UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 1.01. | Entry into a Material Definitive Agreement. |
Effective February 24, 2023, American Honda Finance Corporation (“AHFC”), amended (the “First 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.
The First Amendment, among other things, extended the commitment termination date from February 24, 2023 to February 23, 2024, amended the definition for Sanctioned Person and amended certain representations regarding compliance with the Office of Foreign Assets Control of the United States Department of the Treasury and anti-corruption laws.
The foregoing description of the First Amendment does not purport to be complete and is qualified in its entirety by reference to the complete text of such First 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.
On February 27, 2023, pursuant to Section 2.8 of the $2,100,000,000 Three Year Credit Agreement, dated as of February 25, 2022 (“3-Year Credit Agreement”), entered into by and among the AHFC, 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, and MUFG Bank, Ltd., as Administrative Agent and Auction Agent, the Commitment Termination Date of the 3-Year Credit Agreement was extended to February 25, 2026.
Additionally, on February 27, 2023, pursuant to Section 2.8 of the $1,400,000,000 Five Year Credit Agreement, dated as of February 25, 2022 (“5-Year Credit Agreement”), entered into by and among the AHFC, 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, and MUFG Bank, Ltd., as Administrative Agent and Auction Agent, the Commitment Termination Date of the 5-Year Credit Agreement was extended to February 25, 2028.
| 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 | First Amendment, dated as of February 24, 2023, 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, 2023 | By: | /s/ Paul C. Honda | ||||
| Paul C. Honda | ||||||
| Vice President and Assistant Secretary | ||||||