Filed Pursuant to Rule 424(b)(2)
File No. 333-182197
Pricing Supplement No. 134
Dated: August 12, 2014
(To Prospectus dated June 18, 2012 and Prospectus Supplement dated June 18, 2012)
CALCULATION OF REGISTRATION FEE
Class of securities offered | | Medium-Term Senior Notes, Series E |
Aggregate offering price | | $400,000,000 |
Amount of registration fee | | $51,520* |
*The filing fee of $51,520 is calculated in accordance with Rule 457(r) of the Securities Act of 1933.
This Pricing Supplement consists of 4 page(s).
AMERICAN EXPRESS CREDIT CORPORATION
Medium-Term Senior Notes, Series E
Due Nine Months or More from Date of Issue
Principal Amount or Face Amount: $400,000,000
Issue Price: 100.000%, plus accrued interest, if any, from August 15, 2014
Proceeds to Company on original issuance: $398,600,000 (before expenses)
Commission: $1,400,000 (0.350%)
Agent:
o Barclays Capital Inc. | | o Mischler Financial Group, Inc. |
o BNP Paribas Securities Corp. | | x Mitsubishi UFJ Securities (USA), Inc. |
o BNY Mellon Capital Markets, LLC | | x Mizuho Securities USA Inc. |
o CastleOak Securities, L.P. | | o Morgan Stanley & Co. LLC |
x Citigroup Global Markets Inc. | | x RBC Capital Markets, LLC |
o Credit Suisse Securities (USA) LLC | | o RBS Securities Inc. |
o Deutsche Bank Securities Inc. | | x Samuel A. Ramirez & Company, Inc. |
o Goldman, Sachs & Co. | | o UBS Securities LLC |
x HSBC Securities (USA) Inc. | | o U.S. Bancorp Investments, Inc. |
o J. P. Morgan Securities LLC | | o Wells Fargo Securities, LLC |
o Lebenthal & Co., LLC | | x The Williams Capital Group, L.P. |
o Lloyds Securities Inc. | | x Other: nabSecurities, LLC |
x Merrill Lynch, Pierce, Fenner & Smith | | TD Securities (USA) LLC |
Incorporated | | |
1
Agent | | Amount | |
Citigroup Global Markets Inc. | | $ | 80,000,000 | |
HSBC Securities (USA) Inc. | | $ | 80,000,000 | |
Merrill Lynch, Pierce, Fenner & Smith Incorporated | | $ | 80,000,000 | |
RBC Capital Markets, LLC | | $ | 80,000,000 | |
Mitsubishi UFJ Securities (USA), Inc. | | $ | 18,500,000 | |
Mizuho Securities USA Inc. | | $ | 18,500,000 | |
nabSecurities, LLC | | $ | 18,500,000 | |
TD Securities (USA) LLC | | $ | 18,500,000 | |
The Williams Capital Group, L.P. | | $ | 4,000,000 | |
Samuel A. Ramirez & Company, Inc. | | $ | 2,000,000 | |
Total | | $ | 400,000,000 | |
| | | | |
Agents’ capacity on original issuance: | | | o As Agent | |
| | | x As Principal | |
If as principal:
o The Notes are being offered at varying prices related to prevailing market prices at the time of resale.
x The Notes are being offered at a fixed initial public offering price of 100.000% of Principal Amount or Face Amount.
Form of Note: x Global o Definitive
Trade Date: | | August 12, 2014 |
| | |
Original Issue Date: | | August 15, 2014 |
| | |
Stated Maturity: | | August 15, 2019 |
Specified Currency (if other than U.S. Dollars): N/A
Authorized Denominations (if other than as set forth in the Prospectus Supplement): Minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof
Interest Payment Dates: Interest on the notes is payable on February 15, May 15, August 15 and November 15 of each year, beginning November 15, 2014; subject to adjustment in accordance with the modified following business day convention.
First Interest Payment Date: November 15, 2014
Indexed Principal Note: o Yes (See Attached) x No
Type of Interest Rate: o Fixed Rate x Floating Rate o Indexed Rate (See Attached)
Interest Rate (Fixed Rate Notes): N/A
Initial Interest Rate (Floating Rate Notes): TBD
Base Rate: | o CD Rate | o Commercial Paper Rate |
| o EURIBOR | o Federal Funds Rate |
| x LIBOR | o Treasury Rate |
| o Prime Rate | o Other (See Attached) |
Calculation Agent: The Bank of New York Mellon
Computation of Interest (If other than as set forth in the Prospectus Supplement):
o 30 over 360 | o Actual over Actual |
x Actual over 360 | o Other (See Attached) |
Interest Reset Dates: Quarterly on the 15th day of each February, May, August and November; subject to adjustment in accordance with the modified following business day convention.
Rate Determination Dates (If other than as set forth in the Prospectus Supplement): Second London banking day prior to applicable Interest Reset Date
Index Maturity: 90 days
Spread (+/-): +49 basis points
Spread Multiplier: None
Change in Spread, Spread Multiplier or Fixed Interest Rate prior to Stated Maturity:
o Yes (See Attached) x No
Maximum Interest Rate: None
Minimum Interest Rate: None
Amortizing Note: o Yes (See Attached) x No
Optional Redemption: o Yes x No
Optional Redemption Dates: | N/A | |
Redemption Prices: | N/A | |
Redemption: | o In whole only and not in part | |
| o May be in whole or in part | |
| | | |
Optional Repayment: o Yes x No
Optional Repayment Dates: | N/A | |
Optional Repayment Prices: | N/A | |
Discount Note: o Yes x No
Total Amount of OID: | N/A | |
Bond Yield to Call: | N/A | |
Yield to Maturity: N/A
CUSIP: 0258M0DQ9
ISIN: US0258M0DQ92
DESCRIPTION OF THE NOTES:
The description in this Pricing Supplement of the particular terms of the Medium-Term Senior Notes offered hereby supplements, and to the extent inconsistent therewith replaces, the description of the general terms and provisions of the Notes set forth in the accompanying Prospectus dated June 18, 2012 and Prospectus Supplement dated June 18, 2012 to which reference is hereby made.
NOTICE TO CANADIAN INVESTORS. Each purchaser of these securities that is resident in Canada or otherwise subject to the requirements of Canadian securities laws in connection with its purchase will be deemed to have represented and warranted to the issuer and the underwriters that it is an “accredited investor” as defined in National Instrument 45-106 Prospectus and Registration Exemptions of the Canadian Securities Administrators and, if relying on subsection (m) of the definition of that term, is not a person created or being used solely to purchase or hold securities as an accredited investor, and that it is either purchasing the securities as principal for its own account or is deemed to be purchasing the securities as principal by applicable law. Each such purchaser further acknowledges that the securities have not been and will not be qualified for sale to the public under applicable Canadian securities laws and that any resale of the securities must be made in accordance with, or pursuant to an exemption from, or in a transaction not subject to, the prospectus requirements of those laws.