Filed pursuant to Rule 433
Registration Statement No. 333-271881
Registration Statement No. 333-271881
Jefferies Financial Group Inc.
Market Linked Securities
|
Market Linked Securities— Auto-Callable with Contingent Downside
Principal at Risk Securities Linked to the Lowest Performing of the S&P 500® Index, the Russell 2000® Index
and the NASDAQ-100 Index® due March 9, 2028
Term Sheet to Preliminary Pricing Supplement dated March 3, 2025
|
Summary of Terms
|
Issuer:
|
Jefferies Financial Group Inc.
|
||
|
Market Measures:
|
S&P 500® Index, Russell 2000® Index and NASDAQ-100 Index® (each an “Index” and collectively the “Indices”)
|
||
|
Pricing Date*:
|
March 5, 2025
|
||
|
Issue Date*:
|
March 10, 2025
|
||
|
Face Amount and
Original Offering
Price:
|
$1,000 per security
|
||
|
Automatic Call:
|
If the closing level of the lowest performing Index on any call date is greater than or equal its starting level, the securities will be automatically called for the face amount plus the call premium applicable
to that call date.
|
|
Call Dates* and
Call Premiums:
|
Call Date
|
Call Premium†
|
||
|
March 10, 2026
|
At least 12.75% of the face amount
|
|||
|
March 10, 2027
|
At least 25.50% of the face amount
|
|||
|
March 6, 2028 (the
“final calculation day”)
|
At least 38.25% of the face amount
|
|||
|
† to be determined on the pricing date.
|
||||
|
Call Settlement Date:
|
Three business days after the applicable call date.
|
||
|
Maturity Payment
Amount (per
security) if the
securities are not
automatically
called:
|
• if the ending level of the lowest performing Index on
the final calculation day is less than its starting level but greater than or equal to its downside threshold level:
$1,000; or
• if the ending level of the lowest performing Index on
the final calculation day is less than its downside threshold level:
$1,000 × performance factor of the lowest performing Index
|
||
|
Performance Factor:
|
With respect to an Index on any call date, its closing level on such call date divided by its starting level (expressed as a percentage).
|
||
|
Lowest Performing
Index:
|
For any call date, the lowest performing Index will be the Index with the lowest performance factor on that call date.
|
||
|
Stated Maturity
Date*:
|
March 9, 2028
|
||
|
Starting Level:
|
For each Index, its closing level on the pricing date
|
||
|
Ending Level:
|
For each Index, its closing level on the final calculation day
|
||
|
Threshold Level:
|
For each Index, 75% of its starting level
|
||
|
Calculation Agent:
|
Jefferies Financial Services Inc. (“JFSI”), a wholly owned subsidiary of Jefferies Financial Group Inc.
|
||
|
Denominations:
|
$1,000 and any integral multiple of $1,000
|
||
|
Agents Discount**:
|
Up to 2.575%; dealers, including those using the trade name Wells Fargo Advisors (“WFA”), may receive a selling concession of up to 2.00% and WFS may pay 0.075% of the agent’s discount to WFA as a
distribution expense fee
|
||
|
CUSIP:
|
47233YFQ3
|
||
|
Material Tax
Consequences:
|
See the preliminary pricing supplement.
|
*subject to change
** In addition, selected dealers may receive a fee of up to 0.30% for marketing and other services
Hypothetical Payout Profile***
***assumes a call premium equal to the lowest possible call premium that may be determined on the pricing date.
If the securities are not automatically called prior to stated maturity and the ending level of the lowest performing Index on the final calculation day is less
than its threshold level, you will lose more than 25%, and possibly all, of the face amount of your securities at stated maturity.
Any positive return on the securities will be limited to the applicable call premium, even if the closing level of the least performing Index on the applicable
call date significantly exceeds its starting level. You will not participate in any appreciation of the least performing Index beyond the applicable call premium.
We estimate that the value of each security on the pricing date will be approximately $958.50, or within $30.00 of that estimate. See “Estimated Value
of the Securities” in the accompanying preliminary pricing supplement for more information.
Preliminary Pricing Supplement: https://www.sec.gov/Archives/edgar/data/96223/000114036125006672/ef20044533_424b2.htm
|
|
The securities have complex features and investing in the securities involves risks not associated with an investment in conventional debt securities. See “Selected Risk Considerations” in this term sheet and the
accompanying preliminary pricing supplement and “Risk Factors” in the accompanying product supplement.
This introductory term sheet does not provide all of the information that an investor should consider prior to making an investment decision.
Investors should carefully review the accompanying preliminary pricing supplement, product supplement, prospectus supplement and prospectus before making a decision to invest in
the securities.
NOT A BANK DEPOSIT AND NOT INSURED OR GUARANTEED BY THE FDIC OR ANY OTHER GOVERNMENTAL AGENCY
Selected Risk Considerations
The risks set forth below are discussed in detail in the “Selected Risk Considerations” section in the accompanying preliminary pricing supplement and the “Risk Factors” section in
the accompanying product supplement. Please review those risk disclosures carefully.
| • |
If The Securities Are Not Automatically Called Prior To Stated Maturity, You May Lose Some Or All Of The Face Amount Of Your Securities At Stated Maturity.
|
| • |
No Periodic Interest Will Be Paid On The Securities.
|
| • |
The Potential Return On The Securities Is Limited To The Call Premium.
|
| • |
The Securities Are Subject To The Full Risks Of Each Index And Will Be Negatively Affected If Any Index Performs Poorly, Even If The Other Indices Perform Favorably.
|
| • |
Your Return On The Securities Will Depend Solely On The Performance Of The Index That Is The Lowest Performing Index On Each Call Date, And You Will Not Benefit In Any Way From The Performance
Of The Better Performing Indices.
|
| • |
You Will Be Subject To Risks Resulting From The Relationship Among The Indices.
|
| • |
You May Be Fully Exposed To The Decline In The Lowest Performing Index On The Final Calculation Day From Its Starting Level, But Will Not Participate In Any Positive Performance Of Any Index
Beyond The Applicable Call Premiums.
|
| • |
The Securities Are Subject To A Potential Automatic Call, Which Would Limit Your Ability To Receive Further Payment On The Securities.
|
| • |
A Call Settlement Date Or The Stated Maturity Date May Be Postponed If A Call Date Is Postponed.
|
| • |
The Tax Consequences Of An Investment In Your Securities Are Uncertain.
|
|
•
|
The Securities Are Subject To Our Credit Risk.
|
| • |
The Estimated Value Of The Securities On The Pricing Date, Based On Jefferies LLC Proprietary Pricing Models At That Time And Our Internal Funding Rate, Will Be Less Than The Original Offering
Price.
|
| • |
The Estimated Value Of The Securities Was Determined For Us By Our Subsidiary Using Proprietary Pricing Models.
|
| • |
The Estimated Value Of The Securities Would Be Lower If It Were Calculated Based On Our Secondary Market Rate.
|
| • |
The Estimated Value Of The Securities Is Not An Indication Of The Price, If Any, At Which WFS, Jefferies LLC Or Any Other Person May Be Willing To Buy The Securities From You In The Secondary
Market.
|
| • |
The Value Of The Securities Prior To Stated Maturity Will Be Affected By Numerous Factors, Some Of Which Are Related In Complex Ways.
|
| • |
The Securities Will Not Be Listed On Any Securities Exchange And The Issuer Does Not Expect A Trading Market For The Securities To Develop.
|
| • |
Any Payments On The Securities And Whether The Securities Are Automatically Called Will Depend Upon The Performance Of Each Index And Therefore The Securities Are Subject To The Risks Associated
With The Indices, As Discussed In The Accompanying Pricing Supplement and Product Supplement.
|
| • |
The Securities Are Subject To Risks Associated With Small-Size Capitalization Companies.
|
| • |
An Investment In The Securities Is Subject To Risks Associated With Investing In Non-U.S. Companies.
|
|
•
|
Our Economic Interests And Those Of Any Dealer Participating In The Offering Are Potentially Adverse To Your Interests.
|
|
|
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration
statement and other documents that the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the
issuer, any agent or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling your financial advisor or by calling Jefferies LLC.
Wells Fargo Advisors is a trade name used by Wells Fargo Clearing Services, LLC and Wells Fargo Advisors Financial Network, LLC, members SIPC, separate registered broker-dealers and non-bank affiliates of Wells
Fargo Finance LLC and Wells Fargo & Company.
2