CASE CREDIT CORP
8-K, 1999-11-08
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 4, 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)


                                 (414) 636-6011
- --------------------------------------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)


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


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Item 5.   Other Events.

     On November 4, 1999, Case Corporation announced that the United States
Department of Justice had approved the Case-New Holland merger, and that the
anticipated closing date for the merger was Friday, November 12, 1999. This
announcement is filed as an exhibit hereto and is 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 (collectively,
"Case Capital").

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

     (c)  Exhibits.


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

99          Press Release of Case Corporation dated November 4, 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 5, 1999      By: /s/ Kevin J. Hallagan
                                ---------------------------------------
                                 Kevin J. Hallagan
                                 Vice President and Secretary

                                                                 Form 8-K page 3
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                               INDEX TO EXHIBITS



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

99          Press release dated November 4, 1999 of Case Corporation.

                                                                 Form 8-K page 4

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                                   EXHIBIT 99

                                 PRESS RELEASE


[Case Corporation Letterhead]



For more information, contact:

William B. Masterson     (414) 636-5793



For Immediate Release

                                   Statement:

                       Case - New Holland Merger Approved
                         BY U.S. Department of Justice

                          Anticipated Closing Date Set


November 4, 1999

"With clearance from the United States' Department of Justice, we have now
reached final agreements with the major regulatory agencies, and we are cleared
to proceed with our merger.  We have set the anticipated closing date for
Friday, November 12, 1999.  Upon completion, the $6 billion deal, which consists
of $4.6 billion in equity and $1.4 billion in assumed debt, will create a global
leader in the agricultural equipment, construction equipment and financial
services industries that had combined 1998 revenues of $12 billion.

"In total, the actions included in our agreement with the U.S. Department of
Justice represent approximately 3 percent of the combined company's 1998
revenues and are not expected to materially impact the merged company's results.
Through supply agreements and other options, we intend to maintain a full-line
of products offered by our dealer networks, which is an important element in our
multiple brand, multiple distribution business model.  We will begin work
immediately upon close of the merger to develop differentiated product lines for
each brand on a common platform design.

"We are moving quickly to complete the merger of Case and New Holland and then
rapidly begin the integration process that is expected to create $400 to $500
million in annual cost savings after three to four years."
<PAGE>

     --   Joint Statement by Jean-Pierre Rosso, Chairman and CEO of Case
          Corporation (NYSE:CSE), and Umberto Quadrino, Chairman and CEO of New
          Holland N.V. (NYSE:NH)

Background:

 .    In accordance with the U.S. Department of Justice, Case and New Holland
     have agreed to the following:

     .    Divestiture of Case's ownership interest in Hay & Forage Industries in
          Hesston, Kansas, a 50/50 joint venture with Agco Corporation that
          produces hay and forage implements.

     .    Divestiture of New Holland's Versatile four-wheel drive tractor line
          and Genesis two-wheel drive tractor line, along with the Winnepeg,
          Canada, plant in which they are made. New Holland's bi-directional
          tractor, the TV-140, is not included in the agreement and production
          will be moved to another facility within the merged company.

     .    For each of these products, Case and New Holland will have the right
          to negotiate for the purchase of the respective products from the
          buyer for a specified period of time. The company's dealers will also
          be able to source replacement parts for these products from either
          Case or New Holland, respectively, or the buying company.

 .    The merger agreement was announced by the two companies in May.  Under the
     terms of the agreement, Case shareholders, who approved the transaction in
     August, will receive $55 per share.

Case Corporation is a leading worldwide designer, manufacturer and distributor
of agricultural and construction equipment, and offers a broad array of
financial products and services.  Headquartered in Racine, Wisconsin, Case had
1998 revenues of $6.1 billion and sells its products in 150 countries through a
network of approximately 4,900 independent dealers.

New Holland is a world leader in the design and manufacture of a full line of
agricultural and construction equipment, and offers a rapidly expanding line of
financial services in many of its markets.  With revenues of $5.7 billion in
1998, the company and its joint venture partners operate in 160 countries
through a network of approximately 6,100 dealers and distributors.

                                     * * *


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