|
Title of Each Class ofSecurities Offered
|
Maximum AggregateOffering Price
|
Amount ofRegistration Fee(1)(2)
|
||
|
3.150%
InterNotes® Due January 15, 2024
|
$1,037,000
|
$125.68
|
||
|
3.600%
InterNotes® Due January 15, 2029
|
$345,000
|
$41.81
|
||
|
(1)
|
Calculated
in accordance with Rule 457(r) under the Securities Act of
1933.
|
|
|
|
|
(2)
|
The
amount in this column has been transmitted to the SEC in connection
with the securities offered by means of this pricing
supplement.
|
|
|
|
|
CUSIP Number
|
Principal
Amount
|
Selling
Price
|
Gross
Concession
|
NetProceeds
|
Coupon
Type
|
Coupon
Rate
|
Coupon Frequency
|
Maturity
Date
|
1st
Coupon Date
|
1st
Coupon Amount
|
Survivor's
Option
|
Product
Ranking
|
|
63743FG67
|
$1,037,000
|
100%
|
1.250%
|
$1,024,037.50
|
Fixed
|
3.150%
|
MONTHLY
|
01/15/2024
|
02/15/2019
|
$1.31
|
Yes
|
Senior
Unsecured Notes
|
|
CUSIP Number
|
Principal
Amount
|
Selling
Price
|
Gross
Concession
|
NetProceeds
|
Coupon
Type
|
Coupon
Rate
|
Coupon Frequency
|
Maturity
Date
|
1st
Coupon Date
|
1st
Coupon Amount
|
Survivor's
Option
|
Product
Ranking
|
|
63743FG75
|
$345,000
|
100%
|
1.800%
|
$338,790.00
|
Fixed
|
3.600%
|
MONTHLY
|
01/15/2029
|
02/15/2019
|
$1.50
|
Yes
|
Senior
Unsecured Notes
|
|
National
Rural Utilities Cooperative Finance Corp
|
Offering
Dates: Tuesday, January 22, 2019 through Monday, January 28,
2019
Trade
Date: Monday, January 28, 2019 @12:00 PM ET
Settlement
Date: Thursday, January 31, 2019
Minimum
Denomination/Increments:$1,000.00/$1,000.00
Initial
trades settle flat and clear SDFS: DTC Book Entry only
DTC
number: 0235 via RBC Dain Rauscher Inc.
Agents:
Incapital, LLC, Citigroup, J.J.B. Hilliard, W.L. Lyons, Inc.,
Wells
Fargo
Advisors, RBC Capital Markets
If the
maturity date or an interest payment date for any note is not a
Business Day (as term is defined in Prospectus), principal,
premium, if any, and interest for that note is paid on the next
Business Day, and no interest will accrue from, and after, the
maturity date or interest payment date.
Validity
of the Notes
In the
opinion of Hogan Lovells US LLP, as counsel to the Company, when
the notes offered by this pricing supplement have been executed and
issued by the Company and authenticated by the trustee pursuant to
the indenture, and delivered against payment as contemplated
herein, such notes will constitute valid and binding obligations of
the Company, subject to bankruptcy, insolvency, reorganization,
receivership, moratorium and other laws affecting creditors? rights
(including, without limitation, the effect of statutory and other
law regarding fraudulent conveyances, fraudulent transfers and
preferential transfers), and by the exercise of judicial discretion
and the application of principles of equity, good faith, fair
dealing, reasonableness, conscionability and materiality
(regardless of whether the applicable agreements are considered in
a proceeding in equity or at law).
This
opinion is based as to matters of law solely on applicable
provisions of the following, as currently in effect: (i) the
District of Columbia Cooperative Association Act, as amended (the
?Cooperative Association Act?) and (ii) the laws of the State of
New York (but not including any laws, statutes, ordinances,
administrative decisions, rules or regulations of any political
subdivision below the state level). In addition, this opinion is
subject to customary assumptions about the trustee?s authorization,
execution and delivery of the indenture and its authentication of
the notes and the validity, binding nature and enforceability of
the indenture with respect to the trustee, all as stated in the
letter of such counsel dated November 10, 2014, which has been
filed as an exhibit to a Current Report on Form 8-K by the Company
on November 10, 2014.
InterNotes® is a registered
trademark of Incapital Holdings, LLC. All rights
reserved.
|
National Rural Utilities
Cooperative Finance Corp Prospectus Dated November 1,
2017
|
|
|
Material
U.S. Federal Income Tax Considerations
The
disclosure in the Prospectus Supplement dated November 3, 2017 (the
“Prospectus Supplement”) relating to the Prospectus
dated November 1, 2017 (the “Base Prospectus” and
together with the Prospectus Supplement the
“Prospectus”) in the section titled “Material
U.S. Federal Income Tax Considerations” beginning on page
S-26 under the subsection titled “General” on page S-26
is amended and restated as follows:
“General
This
section summarizes the material U.S. tax considerations to holders
of the notes. However, the discussion is limited in the following
ways:
● The
discussion only covers you if you buy your notes in the initial
offering of a particular issuance of notes.
● The
discussion only covers you if you hold your notes as a capital
asset (generally, for investment purposes), your “functional
currency” is the U.S. dollar (if you are a U.S. holder) and
you do not have a special tax status, such as an accrued basis
taxpayer subject to special rules as a result of your use of
financial statements.
● The
discussion does not cover tax consequences that depend upon your
particular tax situation in addition to your ownership of the
notes, such as your holding the notes in connection with a hedging,
straddle or conversion transaction. We suggest that you consult
your tax advisor about the consequences of holding the notes in
your particular situation.
● The
discussion does not cover you if you are a partner in a partnership
(or an entity treated as a partnership for U.S. tax purposes). If a
partnership holds the notes, the tax treatment of a partner will
generally depend upon the status of the partner and upon the
activities of the partnership. If you are a partner of a
partnership holding the notes, we suggest that you consult your tax
advisor.
● The
discussion is based on current law. Changes in the law may change
the tax treatment of the notes.
● The
discussion does not cover state, local or foreign law, and, except
for the U.S. federal estate tax consequences discussed below with
respect to Non-U.S. holders, does not cover any U.S. federal tax
consequences other than income tax consequences.
● This
discussion does not cover the Medicare tax that may be imposed on
the “net investment income” of U.S. holders that are
individuals, estates or trusts.
● The
discussion does not cover every type of notes that we might issue.
If we intend to issue notes of a type not described in this
summary, additional tax information will be provided in the
prospectus supplement for the notes.
● We
have not requested a ruling from the IRS on the tax consequences of
owning the notes. As a result, the IRS could disagree with portions
of this discussion.
If you are considering buying notes, we suggest that you consult
your tax advisors about the tax consequences of holding the notes
in your particular situation.”
The
disclosure in the Prospectus Supplement in the section titled
“Material U.S. Federal Income Tax Considerations”
beginning on page S-26 in the subsection titled “Tax
Consequences to Non-U.S. Holders” under the caption titled
“Withholdable Payments to Foreign Financial Entities and
Other Foreign Entities on the Notes” on page S-33 is amended
and restated as follows:
“The
Foreign Account Tax Compliance Act (“FATCA”) imposes a
U.S. federal withholding tax of 30% on certain payments to foreign
financial institutions and other non-U.S. persons that fail to
comply with information reporting requirements in respect of their
direct and indirect U.S. shareholders and/or U.S. accountholders.
FATCA withholding currently applies to payments of interest on
notes. Under certain circumstances, a Non-U.S. holder might be
eligible for refunds or credits of such taxes. Prospective
investors are encouraged to consult with their own tax advisors
regarding the possible implication of this legislation on their
investment in the notes. ”
|
|
|
|
|
|