Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333-198735
The information in this preliminary pricing supplement is not complete and may be changed. This preliminary pricing supplement is not an offer to
sell nor does it seek an offer to buy these securities in any jurisdiction where the offer or sale is not permitted.
Subject to Completion. Dated October 18, 2016.
|
|
|
|
|
|
|
GS Finance Corp.
$
Digital MSCI
EAFE Index-Linked Notes due
guaranteed
by
The Goldman Sachs Group,
Inc.
|
|
|
The notes do not bear interest.
The amount that you will be paid on your notes on the stated maturity date (expected to be
the third scheduled business day after the determination date) is based on the performance of the MSCI EAFE Index as measured from the trade date to and including the determination date (expected to be between 24 and 27 months after the trade date).
If the final index level on the determination date is greater than or equal to 85.00% of the initial index level (set on the trade date and may be higher or lower than the actual closing level of the index on that date), you will receive the maximum
settlement amount (expected to be between $1,117.40 and $1,138.00 for each $1,000 face amount of your notes).
If the final index level declines by more than 15.00% from the initial index level, the return on your notes will be negative.
To determine your payment at maturity, we will calculate the index return, which is the percentage increase or decrease in the final index level from
the initial index level. On the stated maturity date, for each $1,000 face amount of your notes, you will receive an amount in cash equal to:
|
|
if the index return is
greater than
or
equal to
-15.00% (the final index level is
greater than
or
equal to
85.00% of the initial
index level), the maximum settlement amount; or
|
|
|
if the index return is
negative
and is
below
-15.00% (the final index level is
less than
the initial index level by more than 15.00%), the
sum
of (i) $1,000
plus
(ii) the
product
of (a) approximately 1.1765
times
(b) the
sum of
the index return
plus
15.00%
times
(c) $1,000.
|
You should read the disclosure herein to better understand the terms and risks of your investment, including the credit risk of GS Finance Corp. and The Goldman
Sachs Group, Inc. See page PS-12.
The estimated value of your notes at the time the terms of your notes are set on the trade date is expected
to be between $970 and $990 per $1,000 face amount. For a discussion of the estimated value and the price at which Goldman, Sachs & Co. would initially buy or sell your notes, if it makes a market in the notes, see the following page.
|
|
|
|
|
|
|
Original issue date:
|
|
, 2016
|
|
Original issue price:
|
|
100.00% of the face amount
|
Underwriting discount:
|
|
% of the face amount
|
|
Net proceeds to the issuer:
|
|
% of the face amount
|
Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved 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 governmental agency, nor
are they obligations of, or guaranteed by, a bank.
Goldman, Sachs & Co.
Pricing Supplement No. dated
, 2016.
The issue price, underwriting discount and net proceeds listed above relate to the notes we sell initially. We may
decide to sell additional notes after the date of this pricing supplement, at issue prices and with underwriting discounts and net proceeds that differ from the amounts set forth above. The return (whether positive or negative) on your investment in
notes will depend in part on the issue price you pay for such notes.
GS Finance Corp. may use this prospectus in the initial sale of the
notes. In addition, Goldman, Sachs & Co. or any other affiliate of GS Finance Corp. may use this prospectus in a market-making transaction in a note after its initial sale.
Unless GS Finance Corp. or its agent informs the purchaser
otherwise in the confirmation of sale, this prospectus is being used in a market-making transaction.
Estimated Value of Your Notes
The estimated value of your notes at the time the terms of your notes are set on the trade date (as
determined by reference to pricing models used by Goldman, Sachs & Co. (GS&Co.) and taking into account our credit spreads) is expected to be between $970 and $990 per $1,000 face amount, which is less than the original issue price. The
value of your notes at any time will reflect many factors and cannot be predicted; however, the price (not including GS&Co.
s customary bid and ask spreads) at which GS&Co. would initially buy or sell notes (if it
makes a market, which it is not obligated to do) and the value that GS&Co. will initially use for account statements and otherwise is equal to approximately $ per $1,000 face amount, which exceeds
the estimated value of your notes as determined by reference to these models. The amount of the excess will decline on a straight line basis over the period from the trade date through
.
About Your Prospectus
The notes are part of the Medium-Term Notes, Series E program of GS Finance Corp. and are fully and unconditionally guaranteed by 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:
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.
PS-2
|
|
|
|
|
Digital MSCI EAFE Index-Linked Notes due
|
INVESTMENT THESIS
You
should be willing to forgo interest payments and risk losing your entire investment for the potential to earn a maximum settlement amount of between 111.74% and 113.80% of the face amount if the underlier return is greater than or equal to -15.00%.
Your maximum return on your notes will not be greater than between 11.74% and 13.80%, and you could lose all or a portion of your investment if the
underlier return is less than -15.00%.
DETERMINING THE CASH SETTLEMENT AMOUNT
At maturity, for each $1,000 face amount, the investor will receive (in each case as a percentage of the face amount):
|
|
if the final underlier level is
greater than
or
equal to
85.00% of the initial underlier level, a maximum settlement amount of between 111.74% and
113.80%; or
|
|
|
if the final underlier level is less than 85.00% of the initial underlier level, 100.00%
minus
approximately 1.1765% for every 1.00% that the final
underlier level has declined below 85.00% of the initial underlier level
|
If the final underlier level declines by more than 15.00%
from the initial underlier level, the return on the notes will be negative and the investor could lose their entire investment in the notes.
KEY
TERMS
|
|
|
Issuer:
|
|
GS Finance Corp.
|
Guarantor:
|
|
The Goldman Sachs Group, Inc.
|
Underlier:
|
|
The MSCI EAFE Index (Bloomberg symbol, MXEA Index)
|
Face Amount:
|
|
$ in the aggregate; each note will have a face amount equal to $1,000
|
Trade Date:
|
|
|
Settlement Date:
|
|
Expected to be the third scheduled business day following the trade date
|
Determination Date:
|
|
Expected to be between 24 and 27 months following the trade date
|
Stated Maturity Date:
|
|
Expected to be the third scheduled business day following the determination date
|
Initial Underlier Level:
|
|
To be determined on the trade date
|
Final Underlier Level:
|
|
The closing level of the underlier on the determination date
|
Underlier Return:
|
|
The
quotient
of (i) the final underlier level
minus
the initial underlier level
divided by
(ii) the initial underlier level, expressed as a positive or negative
percentage
|
Threshold Level:
|
|
85.00% of the initial underlier level
|
Threshold Amount:
|
|
15.00%
|
Threshold Settlement Amount:
|
|
Expected to be between $1,117.40 and $1,138.00
|
Buffer Rate:
|
|
The
quotient
of the initial underlier level
divided
by the threshold level, which equals approximately 117.65%
|
Maximum Settlement Amount:
|
|
The threshold settlement amount
|
Cap Level:
|
|
Expected to be between 111.74% and 113.80% of the initial underlier level
|
CUSIP/ISIN:
|
|
/
|
PS-3
HYPOTHETICAL PAYMENT AT MATURITY*
|
|
|
Hypothetical Final
Underlier Level (as % of
Initial Underlier Level)
|
|
Hypothetical Cash
Settlement Amount
(as % of Face Amount)
|
150.000%
|
|
111.740%
|
140.000%
|
|
111.740%
|
130.000%
|
|
111.740%
|
120.000%
|
|
111.740%
|
110.000%
|
|
111.740%
|
100.000%
|
|
111.740%
|
90.000%
|
|
111.740%
|
85.000%
|
|
111.740%
|
84.999%
|
|
99.999%
|
75.000%
|
|
88.235%
|
50.000%
|
|
58.824%
|
25.000%
|
|
29.412%
|
0.000%
|
|
0.000%
|
*
|
assumes a cap level set at the bottom of the cap level range (between 111.74% and 113.80% of the initial underlier level)
|
RISKS
Please read the section entitled Additional
Risk Factors Specific to Your Notes of this pricing supplement as well as the risks and considerations described in the accompanying prospectus dated December 22, 2015, in the accompanying prospectus supplement dated December 22,
2015, under Additional Risk Factors Specific to the Underlier-Linked Digital Notes in the accompanying product supplement no. 32 dated December 22, 2015, and under Additional Risk Factors Specific to the Notes in the
accompanying general terms supplement no. 24 dated December 22, 2015.
PS-4
SUMMARY INFORMATION
We refer to the notes we are offering by this pricing supplement as the offered notes or the
notes. Each of the offered notes has the terms described below. Please note that in this pricing supplement, references to GS Finance Corp., we, our and us mean only GS Finance Corp.
and do not include its subsidiaries or affiliates, references to The Goldman Sachs Group, Inc., our parent company, mean only The Goldman Sachs Group, Inc. and do not include its subsidiaries or affiliates and references to Goldman
Sachs mean The Goldman Sachs Group, Inc. together with its consolidated subsidiaries and affiliates, including us. Also, references to the accompanying prospectus mean the accompanying prospectus, dated December 22, 2015,
references to the accompanying prospectus supplement mean the accompanying prospectus supplement, dated December 22, 2015, for Medium-Term Notes, Series E, references to the accompanying general terms supplement no.
24 mean the accompanying general terms supplement no. 24, dated December 22, 2015, and references to the accompanying product supplement no. 32 mean the accompanying product supplement no. 32, dated December 22, 2015, in
each case of GS Finance Corp. and The Goldman Sachs Group, Inc. The notes will be issued under the senior debt indenture, dated as of October 10, 2008, as supplemented by the First Supplemental Indenture, dated as of February 20, 2015,
each among us, as issuer, The Goldman Sachs Group, Inc., as guarantor, and The Bank of New York Mellon, as trustee. This indenture is referred to as the GSFC 2008 indenture in the accompanying prospectus supplement. This section is meant
as a summary and should be read in conjunction with the section entitled General Terms of the Underlier-Linked Digital Notes on page S-35 of the accompanying product supplement no. 32 and Supplemental Terms of the Notes on
page S-15 of the accompanying general terms supplement no. 24. Please note that certain features, as noted below, described in the accompanying product supplement no. 32 and general terms supplement no. 24 are not applicable to the notes. This
pricing supplement supersedes any conflicting provisions of the accompanying product supplement no. 32 or the accompanying general terms supplement no. 24.
Key Terms
Issuer:
GS Finance Corp.
Guarantor:
The Goldman Sachs Group, Inc.
Underlier:
the MSCI EAFE Index (Bloomberg symbol, MXEA
Index), as maintained by MSCI Inc. (MSCI)
Specified currency:
U.S. dollars ($)
Terms to be specified in accordance with the accompanying product supplement no. 32:
|
|
type of notes: notes linked to a single underlier
|
|
|
exchange rates: not applicable
|
|
|
averaging dates: not applicable
|
|
|
redemption right or price dependent redemption right: not applicable
|
|
|
cap level: yes, as described below
|
|
|
buffer level: not applicable
|
|
|
threshold level: yes, as described below
|
|
|
upside participation rate: not applicable
|
|
|
interest: not applicable
|
Face amount:
each note will have a face amount of $1,000; $ in the aggregate for all the offered notes; the aggregate face amount of the offered notes may be increased if the issuer, at its
sole option, decides to sell an additional amount of the offered notes on a date subsequent to the date of this pricing supplement
Purchase
at amount other than face amount:
the amount we will pay you at the stated maturity date for your notes will not be adjusted based on the issue price you pay for your notes, so if you acquire notes at a premium (or discount) to face amount and
hold them to the stated maturity date, it could affect your investment in a number of ways. The return on your investment in such notes will be lower (or higher) than it would have been had you purchased the notes at face amount. Also, the stated
threshold level
PS-5
would not offer the same measure of protection to your investment as would be the case if you had purchased the notes at face amount. Additionally, the cap level would be triggered at a lower (or
higher) percentage return than indicated below, relative to your initial investment. See Additional Risk Factors Specific to Your Notes If You Purchase Your Notes at a Premium to Face Amount, the Return on Your Investment Will Be Lower
Than the Return on Notes Purchased at Face Amount and the Impact of Certain Key Terms of the Notes Will be Negatively Affected on page PS-14 of this pricing supplement.
Supplemental discussion of U.S. federal income tax consequences:
you will be obligated pursuant to the terms of the notes in the absence of a change in law, an administrative determination or a
judicial ruling to the contrary to characterize each note for all tax purposes as a pre-paid derivative contract in respect of the underlier, as described under Supplemental Discussion of Federal Income Tax Consequences on page
S-42 of the accompanying product supplement no. 32. Pursuant to this approach, it is the opinion of Sidley Austin LLP that upon the sale, exchange or maturity of your notes, it would be reasonable for you to recognize capital gain or loss equal to
the difference, if any, between the amount of cash you receive at such time and your tax basis in your notes. 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 FATCA withholding. However, according to published guidance, the withholding tax described above will not apply to payments of gross proceeds from the sale, exchange or other disposition of the notes (including payment at
maturity) made before January 1, 2019.
Cash settlement amount (on the stated maturity date):
for each $1,000 face amount of your
notes, we will pay you on the stated maturity date an amount in cash equal to:
|
|
if the final underlier level is
greater than
or
equal to
the threshold level, the threshold settlement amount; or
|
|
|
if the final underlier level is
less than
the threshold level, the
sum
of (1) $1,000
plus
(2) the product of
(i) $1,000
times
(ii) the buffer rate
times
(iii) the
sum
of the underlier return
plus
the threshold amount
|
Initial underlier level (set on the trade date and may be higher or lower than the actual closing level of the underlier on that date):
Final underlier level:
the closing level of the underlier on the determination date, except in the limited circumstances described under Supplemental Terms of the Notes Consequences of a Market
Disruption Event or a Non-Trading Day on page S-22 of the accompanying general terms supplement no. 24 and subject to adjustment as provided under Supplemental Terms of the Notes Discontinuance or Modification of an
Underlier on page S-26 of the accompanying general terms supplement no. 24
Underlier return:
the
quotient
of
(1) the final underlier level
minus
the initial underlier level
divided
by (2) the initial underlier level, expressed as a percentage
Threshold level:
85.00% of the initial underlier level
Threshold settlement amount (set on the trade date):
expected to be between $1,117.40 and $1,138.00
Cap level (set on the trade date):
expected to be between 111.74% and 113.80% of the initial underlier level
Maximum settlement amount (set on the trade date):
the threshold settlement amount
Threshold amount:
15.00%
Buffer rate:
the
quotient
of the initial
underlier level
divided
by the threshold level, which equals approximately 117.65%
Trade date:
Original issue date (settlement date) (set on the trade date):
expected to be the third scheduled business day following the trade date
PS-6
Determination date (set on the trade date):
a specified date that is expected to be between 24 and 27 months
following the trade date, subject to adjustment as described under Supplemental Terms of the Notes Determination Date on page S-16 of the accompanying general terms supplement no. 24
Stated maturity date (set on the trade date):
a specified date that is expected to be the third scheduled business day following the determination date,
subject to adjustment as described under Supplemental Terms of the Notes Stated Maturity Date on page S-15 of the accompanying general terms supplement no. 24
No interest:
the offered notes do not bear interest
No listing:
the offered notes will not be
listed on any securities exchange or interdealer quotation system
No redemption:
the offered notes will not be subject to redemption
right or price dependent redemption right
Closing level:
as described under Supplemental Terms of the Notes Special
Calculation Provisions Closing Level on page S-30 of the accompanying general terms supplement no. 24
Business day:
as
described under Supplemental Terms of the Notes Special Calculation Provisions Business Day on page S-29 of the accompanying general terms supplement no. 24
Trading day:
as described under Supplemental Terms of the Notes Special Calculation Provisions Trading Day on page S-29 of the accompanying general terms supplement no. 24
Use of proceeds and hedging:
as described under Use of Proceeds and Hedging on page S-40 of the accompanying product
supplement no. 32
ERISA:
as described under Employee Retirement Income Security Act on page S-49 of the accompanying product
supplement no. 32
Supplemental plan of distribution; conflicts of interest:
as described under Supplemental Plan of
Distribution on page S-50 of the accompanying product supplement no. 32 and Plan of Distribution Conflicts of Interest on page 78 of the accompanying prospectus; GS Finance Corp. estimates that its share of the total
offering expenses, excluding underwriting discounts and commissions, will be approximately $ .
GS Finance Corp. will sell to Goldman, Sachs & Co. (GS&Co.), and GS&Co. will purchase from GS Finance Corp., the aggregate face amount of the offered notes specified on the front cover
of this pricing supplement. GS&Co. proposes initially to offer the notes to the public at the original issue price set forth on the cover page of this pricing supplement. The underwriting discount set forth on the cover page of this pricing
supplement per $1,000 face amount is comprised of $ of underwriting fees and $ of selling commission.
GS&Co. is an affiliate of GS Finance Corp. and The Goldman Sachs Group, Inc. and, as such, will have a conflict of interest in this offering of notes within the meaning of Financial Industry Regulatory Authority, Inc. (FINRA) Rule
5121. Consequently, this offering of notes will be conducted in compliance with the provisions of FINRA Rule 5121. GS&Co. will not be permitted to sell notes in this offering to an account over which it exercises discretionary authority without
the prior specific written approval of the account holder.
We expect to deliver the notes against payment therefor in New York, New York
on , 2016, which is expected to be the third scheduled business day following the date of this pricing supplement and of the pricing of the notes.
We have been advised by GS&Co. that it intends to make a market in the notes. However, neither GS&Co. nor any of our other affiliates that makes a market
is obligated to do so and any of them may stop doing so at any time without notice. No assurance can be given as to the liquidity or trading market for the notes.
Calculation agent:
GS&Co.
CUSIP no.:
ISIN no.:
FDIC
: the notes are not bank deposits and
are not insured by the Federal Deposit Insurance Corporation or any other governmental agency, nor are they obligations of, or guaranteed by, a bank
PS-7
HYPOTHETICAL EXAMPLES
The following table and chart are provided for purposes of illustration only. They should not be taken as an indication or prediction of future investment results
and merely are intended to illustrate the impact that the various hypothetical underlier levels on the determination date could have on the cash settlement amount at maturity assuming all other variables remain constant.
The examples below are based on a range of final underlier levels that are entirely hypothetical; the underlier level on any day throughout the life of the notes,
including the final underlier level on the determination date, cannot be predicted. The underlier has been highly volatile in the past meaning that the underlier level has changed considerably in relatively short periods and its
performance cannot be predicted for any future period.
The information in the following examples reflects hypothetical rates of return on the offered
notes assuming that they are purchased on the original issue date at the face amount and held to the stated maturity date. If you sell your notes in a secondary market prior to the stated maturity date, your return will depend upon the market value
of your notes at the time of sale, which may be affected by a number of factors that are not reflected in the table below, such as interest rates, the volatility of the underlier, the creditworthiness of GS Finance Corp., as issuer, and the
creditworthiness of The Goldman Sachs Group, Inc., as guarantor. In addition, the estimated value of your notes at the time the terms of your notes are set on the trade date (as determined by reference to pricing models used by GS&Co.) is less
than the original issue price of your notes. For more information on the estimated value of your notes, see Additional Risk Factors Specific to Your Notes The Estimated Value of Your Notes At the Time the Terms of Your Notes Are Set On
the Trade Date (as Determined By Reference to Pricing Models Used By GS&Co.) Is Less Than the Original Issue Price Of Your Notes on page PS-12 of this pricing supplement. The information in the table also reflects the key terms and
assumptions in the box below.
|
|
|
|
|
Key Terms and Assumptions
|
|
Face amount
|
|
|
$1,000
|
|
Threshold settlement amount
|
|
|
$1,117.40
|
|
Threshold level
|
|
|
85.00% of the initial underlier level
|
|
Cap level
|
|
|
111.74% of the initial underlier level
|
|
Maximum settlement amount
|
|
|
$1,117.40
|
|
Buffer rate
|
|
|
approximately 117.65%
|
|
Threshold amount
|
|
|
15.00%
|
|
|
Neither a market disruption event nor a non-trading day occurs on the originally scheduled determination date
|
|
|
No change in or affecting any of the underlier stocks or the method by which the underlier sponsor calculates the underlier
|
|
|
Notes purchased on original issue date at the face amount and held to the stated maturity date
|
|
|
|
|
|
|
Moreover, we have not yet set the initial underlier level that will serve as the baseline for determining the underlier
return and the amount that we will pay on your notes, if any, at maturity. We will not do so until the trade date. As a result, the actual initial underlier level may differ substantially from the underlier level prior to the trade date and may be
higher or lower than the actual closing level of the underlier on that date.
For these reasons, the actual performance of the underlier over the life
of your notes, as well as the amount payable at maturity, if any, may bear little relation to the hypothetical examples shown below or to the historical underlier levels shown elsewhere in this pricing supplement. For information about the
historical levels of the underlier during recent periods, see The Underlier Historical Closing Levels of the Underlier below. Before investing in the offered notes, you should consult publicly available
PS-8
information to determine the levels of the underlier between the date of this pricing supplement and the date of your purchase of the offered notes.
Also, the hypothetical examples shown below do not take into account the effects of applicable taxes. Because of the U.S. tax treatment applicable to your notes,
tax liabilities could affect the after-tax rate of return on your notes to a comparatively greater extent than the after-tax return on the underlier stocks.
The levels in the left column of the table below represent hypothetical final underlier levels and are expressed as percentages of the initial underlier level. The amounts in the right column represent the
hypothetical cash settlement amounts, based on the corresponding hypothetical final underlier level, and are expressed as percentages of the face amount of a note (rounded to the nearest one-thousandth of a percent). Thus, a hypothetical cash
settlement amount of 100.000% means that the value of the cash payment that we would deliver for each $1,000 of the outstanding face amount of the offered notes on the stated maturity date would equal 100.000% of the face amount of a note, based on
the corresponding hypothetical final underlier level and the assumptions noted above.
|
|
|
Hypothetical Final Underlier Level
(as Percentage of Initial Underlier Level)
|
|
Hypothetical Cash Settlement Amount
(as Percentage of Face Amount)
|
150.000%
|
|
111.740%
|
140.000%
|
|
111.740%
|
130.000%
|
|
111.740%
|
120.000%
|
|
111.740%
|
110.000%
|
|
111.740%
|
100.000%
|
|
111.740%
|
90.000%
|
|
111.740%
|
85.000%
|
|
111.740%
|
84.999%
|
|
99.999%
|
75.000%
|
|
88.235%
|
50.000%
|
|
58.824%
|
25.000%
|
|
29.412%
|
0.000%
|
|
0.000%
|
If, for example, the final underlier level were determined to be 25.000% of the initial underlier level, the cash settlement amount
that we would deliver on your notes at maturity would be approximately 29.412% of the face amount of your notes, as shown in the table above. As a result, if you purchased your notes on the original issue date at the face amount and held them to the
stated maturity date, you would lose approximately 70.588% of your investment (if you purchased your notes at a premium to face amount you would lose a correspondingly higher percentage of your investment). If the final underlier level were
determined to be 0.000% of the initial underlier level, you would lose your entire investment in the notes. In addition, if the final underlier level were determined to be 150.000% of the initial underlier level, the cash settlement amount that we
would deliver on your notes at maturity would be capped at the maximum settlement amount, or 111.740% of each $1,000 face amount of your notes, as shown in the table above. As a result, if you held your notes to the stated maturity date, you would
not benefit from any increase in the final underlier level of greater than 85.000% of the initial underlier level.
The following chart shows a
graphical illustration of the hypothetical cash settlement amounts that we would pay on your notes on the stated maturity date, if the final underlier level were any of the hypothetical levels shown on the horizontal axis. The hypothetical cash
settlement amounts in the chart are expressed as percentages of the face amount of your notes and the hypothetical final underlier levels are expressed as percentages of the initial underlier level. The chart shows that any hypothetical final
underlier level of less than 85.000% (the section left of the 85.000% marker on the horizontal axis) would result in a hypothetical cash settlement amount of less than 100.000% of the face amount of your notes (the section below the 100.000% marker
on the vertical axis) and, accordingly, in a loss of principal to the holder of the notes. The chart also shows that any hypothetical final underlier level of greater than or equal to 85.000% (the section right of the 85.000% marker on the
horizontal axis) would result in a capped return on your investment.
PS-9
The cash settlement amounts shown above are entirely hypothetical; they are based on market prices for the underlier stocks that
may not be achieved on the determination date and on assumptions that may prove to be erroneous. The actual market value of your notes on the stated maturity date or at any other time, including any time you may wish to sell your notes, may bear
little relation to the hypothetical cash settlement amounts shown above, and these amounts should not be viewed as an indication of the financial return on an investment in the offered notes. The hypothetical cash settlement amounts on notes held to
the stated maturity date in the examples above assume you purchased your notes at their face amount and have not been adjusted to reflect the actual issue price you pay for your notes. The return on your investment (whether positive or negative) in
your notes will be affected by the amount you pay for your notes. If you purchase your notes for a price other than the face amount, the return on your investment will differ from, and may be significantly lower than, the hypothetical returns
suggested by the above examples. Please read Additional Risk Factors Specific to the Underlier-Linked Digital Notes The Market Value of Your Notes May Be Influenced by Many Unpredictable Factors on page S-33 of the accompanying
product supplement no. 32.
Payments on the notes are economically equivalent to the amounts that would be paid on a combination of other instruments.
For example, payments on the notes are economically equivalent to a combination of an interest-bearing bond bought by the holder and one or more options entered into between the holder and us (with one or more implicit option premiums paid over
time). The discussion in this paragraph does not modify or affect the terms of the notes or the U.S. federal income tax treatment of the notes, as described elsewhere in this pricing supplement.
PS-10
We cannot predict the actual final underlier level or what the market value of your notes will be on any particular trading day, nor can we predict the relationship between the underlier level and the market
value of your notes at any time prior to the stated maturity date. The actual amount that you will receive, if any, at maturity and the rate of return on the offered notes will depend on the actual initial underlier level, the cap level, the
threshold settlement amount and the maximum settlement amount, which we will set on the trade date, and the actual final underlier level determined by the calculation agent as described above. Moreover, the assumptions on which the hypothetical
returns are based may turn out to be inaccurate. Consequently, the amount of cash to be paid in respect of your notes, if any, on the stated maturity date may be very different from the information reflected in the table and chart above.
PS-11
ADDITIONAL RISK FACTORS SPECIFIC TO YOUR NOTES
An investment in your notes is subject to the risks described below, as well as the risks and considerations
described in the accompanying prospectus, in the accompanying prospectus supplement, under Additional Risk Factors Specific to the Notes in the accompanying general terms supplement no. 24 and under Additional Risk Factors Specific
to the Underlier-Linked Digital Notes in the accompanying product supplement no. 32. You should carefully review these risks and considerations as well as the terms of the notes described herein and in the accompanying prospectus, the
accompanying prospectus supplement, the accompanying general terms supplement no. 24 and the accompanying product supplement no. 32. Your notes are a riskier investment than ordinary debt securities. Also, your notes are not equivalent to investing
directly in the underlier stocks, i.e., the stocks comprising the underlier to which your notes are linked. You should carefully consider whether the offered notes are suited to your particular circumstances.
The Estimated Value of Your Notes At the Time the Terms of Your Notes Are Set On the Trade Date (as Determined By Reference to Pricing Models
Used By GS&Co.) Is Less Than the Original Issue Price Of Your Notes
The original issue price for your notes exceeds the estimated value of your
notes as of the time the terms of your notes are set on the trade date, as determined by reference to GS&Co.s pricing models and taking into account our credit spreads. Such estimated value on the trade date is set forth above under
Estimated Value of Your Notes
; after the trade date, the estimated value as determined by reference to these models will be affected by changes in market conditions, the creditworthiness of GS Finance Corp., as issuer, and the
creditworthiness of The Goldman Sachs Group, Inc., as guarantor, and other relevant factors. The price at which GS&Co. would initially buy or sell your notes (if GS&Co. makes a market, which it is not obligated to do), and the value that
GS&Co. will initially use for account statements and otherwise, also exceeds the estimated value of your notes as determined by reference to these models. As agreed by GS&Co. and the distribution participants, the amount of this excess will
decline on a straight line basis over the period from the date hereof through the applicable date set forth above under Estimated Value of Your Notes. Thereafter, if GS&Co. buys or sells your notes it will do so at prices that
reflect the estimated value determined by reference to such pricing models at that time. The price at which GS&Co. will buy or sell your notes at any time also will reflect its then current bid and ask spread for similar sized trades of
structured notes.
In estimating the value of your notes as of the time the terms of your notes are set on the trade date, as disclosed above
under Estimated Value of Your Notes
, GS&Co.s pricing models consider certain variables, including principally our credit spreads, interest rates (forecasted, current and historical rates), volatility, price-sensitivity
analysis and the time to maturity of the notes. These pricing models are proprietary and rely in part on certain assumptions about future events, which may prove to be incorrect. As a result, the actual value you would receive if you sold your notes
in the secondary market, if any, to others may differ, perhaps materially, from the estimated value of your notes determined by reference to our models due to, among other things, any differences in pricing models or assumptions used by others. See
Additional Risk Factors Specific to the Underlier-Linked Digital Notes The Market Value of Your Notes May Be Influenced by Many Unpredictable Factors on page S-33 of the accompanying product supplement no. 32.
The difference between the estimated value of your notes as of the time the terms of your notes are set on the trade date and the original issue price is a result
of certain factors, including principally the underwriting discount and commissions, the expenses incurred in creating, documenting and marketing the notes, and an estimate of the difference between the amounts we pay to GS&Co. and the amounts
GS&Co. pays to us in connection with your notes. We pay to GS&Co. amounts based on what we would pay to holders of a non-structured note with a similar maturity. In return for such payment, GS&Co. pays to us the amounts we owe under your
notes.
In addition to the factors discussed above, the value and quoted price of your notes at any time will reflect many factors and cannot be
predicted. If GS&Co. makes a market in the notes, the price quoted by GS&Co. would reflect any changes in market conditions and other relevant factors, including any deterioration in our creditworthiness or perceived creditworthiness or the
creditworthiness or perceived
PS-12
creditworthiness of The Goldman Sachs Group, Inc. These changes may adversely affect the value of your notes, including the price you may receive for your notes in any market making transaction.
To the extent that GS&Co. makes a market in the notes, the quoted price will reflect the estimated value determined by reference to GS&Co.s pricing models at that time, plus or minus its then current bid and ask spread for similar
sized trades of structured notes (and subject to the declining excess amount described above).
Furthermore, if you sell your notes, you will likely be
charged a commission for secondary market transactions, or the price will likely reflect a dealer discount. This commission or discount will further reduce the proceeds you would receive for your notes in a secondary market sale.
There is no assurance that GS&Co. or any other party will be willing to purchase your notes at any price and, in this regard, GS&Co. is not obligated to
make a market in the notes. See Additional Risk Factors Specific to the Underlier-Linked Digital Notes Your Notes May Not Have an Active Trading Market on page S-32 of the accompanying product supplement no. 32.
The Notes Are Subject to the Credit Risk of the Issuer and the Guarantor
Although the return on the notes will be based on the performance of the underlier, the payment of any amount due on the notes is subject to the credit risk of GS Finance Corp., as issuer of the notes, and the
credit risk of The Goldman Sachs Group, Inc. as guarantor of the notes. The notes are our unsecured obligations. Investors are dependent on our ability to pay all amounts due on the notes, and therefore investors are subject to our credit risk and
to changes in the markets view of our creditworthiness. Similarly, investors are dependent on the ability of The Goldman Sachs Group, Inc., as guarantor of the notes, to pay all amounts due on the notes, and therefore are also subject to its
credit risk and to changes in the markets view of its creditworthiness. See Description of the Notes We May Offer Information About Our Medium-Term Notes, Series E Program How the Notes Rank Against Other Debt on page
S-4 of the accompanying prospectus supplement and Description of Debt Securities We May Offer Guarantee by The Goldman Sachs Group, Inc. on page 33 of the accompanying prospectus.
The Amount Payable on Your Notes Is Not Linked to the Level of the Underlier at Any Time Other than the Determination Date
The final underlier level will be based on the closing level of the underlier on the determination date (subject to adjustment as described elsewhere in this
pricing supplement). Therefore, if the closing level of the underlier dropped precipitously on the determination date, the cash settlement amount for your notes may be significantly less than it would have been had the cash settlement amount been
linked to the closing level of the underlier prior to such drop in the level of the underlier. Although the actual level of the underlier on the stated maturity date or at other times during the life of your notes may be higher than the final
underlier level, you will not benefit from the closing level of the underlier at any time other than on the determination date.
You
May Lose Your Entire Investment in the Notes
You can lose your entire investment in the notes. The cash payment on your notes, if any, on
the stated maturity date will be based on the performance of the MSCI EAFE Index as measured from the initial underlier level set on the trade date (which could be higher or lower than the actual closing level of the underlier on that date) to the
closing level on the determination date. If the final underlier level is
less than
the threshold level, you will have a loss for each $1,000 of the face amount of your notes equal to the
product
of the buffer rate
times
the
sum
of the underlier return
plus
the threshold amount
times
$1,000. Thus, you may lose your entire investment in the notes, which would include any premium to face amount you paid when you purchased the notes.
Also, the market price of your notes prior to the stated maturity date may be significantly lower than the purchase price you pay for your notes. Consequently, if
you sell your notes before the stated maturity date, you may receive far less than the amount of your investment in the notes.
Your
Notes Do Not Bear Interest
You will not receive any interest payments on your notes. As a result, even if the cash settlement amount payable for
your notes on the stated maturity date exceeds the face amount of your notes, the overall return you earn on your notes may be less than you would have earned by investing in a non-indexed debt security of comparable maturity that bears interest at
a prevailing market rate.
PS-13
The Potential for the Value of Your Notes to Increase Will Be Limited
Your ability to participate in any change in the value of the underlier over the life of your notes will be limited because of the maximum settlement amount (which
is equal to the threshold settlement amount). The maximum settlement amount will limit the cash settlement amount you may receive for each of your notes at maturity, no matter how much the level of the underlier may rise beyond the initial underlier
level over the life of your notes. Accordingly, the amount payable for each of your notes may be significantly less than it would have been had you invested directly in the underlier.
You Have No Shareholder Rights or Rights to Receive Any Underlier Stock
Investing in your notes will not make you a holder of any of the underlier stocks. Neither you nor any other holder or owner of your notes will have any rights with respect to the underlier stocks, including voting
rights, any right to receive dividends or other distributions, any rights to make a claim against the underlier stocks or any other rights of a holder of the underlier stocks. Your notes will be paid in cash and you will have no right to receive
delivery of any underlier stocks.
We May Sell an Additional Aggregate Face Amount of the Notes at a Different Issue Price
At our sole option, we may decide to sell an additional aggregate face amount of the notes subsequent to the date of this pricing supplement. The
issue price of the notes in the subsequent sale may differ substantially (higher or lower) from the original issue price you paid as provided on the cover of this pricing supplement.
If You Purchase Your Notes at a Premium to Face Amount, the Return on Your Investment Will Be Lower Than the Return on Notes Purchased at Face
Amount and the Impact of Certain Key Terms of the Notes Will be Negatively Affected
The cash settlement amount will not be adjusted based on the
issue price you pay for the notes. If you purchase notes at a price that differs from the face amount of the notes, then the return on your investment in such notes held to the stated maturity date will differ from, and may be substantially less
than, the return on notes purchased at face amount. If you purchase your notes at a premium to face amount and hold them to the stated maturity date, the return on your investment in the notes will be lower than it would have been had you purchased
the notes at face amount or a discount to face amount. In addition, the impact of the threshold level, the threshold settlement amount and the maximum settlement amount on the return on your investment will depend upon the price you pay for your
notes relative to face amount. For example, if you purchase your notes at a premium to face amount, the threshold settlement amount and maximum settlement amount will permit a lower positive return on your investment in the notes than would have
been the case for notes purchased at face amount or a discount to face amount. Similarly, if the final underlier level is less than the threshold level, you will incur a greater percentage decrease in your investment in the notes than would have
been the case for notes purchased at face amount or a discount to face amount.
An Investment in the Offered Notes Is Subject to Risks
Associated with Foreign Securities
The value of your notes is linked to an underlier that is comprised of stocks from one or more foreign
securities markets. Investments linked to the value of foreign equity securities involve particular risks. Any foreign securities market may be less liquid, more volatile and affected by global or domestic market developments in a different way
than are the U.S. securities market or other foreign securities markets. Both government intervention in a foreign securities market, either directly or indirectly, and cross-shareholdings in foreign companies, may affect trading prices and volumes
in that market. Also, there is generally less publicly available information about foreign companies than about those U.S. companies that are subject to the reporting requirements of the U.S. Securities and Exchange Commission. Further, foreign
companies are subject to accounting, auditing and financial reporting standards and requirements that differ from those applicable to U.S. reporting companies.
The prices of securities in a foreign country are subject to political, economic, financial and social factors that are unique to such foreign countrys geographical region. These factors include: recent
changes, or the possibility of future changes, in the applicable foreign governments economic and fiscal policies; the possible implementation of, or changes in, currency exchange laws or other laws or restrictions applicable to foreign
companies or investments in foreign equity securities; fluctuations, or the possibility of fluctuations, in currency exchange rates; and the possibility of outbreaks of hostility, political instability,
PS-14
natural disaster or adverse public health developments. The United Kingdom has voted to leave the European Union (popularly known as Brexit). The effect of Brexit is uncertain, and
Brexit has and may continue to contribute to volatility in the prices of securities of companies located in Europe and currency exchange rates, including the valuation of the euro and British pound in particular. Any one of these factors, or the
combination of more than one of these factors, could negatively affect such foreign securities market and the price of securities therein. Further, geographical regions may react to global factors in different ways, which may cause the prices of
securities in a foreign securities market to fluctuate in a way that differs from those of securities in the U.S. securities market or other foreign securities markets. Foreign economies may also differ from the U.S. economy in important respects,
including growth of gross national product, rate of inflation, capital reinvestment, resources and self-sufficiency, which may have a positive or negative effect on foreign securities prices.
Your Investment in the Notes Will Be Subject to Foreign Currency Exchange Rate Risk
Because the underlier is a U.S. dollar denominated index whose underlying stock prices are converted by the underlier sponsor into U.S. dollars for purposes of calculating the value of the underlier, investors in
the notes will be exposed to currency exchange rate risk with respect to each of the currencies represented in the underlier which are converted in such manner. An investors net exposure will depend on the extent to which the currencies
represented in the underlier strengthen or weaken against the U.S. dollar and the relative weight of each relevant currency represented in the overall underlier. If, taking into account such weighting, the U.S. dollar strengthens against the
component currencies, the value of the underlier may be adversely affected and the amount payable at maturity of the notes may be reduced.
Regulators Are Investigating Potential Manipulation of Published Currency Exchange Rates
It has been reported that the U.K. Financial Conduct Authority and regulators from other countries are in the process of investigating the potential manipulation
of published currency exchange rates. If such manipulation has occurred or is continuing, certain published exchange rates may have been, or may be in the future, artificially lower (or higher) than they would otherwise have been. Any such
manipulation could have an adverse impact on any payments on, and the value of, your notes and the trading market for your notes. In addition, we cannot predict whether any changes or reforms affecting the determination or publication of exchange
rates or the supervision of currency trading will be implemented in connection with these investigations. Any such changes or reforms could also adversely impact your notes.
Your Notes May Be Subject to an Adverse Change in Tax Treatment in the Future
The Internal Revenue Service
announced on December 7, 2007 that it is considering issuing guidance regarding the proper U.S. federal income tax treatment of an instrument such as your notes that are currently characterized as pre-paid derivative contracts, and any such
guidance could adversely affect the tax treatment and the value of your notes. Among other things, the Internal Revenue Service may decide to require the holders to accrue ordinary income on a current basis and recognize ordinary income on payment
at maturity, and could subject non-U.S. investors to withholding tax. Furthermore, in 2007, legislation was introduced in Congress that, if enacted, would have required holders that acquired instruments such as your notes after the bill was enacted
to accrue interest income over the term of such instruments even though there will be no interest payments over the term of such instruments. It is not possible to predict whether a similar or identical bill will be enacted in the future, or whether
any such bill would affect the tax treatment of your notes. We describe these developments in more detail under Supplemental Discussion of Federal Income Tax Consequences on page S-42 of the accompanying product supplement no. 32. You
should consult your tax advisor about this matter. Except to the extent otherwise provided by law, GS Finance Corp. intends to continue treating the notes for U.S. federal income tax purposes in accordance with the treatment described under
Supplemental Discussion of Federal Income Tax Consequences on page S-42 of the accompanying product supplement no. 32 unless and until such time as Congress, the Treasury Department or the Internal Revenue Service determine that some
other treatment is more appropriate.
PS-15
Foreign Account Tax Compliance Act (FATCA) Withholding May Apply to Payments on Your Notes,
Including as a Result of the Failure of the Bank or Broker Through Which You Hold the Notes to Provide Information to Tax Authorities
Please see
the discussion under United States Taxation Taxation of Debt Securities Foreign Account Tax Compliance Act (FATCA) Withholding in the accompanying prospectus for a description of the applicability of FATCA to payments made
on your notes.
PS-16
THE UNDERLIER
The MSCI EAFE Index (the underlier) is a stock index calculated, published and disseminated daily by MSCI Inc., which we refer to as MSCI, through numerous data vendors, on the MSCI website and in real
time on Bloomberg Financial Markets and Reuters Limited.
MSCI EAFE Index
Index Stock Weighting by Country
as
of October 14, 2016
|
|
|
|
|
Country:
|
|
Percentage (%)*
|
|
Australia
|
|
|
7.51
|
%
|
Austria
|
|
|
0.19
|
%
|
Belgium
|
|
|
1.38
|
%
|
Denmark
|
|
|
1.75
|
%
|
Finland
|
|
|
0.97
|
%
|
France
|
|
|
9.83
|
%
|
Germany
|
|
|
9.09
|
%
|
Hong Kong
|
|
|
3.56
|
%
|
Ireland
|
|
|
0.46
|
%
|
Israel
|
|
|
0.69
|
%
|
Italy
|
|
|
1.92
|
%
|
Japan
|
|
|
24.14
|
%
|
Netherlands
|
|
|
3.34
|
%
|
New Zealand
|
|
|
0.19
|
%
|
Norway
|
|
|
0.66
|
%
|
Portugal
|
|
|
0.15
|
%
|
Singapore
|
|
|
1.25
|
%
|
Spain
|
|
|
3.07
|
%
|
Sweden
|
|
|
2.81
|
%
|
Switzerland
|
|
|
8.98
|
%
|
United Kingdom
|
|
|
18.05
|
%
|
*
|
Information provided by MSCI. Percentages may not sum to 100% due to rounding.
|
MSCI EAFE Index
Index Stock Weighting by Sector
as of October 14, 2016
|
|
|
|
|
Sector**
|
|
Percentage (%)*
|
|
Consumer Discretionary
|
|
|
12.49
|
%
|
Consumer Staples
|
|
|
12.18
|
%
|
Energy
|
|
|
5.08
|
%
|
Financials
|
|
|
19.59
|
%
|
Health Care
|
|
|
11.28
|
%
|
Industrials
|
|
|
14.15
|
%
|
Information Technology
|
|
|
5.49
|
%
|
Materials
|
|
|
7.55
|
%
|
Real Estate
|
|
|
3.88
|
%
|
Telecommunication Services
|
|
|
4.74
|
%
|
Utilities
|
|
|
3.58
|
%
|
*
|
Information provided by MSCI. Percentages may not sum to 100% due to rounding.
|
**
|
Sector designations are determined by the underlier sponsor using criteria it has selected or developed. Index sponsors may use very different standards for determining sector
designations. In addition, many companies operate in a number of sectors, but are listed in only one sector and the basis on which that sector is selected may also differ. As a result, sector comparisons between indices with different index sponsors
may reflect differences in methodology as well as actual differences in the sector composition of the indices.
|
The above information
supplements the description of the underlier found in the accompanying general terms supplement no. 24. For more details about the underlier, the underlier sponsor and license agreement between the underlier sponsor and the issuer, see The
Underliers MSCI Indices on page S-45 of the accompanying general terms supplement no. 24. Additional information about the underlier is
PS-17
available on the following website: msci.com/index-methodology. We are not incorporating by reference the website or any material it includes in this pricing supplement.
The MSCI indices are the exclusive property of MSCI Inc. (MSCI). MSCI and the MSCI index names are
service mark(s) of MSCI or its affiliates and are licensed for use for certain purposes by GS Finance Corp. and its affiliates. These securities, based on such
index, have not been passed on by MSCI as to their legality or suitability, and are not issued, sponsored, endorsed, sold or promoted by MSCI, and MSCI bears no liability with respect to any such securities. No purchaser, seller or holder of the
securities, or any other person or entity, should use or refer to any MSCI trade name, trademark or service mark to sponsor, endorse, market or promote the securities without first contacting MSCI to determine whether MSCIs permission is
required. Under no circumstances may any person or entity claim any affiliation with MSCI without the prior written permission of MSCI. The general terms supplement contains a more detailed description of the limited relationship MSCI has with GS
Finance Corp. and any related securities.
Historical Closing Levels of the Underlier
The closing level of the underlier has fluctuated in the past and may, in the future, experience significant fluctuations. Any historical upward or downward trend
in the closing level of the underlier during the period shown below is not an indication that the underlier is more or less likely to increase or decrease at any time during the life of your notes.
You should not take the historical levels of the underlier as an indication of the future performance of the underlier.
We cannot give you any assurance
that the future performance of the underlier or the underlier stocks will result in your receiving an amount greater than the outstanding face amount of your notes on the stated maturity date.
Neither we nor any of our affiliates make any representation to you as to the performance of the underlier. Before investing in the offered notes, you should
consult publicly available information to determine the levels of the underlier between the date of this pricing supplement and the date of your purchase of the offered notes. The actual performance of the underlier over the life of the offered
notes, as well as the cash settlement amount, may bear little relation to the historical closing levels shown below.
The graph below shows the daily
historical closing levels of the underlier from October 17, 2006 through October 17, 2016. We obtained the closing levels in the graph below from Bloomberg Financial Services, without independent verification.
PS-18
Historical Performance of the MSCI EAFE Index
PS-19
We have not authorized anyone to provide any information or to make any representations other than those contained or
incorporated by reference in this pricing supplement, the accompanying product supplement no. 32, the accompanying general terms supplement no. 24, the accompanying prospectus supplement or the accompanying prospectus. We take no responsibility for,
and can provide no assurance as to the reliability of, any other information that others may give you. This pricing supplement, the accompanying product supplement no. 32, the accompanying general terms supplement no. 24, the accompanying prospectus
supplement and the accompanying prospectus is an offer to sell only the notes offered hereby, but only under circumstances and in jurisdictions where it is lawful to do so. The information contained in this pricing supplement, the accompanying
product supplement no. 32, the accompanying general terms supplement no. 24, the accompanying prospectus supplement and the accompanying prospectus is current only as of the respective dates of such documents.
TABLE OF CONTENTS
Pricing Supplement
|
|
|
|
|
|
|
Page
|
|
Summary Information
|
|
|
PS-5
|
|
Hypothetical Examples
|
|
|
PS-8
|
|
Additional Risk Factors Specific to Your Notes
|
|
|
PS-12
|
|
The Underlier
|
|
|
PS-17
|
|
|
Product Supplement No. 32 dated December 22, 2015
|
|
Summary Information
|
|
|
S-1
|
|
Hypothetical Returns on the Underlier-Linked Digital Notes
|
|
|
S-11
|
|
Additional Risk Factors Specific to the Underlier-Linked Digital Notes
|
|
|
S-31
|
|
General Terms of the Underlier-Linked Digital Notes
|
|
|
S-35
|
|
Use of Proceeds
|
|
|
S-40
|
|
Hedging
|
|
|
S-40
|
|
Supplemental Discussion of Federal Income Tax Consequences
|
|
|
S-42
|
|
Employee Retirement Income Security Act
|
|
|
S-49
|
|
Supplemental Plan of Distribution
|
|
|
S-50
|
|
Conflicts of Interest
|
|
|
S-52
|
|
|
General Terms Supplement No. 24 dated December 22, 2015
|
|
Additional Risk Factors Specific to the Notes
|
|
|
S-1
|
|
Supplemental Terms of the Notes
|
|
|
S-15
|
|
The Underliers
|
|
|
S-35
|
|
S&P 500
®
Index
|
|
|
S-39
|
|
MSCI Indices
|
|
|
S-45
|
|
Hang Seng China Enterprises Index
|
|
|
S-54
|
|
Russell
2000
®
Index
|
|
|
S-59
|
|
FTSE
®
100
Index
|
|
|
S-67
|
|
EURO STOXX
50
®
Index
|
|
|
S-73
|
|
TOPIX
|
|
|
S-80
|
|
The Dow Jones Industrial AverageTM
|
|
|
S-86
|
|
The iShares
®
MSCI Emerging Markets ETF
|
|
|
S-90
|
|
Use of Proceeds
|
|
|
S-92
|
|
Hedging
|
|
|
S-92
|
|
Employee Retirement Income Security Act
|
|
|
S-93
|
|
Supplemental Plan of Distribution
|
|
|
S-94
|
|
Conflicts of Interest
|
|
|
S-96
|
|
|
Prospectus Supplement dated December 22, 2015
|
|
Use of Proceeds
|
|
|
S-2
|
|
Description of Notes We May Offer
|
|
|
S-3
|
|
Considerations Relating to Indexed Notes
|
|
|
S-16
|
|
United States Taxation
|
|
|
S-17
|
|
Employee Retirement Income Security Act
|
|
|
S-18
|
|
Supplemental Plan of Distribution
|
|
|
S-19
|
|
Validity of the Notes and Guarantees
|
|
|
S-19
|
|
|
Prospectus dated December 22, 2015
|
|
Available Information
|
|
|
2
|
|
Prospectus Summary
|
|
|
3
|
|
Risks Relating to Regulatory Resolution Strategies and Long-Term Debt Requirements
|
|
|
6
|
|
Use of Proceeds
|
|
|
7
|
|
Description of Debt Securities We May Offer
|
|
|
8
|
|
Description of Warrants We May Offer
|
|
|
35
|
|
Description of Units We May Offer
|
|
|
47
|
|
GS Finance Corp.
|
|
|
51
|
|
Legal Ownership and Book-Entry Issuance
|
|
|
53
|
|
Considerations Relating to Floating Rate Debt Securities
|
|
|
57
|
|
Considerations Relating to Indexed Securities
|
|
|
58
|
|
Considerations Relating to Securities Denominated or Payable in or Linked to a Non-U.S. Dollar Currency
|
|
|
61
|
|
United States Taxation
|
|
|
64
|
|
Plan of Distribution
|
|
|
76
|
|
Conflicts of Interest
|
|
|
78
|
|
Employee Retirement Income Security Act
|
|
|
78
|
|
Validity of the Securities and Guarantees
|
|
|
79
|
|
Experts
|
|
|
79
|
|
Review of Unaudited Condensed Consolidated Financial Statements by Independent Registered Public Accounting Firm
|
|
|
79
|
|
Cautionary Statement Pursuant to the Private Securities Litigation Reform Act of 1995
|
|
|
79
|
|
$
GS Finance Corp.
Digital MSCI EAFE Index-Linked Notes due
guaranteed by
The Goldman Sachs
Group, Inc.
Goldman, Sachs & Co.
Goldman Sachs (NYSE:GS)
Historical Stock Chart
From Apr 2024 to May 2024
Goldman Sachs (NYSE:GS)
Historical Stock Chart
From May 2023 to May 2024