0001104659-23-068158.txt : 20230606 0001104659-23-068158.hdr.sgml : 20230606 20230605174002 ACCESSION NUMBER: 0001104659-23-068158 CONFORMED SUBMISSION TYPE: FWP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20230606 DATE AS OF CHANGE: 20230605 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DEERE JOHN CAPITAL CORP CENTRAL INDEX KEY: 0000027673 STANDARD INDUSTRIAL CLASSIFICATION: SHORT-TERM BUSINESS CREDIT INSTITUTIONS [6153] IRS NUMBER: 362386361 STATE OF INCORPORATION: DE FISCAL YEAR END: 1029 FILING VALUES: FORM TYPE: FWP SEC ACT: 1934 Act SEC FILE NUMBER: 333-272130 FILM NUMBER: 23994066 BUSINESS ADDRESS: STREET 1: P. O. BOX 5328 CITY: MADISON STATE: WI ZIP: 53705-0328 BUSINESS PHONE: (800) 438-7394 MAIL ADDRESS: STREET 1: ONE JOHN DEERE PLACE CITY: MOLINE STATE: IL ZIP: 61265-8098 FORMER COMPANY: FORMER CONFORMED NAME: DEERE JOHN CREDIT CO DATE OF NAME CHANGE: 19890130 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DEERE JOHN CAPITAL CORP CENTRAL INDEX KEY: 0000027673 STANDARD INDUSTRIAL CLASSIFICATION: SHORT-TERM BUSINESS CREDIT INSTITUTIONS [6153] IRS NUMBER: 362386361 STATE OF INCORPORATION: DE FISCAL YEAR END: 1029 FILING VALUES: FORM TYPE: FWP BUSINESS ADDRESS: STREET 1: P. O. BOX 5328 CITY: MADISON STATE: WI ZIP: 53705-0328 BUSINESS PHONE: (800) 438-7394 MAIL ADDRESS: STREET 1: ONE JOHN DEERE PLACE CITY: MOLINE STATE: IL ZIP: 61265-8098 FORMER COMPANY: FORMER CONFORMED NAME: DEERE JOHN CREDIT CO DATE OF NAME CHANGE: 19890130 FWP 1 tm2317880d4_fwp.htm FWP

Issuer Free Writing Prospectus

Filed Pursuant to Rule 433

June 5, 2023

Registration Statement No. 333-272130

Supplementing the Prospectus Supplement and Prospectus, each dated May 22, 2023

John Deere Capital Corporation

$300 million Floating Rate Senior Notes Due June 8, 2026

Issuer:	John Deere Capital Corporation
Expected Ratings*:	A2 by Moody’s Investors Service, Inc.
	A by Standard and Poor’s Ratings Services
	A+ by Fitch Ratings, Inc.
Note Type:	Medium-Term Notes, Series I
Issue Size:	$300 million
Trade Date:	June 5, 2023
Settlement Date (T+3):	June 8, 2023
Maturity Date:	June 8, 2026
Coupon:	Compounded SOFR determined on the Interest Determination Dates + 79 bps
Benchmark:	Compounded SOFR
Minimum Interest Rate:	0.000%
Interest Payment Dates:	Quarterly on the 8th of March, June, September and December commencing on September 8, 2023 and ending on the Maturity Date.
Interest Reset Dates:	Each Interest Payment Date.
Interest Determination Dates:	Quarterly, five U.S. Government Securities Business Days preceding each Interest Reset Date.
Interest Period:	Each quarterly period from, and including, an Interest Payment Date (or, in the case of the first Interest Period, the Settlement Date) to, but excluding, the next Interest Payment Date (or, in the case of the final Interest Period, the Maturity Date).
Observation Period:	The period from and including five U.S. Government Securities Business Days preceding an Interest Payment Date to but excluding five U.S. Government Securities Business Days preceding the next Interest Payment Date, provided that the first Observation Period shall be from and including five U.S. Government Securities Business Days preceding the Settlement Date to but excluding five U.S. Government Securities Business Days preceding the first Interest Payment Date.
Day Count:	Actual/360, Adjusted
Business Day Convention:	Modified Following, Adjusted
Denominations:	Minimum of $1,000 with increments of $1,000 thereafter.
Redemption Provision:	N/A
Price to Public:	100.000% plus accrued interest from June 8, 2023
Gross Spread:	0.150%
Net Proceeds (%):	99.850% plus accrued interest from June 8, 2023
Net Proceeds ($):	$299,550,000 plus accrued interest from June 8, 2023
CUSIP / ISIN:	24422EWY1 / US24422EWY12
Joint Book-Running Managers:	Goldman Sachs & Co. LLC
	HSBC Securities (USA) Inc.
	J.P. Morgan Securities LLC
	TD Securities (USA) LLC
Co-Managers:	BBVA Securities Inc.
	BNP Paribas Securities Corp.
	Commerz Markets LLC
	Loop Capital Markets LLC
	Santander US Capital Markets LLC

*Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.

The Issuer has filed a Registration Statement (including a prospectus) with the Securities and Exchange Commission for the Offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the Issuer has filed with the Securities and Exchange Commission for more complete information about the Issuer and this Offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the Issuer, any underwriter or any dealer participating in the Offering will arrange to send you the prospectus if

you request it by calling Goldman Sachs & Co. LLC toll-free at 1-866-471-2526, HSBC Securities (USA) Inc. toll-free at 1-866-811-8049, J.P. Morgan Securities LLC collect at 1-212-834-4533 and TD Securities (USA) LLC toll-free at 1-855-495-9846.

Notice to Prospective Investors in Israel

The prospectus supplement and the accompanying prospectus do not constitute a prospectus under the Israeli Securities Law, 5728-1968 (the “Securities Law”), and have not been filed with or approved by the Israel Securities Authority. In Israel, the prospectus supplement and the accompanying prospectus are being distributed only to, and are directed only at, and any offer of the notes is directed only at (i) a limited number of persons in accordance with the Securities Law and (ii) investors listed in the first addendum (the “Addendum”), to the Securities Law, consisting primarily of joint investment in trust funds, provident funds, insurance companies, banks, portfolio managers, investment advisors, members of the Tel Aviv Stock Exchange, underwriters, venture capital funds, entities with equity in excess of NIS 50 million and “qualified individuals,” each as defined in the Addendum (as it may be amended from time to time), collectively referred to as qualified investors (in each case, purchasing for their own account or, where permitted under the Addendum, for the accounts of their clients who are investors listed in the Addendum). Qualified investors are required to submit written confirmation that they fall within the scope of the Addendum, are aware of the meaning of same and agree to it.

ANY DISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR BELOW ARE NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE AUTOMATICALLY GENERATED AS A RESULT OF THIS COMMUNICATION BEING SENT VIA BLOOMBERG OR ANOTHER EMAIL SYSTEM.