2022 |
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Treasury Benchmark: |
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1.750% due May 15, 2022 |
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US Treasury Yield: |
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1.568% |
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Spread to Treasury: |
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170 basis points |
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Re-offer Yield: |
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3.268% |
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Initial Price to Public: |
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99.848% |
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Underwriters Discount: |
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0.650% |
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Proceeds, before expenses, to us: |
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99.198% |
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Optional Redemption: |
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Prior to March 1, 2022: Make-Whole Spread: 30 basis points. |
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Offer to Repurchase: |
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Upon the occurrence of both (i) a change of control of Cintas and (ii) a downgrade of the Notes below an investment grade rating by each of Moodys Investors Service, Inc. and Standard & Poors Financial Services, LLC within a specified period, Cintas 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. |
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Minimum Denomination: |
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$1,000 and integral multiples of $1,000 |
Expected Settlement Date: |
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June 8, 2012 (T+3) |
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CUSIP: |
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17252M AL4 |
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ISIN: |
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US17252MAL46 |
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Joint Book-Running Managers: |
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KeyBanc Capital Markets Inc. |
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Co-Managers: |
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Mitsubishi UFJ Securities (USA), Inc. |
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 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 KeyBanc Capital Markets Inc. at (866) 227-6479 or J.P. Morgan Securities LLC at (212) 834-4533.