Doc re. Form 8K_Credit Agreement
Press Release
Company Caterpillar Inc.
ISIN US1491231015
Symbol CAT / CTA
Headline Caterpillar Inc. Files Form 8-K
17 September 2013
CATERPILLAR INC. FILES FORM 8-K
PEORIA, Ill.- 17 September 2013 - Caterpillar Inc. (NYSE: CAT / NYSE Euronext: CATR / LSE: CTA) informs its stockholders that today, a Form 8-K has been filed with the U.S. Securities and Exchange Commission ("SEC"). The Form 8-K filed in respect of Caterpillar can be found on the SEC Internet site (www.sec.gov).
Creation of Revolving Credit Facilities
On September 12, 2013, Caterpillar Inc. ("Caterpillar") entered into a Credit Agreement (the "364-Day Facility") among Caterpillar, Caterpillar Financial Services Corporation ("Cat Financial"), Caterpillar International Finance Limited ("CIF") and Caterpillar Finance Corporation ("CFC" and, together with Caterpillar, Cat Financial and CIF, the "Borrowers"), certain financial institutions named therein ("Banks"), Citibank, N.A. ("Agent"), Citibank International plc ("Local Currency Agent"), and The Bank of Tokyo-Mitsubishi UFJ, Ltd. ("Japan Local Currency Agent"), which provides for an unsecured aggregate revolving credit facility to the Borrowers of up to US$3 billion ("364-Day Aggregate Commitment") and expires on September 11, 2014. A Local Currency Addendum that enables CIF to borrow in certain approved currencies including Pounds Sterling, Swiss Francs and Euro for an aggregate amount up to the equivalent of US$100 million and a Japan Local Currency Addendum that enables CFC to borrow Japanese Yen for an aggregate amount up to the equivalent of US$100 million, as part of the 364-Day Aggregate Commitment, were also executed on September 12, 2013.
Certain of the Banks and the Agent, 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.
Amendments to and Extensions of Existing Credit Agreements
On September 12, 2013, Caterpillar entered into Omnibus Amendment No. 3 and Amendment No. 1 to the Local Currency Addendum ("2010 Facility Amendment") to the 2010 Four-Year Credit Agreement dated September 10, 2010 (as amended, the "Four-Year Facility") and Omnibus Admendment No. 2 and Amendment No. 1 to the Local Currency Addendum ("2011 Facility Amendment" and, together with the 2010 Facility Amendment, the "Amendments") to the 2011 Five-Year Credit Agreement dated September 15, 2011 (as amended, the "Five-Year Facility" and, together with the 364-Day Facility and the Four-Year Facility, the "Credit Facilities").
The 2010 Facility Amendment extends the expiration date of the Four-Year Facility to September 15, 2016 and the 2011 Facility Amendment extends the expiration date of the Five-Year Facility to September 14, 2018. The Amendments also modify the terms of the Four-Year Facility and the Five-Year Facility to be consistent with certain terms and conditions of the 364-Day Facility, including, without limitation, terms and conditions of advances, use of proceeds and Borrower representations and warranties.
The Credit Facilities contain certain representations and warranties, covenants and events of default, including financial covenants. Under the Credit Facilities, Caterpillar is required to maintain consolidated net worth not less than US$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) below 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 Credit Facilities are also subject to conditions precedent and the payment of certain facility fees.
The Credit Facilities are available for general corporate purposes. The Borrowers have not drawn on the Credit Facilities. The 364-Day Facility, the Local Currency Addendum, the Japan Local Currency Addendum and the Amendments are filed as exhibits to the Form 8-K filed today and can be found on the SEC Internet site (www.sec.gov).
Caterpillar files electronically with the SEC required reports on Form 8-K, Form 10-Q, Form 10-K and Form 11-K; proxy materials; ownership reports for insiders as required by Section 16(a) of the U.S. Securities Exchange Act of 1934, as amended; and registration statements on Forms S-3 and S-8, as necessary; and other forms or reports, as required. All of the forms and reports filed electronically with the SEC are available on the SEC Internet site (www.sec.gov).
Caterpillar also maintains an Internet site (www.Caterpillar.com) and copies of its annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and any amendments to these reports filed or furnished with the SEC are available free of charge through Caterpillar's Internet site (www.Caterpillar.com/secfilings) as soon as reasonably practicable after the relevant document has been filed with the SEC.
CONTACT: Jim Dugan, Corporate Public Affairs, Office, +1-309-494-4100, or Mobile, +1-309-360-7311
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