-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LF6QoieW9qkIfs0yPBwNxNB+H9GbFEGJ5DY+ullReV7pXx5gCuJHY9piu3xYsm7M 7Bt/D61cYjR9Lp+1+Y5fSg== 0000834071-07-000082.txt : 20070413 0000834071-07-000082.hdr.sgml : 20070413 20070413164058 ACCESSION NUMBER: 0000834071-07-000082 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070413 DATE AS OF CHANGE: 20070413 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TOYOTA MOTOR CREDIT CORP CENTRAL INDEX KEY: 0000834071 STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141] IRS NUMBER: 953775816 STATE OF INCORPORATION: CA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 333-132201 FILM NUMBER: 07766266 BUSINESS ADDRESS: STREET 1: 19001 S. WESTERN AVENUE CITY: TORRANCE STATE: CA ZIP: 90509 BUSINESS PHONE: (310) 468-1310 MAIL ADDRESS: STREET 1: 19001 S. WESTERN AVENUE CITY: TORRANCE STATE: CA ZIP: 90509 424B3 1 mtn748.txt Rule 424(b)(3) Registration No. 333-132201 Pricing Supplement dated April 11, 2007 (To Prospectus dated March 7, 2006 and Prospectus Supplement dated March 7, 2006) TOYOTA MOTOR CREDIT CORPORATION Medium-Term Notes, Series B - Floating Rate Capitalized terms used in this Pricing Supplement that are defined in the Prospectus Supplement shall have the meanings assigned to them in the Prospectus Supplement. CUSIP: 89233PD94 Principal Amount (in Specified Currency): $350,000,000 Issue Price: 100% Trade Date: April 11, 2007 Original Issue Date: April 16, 2007 Stated Maturity Date: April 16, 2009 Initial Interest Rate: The Prime Rate on April 16, 2007 minus 2.92% Interest Payment Period: Quarterly Interest Payment Dates: The 16th of each January, April, July and October commencing July 16, 2007 Net Proceeds to Issuer: $349,860,000 Agents' Discount or Commission: 0.04% Agents: Merrill Lynch, Pierce, Fenner & Smith Incorporated Wachovia Capital Markets, LLC Agents' Capacity: [ ] Agent [X] Principal Calculation Agent: Deutsche Bank Trust Company Americas Interest Calculation: [X] Regular Floating Rate Note [ ] Inverse Floating Rate Note Fixed Interest Rate: [ ] Floating Rate/Fixed Rate Note Fixed Interest Rate: Fixed Rate Commencement Date: [ ] Other Floating Rate Note (see attached) Interest Rate Basis: [ ] CD Rate [ ] CMS Rate [ ] CMT Rate [ ] Commercial Paper Rate [ ] Eleventh District Cost of Funds Rate [ ] Federal Funds Rate [ ] LIBOR Reuters/Page: [ ] LIBOR Telerate/Page: [X] Prime Rate [ ] Treasury Rate [ ] Other (see attached) If CMT: Designated CMT Maturity Index: __ Year(s) Designated CMT Telerate Page: [ ] 7051 [ ] 7052 If 7052: [ ] Week [ ] Month Spread (+/-): -2.92% Spread Multiplier: Not Applicable Index Maturity: Daily Index Currency: U.S. Dollars Maximum Interest Rate: Not Applicable Minimum Interest Rate: Not Applicable Initial Interest Reset Date: April 17, 2007 Interest Rate Reset Period: Daily Interest Reset Dates: Each Business Day Interest Determination Date: The same Business Day as the related Interest Reset Date Day Count Convention: [ ] 30/360 [X] Actual/360 [ ] Actual/Actual Business Day Convention [X] Following [ ] Modified Following Redemption: Not Applicable Redemption Date(s): Notice of Redemption: Repayment: Not Applicable Optional Repayment Date(s): Repayment Price: Original Issue Discount: No Total Amount of OID: Yield to Maturity: Initial Accrual Period: Specified Currency: U.S. dollars Minimum Denominations: $1,000 and $1,000 increments thereafter Form of Note: [X] Book-entry only [ ] Certificated ADDITIONAL TERMS OF THE NOTES Interest Notwithstanding anything contained in this Pricing Supplement or the Prospectus Supplement to the contrary, the Interest Rate to be used for the two Business Days immediately prior to each Interest Payment Date (including the Stated Maturity Date) will be the Interest Rate in effect on the second Business Day preceding such Interest Payment Date (including the Stated Maturity Date). Plan of Distribution Under the terms of and subject to the conditions of a terms agreement under the Third Amended and Restated Distribution Agreement dated March 7, 2006 between TMCC and Merrill Lynch, Pierce, Fenner & Smith Incorporated ("Merrill Lynch"), Citigroup Global Markets Inc., Deutsche Bank Securities Inc., HSBC Securities (USA) Inc., J.P. Morgan Securities Inc., Morgan Stanley & Co. Incorporated and Toyota Financial Services Securities USA Corporation (the "Distribution Agreement"), Merrill Lynch, acting as principal, has agreed to purchase and TMCC has agreed to sell $100,000,000 in principal amount of the Notes at 99.96% of their principal amount. Under the terms of and subject to the conditions of an Appointment Agreement dated May 2, 2006 and an Appointment Agreement Confirmation dated April 11, 2007 (collectively, the "Appointment Agreement") between TMCC and Wachovia Capital Markets, LLC ("Wachovia"), Wachovia, acting as principal, has agreed to purchase and TMCC has agreed to sell $250,000,000 in principal amount of the Notes at 99.96% of their principal amount. Merrill Lynch and Wachovia may each resell the Notes to one or more investors or to one or more broker-dealers (acting as principal for the purposes of resale) at a price equal to 100% of their principal amount. Under the terms and conditions of the Distribution Agreement and the Appointment Agreement, the obligations of Merrill Lynch and Wachovia to purchase the Notes are several and not joint, and in the event of a default by any of Merrill Lynch or Wachovia, TMCC will issue the notes to the other dealer and the size of the offering will be correspondingly reduced. Under the terms and conditions of the Distribution Agreement and the Appointment Agreement, each of Merrill Lynch and Wachovia is committed to take and pay for its own full allocation of the Notes offered hereby if any of such allocation are taken. mlmtn174.doc mlmtn174.doc LA1:1105876.1 2 mlmtn174.doc -----END PRIVACY-ENHANCED MESSAGE-----