-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, Gn2X/EIe3Haf7fmN055BndQpDnlgAlGC6qNikp7xaQ6KZun3kU7EH8Zr1GzP2LJE yYAIyaWjZMlcsDBrEWwKMA== 0000040554-94-000104.txt : 19940414 0000040554-94-000104.hdr.sgml : 19940414 ACCESSION NUMBER: 0000040554-94-000104 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19940413 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENERAL ELECTRIC CAPITAL CORP CENTRAL INDEX KEY: 0000040554 STANDARD INDUSTRIAL CLASSIFICATION: 6172 IRS NUMBER: 131500700 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 033-58506 FILM NUMBER: 94522446 BUSINESS ADDRESS: STREET 1: 260 LONG RIDGE RD CITY: STAMFORD STATE: CT ZIP: 06927 BUSINESS PHONE: 2033574000 FORMER COMPANY: FORMER CONFORMED NAME: GENERAL ELECTRIC CREDIT CORP DATE OF NAME CHANGE: 19871216 424B3 1 MTN1832 PROSPECTUS Pricing Supplement No. 1832 Dated April 1, 1994 Dated April 7, 1994 PROSPECTUS SUPPLEMENT Rule 424(b)(3)-Registration Statement No. 33-58506 Dated April 1, 1994 Rule 424(b)(3)-Registration Statement No. 33-58508 GENERAL ELECTRIC CAPITAL CORPORATION GLOBAL MEDIUM-TERM NOTES (Fixed Rate Notes) Series: A X B __ C __ Trade Date: April 7, 1994 Principal Amount (in Specified Currency): US$150,000,000 Settlement Date (Original Issue Date): April 14, 1994 If Specified Currency is other than U.S. dollars, equivalent amount is U.S. dollars: N/A Maturity Date: April 14, 2008 (subject to earlier redemption or repayment on April 14, 1998 as described under "Additional Terms" below). U.S. dollars, equivalent amount in U.S. dollars: N/A Agent's Discount or Commission: .150% Price to Public (Issue Price): 100.00% Net Proceeds to Issuer (in Specified Currency): US$149,775,000 Interest Rate: Interest Rate Per Annum: 6.65% for the period from the Original Issue Date specified above up to but excluding April 14, 1998; thereafter, 8.00% per annum up to the Maturity Date. See "Additional Terms-Interest" below. Interest Payment Period: __ Annual X Semi-Annual __ Monthly __ Quarterly Interest Payment Dates if other than as set forth in the Prospectus Supplement: April 14 and October 14 of each year, commencing on October 14, 1994. CAPITALIZED TERMS USED IN THIS PRICING SUPPLEMENT WHICH ARE DEFINED IN THE ACCOMPANYING PROSPECTUS SUPPLEMENT SHALL HAVE THE MEANINGS ASSIGNED TO THEM IN THE PROSPECTUS SUPPLEMENT. (Fixed Rate Notes) Page 2 Pricing Supplement No. 1832 Dated April 7, 1994 Rule 424(b)(3)-Registration Statement No. 33-58506 Rule 424(b)(3)-Registration Statement No. 33-58508 Repayment, Redemption and Acceleration: See "Additional Terms" below. Original Issue Discount: Amount of OID: N/A Interest Accrual Date: N/A Yield to Maturity: N/A Initial Accrual Period OID: N/A Dual Currency Notes: Face Amount Currency: N/A Option Value Calculation Agent: N/A Optional Payment Currency: Option Election Date(s): N/A Designated Exchange Rate: N/A Amortizing Notes: Amortization Schedule: N/A Form and Denomination: The Notes will be issued in the form of a permanent registered global note deposited with or on behalf of the Depository Trust Company (the "Depositary"). See "Description of Notes-General" in the accompanying Prospectus Supplement. (Fixed Rate Notes) Page 3 Pricing Supplement No. 1832 Dated April 7, 1994 Rule 424(b)(3)-Registration Statement No. 33-58506 Rule 424(b)(3)-Registration Statement No. 33-58508 Additional Terms: The following description of the particular terms of the Notes offered hereby supplements the description of the general terms and provisions set forth in the Prospectus and the Prospectus Supplement dated April 1, 1994, to which description reference is hereby made. Capitalized terms used in this Pricing Supplement which are defined in the Prospectus or the Prospectus Supplement referred to above shall have the meanings assigned to them therein. General The Note will mature on April 14, 2008 (the "Maturity Date") and will be limited to $150,000,000 aggregate principal amount. The rate of interest on the Notes from April 14, 1994 to but excluding April 14, 1998 will be 6.65% per annum and, thereafter, the rate of interest will be 8.00% per annum. Each Note will bear interest from April 14, 1994 or from the most recent Interest Payment Date (as defined below) to which interest has been paid, payable on October 14 and April 14 in each year (each such date being referred to herein as an "Interest Payment Date"), commencing October 14, 1994, and on the Maturity Date, to the person in whose name such Note is registered at the close of business on the Regular Record Date next preceding such Interest Payment Date; provided, however, that interest payable on the Maturity Date will be payable to the person to whom principal is payable. Election to Continue to Hold Notes; Repayment Unless the holder of a Note makes a written election to continue to hold its Note, or any portion thereof which is a multiple of $1,000, such Note will be repaid on April 14, 1998 (as used hereunder with respect to the election to continue to hold, the "Repayment Date"). Notwithstanding an election to continue to hold a Note by the holder thereof, a Note may be purchased on April 14, (Fixed Rate Notes) Page 4 Pricing Supplement No. 1832 Dated April 7, 1994 Rule 424(b)(3)-Registration Statement No. 33-58506 Rule 424(b)(3)-Registration Statement No. 33-58508 1998 by the Company as described under "Redemption by the Company" below. The holder of a Note will, therefore, only continue to hold its Note after the Repayment Date if (i) the holder elects to continue to hold such Note and (ii) such Note is not redeemed by the Company. In order for the holder's election to continue to hold a Note to be effective, the Company must receive at the office of The Chase Manhattan Bank (National Association)(the "Paying Agent"), during the period commencing 60 days prior to the Repayment Date and ending on the close of business 30 calendar days prior to the Repayment Date (or, if such date is not a Business Day, the next succeeding Business Day) a telegram, facsimile transmissions or letter from a member of a national securities exchange or from a member of the National Association of Securities Dealers, Inc. or a commercial bank or a trust company in the United States setting forth (a) the name, address and telephone number of the holder of such Note, (b) the principal amount of such Note and the amount of such Note the holder is electing to continue to hold and (c) a statement that the election to continue to hold is being exercised thereby. Owners of beneficial interest in the Global Note can only elect to continue to hold such interests through Participants (as defined below) in the Depositary as described below. The election to continue to hold a Note by the holder thereof will be irrevocable. Accrued interest payable on the Repayment Date on the Notes to be repaid by the Company will be paid to the Depositary, as registered holder on the preceding Regular Record Date, and will be credited to the account of Participants in the Depositary in proportion to the respective holdings of the Notes. Notes acquired by the Company upon redemption or repayment as described above will be cancelled and will thereupon cease to be outstanding under the Indenture. All questions as to the validity, eligibility (including time of receipt) and acceptance of any election to continue to hold a Note will be determined by the Paying Agent, whose determination will be final and binding. (Fixed Rate Notes) Page 5 Pricing Supplement No. 1832 Dated April 7, 1994 Rule 424(b)(3)-Registration Statement No. 33-58506 Rule 424(b)(3)-Registration Statement No. 33-58508 The Company will comply with any applicable tender offer rules under the Securities Exchange Act of 1934 in connection with the election of the holders of the Notes to continue to hold the Notes after the Repayment Date. As long as the Notes are represented by a Global Note, the Depositary's nominee will be the holder of the Notes and therefore will be the only entity that can elect to continue to hold Notes. Accordingly, owners of beneficial interests in a Global Note must make an election to continue to hold such interests through procedures of the depositary and not by directly notifying the Paying Agent. Notice by the Depositary's participating organizations (the "Participants") or indirect participants or by owners of beneficial interest in a Global Note held through such Participants or indirect participants of the exercise of the election to continue to hold beneficial interests in Notes represented by a Global Note must be transmitted to the depositary in accordance with its procedures on a form required by the Depositary and provided to Participants. The Trustee and the Paying Agent are only required to treat the registered owners of the Global Note as the legal owner of the Global Note for all purposes under the Indenture. In order to ensure that the Depositary's nominee will timely elect to continue to hold a particular Global Note, the beneficial owner of such Note must instruct the broker or other Participant or indirect participant through which it holds an interest in such Note to notify the Depositary of its desire to elect to continue to hold such interest in sufficient time under the Depositary's procedures to ensure that the broker or other Participant or indirect participant may timely deliver notice to the Depositary. Different firms have different cut-off times for accepting instructions from their customers and, accordingly, each beneficial owner should consult the broker or other Participant or indirect participant through which it holds an interest in a Note in order to ascertain the cut off time by which such an instruction must be given in order for timely notice to be delivered tot he depositary. The Company will not be liable for any delay in the delivery to the Paying Agent of notices of election to continue to hold Notes. (Fixed Rate Notes) Page 6 Pricing Supplement No. 1832 Dated April 7, 1994 Rule 424(b)(3)-Registration Statement No. 33-58506 Rule 424(b)(3)-Registration Statement No. 33-58508 Redemption by the Company The Notes may be redeemed at the option of the Company on April 14, 1998 (as used hereunder with respect to the option of the Company to redeem, the "Redemption Date") at a price equal to 100% of the principal amount thereof, together with accrued interest to, but not including, the Redemption Date. Notice of redemption shall be provided by mailing a notice of such redemption to each holder by first class mail, postage prepaid, at least 30 and not more than 60 calendar days prior to the Redemption Date. The election by a holder to continue to hold the Notes is subject to the Company's right to redeem Notes on the Redemption Date. Because of the existence of the option to redeem by the Company, it is unlikely that a holder of Notes who has made a written election to continue to hold the Notes (as described above) will be able to continue to hold the Notes after the Redemption Date if market conditions make the yield on the Notes unattractive to the Company. Certain United States Tax Considerations: The following discussion supplements, and should be read in conjunction with, the statements contained in the Prospectus Supplement dated April 1, 1994 under the caption "United States Tax Considerations." Payment of Interest Under the OID Regulations, an issuer will be treated as exercising an option provided by a debt instrument to accelerate the maturity of the instrument if such exercise would lower the instrument's overall yield to maturity. The option of the Company to redeem the Notes on the Redemption Date would permit the Company to accelerate the maturity of the Notes and thus lower their overall yield. The Company therefore intends, for purposes of determining its deductible interest expense and reporting interest income to U.S. Holders, to treat the Notes as subject to the deemed exercise rule of the OID Regulations. On this basis, the Notes would be presumed to mature on the Redemption Date and the stated (Fixed Rate Notes) Page 7 Pricing Supplement No. 1832 Dated April 7, 1994 Rule 424(b)(3)-Registration Statement No. 33-58506 Rule 424(b)(3)-Registration Statement No. 33-58508 interest on the Notes would be includible in income of the U.S. Holder in accordance with its regular method of accounting. The Notes thus would not be treated as issued with OID. If the Company does not, in fact, exercise its option to redeem the Notes on the Redemption Date, and a U.S. Holder makes an election to continue to hold its Note, such U.S. Holder's Note would be treated as reissued on the Redemption Date for its adjusted issue price, which would be, for an initial U.S. Holder, the Note's stated offering price. The reissued Note would also not have OID, and thus the stated interest on the Notes would be includible in the income of the U.S. Holder in accordance with its regular method of accounting. Plan of Distribution: J.P. Morgan Securities Inc. (the "Agent") is acting as agent in connection with the distribution of the Notes. -----END PRIVACY-ENHANCED MESSAGE-----