Bond Goldman Sachs 3.5% ( US38150ACV52 ) in USD

Goldman Sachs

100 % ▲

United States

US38150ACV52 ( in USD )

3.5% per year ( payment 2 times a year)

12/06/2031 - Bond has expired

Prospectus brochure of the bond Goldman Sachs US38150ACV52 in USD 3.5%, expired

1 000 USD

15 000 000 USD

38150ACV5

N/A

Goldman Sachs is a leading global investment banking, securities, and investment management firm that provides a wide range of financial services to corporations, governments, and high-net-worth individuals.

The Bond issued by Goldman Sachs ( United States ) , in USD, with the ISIN code US38150ACV52, pays a coupon of 3.5% per year.
The coupons are paid 2 times per year and the Bond maturity is 12/06/2031

gs-424b2.htm
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424B2 1 gs-424b2.htm PRICING SUPPLEMENT NO. 228 DATED JUNE 10, 2019
Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333-219206
$15,000,000
The Goldman Sachs Group,
Inc.
Callable Step-Up Fixed Rate Notes due
2031
We will pay you interest semi-annually on your notes at a rate of 3.50% per annum from and including June
12, 2019 to but excluding June 12, 2024. We will pay you interest semi-annually on your notes at a rate of
3.75% per annum from and including June 12, 2024 to but excluding June 12, 2027. We will pay you interest
semi-annually on your notes at a rate of 4.00% per annum from and including June 12, 2027 to but excluding
June 12, 2030. We will pay you interest semi-annually on your notes at a rate of 5.00% per annum from and
including June 12, 2030 to but excluding the stated maturity date (June 12, 2031). Interest will be paid on each
June 12 and December 12. The first such payment will be made on December 12, 2019.
In addition, w e may redeem the notes at our option, in w hole but not in part, on each March 12, June
12, September 12 and December 12 on or after June 12, 2021, upon at least fiv e business days' prior
notice, at a redemption price equal to 100% of the outstanding principal amount plus accrued and unpaid
interest to but excluding the redemption date. Although the interest rate w ill step up during the life of
your notes, you may not benefit from such increase in the interest rate if your notes are redeemed prior
to the stated maturity date.
Per Note
Total
Initial price to public
100% $15,000,000
Underwriting discount
1.446% $216,900
Proceeds, before expenses, to The Goldman Sachs Group, Inc.
98.554% $14,783,100
The initial price to public set forth above does not include accrued interest, if any. Interest on the notes
will accrue from June 12, 2019 and must be paid by the purchaser if the notes are delivered after June 12,
2019. In addition to offers and sales at the initial price to public, the underwriters may offer the notes from
time to time for sale in one or more transactions at market prices prevailing at the time of sale, at prices
related to market prices or at negotiated prices.
The return (whether positive or negative) on your investment in notes will depend in part on the issue
price you pay for such notes.
If interest rates increase, in most cases the market value of the notes will decrease and, if you sell the
notes prior to maturity, you will receive less than the principal amount of the notes.
Neither the Securities and Exchange Commission nor any other regulatory body has
approv ed or disapprov ed of these securities or passed upon the accuracy or adequacy of this
prospectus. Any representation to the contrary is a criminal offense.
The notes are not bank deposits and are not insured by the Federal Deposit Insurance Corporation
or any other gov ernmental agency, nor are they obligations of, or guaranteed by, a bank.
Goldman Sachs may use this prospectus in the initial sale of the notes. In addition, Goldman Sachs &
Co. LLC or any other affiliate of Goldman Sachs may use this prospectus in a market-making transaction in
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the notes after their initial sale. Unless Goldman Sachs or its agent informs the purchaser otherwise in the
confirmation of sale, this prospectus is being used in a market-making transaction.
Goldman Sachs & Co. LLC
Incapital LLC
Pricing Supplement No. 228 dated June 10, 2019.
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About Your Prospectus
The notes are part of the Medium-Term Notes, Series N program of The Goldman Sachs Group, Inc. This
prospectus includes this pricing supplement and the accompanying documents listed below. This pricing
supplement constitutes a supplement to the documents listed below and should be read in conjunction with
such documents:
·
Prospectus supplement dated July 10, 2017
·
Prospectus dated July 10, 2017
The information in this pricing supplement supersedes any conflicting information in the documents listed
above. In addition, some of the terms or features described in the listed documents may not apply to your
notes.
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SPECIFIC TERMS OF THE NOTES
Please note that in this section entitled "Specific Terms of the Notes", references to "The Goldman Sachs
Group, Inc.", "we", "our" and "us" mean only The Goldman Sachs Group, Inc. and do not include any of its
consolidated subsidiaries. Also, in this section, references to "holders" mean The Depository Trust Company
(DTC) or its nominee and not indirect owners who own beneficial interests in notes through participants in
DTC. Please review the special considerations that apply to indirect owners in the accompanying
prospectus, under "Legal Ownership and Book-Entry Issuance".
This pricing supplement no. 228 dated June 10, 2019 (pricing supplement) and the accompanying
prospectus dated July 10, 2017 (accompanying prospectus), relating to the notes, should be read together.
Because the notes are part of a series of our debt securities called Medium-Term Notes, Series N, this pricing
supplement and the accompanying prospectus should also be read with the accompanying prospectus
supplement, dated July 10, 2017 (accompanying prospectus supplement). Terms used but not defined in this
pricing supplement have the meanings given to them in the accompanying prospectus or accompanying
prospectus supplement, unless the context requires otherwise.
The notes are part of a separate series of our debt securities under our Medium-Term Notes, Series N
program governed by our Senior Debt Indenture, dated as of July 16, 2008, as amended, between us and
The Bank of New York Mellon, as trustee. This pricing supplement summarizes specific terms that will apply
to your notes. The terms of the notes described here supplement those described in the accompanying
prospectus supplement and accompanying prospectus and, if the terms described here are inconsistent with
those described there, the terms described here are controlling.
Terms of the Callable Step-Up Fixed Rate Notes due
2031
Issuer: The Goldman Sachs Group, Inc.
Interest payment dates: June 12 and December 12 of
Principal amount: $15,000,000
each year, commencing on December 12, 2019 and
Specified currency: U.S. dollars ($)
ending on the stated maturity date
Type of Notes: Fixed rate notes (notes)
Regular record dates: for interest due on an interest
Denominations: $1,000 and integral multiples of
payment date, the day immediately prior to the day on
$1,000 in excess thereof
which payment is to be made (as such payment day
Trade date: June 10, 2019
may be adjusted under the applicable business day
convention specified below)
Original issue date: June 12, 2019
Day count conv ention: 30/360 (ISDA), as further
Stated maturity date: June 12, 2031
discussed under "Additional Information About the Notes
Interest rate: 3.50% per annum from and including
-- Day Count Convention" on page PS-5 of this pricing
June 12, 2019 to but excluding June 12, 2024;
supplement
3.75% per annum from and including June 12,
2024 to but excluding June 12, 2027; 4.00% per
Business day: New York
annum from and including June 12, 2027 to but
Business day conv ention: following unadjusted
excluding June 12, 2030; 5.00% per annum from
and including June 12, 2030 to but excluding June
Redemption at option of issuer before stated
12, 2031
maturity: We may redeem the notes at our option, in
whole but not in part, on each March 12, June 12,
Supplemental discussion of U.S. federal income
September 12 and December 12 on or after June 12,
tax consequences: Subject to the discussion set
2021, upon at least five business days' prior notice, at
forth in the section referenced below regarding
a redemption price equal to 100% of the outstanding
short-term debt securities, it is the opinion of Sidley
principal amount plus accrued and unpaid interest to
Austin LLP that interest on a note will be taxable to
but excluding the redemption date
a U.S. holder as ordinary interest income at the
time it accrues or is received in accordance with the
Limited ev ents of default: The only events of default for
U.S. holder's normal method of accounting for tax
the notes are (i) interest or principal payment defaults
purposes (regardless of whether we call the notes).
that continue for 30 days and (ii) certain insolvency
Upon the disposition of a note by sale, exchange,
events. No other breach or default under our senior debt
redemption or retirement (i.e., if we exercise our
indenture or the notes will result in an event of default for
right to call the notes or otherwise) or other
the notes or permit the trustee or holders to accelerate
disposition, a U.S. holder will generally recognize
the maturity of any debt securities that is, they will not
capital gain or loss equal to the difference, if any,
be entitled to declare the principal amount of any notes
between (i) the amount realized on the disposition
to be immediately due and payable. See "Risks Relating
(other than amounts attributable to accrued but
to Regulatory Resolution Strategies and Long-Term Debt
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unpaid interest, which would be treated as such)
Requirements" and "Description of Debt Securities We
and (ii) the U.S. holder's adjusted tax basis in the
May Offer -- Default, Remedies and Waiver of Default --
note.
Securities Issued on or After January 1, 2017 under the
2008 Indenture" in the accompanying prospectus for
further details.
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Listing: None
FDIC: The notes are not bank deposits and are not
ERISA: as described under "Employee Retirement
insured by the Federal Deposit Insurance Corporation or
Income Security Act" on page 119 of the
any other governmental agency, nor are they obligations
accompanying prospectus
of, or guaranteed by, a bank
CUSIP no.: 38150ACV5
Calculation Agent: Goldman Sachs & Co. LLC
ISIN no.: US38150ACV52
Foreign Account Tax Compliance Act (FATCA)
Withholding May Apply to Payments on Your Notes,
Form of notes: Your notes will be issued in book-
Including as a Result of the Failure of the Bank or
entry form and represented by a master global
Broker Through Which You Hold the Notes to Prov ide
note. You should read the section "Legal Ownership
and Book- Entry Issuance" in the accompanying
Information to Tax Authorities:
prospectus for more information about notes issued
Please see the discussion under "United States Taxation
in book-entry form
-- Taxation of Debt Securities -- Foreign Account Tax
Defeasance applies as follow s:
Compliance Act (FATCA) Withholding" in the
accompanying prospectus for a description of the
· full defeasance -- i.e., our right to be relieved of
applicability of FATCA to payments made on your notes.
all our obligations on the note by placing funds
in trust for the holder: yes
The discussion in that section is hereby modified to
reflect regulations proposed by the Treasury Department
· covenant defeasance -- i.e., our right to be
indicating its intent to eliminate the requirements under
relieved of specified provisions of the note by
FATCA of withholding on gross proceeds from the sale,
placing funds in trust for the holder: yes
exchange, maturity or other disposition of relevant
financial instruments. The Treasury Department has
indicated that taxpayers may rely on these proposed
regulations pending their finalization.
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ADDITIONAL INFORMATION ABOUT THE NOTES
Book-Entry System
We will issue the notes as a master global note registered in the name of DTC, or its nominee. The sale
of the notes will settle in immediately available funds through DTC. You will not be permitted to withdraw
the notes from DTC except in the limited situations described in the accompanying prospectus under "Legal
Ownership and Book-Entry Issuance -- What Is a Global Security? -- Holder's Option to Obtain a Non-Global
Security; Special Situations When a Global Security Will Be Terminated". Investors may hold interests in a
master global note through organizations that participate, directly or
indirectly, in the DTC system.
In addition to this pricing supplement, the following provisions are hereby incorporated into the global
master note: the description of New York business day appearing under "Description of Debt Securities We
May Offer Calculations of Interest on Debt Securities Business Days" in the accompanying prospectus,
the description of the following unadjusted business day convention appearing under "Description of Debt
Securities We May Offer Calculations of Interest on Debt Securities Business Day Conventions" in the
accompanying prospectus and the section "Description of Debt Securities We May Offer Defeasance and
Covenant Defeasance" in the accompanying prospectus.
Day Count Convention
As further described under "Description of Debt Securities We May Offer Calculations of Interest on Debt
Securities Interest Rates and Interest" in the accompanying prospectus, for each interest period the amount of
accrued interest will be calculated by multiplying the principal amount of the note by an accrued interest factor
for the interest period. The accrued interest factor will be determined by multiplying the per annum interest
rate by a factor resulting from the 30/360 (ISDA) day count convention. The factor is the number of days in the
interest period in respect of which payment is being made divided by 360, calculated on a formula basis as
follows:
[360 × (Y2 Y1)] + [30 × (M2 M1)] + (D2 D1)
360
w here:
"Y1" is the year, expressed as a number, in which the first day of the interest period falls;
"Y2" is the year, expressed as a number, in which the day immediately following the last day included in
the interest period falls;
"M1" is the calendar month, expressed as a number, in which the first day of the interest period
falls;
"M2" is the calendar month, expressed as a number, in which the day immediately following the last day
included in the interest period falls;
"D1" is the first calendar day, expressed as a number, of the interest period, unless such number would be
31, in which case D1 will be 30; and
"D2" is the calendar day, expressed as a number, immediately following the last day included in the
interest period, unless such number would be 31 and D1 is greater than 29, in which case D2 will be
30.
When We Can Redeem the Notes
We will be permitted to redeem the notes at our option before their stated maturity, as described below.
The notes will not be entitled to the benefit of any sinking fund that is, we will not deposit money on a
regular basis into any separate custodial account to repay your note. In addition, you will not be entitled to
require us to buy your note from you before its stated maturity.
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We will have the right to redeem the notes at our option, in whole but not in part, on each March 12,
June 12, September 12 and December 12 on or after June 12, 2021, at a redemption price equal to 100% of
the outstanding principal amount plus accrued and unpaid interest to but excluding the redemption date.
We will provide not less than five business days' prior notice in the manner described under "Description of
Debt Securities We May Offer -- Notices" in the attached prospectus. If the redemption notice is given and
funds deposited as required, then interest will cease to accrue on and after the redemption date on the
notes. If any redemption date is not a business day, we will pay the redemption price on the next business
day without any interest or other payment due to the delay.
What are the Tax Consequences of the Notes
You should carefully consider, among other things, the matters set forth under "United States Taxation"
in the accompanying prospectus supplement and the accompanying prospectus. The following discussion
summarizes certain of the material U.S. federal income tax consequences of the purchase, beneficial
ownership, and disposition of each of the notes. This summary supplements the section "United States
Taxation" in the accompanying prospectus supplement and the accompanying prospectus and is subject to
the limitations and exceptions set forth therein.
As of the original issue date, the notes should not be treated as issued with "original issue discount" ("OID")
despite the fact that the interest rate on the notes is scheduled to step-up over the term of the notes because
Treasury regulations generally deem an issuer to exercise a call option in a manner that minimizes the yield
on the debt instrument for purposes of determining whether a debt instrument is issued with OID. The yield on
the notes would be minimized if we call the notes immediately before the increase in the interest rate on June
12, 2024 and therefore the notes should be treated as maturing on such date for OID purposes. This
assumption is made solely for purposes of determining whether the notes are issued with OID for U.S. federal
income tax purposes, and is not an indication of our intention to call or not to call the notes at any time. If we
do not call the notes prior to the increase in the interest rate then, solely for OID purposes, the notes will be
deemed to be reissued at their adjusted issue price on June 12, 2024. This deemed issuance should not give
rise to taxable gain or loss to holders. The same analysis would apply to the increases in the interest rate on
June 12, 2027 and June 12, 2030. If the notes are not called on the interest payment date occurring on June
12, 2030, then, because the period between the interest payment date on June 12, 2030 and the stated
maturity date of the notes is one year or less, the notes, upon their deemed reissuance on June 12, 2030,
could be treated as short-term debt securities for OID purposes (but not for purposes of determining the holding
period of your notes). For a discussion of the U.S. federal income tax consequences to a U.S. holder of owning
short-term debt securities, please review the section entitled "United States Taxation--Taxation of Debt
Securities--United States Holders--Short-Term Debt Securities" in the accompanying prospectus.
Under this approach, and subject to the discussion above regarding short-term debt securities, interest on a
note will be taxable to a U.S. holder as ordinary interest income at the time it accrues or is received in
accordance with the U.S. holder's normal method of accounting for tax purposes (regardless of whether we call
the notes). Upon the disposition of a note by sale, exchange, redemption or retirement (i.e., if we exercise our
right to call the notes or otherwise) or other disposition, a U.S. holder will generally recognize capital gain or
loss equal to the difference, if any, between (i) the amount realized on the disposition (other than amounts
attributable to accrued but unpaid interest, which would be treated as such) and (ii) the U.S. holder's adjusted
tax basis in the note. A U.S. holder's adjusted tax basis in a note generally will equal the cost of the note to the
U.S. holder. The deductibility of capital losses is subject to significant limitations.
Foreign Account Tax Compliance Act (FATCA) Withholding. Pursuant to Treasury regulations, Foreign
Account Tax Compliance Act (FATCA) withholding (as described in "United States Taxation--Taxation of Debt
Securities--Foreign Account Tax Compliance Act (FATCA) Withholding" in the accompanying prospectus) will
generally apply to obligations that are issued on or after July 1, 2014; therefore, the notes will generally be
subject to the FATCA withholding rules. Pursuant to recently proposed regulations, the Treasury Department
has indicated its intent to eliminate the requirements under FATCA of withholding on gross proceeds from the
sale, exchange, maturity or other disposition of relevant financial instruments. The Treasury Department has
indicated that taxpayers may rely on these proposed regulations pending their finalization.
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PS-6
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SUPPLEMENTAL PLAN OF DISTRIBUTION
The Goldman Sachs Group, Inc. and the underwriters for this offering named below have entered into a
distribution agreement with respect to the notes. Subject to certain conditions, each underwriter named
below has severally agreed to purchase the principal amount of notes indicated in the following table.
Principal Amount of
Underwriters
Notes
Goldman Sachs & Co. LLC
$7,500,000
Incapital LLC
$7,500,000
Total
$15,000,000
Notes sold by the underwriters to the public will initially be offered at the initial price to public set forth on
the cover of this pricing supplement. The underwriters intend to purchase the notes from The Goldman Sachs
Group, Inc. at a purchase price equal to the initial price to public less a discount of 1.446% of the principal
amount of the notes. Any notes sold by the underwriters to securities dealers may be sold at a discount from the
initial price to public of up to 0.971% of the principal amount of the notes. If all of the offered notes are not
sold at the initial price to public, the underwriters may change the offering price and the other selling terms. In
addition to offers and sales at the initial price to public, the underwriters may offer the notes from time to time
for sale in one or more transactions at market prices prevailing at the time of sale, at prices related to market
prices or at negotiated prices.
Please note that the information about the initial price to public and net proceeds to The Goldman Sachs
Group, Inc. on the front cover page relates only to the initial sale of the notes. If you have purchased a note in
a market-making transaction by Goldman Sachs & Co. LLC or any other affiliate of The Goldman Sachs
Group, Inc. after the initial sale, information about the price and date of sale to you will be provided in a
separate confirmation of sale.
Each underwriter has represented and agreed that it will not offer or sell the notes in the United States or
to United States persons except if such offers or sales are made by or through FINRA member broker-dealers
registered with the U.S. Securities and Exchange Commission.
The Goldman Sachs Group, Inc. estimates that its share of the total offering expenses, excluding
underwriting discounts and commissions, whether paid to Goldman Sachs & Co. LLC or any other
underwriter, will be approximately $10,000.
We will deliver the notes against payment therefor in New York, New York on June 12, 2019.
The notes are a new issue of securities with no established trading market. The Goldman Sachs Group,
Inc. has been advised by Goldman Sachs & Co. LLC and Incapital LLC that they may make a market in the
notes. Goldman Sachs & Co. LLC and Incapital LLC are not obligated to do so and may discontinue market-
making at any time without notice. No assurance can be given as to the liquidity of the trading market for the
notes.
The Goldman Sachs Group, Inc. has agreed to indemnify the several underwriters against certain
liabilities, including liabilities under the Securities Act of 1933.
Certain of the underwriters and their affiliates have in the past provided, and may in the future from time
to time provide, investment banking and general financing and banking services to The Goldman Sachs
Group, Inc. and its affiliates, for which they have in the past received, and may in the future receive,
customary fees. The Goldman Sachs Group, Inc. and its affiliates have in the past provided, and may in the
future from time to time provide, similar services to the underwriters and their affiliates on customary terms and
for customary fees. Goldman Sachs & Co. LLC, one of the underwriters, is an affiliate of The Goldman Sachs
Group, Inc. Please see "Plan of Distribution--Conflicts of Interest" on page 118 of the accompanying
prospectus.
Any notes which are the subject of the offering contemplated by this pricing supplement, the
accompanying prospectus and the accompanying prospectus supplement may not be offered, sold or
otherwise made available to any retail investor in the European Economic Area. Consequently no key
information document required by Regulation (EU) No 1286/2014 (the "PRIIPs Regulation") for offering or
selling the notes or otherwise making them available to retail investors in the EEA has been prepared and
therefore offering or selling the notes or otherwise making them available to any retail investor in the EEA
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