CASE CREDIT CORP
8-K, 1999-11-17
SHORT-TERM BUSINESS CREDIT INSTITUTIONS
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                      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 15, 1999
                                                 -----------------


                            CASE CREDIT CORPORATION
- --------------------------------------------------------------------------------
            (Exact Name of Registrant as Specified in its Charter)



                                   Delaware
- --------------------------------------------------------------------------------
                (State or Other Jurisdiction of Incorporation)


             33-80775-01                              76-0394710
- ----------------------------------     -----------------------------------------
     (Commission File Number)            (I.R.S. Employer Identification No.)





    233 Lake Avenue, Racine, Wisconsin                                  53403
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)                              (Zip Code)


                                (262) 636-6011
- --------------------------------------------------------------------------------
             (Registrant's Telephone Number, Including Area Code)


                                Not Applicable
- --------------------------------------------------------------------------------
         (Former Name or Former Address, if Changed Since Last Report)


================================================================================
<PAGE>

Item 5.   Other Events.

     On November 15, 1999, CNH Global N.V. ("CNH"), the indirect parent of Case
Corporation, issued three press releases announcing its Board of Directors, its
senior management team and certain details regarding CNH's future operations.
These announcements are filed as exhibits hereto and are hereby incorporated by
reference. The financial services business of Case Corporation is provided
through Case Capital Corporation, including its wholly owned subsidiary Case
Credit Corporation and their subsidiaries and joint ventures.

Item 7.   Financial Statements, Pro Forma Financial Information and Exhibits.

     (c)  Exhibits.


 Exhibit
   No.    Document Description
 -------  --------------------


99.1      Press Release of CNH Global N.V. dated November 15, 1999.

99.2      Press Release of CNH Global N.V. dated November 15, 1999.

99.3      Press Release of CNH Global N.V. dated November 15, 1999.


                                                                 Form 8-K page 2
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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 hereunto duly authorized.


                                  CASE CREDIT CORPORATION



Dated: November 16, 1999          By:/s/ Kevin J. Hallagan
                                     -------------------------------------
                                     Kevin J. Hallagan
                                     Vice President and Secretary



                                                                 Form 8-K page 3

<PAGE>

                               INDEX TO EXHIBITS



Exhibit
   No.   Document Description
- -------  --------------------

99.1     Press Release of CNH Global N.V. dated November 15, 1999.

99.2     Press Release of CNH Global N.V. dated November 15, 1999.

99.3     Press Release of CNH Global N.V. dated November 15, 1999.

                                                                 Form 8-K page 4

<PAGE>

                                 EXHIBIT 99.1

                                 PRESS RELEASE

                               [CNH letterhead]

                              News Release

                              For Immediate Release

                              CNH Names Board of Directors

                 For more  Racine, Wisconsin (November 15, 1999) -- CNH (N:CNH),
     information contact:  the company formed by the merger of Case Corporation
                           and New Holland, announced its Board of Directors
           Bill Masterson  today, which includes a number of board members from
           1.262.636.5793  the previous companies. The company, which is
                           incorporated in The Netherlands, began trading on
         Jeffrey T. Walsh  the New York Stock Exchange today as CNH.
          44.181.479.8809

                           The nine-member board includes: Pei-yuan Chia, former
                           vice chairman, Citicorp and Citibank, N.A.; Alfredo
                           Diana, formerly the Italian Minister of Agriculture;
                           Katherine M. Hudson, president and chief executive
                           officer, Brady Company; Kenneth Lipper, chairman,
                           Lipper and Company, LP; James L.C. Provan, member of
                           the European Parliament; Paolo Cantarella, chief
                           executive officer, Fiat S.p.A.; Damien Clemont, chief
                           financial officer, Fiat S.p.A.; Jean-Pierre Rosso,
                           chairman and chief executive officer, CNH; and
                           Umberto Quadrino, co-chairman of CNH.

                           "We are pleased to have a very strong board that
                           demonstrates the company's commitment to creating
                           exceptional value for our shareholders," said Jean-
                           Pierre Rosso, CNH chairman and chief executive
                           officer. "With a broad range of background and
                           experience, this Board will provide outstanding
                           leadership and counsel as we move forward."
<PAGE>

                           CNH Board Members' Backgrounds

                           Chia served as a director of Case Corporation since
                           1997. He was previously vice chairman of Citicorp,
                           and its principal subsidiary, Citibank, N.A., between
                           1994 and 1996. Diana previously served as a director
                           of New Holland. Diana holds the following positions,
                           president of the Italian Federation of Cavalieri del
                           Lavoro; Italian governor of the International
                           Foundation of Agricultural Development; and president
                           of the National Council for Forests and Wood.

                           Hudson has served as a director of Case Corporation
                           since March 1996. She is president and chief
                           executive officer of Brady Company, a manufacturer of
                           coated and industrial identification products. Lipper
                           previously served as a director of New Holland since
                           October 1996. He is the chairman of Lipper and
                           Company, LP, a privately held investment management
                           and banking firm. Provan served as a director of New
                           Holland since April 1996. He is a member of the
                           European Parliament, where he has served on the
                           Agricultural and Rural Affairs Committee and the
                           Transport and Tourism Committee.

                           Cantarella served as a director of New Holland since
                           April 1996. He is the chief executive officer of the
                           Fiat Group. Clermont has been chief financial officer
                           of Fiat since July 1999. He also served as senior
                           vice president, Planning and Strategy of Fiat.

                           Rosso also serves as chief executive officer of CNH.
                           Prior to his position with CNH, Rosso served as
                           chairman and chief executive officer of Case
                           Corporation since June 1994. Quadrino previously held
                           the position of chairman, president and chief
                           executive officer and was a director of New Holland
                           since September 1996.

                           With strong global brands, CNH is a leader in the
                           agricultural equipment, construction equipment and
                           financial services industries and had combined 1998
                           revenues of approximately $12 billion. CNH is the
                           number one manufacturer of agricultural tractors and
                           combines in the world, the third largest maker of
                           construction equipment and has one of the largest
                           equipment finance companies in the world. Based in
                           the United States, CNH has operations in 16 countries
                           and sells its products in 160 markets through a
                           network of more
<PAGE>

                           than 10,000 dealers and distributors. CNH products
                           are sold under the following brands: Case, Case IH,
                           Fermec, Fiatallis, Fiat-Hitachi, Link-Belt, New
                           Holland, O&K and Steyr.

                                                 ###

<PAGE>

                                 EXHIBIT 99.2

                                 PRESS RELEASE

                               [CNH letterhead]

                           News Release

                           For Immediate Release

                           CNH Names Senior Management Team

                           Steven G. Lamb Named President
                           and Chief Operating Officer

                           Ted R. French Appointed President, Financial Services
                           and Chief Financial Officer

                 For more  Racine, Wisconsin (November 15, 1999) -- CNH (N:CNH),
     information contact:  the company created from the merger of Case
                           Corporation and New Holland, today announced that
           Bill Masterson  Steven G. Lamb has been named president and chief
           1.262.636.5793  operating officer. In addition, Ted R. French was
                           appointed president, financial services, and chief
         Jeffrey T. Walsh  financial officer. In the May 1999 announcement in
          44.181.479.8809  which the two companies agreed to merge, Jean-Pierre
                           Rosso was named chairman and chief executive officer
                           of the company and Umberto Quadrino was named co-
                           chairman for a transition period to support the
                           integration of the two companies.

                           The company also announced several other members of
                           its management team. They include: Fausto Lanfranco,
                           president, Worldwide Construction Equipment Business,
                           Andrew E. Graves, president, CNH Capital Corporation;
                           William T. Kennedy, president, New Holland
                           Agricultural Business; Leopold Plattner, president,
                           Case IH Agricultural Business; and Harold D.
                           Boyanovsky, president, Worldwide Agricultural
                           Equipment Products.

                           In addition, Rafael Ansorena has been named senior
                           vice president for New Holland's construction
                           equipment business and Jim McCullough has been
                           appointed senior vice president
<PAGE>

                           for Case's construction equipment business. Both
                           Ansorena and McCullough will report to Lanfranco.

                           "The CNH management team reflects the best talent
                           from both organizations," said Rosso. "They have
                           tremendous global perspective, business acumen and
                           management skills and are well-equipped to
                           successfully lead the company. We are fortunate to
                           have such top caliber people."

                           Rosso previously served as chairman and chief
                           executive officer of Case Corporation, and Quadrino
                           was chairman, president and chief executive officer
                           of New Holland. Lamb was president and chief
                           operating officer of Case, and French was president,
                           Financial Services, and chief financial officer of
                           Case.

                           Boyanovsky previously served as senior vice president
                           and general manager, North American Region, for Case.
                           Graves was president, Case Capital. Kennedy
                           previously served as executive vice president and
                           chief marketing officer, New Holland. Lanfranco
                           served as senior vice president, Construction
                           Equipment, New Holland. Plattner served as president,
                           Case Europe.

                           With strong global brands, CNH is a leader in the
                           agricultural equipment, construction equipment and
                           financial services industries and had combined 1998
                           revenues of approximately $12 billion. CNH is the
                           number one manufacturer of agricultural tractors and
                           combines in the world, the third largest maker of
                           construction equipment and has one of the largest
                           equipment finance companies in the world. Based in
                           the United States, CNH has operations in 16 countries
                           and sells its products in 160 markets through a
                           network of more than 10,000 dealers and distributors.
                           CNH products are sold under the following brands:
                           Case, Case IH, Fermec, Fiatallis, Fiat-Hitachi, Link-
                           Belt, New Holland, O&K and Steyr.

                                                    ###

<PAGE>

                                 EXHIBIT 99.3

                                 PRESS RELEASE

                               [CNH letterhead]

                           News Release

                           For Immediate Release

                           CNH Created from Case and New Holland
                           Merger; Begins Trading Today on NYSE as CNH

                 For more  New York (November 15, 1999) -- CNH (N:CNH), the
     information contact:  company created from the merger of Case Corporation
                           and New Holland, will begin trading today on the New
           Bill Masterson  York Stock Exchange as CNH. With combined revenues of
           1.262.636.5793  approximately $12 billion in 1998, CNH builds and
                           markets several of the world's leading brands of
         Jeffrey T. Walsh  agricultural and construction equipment and is among
          44.181.479.8809  the world's largest equipment financing companies.


                           "CNH is focused on generating value for all of its
                           stakeholders," said Jean-Pierre Rosso, CNH chairman
                           and chief executive officer. "Customers will
                           continue to derive value from the brands they are
                           loyal to, employees and dealers will share in a
                           global enterprise that will invest in the future,
                           and shareholders will benefit from a company that
                           has a broad presence in geographic and product
                           market segments.


                           "We have a world of opportunity before us," Rosso
                           added. "We intend to grow our combined business in
                           established and developing markets, while
                           aggressively reducing costs through process
                           improvements and increased efficiencies. Our
                           integration plans are progressing, and we will begin
                           implementing them immediately to realize the $400 to
                           $500 million in annual savings over the next three to
                           four years that we have identified."

                           The company plans to operate under a multiple brand,
                           multiple distribution business model. It will
                           maintain its various agricultural equipment,
                           construction equipment and financial services brands
                           and corresponding distribution

<PAGE>

                           networks. Going forward, the company intends to
                           design and build its products on common platforms,
                           but with differentiated features that appeal to
                           specific customer groups under the company's multiple
                           brands. Financial services products also will be
                           offered under each of the brand organizations.

                           CNH is committed to value creation for its
                           stakeholders through a combination of continuous
                           growth and cost management. The company expects to
                           realize significant synergies as a result of the
                           merger, coming from four primary areas: purchasing
                           and logistics; research and development; selling,
                           general and administrative; and industrial
                           restructuring. The annual savings are expected to be
                           approximately $130 million in 2000 and grow to $400
                           to $500 million within the next three to four years.

                           The company said it will account for the merger under
                           the purchase method. As a result, assets and
                           liabilities will be revalued and the remaining
                           purchase price will be allocated to goodwill and
                           intangibles.

                           With strong global brands, CNH Global N.V. is a
                           leader in the agricultural equipment, construction
                           equipment and financial services industries and had
                           combined 1998 revenues of approximately $12 billion.
                           CNH is the number one manufacturer of agricultural
                           tractors and combines in the world, the third largest
                           maker of construction equipment and has one of the
                           largest equipment finance companies in the world.
                           Based in the United States, CNH has operations in 16
                           countries and sells its products in 160 markets
                           through a network of more than 10,000 dealers and
                           distributors. CNH products are sold under the
                           following brands: Case, Case IH, Fermec, Fiatallis,
                           Fiat-Hitachi, Link-Belt, New Holland, O&K and Steyr.

                                                   ###


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