SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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):
October 28, 1999
Case Corporation
(Exact Name of Registrant as Specified in its Charter)
Delaware 1-13098 76-0433811
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification
incorporation) Number)
700 State Street, Racine, Wisconsin 53404
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(Address of principal executive offices) (zip code)
(414) 636-6011
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(Registrant's telephone number, including area code)
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Item 5. Other Events
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On October 28, 1999, the registrant issued a press release announcing that
the European Commission had approved the merger of Case and New Holland as more
fully described in the attached press release, which is filed as Exhibit 99
hereto and is incorporated herein by reference.
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Item 7. Financial Statements and Exhibits
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(c) Exhibits.
99 Press release of registrant dated October 28, 1999.
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SIGNATURE
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 CORPORATION
By: /s/ Kevin J. Hallagan
Name: Kevin J. Hallagan
Title: Associate General Counsel
and Assistant Secretary
Date: October 29, 1999
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EXHIBIT INDEX
99 Press release of registrant dated October 28, 1999.
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EXHIBIT 99: PRESS RELEASE
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[LOGO OF CASE CORPORATION]
For more information, contact:
William B. Masterson (414) 636-5793
For Immediate Release
STATEMENT:
NEW HOLLAND - CASE PROPOSED MERGER APPROVED
BY EUROPEAN COMMISSION
October 28, 1999
"The announcement today by the European Commission is a major step toward
completion of the merger between Case and New Holland. The competitive concerns
expressed by the European Commission have been addressed by our proposed
remedies without compromising the tremendous potential this merger holds for our
customers. On a pro forma basis, the impact of the proposed remedies on combined
1998 revenue would have been approximately 3%.
"We will continue to provide Case and New Holland customers around the world
with products and services that maximize their productivity. By our business
approach, we will preserve customer choice through the retention of the brands
and corresponding distribution networks of both organizations.
"We are excited about the prospects for the merger. Our product lines,
geographic sales distribution and business mix are complementary on a global
basis. Together, the two companies will create a new organization that has
numerous opportunities in markets around the world."
--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)
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Notes:
In approving the merger, the European Commission identified certain concerns
related to the parties combined position in certain product lines and markets.
The parties have addressed these concerns and have committed to a number of
actions including four divestments:
- - Divestiture of the Case CX and MXc product lines and the Doncaster, United
Kingdom, plant in which they are assembled.
- - Divestiture of the New Holland Laverda combine harvester product line
(excluding hillside models) and the Breganze, Italy, facility in which they
are made.
- - Divestiture of the Case large square balers assembled in Neustadt, Germany.
- - Divestiture of the Case Fermec brand backhoe loader and industrial tractor
product lines and the Fermec manufacturing plant in Manchester, United
Kingdom.
In addition, to address specific market issues in Austria, the parties have
agreed to license or build the Steyr model M-948 and M-958 (and equivalent Case
IH models) for sale by a third party.
Discussions between the companies and the U.S. Department of Justice are
ongoing, and approval is required in order to complete the transaction.
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. 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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