8-KFinancial Events

ILLINOIS TOOL WORKS INC 8-K Report, Financial Obligation (Oct 1, 2007)

Filed October 1, 2007For Securities:ITW

Summary

Illinois Tool Works Inc. (ITW) has reported the issuance of €750,000,000 in aggregate principal amount of 5.25% guaranteed notes due 2014. These notes were issued by its wholly-owned subsidiary, ITW Finance Europe S.A., with ITW providing an unconditional guarantee. The offering was conducted outside the United States to non-U.S. investors in accordance with Regulation S of the Securities Act of 1933, and the net proceeds are intended for general corporate purposes. This debt issuance represents a significant financing event for ITW, providing capital for its ongoing operations and strategic initiatives. Investors should note the unsecured nature of the notes, their ranking pari passu with other senior unsecured obligations, and the customary provisions for redemption, default, and change of control. The listing on the Luxembourg Stock Exchange facilitates access to international capital markets for the company.

Key Highlights

  • 1ITW subsidiary, ITW Finance Europe S.A., issued €750,000,000 of 5.25% guaranteed notes due 2014.
  • 2The notes are unsecured and constitute direct, unconditional obligations of ITW Finance Europe S.A.
  • 3ITW has provided an unconditional and irrevocable guarantee for the payment obligations of the notes.
  • 4Proceeds from the note issuance are designated for general corporate purposes.
  • 5The notes are listed on the Luxembourg Stock Exchange.
  • 6The offering was made to non-U.S. investors outside the United States under Regulation S.
  • 7Holders of the notes have the option to redeem or sell back notes in the event of a change of control of ITW.

Frequently Asked Questions

The net proceeds from the issuance of these notes are intended for general corporate purposes of Illinois Tool Works Inc.

No, the notes are direct, unconditional, and unsecured obligations of ITW Finance Europe S.A. and will rank pari passu with other unsecured and unsubordinated obligations of the company. ITW's guarantee is also unsecured.

While ITW Finance Europe S.A. is the issuer, Illinois Tool Works Inc. (ITW) has provided an unconditional and irrevocable guarantee for the due and punctual payment of all sums payable by the subsidiary in respect of these notes. Therefore, ITW is ultimately responsible.

No, the notes have not been registered under the U.S. Securities Act of 1933 and were offered for sale exclusively outside the United States to non-U.S. investors in accordance with Regulation S. They may not be offered or sold within the United States or to U.S. persons except under specific exemptions.