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UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington,
D.C. 20549
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FORM 8-K/A
AMENDMENT NO. 1
TO
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Current Report
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Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
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Date of Report: April 7,
2009
Date of earliest event
reported: March 31,
2009
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CATERPILLAR
INC.
(Exact name of registrant as
specified in its charter)
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Delaware
(State or other jurisdiction of
incorporation)
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1-768
(Commission File
Number)
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37-0602744
(IRS Employer Identification
No.)
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100 NE Adams Street, Peoria,
Illinois
(Address of principal executive
offices)
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61629
(Zip
Code)
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Registrant's telephone number,
including area code: (309)
675-1000
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Former name or former address, if
changed since last report: N/A
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Check the appropriate box below if
the Form 8-K/A filing is intended to simultaneously satisfy the filing
obligation of the registrant under any of the following
provisions:
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o
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Written communications pursuant to
Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting material pursuant to
Rule 14a-12 under the Exchange Act (17 CFR
230.425)
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o
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Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Page 1
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EXPLANATORY
NOTE
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Caterpillar Inc.
(“Company”) filed a Current Report on Form 8-K (“Original Form 8-K”) with the
Securities and Exchange Commission on April 6, 2009, disclosing the entry into a
364-Day Credit Agreement (the “364-Day Facility”) under Item
1.01(a). This Amendment No. 1 is being filed to amend the disclosure
regarding the 364-Day Facility under Items 1.01(a), 2.03 and 9.01(d) of the
Original Form 8-K to reflect the agreed total commitment of US$1.375 billion
under the 364-Day Facility rather than approximately US$1.3 billion stated in
the Original Form 8-K as a result of the addition of The Bank of
Tokyo-Mitsubishi UFJ, Ltd., as a party to the 364-Day
Facility. Accordingly, this Amendment No. 1 hereby amends and
restates Items 1.01(a), 2.03 and 9.01(d) of the Original Form 8-K as
follows:
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Item
1.01.
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Entry into a Material Definitive
Agreement.
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(a)
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Creation
of a Revolving Credit Facility
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On March 31, 2009,
Caterpillar Inc. entered into a Credit Agreement (the “364-Day Facility”) among
Caterpillar Inc. and Caterpillar Financial Services Corporation (“Borrowers”),
certain financial institutions named therein (“Banks”) and Citibank, N.A.
(“Administrative Agent”) that provides for an unsecured aggregate revolving
credit facility to the Borrowers of approximately US$1.375 billion (“Aggregate
Commitment”) and expires on March 30, 2010.
The 364-Day
Facility serves as an alternative source of funds for general corporate
purposes, if necessary, for the Borrowers. The Borrowers have not drawn on the
364-Day Facility.
The 364-Day
Facility contains customary representations and warranties, covenants and events
of default that may allow the Banks to, among other things, (i) terminate the
commitments made under the 364-Day Facility, or (ii) to the extent advances are
made under the 364-Day Facility, accelerate the payment obligations
thereunder. The 364-Day Facility is subject to customary conditions
precedent and payment of certain facility fees in quarterly arrears. Borrowings
under the 364-Day Facility bear interest at an adjusted applicable rate based on
specified types of advances (i.e., US Dollar or Euro advances), plus a certain
applicable margin.
Some of the Banks,
as well as certain of their respective affiliates, have performed, and may in
the future perform, for the Borrowers, various commercial banking, investment
banking, underwriting and other financial advisory services, for which they have
received, and will receive, customary fees and expenses.
The foregoing
description of the 364-Day Facility is a summary and is qualified in its
entirety by the terms and provisions of the 364-Day Facility and the Notice of
Bank Addition and the Assumption and Acceptance, both dated April 7, 2009,
adding The Bank of Tokyo-Mitsubishi UFJ, Ltd. as a party to the 364-Day Credit
Facility for a US$75 million commitment, filed, respectively as Exhibits 99.1
and 99.2 to this report, and incorporated herein by reference.
Cautionary Statement
The 364-Day Facility has been included
to provide investors with information regarding its terms. Except for its status
as a contractual document that establishes and governs the legal relations among
the parties thereto with respect to the transaction described in this Form 8-K,
the 364-Day Facility is not intended to be a source of factual, business or
operational information about the parties.
Page 2
The representations, warranties,
covenants and agreements made by the parties in the 364-Day Facility are made
and valid as of the execution date of the 364-Day Facility. In addition, certain
of the representations and warranties are subject to a contractual standard of
materiality that may be different from what may be viewed as material to
stockholders. Representations and warranties may be used as a tool to allocate
risks between the respective parties to the 364-Day Facility, including where
the parties do not have complete knowledge of all the facts. Investors are not
third-party beneficiaries under the Agreement and should not rely on the
representations, warranties and covenants or any descriptions thereof
as characterizations of the actual state of facts or condition of the parties or
any of their affiliates.
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Item
2.03.
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Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance
Sheet Arrangement of a Registrant.
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The information set
forth under Item 1.01(a) of this report is hereby incorporated into the Item
2.03 by reference.
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Item
9.01.
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Financial
Statements and Exhibits.
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(d)
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Exhibits:
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99.1
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364-Day
Credit Agreement
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99.2
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Notice of
Bank Addition and Assumption and Acceptance dated April 7, 2009 adding The
Bank of Tokyo-Mitsubishi UFJ, Ltd. as a party to the 364-Day Credit
Agreement
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*********************************************************************
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SIGNATURES
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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
thereunto duly authorized.
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CATERPILLAR
INC.
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By:
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/s/
James B. Buda
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Dated: April
7, 2009
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James B.
Buda
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Vice
President, General Counsel and Secretary
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