Filed Pursuant to Rule 424(b)(2)
File No. 333-204124
Pricing Supplement No. 137
Dated: May 20, 2015
(To Prospectus dated May 13, 2015 and Prospectus Supplement dated May 13, 2015)
CALCULATION OF REGISTRATION FEE
Class of securities offered | Medium-Term Senior Notes, Series F |
Aggregate offering price | $1,750,000,000 |
Amount of registration fee | $203,350* |
*The filing fee of $203,350 is calculated in accordance with Rule 457(r) of the Securities Act of 1933.
This Pricing Supplement consists of 4 pages.
AMERICAN EXPRESS CREDIT CORPORATION
Medium-Term Senior Notes, Series F
Due Nine Months or More from Date of Issue
Principal Amount or Face Amount: $1,750,000,000
Issue Price: 99.902%, plus accrued interest, if any, from May 26, 2015
Proceeds to Company on original issuance: $1,742,160,000 (before expenses)
Commission: $6,125,000 (0.350%)
Agent:
x | Barclays Capital Inc. |
o | BNY Mellon Capital Markets, LLC |
x | CastleOak Securities, L.P. |
o | Citigroup Global Markets Inc. |
o | Credit Suisse Securities (USA) LLC |
x | Deutsche Bank Securities Inc. |
x | Goldman, Sachs & Co. |
o | HSBC Securities (USA) Inc. |
o | J. P. Morgan Securities LLC |
x | Lebenthal & Co., LLC |
x | Lloyds Securities Inc. |
x | Merrill Lynch, Pierce, Fenner & Smith Incorporated |
o | Mischler Financial Group, Inc. |
x | Mitsubishi UFJ Securities (USA), Inc. |
x | Mizuho Securities USA Inc. |
o | RBC Capital Markets, LLC |
o | RBS Securities Inc. |
o | Samuel A. Ramirez & Company, Inc. |
o | SMBC Nikko Securities America, Inc. |
x | TD Securities (USA) LLC |
o | UBS Securities LLC |
o | U.S. Bancorp Investments, Inc. |
o | Wells Fargo Securities, LLC |
o | The Williams Capital Group, L.P. |
1
Agent | | Amount | |
Barclays Capital Inc. | | $ | 350,000,000 | |
Deutsche Bank Securities Inc. | | $ | 350,000,000 | |
Goldman, Sachs & Co. | | $ | 350,000,000 | |
Merrill Lynch, Pierce, Fenner & Smith Incorporated | | $ | 350,000,000 | |
Lloyds Securities Inc. | | $ | 83,125,000 | |
Mitsubishi UFJ Securities (USA), Inc. | | $ | 83,125,000 | |
Mizuho Securities USA Inc. | | $ | 83,125,000 | |
TD Securities (USA) LLC | | $ | 83,125,000 | |
CastleOak Securities, L.P. | | $ | 8,750,000 | |
Lebenthal & Co., LLC | | $ | 8,750,000 | |
Total | | $ | 1,750,000,000 | |
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 99.902% of Principal Amount or Face Amount.
Form of Note: x Global o Definitive
Trade Date: | May 20, 2015 |
| |
Original Issue Date: | May 26, 2015 |
| |
Stated Maturity: | May 26, 2020 |
Specified Currency (if other than U.S. Dollars): N/A
Authorized Denominations: Minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof
Interest Payment Dates: Semi-annually on the 26th day of each May and November. If the interest payment date falls on a day that is not a Business Day, interest will be paid on the next succeeding Business Day.
First Interest Payment Date: November 26, 2015
Indexed Principal Note: o Yes (See Attached) x No
Type of Interest Rate: x Fixed Rate o Floating Rate o Indexed Rate (See Attached)
Interest Rate (Fixed Rate Notes): 2.375%
Initial Interest Rate (Floating Rate Notes): N/A
Base Rate: | o CD Rate | o Commercial Paper Rate |
| o EURIBOR | o Federal Funds Rate |
| o LIBOR | o Treasury Rate |
| o Prime Rate | o Other (See Attached) |
Calculation Agent: N/A
Computation of Interest:
x 30 over 360 | o Actual over Actual |
o Actual over 360 | o Other (See Attached) |
Interest Reset Dates: N/A
Rate Determination Dates: N/A
Index Maturity: N/A
Spread (+/-): N/A
Spread Multiplier: N/A
Change in Spread, Spread Multiplier or Fixed Interest Rate prior to Stated Maturity:
Maximum Interest Rate: None
Minimum Interest Rate: None
Amortizing Note: o Yes (See Attached) | x No |
Optional Redemption: x Yes o No
Optional Redemption Dates: | On or after the date that is 31 days prior to maturity | |
Redemption Prices: | 100% of the principal amount of the notes being redeemed, together with any accrued and unpaid interest thereon to, but excluding, the date fixed for redemption | |
Redemption: | o In whole only and not in part |
| x 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: 2.396%
CUSIP: 0258M0DT3
ISIN: US0258M0DT32
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 May 13, 2015 and Prospectus Supplement dated May 13, 2015 to which reference is hereby made.