Filed Pursuant to Rule 433
Registration No. 333-252342
Term Sheet
November 15, 2023
Issuer: | Toyota Motor Credit Corporation |
Security: | Fixed Rate Medium-Term Notes, Series B |
Title: | 5.400% Medium-Term Notes, Series B due November 20, 2026 |
Issuer Senior Long-Term Debt Ratings: | Moody’s Investors Service, Inc.: A1 (stable outlook) |
S&P Global Ratings: A+ (stable outlook) | |
Fitch Ratings: A+ (stable outlook) | |
CUSIP/ISIN: | 89236TLD5 / US89236TLD53 |
Trade Date: | November 15, 2023 |
Original Issue Date: | November 20, 2023 (T+3) |
Stated Maturity Date: | November 20, 2026 |
Principal Amount: | $900,000,000 |
Benchmark Treasury: | UST 4.625% due November 15, 2026 |
Treasury Yield: | 4.683% |
Spread to Treasury: | +75 basis points |
Price to Public: | 99.910% |
Underwriting Discount: | 0.225% |
Net Proceeds to Issuer: | 99.685% / $897,165,000 |
Coupon: | 5.400% per annum |
Yield: | 5.433% |
Interest Payment Frequency: | Semi-annual |
Interest Payment Dates: | Each May 20 and November 20, beginning on May 20, 2024 and ending on the Stated Maturity Date |
Day Count Convention: | 30/360 |
Business Day Convention: | Following, unadjusted |
Business Days: | New York |
Governing Law: Minimum Denominations: | New York $2,000 and $1,000 increments thereafter |
Joint Book-Running Managers: | BNP Paribas Securities Corp. J.P. Morgan Securities LLC MUFG Securities Americas Inc. RBC Capital Markets, LLC Santander US Capital Markets LLC |
Co-Managers: | AmeriVet Securities, Inc. Banco Bradesco BBI S.A. BBVA Securities Inc. Fifth Third Securities, Inc. Intesa Sanpaolo IMI Securities Corp. Siebert Williams Shank & Co., LLC Standard Chartered Bank |
DTC Number: | #630 |
Concurrent Offering: | Concurrently with this offering of the notes, the Issuer is also offering by means of a separate term sheet: $1,100,000,000 aggregate principal amount of 5.550% Medium-Term Notes, Series B due November 20, 2030 (the “Other Notes”). This term sheet does not constitute an offer to sell, or the solicitation of an offer to buy, any of the Other Notes. Any offering of the Other Notes may be made only by means of a prospectus and related prospectus supplement. |
A securities rating is not a recommendation to buy, sell or hold securities and may be subject to withdrawal at any time.
This term sheet supplements the prospectus supplement dated January 25, 2021 and the related prospectus dated January 22, 2021; capitalized terms used in this term sheet, but otherwise not defined, shall have the meanings assigned to them in the prospectus supplement and the related prospectus.
The Issuer has filed a registration statement (including a prospectus) with the U.S. Securities and Exchange Commission (“SEC”) for the offering to which this communication relates. Before you invest, you should read the prospectus supplement and the related prospectus and other documents the Issuer has filed with the SEC for more complete information about the Issuer and this offering. You may get these documents for free by visiting EDGAR on the web at www.sec.gov. Alternatively, the Issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling BNP Paribas Securities Corp. toll-free at 1-800-854-5674, J.P. Morgan Securities LLC collect at 1-212-834-4533, MUFG Securities Americas Inc. toll-free at 1-877-649-6848, RBC Capital Markets, LLC toll-free at 1-866-375-6829 and Santander US Capital Markets LLC toll-free at 1-855-403-3636.
Additional Selling Restrictions
Japan
Each of the Joint Book-Running Managers and Co-Managers has severally agreed that it will not offer or sell any of the notes, directly or indirectly, in Japan or to, or for the benefit of, any resident of Japan (which term as used herein means any person resident in Japan, including any corporation or other entity organized under the laws of Japan and any branch or other office in Japan of a corporation or other entity organized under the laws of any foreign state), or to others for re-offering or resale, directly or indirectly, in Japan or to, or for the benefit of, a resident of Japan.
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