Filed Pursuant to Rule 424(b)(2)
File No. 333-204124
Pricing Supplement No. 141
Dated: September 9, 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 | $1,500,000,000 |
Amount of registration fee | $174,300* |
*The filing fee of $174,300 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: $1,500,000,000
Issue Price: 99.921%, plus accrued interest, if any, from September 14, 2015
Proceeds to Company on original issuance: $1,493,565,000 (before expenses)
Commission: $5,250,000 (0.350%)
Agent:
x | Barclays Capital Inc. |
o | BNY Mellon Capital Markets, LLC |
o | CastleOak Securities, L.P. |
x | Citigroup Global Markets Inc. |
o | Credit Suisse Securities (USA) LLC |
o | Deutsche Bank Securities Inc. |
o | Goldman, Sachs & Co. |
x | HSBC Securities (USA) Inc. |
o | J. P. Morgan Securities LLC |
o | Lebenthal & Co., LLC |
x | Lloyds Securities Inc. |
o | Merrill Lynch, Pierce, Fenner & Smith |
| Incorporated |
o | Mischler Financial Group, Inc. |
x | Mitsubishi UFJ Securities (USA), Inc. |
o | Mizuho Securities USA Inc. |
x | RBC Capital Markets, LLC |
o | RBS Securities Inc. |
o | Samuel A. Ramirez & Company, Inc. |
x | SMBC Nikko Securities America, Inc. |
o | TD Securities (USA) LLC |
o | UBS Securities LLC |
o | U.S. Bancorp Investments, Inc. |
o | Wells Fargo Securities, LLC |
x | The Williams Capital Group, L.P. |
x | Other: nabSecurities, LLC |
| RedTail Capital Markets, LLC |
Agent |
| Amount |
| |
Barclays Capital Inc. |
| $ | 300,000,000 |
|
Citigroup Global Markets Inc. |
| $ | 300,000,000 |
|
HSBC Securities (USA) Inc. |
| $ | 300,000,000 |
|
RBC Capital Markets, LLC |
| $ | 300,000,000 |
|
Lloyds Securities Inc. |
| $ | 71,250,000 |
|
Mitsubishi UFJ Securities (USA), Inc. |
| $ | 71,250,000 |
|
nabSecurities, LLC |
| $ | 71,250,000 |
|
SMBC Nikko Securities America, Inc. |
| $ | 71,250,000 |
|
RedTail Capital Markets, LLC |
| $ | 7,500,000 |
|
The Williams Capital Group, L.P. |
| $ | 7,500,000 |
|
Total |
| $ | 1,500,000,000 |
|
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 99.921% of Principal Amount or Face Amount.
Form of Note: x Global o Definitive
Trade Date: | September 9, 2015 |
|
|
Original Issue Date: | September 14, 2015 |
|
|
Stated Maturity: | September 14, 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 14th day of each March and September. 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: March 14, 2016
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): 2.600%
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:
o Yes (See Attached) | x | No |
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: 2.617%
CUSIP: 0258M0DX4
ISIN: US0258M0DX44
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.
PLAN OF DISTRIBUTION
Selling Restrictions
Canada
The notes may be sold only to purchasers purchasing, or deemed to be purchasing, as principal that are accredited investors, as defined in National Instrument 45-106 Prospectus Exemptions or subsection 73.3(1) of the Securities Act (Ontario), and are permitted clients, as defined in National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations. Any resale of the notes must be made in accordance with an exemption from, or in a transaction not subject to, the prospectus requirements of applicable securities laws.
Securities legislation in certain provinces or territories of Canada may provide a purchaser with remedies for rescission or damages if this prospectus (including any amendment thereto) contains a misrepresentation, provided that the remedies for rescission or damages are exercised by the purchaser within the time limit prescribed by the securities legislation of the purchaser’s province or territory. The purchaser should refer to any applicable provisions of the securities legislation of the purchaser’s province or territory for particulars of these rights or consult with a legal advisor.
Pursuant to section 3A.3 of National Instrument 33-105 Underwriting Conflicts (NI 33-105), the dealers are not required to comply with the disclosure requirements of NI 33-105 regarding underwriter conflicts of interest in connection with this offering.
