London, September 12, 2017
Today CNH Industrial N.V. (NYSE: CNHI / MI: CNHI) settled its offering of Euro 650,000,000 in principal amount of 1.750% notes due September 12, 2025, with an issue price of 99.248% of the principal amount, which was priced on August 31, 2017.
The notes have been issued by CNH Industrial Finance Europe S.A., a wholly-owned subsidiary of CNH Industrial N.V., under the Euro Medium Term Note Programme guaranteed by CNH Industrial N.V. CNH Industrial Finance Europe S.A. used the net proceeds from the offering to partially fund the repurchase of Euro 347,270,000 of its outstanding Euro 1.2 billion 6.250 per cent notes due 2018 and Euro 452,730,000 of its outstanding Euro 1 billion 2.750 per cent notes due 2019, whose tender settlement took place today.
The notes have been admitted to listing on the Irish Stock Exchange.
The notes are only being offered and sold outside the United States to institutional investors that are not “U.S. persons” (as such term is defined in Regulation S under the U.S. Securities Act of 1933, as amended (the "Securities Act")) and have not been and will not be registered under the Securities Act or any other securities laws. The notes may not be offered or sold in the United States or to or for the account or benefit of “U.S. persons” absent registration under the Securities Act or an applicable exemption from the registration requirements thereof.
This press release shall not constitute an offer to sell or an offer of financial products or securities, nor shall there be any sale of these notes, in the United States or any state or jurisdiction in which such an offer or sale would be unlawful. No action has been or will be taken to permit a public offering of the notes in any jurisdiction.
The offering of the notes has not been cleared by the Commissione Nazionale per le Societá e la Borsa (CONSOB), pursuant to Italian securities legislation. Accordingly, the Notes have not been and will not be offered, sold or delivered in Italy in a solicitation to the public (sollecitazione all'investimento), and the notes may only be offered, sold or delivered in Italy in compliance with applicable laws and regulations.
In the Netherlands, this press release is directed only to qualified investors within the meaning of the Dutch Financial Supervision Act (Wet op het financieel toezicht).