UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): February 23, 2024
AMERICAN HONDA FINANCE CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
| California | 001-36111 | 95-3472715 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
| 1919 Torrance Blvd., Torrance, California | 90501 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(310) 972-2555
(Registrant’s Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading symbol(s) | Name of exchange on which registered | ||
| 1.950% Medium-Term Notes, Series A Due October 18, 2024 | HMC/24D | New York Stock Exchange | ||
| 0.750% Medium-Term Notes, Series A Due November 25, 2026 | HMC/26A | New York Stock Exchange | ||
| 3.500% Medium-Term Notes, Series A Due April 24, 2026 | HMC/26F | New York Stock Exchange | ||
| 0.300% Medium-Term Notes, Series A Due July 7, 2028 | HMC/28A | New York Stock Exchange | ||
| 1.500% Medium-Term Notes, Series A Due October 19, 2027 | HMC/27A | New York Stock Exchange | ||
| 3.750% Medium-Term Notes, Series A Due October 25, 2027 | HMC/27B | New York Stock Exchange | ||
| 5.600% Medium-Term Notes, Series A Due September 6, 2030 | HMC/30A | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 1.01. | Entry into a Material Definitive Agreement. |
Effective February 23, 2024, American Honda Finance Corporation (“AHFC”), amended (the “Second Amendment”) its $3,500,000,000 364-Day Credit Agreement, dated as of February 25, 2022, among AHFC, as the borrower, the lenders party thereto, MUFG Bank, Ltd., as administrative agent and auction agent, JPMorgan Chase Bank, N.A., as syndication agent, Bank of America, N.A., Barclays Bank PLC, BNP Paribas, Citibank, N.A. and Mizuho Bank, Ltd., as documentation agents, and MUFG Bank, Ltd., JPMorgan Chase Bank, N.A., Barclays Bank PLC, BNP Paribas Securities Corp., BofA Securities, Inc., Citibank, N.A. and Mizuho Bank, Ltd., as joint lead arrangers and joint bookrunners (as amended from time to time, the “364-Day Credit Agreement”).
The Second Amendment, among other things, extended the commitment termination date from February 23, 2024 to February 21, 2025 and clarified certain representations regarding the governing law and process of any legal proceedings arising out of or relating to the 364-Day Credit Agreement or the transactions contemplated thereby
The foregoing description of the Second Amendment does not purport to be complete and is qualified in its entirety by reference to the complete text of such Second Amendment, a copy of which is included in this Current Report on Form 8-K as Exhibit 10.1 and is incorporated herein by reference.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth above under Item 1.01 is hereby incorporated by reference in its entirety in this Item 2.03.
| Item 9.01. | Financial Statements and Exhibits. |
Exhibit No. | Description | |
| 10.1 | Second Amendment, dated as of February 23, 2024, between AHFC and MUFG Bank, Ltd., as administrative agent and auction agent, for and on behalf of the banks party to the 364-Day Credit Agreement. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AMERICAN HONDA FINANCE CORPORATION | ||||||
| Date: February 27, 2024 | By: | /s/ Paul C. Honda | ||||
| Paul C. Honda | ||||||
| Vice President and Assistant Secretary | ||||||
