Free Writing Prospectus
Filed Pursuant to Rule 433
Registration Number 333-276916
Ford Motor Credit Company LLC
Final Term Sheet
5.125% Notes due 2026
Floating Rate Notes due 2026
5.303% Notes due 2029
5.125% Notes due 2026
| Issuer: | Ford Motor Credit Company LLC |
| Trade Date: | September 3, 2024 |
| Settlement Date: | September 6, 2024 (T+3) |
| Stated Maturity: | November 5, 2026 |
| Principal Amount: | $1,200,000,000 |
| Interest Rate: | 5.125% |
| Benchmark Treasury: | 3.750% due August 31, 2026 |
| Benchmark Treasury Yield and Price: | 3.884%; 99-23 7/8 |
| Spread to Benchmark Treasury: | +125 basis points |
| Yield to Maturity: | 5.134% |
| Price to Public: | 99.989% of principal amount plus accrued interest from September 6, 2024 |
| Underwriting Discount: | 0.200% |
| Net Proceeds (Before Expenses) to Issuer: | $1,197,468,000 (99.789%) |
| Interest Payment Dates: | Semi-annually on each May 5 and November 5, beginning November 5, 2024 (short first coupon) |
| Redemption Provision: | Make-Whole Call: The Notes may be redeemed, in whole or in part, prior to the maturity date, at a redemption price equal to the greater of (i) (a) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date on a semi-annual basis(assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 20 basis points less (b) interest accrued to the date of redemption, and (ii) 100% of the principal amount of the Notes to be redeemed, plus in either case, accrued and unpaid interest to the redemption date. |
| Par Call: None. | |
| Joint Book-Running Managers: | Citigroup Global Markets Inc. Credit Agricole Securities (USA) Inc. |
| Goldman Sachs & Co. LLC Mizuho Securities USA LLC Morgan Stanley & Co. LLC BNP Paribas Securities Corp. BofA Securities, Inc. Banco Bradesco BBI S.A. Commerz Markets LLC | |
| Co-Managers: | Academy Securities, Inc. Loop Capital Markets LLC Santander US Capital Markets LLC Standard Chartered Bank CastleOak Securities, L.P. Independence Point Securities LLC Mischler Financial Group, Inc. Siebert Williams Shank & Co., LLC |
| CUSIP/ISIN: | 345397F81 / US345397F810 |
Floating Rate Notes due 2026
| Issuer: | Ford Motor Credit Company LLC |
| Trade Date: | September 3, 2024 |
| Settlement Date: | September 6, 2024 (T+3) |
| Stated Maturity: | November 5, 2026 |
| Principal Amount: | $400,000,000 |
| Price to Public: | 100.000% of principal amount plus accrued interest from September 6, 2024 |
| Interest Rate Basis: | Compounded SOFR |
| Spread: | +145 basis points |
| Interest Rate Calculation: | The amount of interest accrued and payable on the Floating Rate Notes for each Interest Period will be equal to the product of (i) the outstanding principal amount of the Floating Rate Notes multiplied by (ii) the product of (a) the Interest Rate (Compounded SOFR plus the Spread) for the relevant Interest Period multiplied by (b) the quotient of the actual number of calendar days in such Interest Period divided by 360. |
| Interest Reset Dates: | Quarterly on February 5, May 5, August 5, and November 5 of each year, commencing November 5, 2024 |
| Interest Payment Dates: | Quarterly on February 5, May 5, August 5, and November 5 of each year, commencing November 5, 2024 (short first coupon) |
| Underwriting Discount: | 0.200% |
| Net Proceeds (Before Expenses) to Issuer: | $399,200,000 (99.800%) |
| Redemption Provision: | None. |
| Joint Book-Running Managers: | Citigroup Global Markets Inc. Credit Agricole Securities (USA) Inc. Goldman Sachs & Co. LLC Mizuho Securities USA LLC Morgan Stanley & Co. LLC BNP Paribas Securities Corp. BofA Securities, Inc. Banco Bradesco BBI S.A. Commerz Markets LLC |
| Co-Managers: | Academy Securities, Inc. Loop Capital Markets LLC Santander US Capital Markets LLC Standard Chartered Bank CastleOak Securities, L.P. Independence Point Securities LLC Mischler Financial Group, Inc. Siebert Williams Shank & Co., LLC |
| CUSIP/ISIN: | 345397F99 / US345397F992 |
5.303% Notes due 2029
| Issuer: | Ford Motor Credit Company LLC |
| Trade Date: | September 3, 2024 |
| Settlement Date: | September 6, 2024 (T+3) |
| Stated Maturity: | September 6, 2029 |
| Principal Amount: | $900,000,000 |
| Interest Rate: | 5.303% |
| Benchmark Treasury: | 3.625% due August 31, 2029 |
| Benchmark Treasury Yield and Price: | 3.653%; 99-28 |
| Spread to Benchmark Treasury: | +165 basis points |
| Yield to Maturity: | 5.303% |
| Price to Public: | 100.000% of principal amount plus accrued interest from September 6, 2024 |
| Underwriting Discount: | 0.350% |
| Net Proceeds (Before Expenses) to Issuer: | $896,850,000 (99.650%) |
| Interest Payment Dates: | Semi-annually on each March 6 and September 6, beginning March 6, 2025 |
| Redemption Provision: |
Make-Whole Call: The Notes may be redeemed, in whole or in part, prior to August 6, 2029 (one month prior to maturity date) (the “2029 Notes Par Call Date”), at a redemption price equal to the greater of (i) (a) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date (assuming the Notes matured on the 2029 Notes Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 25 basis points less (b) interest accrued to the date of redemption, and (ii) 100% of the principal amount of the Notes to be redeemed, plus, in either case, accrued and unpaid interest to the redemption date. |
| Par Call: The Notes may be redeemed, in whole or in part, on or after August 6, 2029 (one month prior to maturity date), at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest to the redemption date. | |
| Joint Book-Running Managers: | Citigroup Global Markets Inc. Credit Agricole Securities (USA) Inc. Goldman Sachs & Co. LLC Mizuho Securities USA LLC Morgan Stanley & Co. LLC BNP Paribas Securities Corp. BofA Securities, Inc. Banco Bradesco BBI S.A. Commerz Markets LLC |
| Co-Managers: | Academy Securities, Inc. Loop Capital Markets LLC Santander US Capital Markets LLC Standard Chartered Bank CastleOak Securities, L.P. Independence Point Securities LLC Mischler Financial Group, Inc. Siebert Williams Shank & Co., LLC |
| CUSIP/ISIN: | 345397G23 / US345397G230 |
It is expected that delivery of the Notes will be made against payment therefor on or about September 6, 2024, which will be the third business day following the date of pricing of the Notes (such settlement cycle being referred to herein as “T+3”). Under Rule 15c6-1 pursuant to the Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in one business day, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes prior to the business day preceding the issue date will be required, by virtue of the fact that the Notes initially will settle in T+3, to specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the Notes who wish to trade those Notes on the date of pricing should consult their own advisor.
The issuer has filed a registration statement, including a prospectus and a preliminary prospectus supplement, with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus and the preliminary prospectus supplement in that registration statement 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 SEC website at www.sec.gov. Alternatively,
the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and the preliminary prospectus supplement (or, if available, the prospectus supplement) if you request it by calling Citigroup Global Markets Inc. toll-free at 1-800-831-9146, Credit Agricole Securities (USA) Inc. toll-free at 1-800-807-6030, Goldman Sachs & Co. LLC toll-free at 1-866-471-2526, Mizuho Securities USA LLC toll-free at 1-866-271-7403, or Morgan Stanley & Co. LLC toll-free at 1-866-718-1649.
