Filed Pursuant to Rule 433
Registration No. 333-276616
Term Sheet
October 7, 2024
| Issuer: | Toyota Motor Credit Corporation |
| Security: | Fixed Rate Medium-Term Notes, Series B |
| Title: | 4.350% Medium-Term Notes, Series B due October 8, 2027 |
| Issuer Senior Long-Term Debt Ratings: | Moody’s Investors Service, Inc.: A1 (positive outlook) |
| S&P Global Ratings: A+ (stable outlook) | |
| Fitch Ratings: A+ (stable outlook) | |
| CUSIP/ISIN: | 89236TMS1/ US89236TMS14 |
| Trade Date: | October 7, 2024 |
| Original Issue Date: | October 10, 2024 (T+3) |
| Stated Maturity Date: | October 8, 2027 |
| Principal Amount: | $1,250,000,000 |
| Benchmark Treasury: | UST 3.375% due September 15, 2027 |
| Treasury Yield: | 3.894% |
| Spread to Treasury: | +47 basis points |
| Price to Public: | 99.961% |
| Underwriting Discount: | 0.225% |
| Net Proceeds to Issuer: | 99.736% / $1,246,700,000 |
| Coupon: | 4.350% per annum |
| Yield: | 4.364% |
| Interest Payment Frequency: | Semi-annual |
| Interest Payment Dates: | Each April 8 and October 8, beginning on April 8, 2025 (short first coupon) 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: | Citigroup Global Markets Inc. Commerz Markets LLC Morgan Stanley & Co. LLC MUFG Securities Americas Inc. SG Americas Securities, LLC |
| Co-Managers: | ANZ Securities, Inc. Deutsche Bank Securities Inc. Standard Chartered Bank BNY Mellon Capital Markets, LLC Loop Capital Markets LLC Cabrera Capital Markets, LLC MFR Securities, Inc. |
| DTC Number: | #274 |
| Concurrent Offering: | Concurrently with this offering of the notes, the Issuer is also offering by means of separate term sheets: (i) $1,000,000,000 aggregate principal amount of Floating Rate Medium-Term Notes, Series B due April 10, 2026 and (ii) $750,000,000 aggregate principal amount of 4.600% Medium-Term Notes, Series B due October 10, 2031 (collectively, 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 22, 2024 and the related prospectus dated January 19, 2024; 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 Citigroup Global Markets Inc. toll-free at 1-800-831-9146, Commerz Markets LLC toll-free at 1-800-233-9164, Morgan Stanley & Co. LLC toll-free at 1-866-718-1649, MUFG Securities Americas Inc. toll-free at 1-877-649-6848, and SG Americas Securities, LLC toll-free at 1-855-881-2108.
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.
Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by Bloomberg or another email system.
