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
CATERPILLAR
FINANCIAL SERVICES CORPORATION
(Exact name of Registrant as specified in its charter)
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Delaware | | | | 37-1105865 |
(State or other jurisdiction of incorporation) | | (Commission
File Number) | | (IRS Employer Identification Number) |
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(Address
of principal executive offices) | | | | (Zip Code) |
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Registrant's telephone number, including area code: (615) 341-1000 |
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: |
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| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| o | Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| o | Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Medium-Term Notes, Series H, 3.300% Notes Due 2024
| CAT/24 | New
York Stock Exchange
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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 o
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. o
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Item 1.01 | Entry into a Material Definitive Agreement |
On April 21, 2020, Caterpillar Financial Services Corporation (“Cat Financial”) entered into a Credit Agreement (the “Short Term Facility”) among Cat Financial and Caterpillar Inc. (“Caterpillar”), (collectively, the “Borrowers”), certain financial institutions named therein, Citibank,
N.A., as the agent, Citibank, N.A., BofA Securities, Inc., JPMorgan Chase Bank, N.A., and Société Générale, as joint lead arrangers and joint bookrunners, which provides an unsecured revolving credit facility to the Borrowers in an aggregate amount of up to $3.875 billion that expires on December 31, 2020.
The Short Term Facility is available for general corporate purposes. As of the date hereof, the Borrowers have not drawn on the Short Term Facility.
The Short Term Facility contains certain representations and warranties, covenants and events of default, including financial covenants. Under the Short Term Facility, Caterpillar is required to maintain consolidated net worth not less than $9 billion at all times. Caterpillar’s consolidated
net worth is defined as the consolidated stockholder’s equity including preferred stock but excluding the pension and other post-retirement benefits balance within Accumulated other comprehensive income (loss). Cat Financial is required to maintain an interest coverage ratio above 1.15 to 1, where the interest coverage ratio is defined as the ratio of (1) profit excluding income taxes, interest expense and net gain/(loss) from interest rate derivatives to (2) interest expense, calculated at the end of each calendar quarter for the rolling four quarter period then most recently ended. Cat Financial is also required to maintain a leverage ratio (consolidated debt to consolidated net worth) not greater than 10.0 to 1, calculated (1) on a monthly basis as the average of the leverage ratios determined on the last day of each of the six preceding calendar months and (2) on each December 31. Drawings under the Short Term Facility are also subject to conditions precedent and
the payment of certain facility fees.
Certain of the lenders and agents party to the Short Term Facility, as well as certain of their respective affiliates, have performed, and may in the future perform, for Caterpillar and its subsidiaries, various commercial banking, investment banking, underwriting and other financial advisory services, for which they have received and may in the future receive customary fees and expenses.
The foregoing description is qualified in its entirety by the terms and provisions of the Short Term Facility which is filed as an exhibits to this report and incorporated herein by reference.
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Item
2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant |
The information set forth under Item 1.01 of this report is hereby incorporated into this Item 2.03 by reference.
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Item 9.01 | Financial Statements and Exhibits |
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d) | | Exhibits: | |
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Exhibit
No. | | Description |
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10.1 | |
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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, thereunto duly authorized.
CATERPILLAR FINANCIAL SERVICES CORPORATION
