The Special Committee of the Board of Directors of CNH Global N.V. (NYSE: CNH) ("CNH"), in consultation with its financial and legal advisors, has evaluated Fiat Industrial S.p.A.'s ("FI") proposal of May 30, 2012 (the "Proposal") regarding a potential strategic combination between FI and CNH. Based on the information made available, as well as the opinions of the financial advisors, J.P. Morgan Securities LLC and Lazard, the Special Committee has unanimously concluded that the Proposal is inadequate and would not be in the best interests of CNH and its shareholders.
The Proposal requires the recommendation of the Special Committee, and the Special Committee has unanimously determined not to recommend the Proposal. The Special Committee remains available to evaluate any alternatives to the Proposal should FI elect to advance any such alternatives.
$500 Million Notes Offering Announced
In separate news, CNH Global N.V. announced its wholly owned subsidiary, CNH Capital LLC, plans to offer approximately $500 million of notes due in 2015. The notes will be guaranteed by CNH Capital America LLC and New Holland Credit Company, LLC, each a wholly owned subsidiary of CNH Capital LLC. CNH Capital LLC is the North American arm of CNH's global financial services business.
CNH Capital LLC intends to use the net proceeds from the issuance of the notes for working capital and other general corporate purposes, including, among other things, the purchase of receivables or other assets. The net proceeds may also be applied to repay CNH Capital LLC’s indebtedness as it becomes due.