SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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) June 27, 1994
FORD MOTOR CREDIT COMPANY
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(Exact name of registrant as specified in its charter)
INCORPORATED IN DELAWARE 1-6368 38-1612444
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(State of other juris- (Commission File Number) (IRS Employer
diction of incorporation) Identification
No.)
THE AMERICAN ROAD, DEARBORN, MICHIGAN 48121
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 313-322-3000
<PAGE>
ITEM 5. OTHER EVENTS
Ford Motor Credit Company, a Delaware corporation (the
"Company"), has registered Debt Securities ("Debt Securities")
pursuant to Registration Statement No. 33-50295. The Debt
Securities were registered on Form S-3 to be offered on
a delayed or continuous basis pursuant to Rule 4l5 under the
Securities Act of 1933. The Debt Securities are to be issued
under an Indenture dated as of November 1, 1987, between the
Company and Continental Bank, National Association. The Company
has created a series of Debt Securities under such Indenture in
the aggregate principal amount of $500,000,000. Such series has
been designated as the Company's 7 1/2% Notes due June 15,
2004 (the "Notes"). The entire issue of the Notes will be
represented by four Global Securities, three, each in the
aggregate principal amount of $150,000,000 and one in the
aggregate principal amount of $50,000,000 (the "Global
Securities") except that in certain circumstances as provided in
the Indenture, the Global Securities will be exchanged for Notes
in definitive form (the "Definitive Notes"). Copies of the form
of specimen Global Security and form of Definitive Note are being
filed as exhibits to this Report.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS.
EXHIBITS
DESIGNATION DESCRIPTION METHOD OF FILING
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Exhibit 4.1 Form of specimen Global Security Filed with
relating to Ford Motor Credit this Report
Company's 7 1/2% Notes
due June 15, 2004.
Exhibit 4.2 Form of specimen Definitive Note Filed with
relating to Ford Motor Credit this Report
Company's 7 1/2% Notes
due June 15, 2004.
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned thereunto duly authorized
on the date indicated.
FORD MOTOR CREDIT COMPANY
(Registrant)
Date: June 27, 1994 By: /s/ R. P. Conrad
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R. P. Conrad
Assistant Secretary
<PAGE>
EXHIBIT INDEX
DESIGNATION DESCRIPTION
Exhibit 4.1 Form of specimen Global Security
relating to Ford Motor Credit
Company's 7 1/2% Notes due
June 15, 2004.
Exhibit 4.2 Form of Definitive Note relating
to Ford Motor Credit Company's
7 1/2% Notes due June 15, 2004.
[FORM OF GLOBAL SECURITY]
EXCEPT AS OTHERWISE PROVIDED IN SECTION 2.05 OF THE INDENTURE, THIS
SECURITY MAY BE TRANSFERRED, IN WHOLE BUT NOT IN PART, ONLY TO ANOTHER
NOMINEE OF THE DEPOSITORY OR TO A SUCCESSOR DEPOSITORY OR TO A NOMINEE OF
SUCH SUCCESSOR DEPOSITORY.
Unless this Certificate is presented by an authorized representative of The
Depository Trust Company, a New York Corporation ("DTC"), to Issuer or its
agent for registration of transfer, exchange or payment, and any certificate
issued is registered in the name of Cede & Co. or in such other name as is
requested by an authorized representative of DTC (and any payment is made to
Cede & Co. or to such other entity as is requested by an authorized
representative of DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE
OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL insomuch as the registered owner
hereof, Cede & Co., has an interest herein.
FORD MOTOR CREDIT COMPANY
$150,000,000
R1 CUSIP
7 1/2% Notes due June 15, 2004
FORD MOTOR CREDIT COMPANY, a corporation duly organized and existing
under the laws of the State of Delaware (herein called the "Company", which
term includes any successor corporation under the Indenture hereinafter
referred to), for value received, hereby promises to pay to CEDE & CO., or
registered assigns, the principal sum of ONE HUNDRED FIFTY MILLION DOLLARS
($150,000,000) on June 15, 2004, and to pay interest thereon from
June 29, 1994 or from the most recent Interest Payment Date to which
interest has been paid or duly provided for, semi-annually on June 15 and
December 15 in each year, commencing December 15, 1994, at the rate of
7 1/2% per annum, until the principal hereof is paid or made available for
payment. The interest so payable, and punctually paid or duly provided for,
on any Interest Payment Date will, as provided in the Indenture, be paid to
the Person in whose name this Security (or one or more Predecessor
Securities) is registered at the close of business on the Regular Record
Date for such interest, which shall be the June 1 or December 1 whether or
not a Business Day), as the case may be, next preceding such Interest
Payment Date.
Any such interest not so punctually paid or duly provided for will forthwith
cease to be payable to the Holder hereof on such Regular Record Date and may
either be paid to the Person in whose name this Security (or one or more
Predecessor Securities) is registered at the close of business on a Special
Record Date for the payment of such Defaulted Interest to be fixed by the
Trustee, notice whereof shall be given to the Holder hereof not less than 10
days prior to such Special Record Date, or be paid at any time in any other
lawful manner not inconsistent with the requirements of any securities
exchange on which the Securities of this series may be listed, and upon such
notice as may be required by such exchange, all as more fully provided in
the Indenture.
Payment of the principal of and any interest on this Security will be
made at the office or agency of the Company maintained for that purpose in
the Borough of Manhattan, the City and State of New York, or the City of
Chicago, the State of Illinois, in such coin or currency of the United
States of America as at the time of payment is legal tender for payment of
public and private debts and in immediately available funds; provided,
however, that at the option of the Company, payment of interest may be made
by wire transfer of immediately available funds to an account of the Person
entitled thereto as such account shall be provided to the Security Registrar
and shall appear in the Security Register.
This Security is one of the duly authorized securities of the Company
(herein called the "Securities") issued and to be issued in one or more
series under an Indenture dated as of November 1, 1987 (the "Indenture"),
between the Company and Continental Bank, National Association, as Trustee
(herein called the "Trustee," which term includes any successor trustee
under the Indenture with respect to the series of Securities represented
hereby), to which Indenture and all indentures supplemental thereto reference
is hereby made for a statement of the respective rights, limitations of
rights, duties and immunities thereunder of the Company, the Trustee and the
Holders of the Securities and of the terms upon which the Securities are, and
are to be, authenticated and delivered. This Security is a Global Security
representing $150,000,000 aggregate principal amount of the Company's 7 1/2%
Notes due June 15, 2004, limited in aggregate principal amount to
$500,000,000.
This Global Security is not subject to redemption.
If an Event of Default with respect to this Global Security shall occur
and be continuing, the principal hereof may be declared due and payable in
the manner and with the effect provided in the Indenture.
The Indenture permits, with certain exceptions as therein provided, the
amendment thereof and the modification of the rights and obligations of the
Company and the rights of the Holders of the Securities of each series to be
affected under the Indenture at any time by the Company and the Trustee with
the consent of the Holders of 66 2/3% in principal amount of the Outstanding
Securities of each series to be affected. The Indenture also contains
provisions permitting the Holders of specified percentages in principal
amount of the Outstanding Securities of each series, on behalf of the
Holders of all Outstanding Securities of such series, to waive compliance by
the Company with certain provisions of the Indenture and certain past
defaults under the Indenture and their consequences. Any such consent or
waiver by the Holder of this Global Security shall be conclusive and binding
upon such Holder and upon all future Holders of this Global Security and of
any Global Security issued upon the registration of transfer hereof or in
lieu hereof, whether or not notation of such consent or waiver is made upon
this Global Security.
<PAGE>
No reference herein to the Indenture and no provision of this Global
Security or of the Indenture shall alter or impair the obligation of the
Company, which is absolute and unconditional, to pay the amount of principal
of and interest on this Global Security herein provided, and at the times,
place and rate, and in the coin or currency, herein prescribed.
As provided in the Indenture and subject to certain limitations therein
set forth, particularly the limitation set forth in Section 2.05(b) of the
Indenture, the transfer of this Global Security is registrable in the
Security Register, upon surrender of this Global Security for registration
of transfer at the office or agency of the Company in any place where the
principal of and interest on this Global Security are payable, duly endorsed
by, or accompanied by a written instrument of transfer in form satisfactory
to the Company and the Security Registrar duly executed by, the Holder
hereof or his attorney duly authorized in writing, and thereupon a new Global
Security of this series for the same aggregate principal amount will be
issued to the designated transferee or transferees.
No service charge shall be made for any such registration of transfer,
but the Company may require payment of a sum sufficient to cover any tax or
other governmental charge payable in connection therewith.
Prior to due presentment of this Global Security for registration of
transfer, the Company, the Trustee and any agent of the Company or the
Trustee may treat the Person in whose name this Global Security is
registered as the owner hereof for all purposes, whether or not this Global
Security be overdue, and neither the Company, the Trustee nor any such agent
shall be affected by notice to the contrary.
Upon the occurrence of an event described in Section 2.05 (c) of the
Indenture, the Holder hereof shall surrender this Global Security to the
Trustee for cancellation whereupon, in accordance with said Section 2.05
(c), the Company will execute and the Trustee will authenticate and deliver
Securities of this series in definitive registered form without coupons, in
denominations of $5,000 and any integral multiple thereof, and in an
aggregate principal amount equal to the principal amount of this Global
Security in exchange for this Global Security.
All terms used in this Global Security which are defined in the
Indenture shall have the meanings assigned to them in the Indenture.
Unless the certificate of authentication hereon has been executed by
the Trustee by manual signature, this Global Security shall not be entitled
to any benefit under the Indenture or be valid or obligatory for any purpose.
<PAGE>
IN WITNESS WHEREOF, Ford Motor Credit Company has caused this
instrument to be signed by its Chairman of the Board, or its President, or
one of its Vice Presidents, and by its Treasurer or one of its Assistant
Treasurers, manually or in facsimile, and its corporate seal to be imprinted
hereon.
Dated: June 29, 1994 FORD MOTOR CREDIT COMPANY
By Specimen
-----------------------
Chairman of the Board
[CORPORATE SEAL]
By Specimen
------------------------
Treasurer
Attest:
Assistant Secretary
<PAGE>
TRUSTEE'S CERTIFICATE OF AUTHENTICATION
This is the Global Security of the series designated
therein referred to in the within-mentioned Indenture.
CONTINENTAL BANK,
NATIONAL ASSOCIATION,As Trustee,
By Specimen
---------------------
Authorized Officer
<PAGE>
FOR VALUE RECEIVED, the undersigned hereby sells,
assigns and transfers unto
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
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- --------------------------------------------------------------------------
(Print or Type Name and Address including Zip Code of Assignee)
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the within Global Security, and all rights thereunder, hereby irrevocably
constituting and appointing
- -------------------------------------------------------------------attorney
to transfer said Global Security on the books of the Company, with full
power of substitution in the premises.
Dated:
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NOTE: The signature to this assignment must correspond with the name
as written upon the face of the within Global Security in every particular
without alteration or enlargement or any change whatsoever and must be
guaranteed by a commercial bank or trust company having its principal office
or correspondent in The City of New York or by a member of the New York
Stock Exchange.
[FORM OF FACE OF NOTE]
FORD MOTOR CREDIT COMPANY
NO. $
7 1/2% Notes due June 15, 2004
FORD MOTOR CREDIT COMPANY, a corporation duly organized and existing
under the laws of the State of Delaware (herein called the "Company", which
term includes any successor corporation under the Indenture hereinafter
referred to), for value received, hereby promises to pay to ---------------,
or registered assigns, the principal sum of -------------------------------
DOLLARS on June 15, 2004, and to pay interest thereon from June 29,
1994 or from the most recent Interest Payment Date to which interest has
been paid or duly provided for, semi-annually on June 15 and December 15 in
each year, commencing December 15, 1994, at the rate of 7 1/2% per annum,
until the principal hereof is paid or made available for payment. The
interest so payable, and punctually paid or duly provided for, on any
Interest Payment Date will, as provided in the Indenture, be paid to the
Person in whose name this Security (or one or more Predecessor Securities) is
registered at the close of business on the Regular Record Date for such
interest, which shall be the June 1 or December 1 (whether or not a
Business Day), as the case may be, next preceding such Interest Payment
Date. Any such interest not so punctually paid or duly provided for will
forthwith cease to be payable to the Holder on such Regular Record Date and
may either be paid to the Person in whose name this Security (or one or
more Predecessor Securities) is registered at the close of business on a
Special Record Date for the payment of such Defaulted Interest to be fixed
by the Trustee, notice whereof shall be given to the Holders of Securities
of this series not less than 10 days prior to such Special Record Date, or
be paid at any time in any other lawful manner not inconsistent with the
requirements of any securities exchange on which the Securities of this
series may be listed, and upon such notice as may be required by such
exchange, all as more fully provided in the Indenture.
Payment of the principal of and any interest on this Security will be
made at the office or agency of the Company maintained for that purpose in
the Borough of Manhattan, the City and State of New York, or the City of
Chicago, the State of Illinois, in such coin or currency of the United
States of America as at the time of payment is legal tender for payment of
public and private debts and in immediately available funds; provided,
however, that at the option of the Company, payment of interest may be made
by check mailed to the address of the Person entitled thereto as such
address shall appear in the Security Register.
Reference is hereby made to the further provisions of this Security set
forth on the reverse hereof, which further provisions shall for all
purposes have the same effect as if set forth at this place.
<PAGE>
Unless the certificate of authentication hereon has been executed by the
Trustee referred to on the reverse hereof by manual signature, this
Security shall not be entitled to any benefit under the Indenture or be
valid or obligatory for any purpose.
IN WITNESS WHEREOF, Ford Motor Credit Company has caused this instrument
to be signed by its Chairman of the Board, or its President, or one of its
Vice Presidents, and by its Treasurer or one of its Assistant Treasurers,
manually or in facsimile, and a facsimile of its corporate seal to be
imprinted hereon.
Dated: FORD MOTOR CREDIT COMPANY
By
[CORPORATE SEAL] By
TRUSTEE'S CERTIFICATE OF AUTHENTICATION
This is one of the Securities of the series designated
therein referred to in the within-mentioned Indenture.
Continental Bank, National Association,
As Trustee,
By
-----------------------------------------
Authorized Officer
[FORM OF REVERSE OF NOTE]
FORD MOTOR CREDIT COMPANY
7 1/2% Notes due June 15, 2004
This Security is one of a duly authorized issue of securities of the
Company (herein called the "Securities") issued and to be issued in one or
more series under an Indenture dated as of November 1, 1987 (the
"Indenture"), between the Company and Continental Bank, National
Association, Trustee (herein called the "Trustee", which term includes any
successor trustee under the Indenture with respect to the series of which
this Security is a part), to which Indenture and all indentures
supplemental thereto reference is hereby made for a statement of the
respective rights, limitations of rights, duties and immunities thereunder
of the Company, the Trustee and the Holders of the Securities and of the
terms upon which the Securities are, and are to be, authenticated and
delivered. This Security is one of the Securities of the series designated
on the face hereof, limited in aggregate principal amount to $500,000,000.
<PAGE>
The Securities of this series are not subject to redemption.
If an Event of Default with respect to the Securities of this series
shall occur and be continuing, the principal of the Securities of this
series may be declared due and payable in the manner and with the effect
provided in the Indenture.
The Indenture permits, with certain exceptions as therein provided, the
amendment thereof and the modification of the rights and obligations of the
Company and the rights of the Holders of the Securities of each series to
be affected under the Indenture at any time by the Company and the Trustee
with the consent of the Holders of 66 2/3% in principal amount of the
Outstanding Securities of each series to be affected. The Indenture also
contains provisions permitting the Holders of specified percentages in
principal amount of the Outstanding Securities of each series, on behalf of
the Holders of all Outstanding Securities of such series, to waive
compliance by the Company with certain provisions of the Indenture and
certain past defaults under the Indenture and their consequences. Any such
consent or waiver by the Holder of this Security shall be conclusive and
binding upon such Holder and upon all future Holders of this Security and
of any Security issued upon the registration of transfer hereof or in
exchange or in lieu hereof, whether or not notation of such consent or
waiver is made upon this Security.
No reference herein to the Indenture and no provision of this Security
or of the Indenture shall alter or impair the obligation of the Company,
which is absolute and unconditional, to pay the amount of principal of and
interest on this Security herein provided, and at the times, place and
rate, and in the coin or currency, herein prescribed.
As provided in the Indenture and subject to certain limitations therein
set forth, the transfer of this Security is registrable in the Security
Register, upon surrender of this Security for registration of transfer at
the office or agency of the Company in any place where the principal of and
interest on this Security are payable, duly endorsed by, or accompanied by
a written instrument of transfer in form satisfactory to the Company and
the Security Registrar duly executed by, the Holder hereof or his attorney
duly authorized in writing, and thereupon one or more new Securities of
this series, of authorized denominations and for the same aggregate
principal amount, will be issued to the designated transferee or
transferees.
<PAGE>
The Securities of this series are issuable only in registered form
without coupons in denominations of $5,000 and any integral multiple
thereof. As provided in the Indenture and subject to certain limitations
therein set forth, Securities of this series are exchangeable for a like
aggregate principal amount of Securities of this series of different
authorized denominations as requested by the Holder surrendering the same.
No service charge shall be made for any such registration of transfer or
exchange, but the Company may require payment of a sum sufficient to cover
any tax or other governmental charge payable in connection therewith.
Prior to due presentment of this Security for registration of transfer,
the Company, the Trustee and any agent of the Company or the Trustee may
treat the Person in whose name this Security is registered as the owner
hereof for all purposes, whether or not this Security be overdue, and
neither the Company, the Trustee nor any such agent shall be affected by
notice to the contrary.
All terms used in this Security which are defined in the Indenture shall
have the meanings assigned to them in the Indenture.
