Filed Pursuant to Rule 433
  Dated May 12, 2014
  Registration Statement No. 333-178262

 

GENERAL ELECTRIC CAPITAL CORPORATION

 

GLOBAL MEDIUM-TERM NOTES, SERIES A

 

(Senior Unsecured Fixed Rate Notes)

 

Investing in these notes involves risks. See “Risk Factors” in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2013 filed with the Securities and Exchange Commission and in the Prospectus and Prospectus Supplement pursuant to which these notes are issued.

 

Issuer: General Electric Capital Corporation
   
Trade Date: May 12, 2014
   
Settlement Date (Original Issue Date): May 15, 2014
   
Maturity Date: May 15, 2017
   
Principal Amount: US $1,000,000,000
   
Price to Public (Issue Price): 99.985%
   
Agents Commission: 0.200%
   
All-in Price: 99.785%
   
Net Proceeds to Issuer: US $997,850,000
   
Treasury Benchmark: 0.875% due May 15, 2017
   
Treasury Yield: 0.875%
   
Spread to Treasury Benchmark: Plus 0.38%
   
Reoffer Yield: 1.255%
   
Interest Rate Per Annum: 1.250%
   
Interest Payment Dates: Semi-annually on the 15th day of each May and November, commencing November 15, 2014 and ending on the Maturity Date
   
Optional Redemption: The notes will not be subject to redemption at General Electric Capital Corporation’s option at any time prior to April 13, 2017. The notes may be redeemed in whole or in part on April 13, 2017 at General Electric Capital Corporation’s option at a redemption price equal to 100.00% of the principal amount of the notes plus accrued interest thereon to but excluding the date of redemption
   
Call Notice Period: At least 30 calendar days but not more than 60 calendar days
   
Put Dates (if any): None
   
Put Notice Period: None
   
Day Count Convention: 30/360, Following Unadjusted
   
Business Day Convention: New York
 

  Page 2
  Filed Pursuant to Rule 433
  Dated May 12, 2014
  Registration Statement No. 333-178262

 

Denominations: Minimum of $1,000 with increments of $1,000 thereafter
   
CUSIP: 36962G7J7
   
ISIN: US36962G7J74

 

Plan of Distribution:

 

The Notes are being purchased by the underwriter listed below (the “Underwriter”), as principal, at 99.985% of the aggregate principal amount less an underwriting discount equal to 0.200% of the principal amount of the Notes.

 

Institution  Commitment 
Lead Managers:     
Barclays Capital Inc.  $186,000,000 
Citigroup Global Markets Inc.  $186,000,000 
Goldman Sachs & Co.  $186,000,000 
J.P. Morgan Securities LLC  $186,000,000 
Morgan Stanley & Co. LLC  $186,000,000 
Co-Managers:     
Blaylock Robert Van, LLC  $10,000,000 
CastleOak Securities, L.P.  $10,000,000 
Lebenthal & Co., LLC  $10,000,000 
Loop Capital Markets LLC  $10,000,000 
Mischler Financial Group, Inc.  $10,000,000 
Samuel A. Ramirez & Company, Inc.  $10,000,000 
The Williams Capital Group, L.P.  $10,000,000 
Total  $1,000,000,000 

 

The Issuer has agreed to indemnify the Underwriter against certain liabilities, including liabilities under the Securities Act of 1933, as amended.

 

CAPITALIZED TERMS USED HEREIN WHICH ARE DEFINED IN THE PROSPECTUS SUPPLEMENT SHALL HAVE THE MEANINGS ASSIGNED TO THEM IN THE PROSPECTUS SUPPLEMENT.

 

The Issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the Issuer has filed with the SEC for more complete information about the Issuer and this offering. You may get these documents for free by visiting the SEC Web site at www.sec.gov. Alternatively, the Issuer or the underwriter participating in the offering will arrange to send you the prospectus if you request it by calling Barclays Capital Inc. toll-free at 1-888-603-5847, Citigroup Global Markets Inc. toll-free at 1-800-831-9146, Goldman, Sachs & Co. toll-free at 1-866-471-252, J.P. Morgan Securities LLC collect at 1-212-834-4533 or Morgan Stanley & Co. LLC toll free at 1-866-718-1649.