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EX-99.1 - EX-99.1 - CNH Industrial Capital LLCd38083dex991.htm

 

 

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): November 4, 2015 (November 3, 2015)

 

 

CNH Industrial Capital LLC

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   000-55510   39-1937630

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

5729 Washington Avenue

Racine, Wisconsin

  53406
(Address of principal executive offices)   (Zip Code)

(262) 636-6011

(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:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 8.01. Other Events.

On November 3, 2015, CNH Industrial N.V. announced that its wholly-owned subsidiary, CNH Industrial Capital LLC (“CNH Industrial Capital”), priced $600 million aggregate principal amount of 4.375% notes due 2020. The notes will mature on November 6, 2020. Interest on the notes will be paid on May 6 and November 6 of each year, commencing on May 6, 2016. The notes will be guaranteed by CNH Industrial Capital America LLC and New Holland Credit Company, LLC, each a wholly-owned subsidiary of CNH Industrial Capital. The net proceeds of the offering are intended to be added to CNH Industrial Capital’s general funds and used for working capital and other general corporate purposes, including, among other things, the purchase of receivables or other assets in the ordinary course of business. The net proceeds may also be applied to repay CNH Industrial Capital’s indebtedness as it becomes due.

The notes and the related guarantees are being offered and sold under a registration statement on Form F-3ASR (Registration Nos. 333-206891-01, 333-206891-02, 333-206891-03), filed with the Securities and Exchange Commission (the “SEC”) on September 11, 2015. CNH Industrial Capital and the guarantors have also filed with the SEC a prospectus supplement, dated November 3, 2015, together with the accompanying prospectus, dated September 11, 2015, in connection with the offering of the notes and the related guarantees.

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995

This Current Report on Form 8-K, including Exhibit 99.1, contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact contained herein are forward-looking statements. These forward-looking statements may include terminology such as “may,” “will,” “expect,” “could,” “should,” “intend,” “estimate,” “anticipate,” “believe,” “outlook,” “continue,” “remain,” “on track,” “design,” “target,” “objective,” “goal,” or similar terminology. The forward-looking statements involve risks and uncertainties that could cause actual results to differ (possibly materially) from such forward-looking statements, including the risks and uncertainties discussed in our recent filings with the SEC. We can give no assurance that the expectations reflected in such forward-looking statements will prove to be correct. We undertake no obligation to update or revise publicly any forward-looking statements.

See Press Release, dated November 3, 2015, “Pricing of CNH Industrial Capital LLC $600 million notes” attached hereto as Exhibit 99.1, which is incorporated by reference herein.

 

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit
Number

  

Description

Exhibit 99.1

   Press Release “Pricing of CNH Industrial Capital LLC $600 million notes” dated November 3, 2015.


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 hereunto duly authorized.

 

  CNH INDUSTRIAL CAPITAL LLC
Date: November 4, 2015   By:  

/s/ Douglas MacLeod

    Douglas MacLeod
    Chief Financial Officer and Assistant Treasurer


EXHIBIT INDEX

 

Exhibit
Number
  

Description

Exhibit 99.1    Press Release “Pricing of CNH Industrial Capital LLC $600 million notes” dated November 3, 2015.