Ally Financial Inc 8-K, filed Dec 11, 2020
Ally Financial Inc. (ALLY)
8-K
2020-12-11
For: 2020-12-11
View Original
Added on
April 09, 2026
About this 8-K
Ally Financial Inc filed this 8-K on December 11, 2020.
Items reported
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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)
Commission file number: 1-3754
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of | (I.R.S. Employer | |||||||
| incorporation or organization) | Identification No.) | |||||||
(Address of principal executive offices)
(Zip Code)
(866 ) 710-4623
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events.
On December 11, 2020, Ally Financial Inc. (“Ally”) announced that it is terminating the offering of its Variable Denomination Adjustable Rate Demand Notes (the “Demand Notes”) and redeeming in full all outstanding Demand Notes as of March 1, 2021. Ally anticipates that it will cease offering Demand Notes beginning on or about February 18, 2021. The current aggregate principal amount of outstanding Demand Notes held by investors that are not wholly-owned subsidiaries of Ally Financial Inc. is approximately $2.5 billion and the interest rate is determined on a weekly basis and may vary based on outstanding account balance. Holders of Demand Notes may continue to demand repayment of Demand Notes at any time in advance of the redemption by Ally, as permitted under the terms of the Demand Notes.
A copy of the Notice of Termination and Full Redemption issued to holders announcing the termination of the offering of the Demand Notes and redemption of all outstanding Demand Notes is attached hereto as Exhibit 99.1.
Item 9.01 Exhibits.
Exhibit No. | Description of Exhibits | ||||
| 99.1 | |||||
| 104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL | ||||
SIGNATURES
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 hereunto duly authorized.
Ally Financial Inc. (Registrant) | ||||||||||||||||||||
| Dated: | December 11, 2020 | /s/ David J. DeBrunner | ||||||||||||||||||
| David J. DeBrunner | ||||||||||||||||||||
| Vice President, Chief Accounting Officer and Controller | ||||||||||||||||||||
NOTICE OF TERMINATION AND FULL REDEMPTION
To the Holders of
ALLY FINANCIAL INC.
VARIABLE DENOMINATION ADJUSTABLE RATE DEMAND NOTES
NOTICE IS HEREBY GIVEN that, pursuant to Sections 13.01 and 13.02 of the Indenture dated as of October 15, 1985, as it has been amended from time to time (the “Indenture”), between Ally Financial Inc., a Delaware corporation (as successor under the Indenture to General Motors Acceptance Corporation) (the “Company”), and U.S. Bank National Association (as successor under the Indenture to Manufacturers National Bank of Detroit), as trustee (the “Trustee”), relating to the Company’s Variable Denomination Adjustable Rate Demand Notes (the “Demand Notes”), all of the Demand Notes outstanding on the Redemption Date (as defined below) (the “Redeemed Demand Notes”) are being called for optional redemption on March 1, 2021 (the “Redemption Date”). The Demand Notes program will be terminated as of the Redemption Date and no further offerings of Demand Notes will be made by the Company. Capitalized terms used herein and not defined are used as defined in the Indenture.
The redemption price will be equal to the principal amount of the Redeemed Demand Notes on the Redemption Date, plus accrued and unpaid interest on the principal amount of the Redeemed Demand Notes to, but excluding, the Redemption Date (the “Redemption Price”).
On the Redemption Date, the Redemption Price will become due in respect of the Redeemed Demand Notes. Unless the Company defaults in paying the Redemption Price, interest on the Redeemed Demand Notes will cease to accrue on and after the Redemption Date.
Northern Trust is the Paying Agent with respect to the Demand Notes subject to redemption. The Paying Agent will provide further instructions regarding its redemption process. You must follow the Paying Agent’s redemption process in order to receive the Redemption Price. The Paying Agent’s address is:
Registered, Courier or Certified Mail: | Regular Mail: | ||||
Ally Demand Notes 5505 N. Cumberland Ave., Suite 307 Chicago, IL 60656 | Ally Demand Notes The Northern Trust Company P.O. Box 75707 Chicago, IL 60675-5707 | ||||
IMPORTANT TAX INFORMATION
In accordance with United States federal tax laws, payers are required to withhold 24% of the payment upon redemption to certain U.S. noteholders who have not returned a correctly completed IRS Form W-9 entitled “Request for Taxpayer Identification Number and Certification.” If you need a copy of the IRS Form W-9 you should be able to obtain one from your local bank or IRS service center, or from the IRS website (www.irs.gov). If you have not previously furnished us with an IRS Form W-9, please forward a correctly completed IRS Form W-9 to the address above together with your Redeemed Demand Notes to avoid any such withholding and penalties. Those holders who are required to provide their taxpayer identification number on IRS Form W-9 and who fail to do so may also be subject to a penalty of $50. Payers may be required to withhold 24% of the payment upon redemption to non-U.S. noteholders that fail to certify their exempt status by properly completing the applicable IRS Form W-8.
Direct inquiries to the Paying Agent by telephone at (800) 684-8823.
Date: December 11, 2020 Ally Financial Inc.