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| DE > SEC Filings for DE > Form 8-K on 8-Jun-2012 | All Recent SEC Filings |
8-Jun-2012
Other Events, Financial Statements and Exhibits
On June 5, 2012, Deere & Company (the "Company") agreed to sell $1,000,000,000 aggregate principal amount of 2.600% Notes due June 8, 2022 (the "2022 Notes") and $1,250,000,000 aggregate principal amount of 3.900% Notes due June 9, 2042 (the "2042 Notes," and together with the 2022 Notes, the "Notes"). In connection with the issuance and the sale of the Notes, on June 5, 2012, the Company entered into a terms agreement (the "Terms Agreement") with Citigroup Global Markets Inc., Deutsche Bank Securities Inc., J.P. Morgan Securities LLC and Merrill, Lynch, Pierce, Fenner & Smith Incorporated, as representatives of the underwriters named therein. The offering is being made pursuant to the Company's registration statement on Form S-3ASR (Registration Statement No. 333-176858) previously filed with the Securities and Exchange Commission (the "Registration Statement"). The foregoing description of the Terms Agreement is qualified in its entirety by reference to the text of the Terms Agreement, a copy of which is filed herewith as Exhibit 1.1.
The forms of the 2022 Notes and the 2042 Notes are attached as Exhibits 4.1 and 4.2, respectively, to this Current Report on Form 8-K. A copy of the opinion of Shearman & Sterling LLP, counsel to the Company, relating to the legality of the Notes is filed as Exhibit 5.1 to this Current Report on Form 8-K.
The Company incorporates by reference the exhibits filed herewith into the Registration Statement, pursuant to which the Notes were registered.
(d) Exhibits. The following exhibits are filed as part of this Report on Form 8-K:
Exhibit No. Description of Exhibit
1.1 Terms Agreement, dated June 5, 2012, among Deere & Company and
Citigroup Global Markets Inc., Deutsche Bank Securities Inc., J.P.
Morgan Securities LLC and Merrill Lynch, Pierce, Fenner & Smith
Incorporated, as representatives of the underwriters named in Schedule
1 thereto.
4.1 Form of 2.600% Notes due June 8, 2022
4.2 Form of 3.900% Notes due June 9, 2042
5.1 Opinion of Shearman & Sterling LLP, counsel to the Company.
23.1 Consent of Shearman & Sterling LLP (included in Exhibit 5.1).
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