Toyota Motor Finance (Netherlands) B.V.
Toyota Credit Canada Inc.
Toyota Finance Australia Limited (ABN 48 002 435
181)
Toyota Motor Credit Corporation
Toyota Motor Credit Corporation's Publication of Form 8-K -
Entry into a Material Definitive Agreement
On 18 November 2024, Toyota Motor
Credit Corporation ("TMCC")
filed its Current Report on Form 8-K (the "Form 8-K") with the Securities and
Exchange Commission to report that TMCC, together with Toyota Motor
Finance (Netherlands) B.V. ("TMF"), Toyota Credit Canada Inc.
("TCCI"), Toyota Finance
Australia Limited ("TFA"),
entered into a $5,000,000,000 364-day syndicated credit facility
pursuant to a 364 Day Credit Agreement, dated as of 15 November
2024 (the "364 Day Credit
Agreement"), a $5,000,000,000 three year syndicated credit
facility pursuant to a Three Year Credit Agreement, dated as of 15
November 2024 (the "Three Year
Credit Agreement") and a $5,000,000,000 five year syndicated
credit facility pursuant to a Five Year Credit Agreement, dated as
of 15 November 2024 (the "Five
Year Credit Agreement", and together with the 364 Day Credit
Agreement and the Three Year Credit Agreement, the "Credit Agreements") and each of the
Credit Agreements is among TMF, TCCI, TFA, TMCC, Toyota Credit de
Puerto Rico Corp. ("TCPR"),
Toyota Financial Services (UK) PLC ("TFSUK") and Toyota Kreditbank GmbH
("TKG"), as Borrowers, each
lender from time to time party thereto, BNP Paribas, as
Administrative Agent, Swing Line Agent and Swing Line Lender, BNP
Paribas Securities Corp., BofA Securities, Inc., Citibank, N.A.,
JPMorgan Chase Bank, N.A., and MUFG Bank, Ltd., as Joint Lead
Arrangers and Joint Book Managers, Citibank, N.A., Bank of America,
N.A. and JPMorgan Chase Bank, N.A. as Syndication Agents and Swing
Line Lenders and MUFG Bank, Ltd. as a Syndication Agent. TMF,
TCCI, TFA and TMCC may borrow funds under each of the Credit
Agreements, subject to customary borrowing conditions. Under
the Credit Agreements, TMF, TCCI, TFA and TMCC are each subject to
certain covenants customary in a transaction of this nature,
including negative pledge provisions and limitations on
consolidations, mergers and sales of assets.
The 364 Day Credit Agreement has a
364 day term, during which TMF, TMCC and TFSUK may make aggregate
drawings not to exceed $5,000,000,000, TCCI may make drawings not
to exceed $866,800,000, TCPR may make drawings not to exceed
$333,400,000, TKG may make drawings not to exceed $500,000,000, and
TFA may make drawings not to exceed $1,000,200,000. The
aggregate amount of all drawings under the 364 Day Credit Agreement
may not exceed the total commitment amount of $5,000,000,000.
In addition, but also under the total commitment amount of
$5,000,000,000, the 364 Day Credit Agreement provides for a
swingline sub-facility of up to $1,250,000,000, of which
$333,400,000 will be available to TFA. The 364 Day Credit
Agreement may be used for general corporate purposes and was not
drawn upon as of the date of this announcement.
The Three Year Credit Agreement has
a three year term, during which TMF, TMCC and TFSUK may make
aggregate drawings not to exceed $5,000,000,000, TCCI may make
drawings not to exceed $866,600,000, TCPR may make drawings not to
exceed $333,300,000, TKG may make drawings not to exceed
$500,000,000, and TFA may make drawings not to exceed
$999,900,000. The aggregate amount of all drawings under the
Three Year Credit Agreement may not exceed the total commitment
amount of $5,000,000,000. In addition, but also under the
total commitment amount of $5,000,000,000, the Three Year Credit
Agreement provides for a swingline sub-facility of up to
$1,250,000,000, of which $333,300,000 will be available to
TFA. The Three Year Credit Agreement may be used for general
corporate purposes and was not drawn upon as of the date of this
announcement.
The Five Year Credit Agreement has a
five year term, during which TMF, TMCC and TFSUK may make aggregate
drawings not to exceed $5,000,000,000, TCCI may make drawings not
to exceed $866,600,000, TCPR may make drawings not to exceed
$333,300,000, TKG may make drawings not to exceed $500,000,000, and
TFA may make drawings not to exceed $999,900,000. The
aggregate amount of all drawings under the Five Year Credit
Agreement may not exceed the total commitment amount of
$5,000,000,000. In addition, but also under the total
commitment amount of $5,000,000,000, the Five Year Credit Agreement
provides for a swingline sub-facility of up to $1,250,000,000, of
which $333,300,000 will be available to TFA. The Five Year
Credit Agreement may be used for general corporate purposes and was
not drawn upon as of the date of this announcement.
Certain of the lenders participating
in the Credit Agreements and their affiliates have in the past and
may in the future engage in financing, securities, derivative,
commercial banking and investment banking transactions with TMCC
and its affiliates, TMF, TCCI and TFA for which they will receive
customary fees and expenses.
TCPR is a wholly-owned subsidiary of
TMCC, and each of TMF, TCCI, TFA, TMCC, TCPR, TFSUK and TKG, the
borrowers under the Credit Agreements, is a direct or indirect
subsidiary of Toyota Financial Services Corporation, a Japanese
corporation, which is itself a subsidiary of Toyota Motor
Corporation. The descriptions set forth in this announcement
of the terms and conditions of each of the Credit Agreements are
qualified in their entirety by reference to the full text of such
agreements, which were filed, respectively, as Exhibits 10.1, 10.2
and 10.3 and incorporated by reference in the Form 8-K
filing.
The 364 Day Credit Agreement, the
Three Year Credit Agreement and the Five Year Credit Agreement have
replaced the 364 Day Credit Agreement dated as of 17 November 2023,
the Three Year Credit Agreement dated as of 17 November 2023 and
the Five Year Credit Agreement dated as of 17 November 2023.
Each of the 364 Day Credit Agreement dated as of 17 November 2023,
the Three Year Credit Agreement dated as of 17 November 2023 and
the Five Year Credit Agreement dated as of 17 November 2023, among
TMF, TCCI, TFA, TMCC, TCPR, TFSUK and TKG, as Borrowers, BNP
Paribas, as Administrative Agent, and the other agents and lenders
party thereto, terminated or were terminated on 15 November
2024.
To view the Form 8-K, please click
on the link below.
http://www.rns-pdf.londonstockexchange.com/rns/6627M_1-2024-11-18.pdf
A copy of the Form 8-K will be
submitted to the National Storage Mechanism and will be available
shortly at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism