UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended August 1, 2021July 31, 2022

or

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____ to ____

Commission file no: 1-6458

JOHN DEERE CAPITAL CORPORATION

(Exact name of registrant as specified in its charter)

Delaware
(State of Incorporation)

36-2386361
(IRS Employer Identification No.)

10587 Double R Boulevard, Suite 100P.O. Box 5328
RenoMadison, NevadaWisconsin 8952153705-0328
(Address of principal executive offices)

Telephone Number: (775800) 786-5527438-7394

Securities Registered Pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol

Name of each exchange on which registered

2.75%2.00% Senior Notes Due 20222031

DE22BJDCC 31

New York Stock Exchange

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐   No

At AugustSeptember 1, 2021,2022, 2,500 shares of common stock, without par value, of the registrant were outstanding, all of which were owned by John Deere Financial Services, Inc., a wholly-owned subsidiary of Deere & Company.

The registrant meets the conditions set forth in General Instruction H(1)(a) and (b) of Form 10-Q and is therefore filing this Form with certain reduced disclosures as permitted by those instructions.

PART I. FINANCIAL INFORMATION

Item 1.     Financial Statements.

John Deere Capital Corporation and Subsidiaries

StatementStatements of Consolidated Income

(Unaudited)

(in millions)

Three Months Ended 

Nine Months Ended 

 

Three Months Ended 

Nine Months Ended 

 

August 1

August 2

August 1

August 2

 

July 31

August 1

July 31

August 1

 

    

2021

    

2020

    

2021

    

2020

 

    

2022

    

2021

    

2022

    

2021

 

Revenues

Finance income earned on retail notes

$

234.4

$

234.9

$

705.9

$

701.4

$

256.9

$

234.4

$

739.7

$

705.9

Lease revenues

 

237.7

 

255.7

 

715.7

 

775.5

��

Revolving charge account income

 

77.3

 

87.8

 

216.1

 

242.7

 

77.4

 

77.3

 

209.8

 

216.1

Finance income earned on wholesale receivables

 

77.5

 

84.6

 

231.1

 

305.3

 

89.9

 

77.5

 

220.8

 

231.1

Lease revenues

 

255.7

 

270.3

 

775.5

 

817.8

Other income

 

38.0

 

18.4

 

86.6

 

47.5

 

27.3

 

38.0

 

97.5

 

86.6

Total revenues

 

682.9

 

696.0

 

2,015.2

 

2,114.7

 

689.2

 

682.9

 

1,983.5

 

2,015.2

Expenses

Interest expense

 

114.1

 

161.3

 

373.1

597.7

 

137.4

 

114.1

 

292.6

373.1

Operating expenses:

Depreciation of equipment on operating leases

 

166.2

 

180.1

 

500.8

559.5

Administrative and operating expenses

 

105.5

 

92.0

 

304.3

357.9

 

106.7

 

105.5

 

318.3

304.3

Fees paid to John Deere

 

40.8

 

24.8

 

111.7

73.0

 

36.5

 

40.8

 

175.8

111.7

Provision (credit) for credit losses

 

15.7

 

16.0

 

(.5)

100.8

 

9.2

 

15.7

21.2

 

(.5)

Depreciation of equipment on operating leases

 

180.1

 

211.8

 

559.5

639.6

Total operating expenses

 

342.1

 

344.6

 

975.0

 

1,171.3

 

318.6

 

342.1

 

1,016.1

 

975.0

Total expenses

 

456.2

 

505.9

 

1,348.1

 

1,769.0

 

456.0

 

456.2

 

1,308.7

 

1,348.1

Income of consolidated group before income taxes

 

226.7

 

190.1

 

667.1

 

345.7

 

233.2

 

226.7

 

674.8

 

667.1

Provision for income taxes

 

41.5

 

44.4

 

139.5

75.9

 

61.3

 

41.5

 

157.8

139.5

Income of consolidated group

 

185.2

 

145.7

 

527.6

 

269.8

 

171.9

 

185.2

 

517.0

 

527.6

Equity in income of unconsolidated affiliate

 

.7

 

.5

 

2.2

1.6

 

.6

 

.7

 

3.6

2.2

Net income

 

185.9

 

146.2

 

529.8

 

271.4

 

172.5

 

185.9

 

520.6

 

529.8

Less: Net income attributable to noncontrolling interests

.2

.2

.1

Less: Net income (loss) attributable to noncontrolling interests

.2

(.1)

.2

Net income attributable to the Company

$

185.7

$

146.2

$

529.6

$

271.3

$

172.5

$

185.7

$

520.7

$

529.6

See Condensed Notes to Interim Consolidated Financial Statements.

2

John Deere Capital Corporation and Subsidiaries

StatementStatements of Consolidated Comprehensive Income

(Unaudited)

(in millions)

Three Months Ended 

Nine Months Ended 

 

Three Months Ended 

Nine Months Ended 

 

August 1

August 2

August 1

August 2

 

July 31

August 1

July 31

August 1

 

  

2021

  

2020

  

2021

  

2020

 

  

2022

  

2021

  

2022

  

2021

 

Net income

$

185.9

$

146.2

$

529.8

$

271.4

$

172.5

$

185.9

$

520.6

$

529.8

Other comprehensive income (loss), net of income taxes

Cumulative translation adjustment

 

(16.7)

50.0

22.6

28.2

 

(18.1)

(16.7)

(88.7)

22.6

Unrealized gain (loss) on derivatives

 

.6

4.2

5.9

(4.8)

 

(2.2)

.6

38.5

5.9

Unrealized gain (loss) on debt securities

(.2)

.6

(.1)

Unrealized loss on debt securities

(.2)

(.2)

(.6)

(.1)

Other comprehensive income (loss), net of income taxes

 

(16.3)

 

54.8

 

28.4

 

23.4

 

(20.5)

 

(16.3)

 

(50.8)

 

28.4

Comprehensive income of consolidated group

 

169.6

 

201.0

 

558.2

 

294.8

 

152.0

 

169.6

 

469.8

 

558.2

Less: Comprehensive income attributable to noncontrolling interests

.2

.2

.1

Less: Comprehensive income (loss) attributable to noncontrolling interests

.2

(.1)

.2

Comprehensive income attributable to the Company

$

169.4

$

201.0

$

558.0

$

294.7

$

152.0

$

169.4

$

469.9

$

558.0

See Condensed Notes to Interim Consolidated Financial Statements.

3

John Deere Capital Corporation and Subsidiaries

Consolidated Balance SheetSheets

(Unaudited)

(in millions)

August 1

November 1

August 2

 

July 31

October 31

August 1

 

2021

2020

2020

 

2022

2021

2021

 

Assets

    

    

    

    

    

    

Cash and cash equivalents

$

682.7

$

674.6

$

624.9

$

657.1

$

677.0

$

682.7

Marketable securities

2.1

2.2

2.4

1.3

2.1

2.1

Receivables:

Retail notes

 

19,009.6

 

17,158.0

 

15,112.4

 

22,262.8

 

21,343.5

 

19,009.6

Retail notes securitized

 

5,408.2

 

4,689.2

 

5,446.2

 

5,154.1

 

4,662.4

 

5,408.2

Revolving charge accounts

 

3,687.7

 

3,827.4

 

3,918.3

 

4,003.9

 

3,740.1

 

3,687.7

Wholesale receivables

 

7,731.2

 

7,093.3

 

8,428.8

 

8,151.3

 

5,951.3

 

7,731.2

Financing leases

 

846.5

 

789.4

 

743.6

 

962.8

 

972.3

 

846.5

Total receivables

 

36,683.2

 

33,557.3

 

33,649.3

 

40,534.9

 

36,669.6

 

36,683.2

Allowance for credit losses

 

(139.0)

 

(129.1)

 

(140.6)

 

(127.3)

 

(129.0)

 

(139.0)

Total receivables – net

 

36,544.2

 

33,428.2

 

33,508.7

 

40,407.6

 

36,540.6

 

36,544.2

Other receivables

 

96.6

 

88.1

 

106.9

 

93.4

 

85.1

 

96.6

Receivables from John Deere

 

333.7

 

583.2

 

804.5

 

168.3

 

191.6

 

333.7

Equipment on operating leases – net

 

4,963.8

 

5,297.8

 

5,257.2

 

4,777.5

 

4,947.6

 

4,963.8

Notes receivable from John Deere

366.0

350.0

366.8

279.2

393.5

366.0

Investment in unconsolidated affiliate

 

21.6

 

19.3

 

18.9

 

22.3

 

21.9

 

21.6

Deferred income taxes

 

34.9

 

27.1

 

37.3

 

29.5

 

32.7

 

34.9

Other assets

 

367.2

 

386.7

 

427.8

 

315.7

 

324.5

 

367.2

Total Assets

$

43,412.8

$

40,857.2

$

41,155.4

$

46,751.9

$

43,216.6

$

43,412.8

Liabilities and Stockholder’s Equity

Short-term borrowings:

Short-term external borrowings:

Commercial paper and other notes payable

$

507.0

$

187.5

$

1,012.0

$

4,092.8

$

678.9

$

507.0

Securitization borrowings

 

5,264.6

 

4,656.2

 

5,324.1

 

4,918.5

 

4,595.2

 

5,264.6

John Deere

 

5,859.2

 

5,249.5

 

3,796.3

Current maturities of long-term borrowings

 

5,746.0

 

5,741.6

 

4,910.2

Total short-term borrowings

 

17,376.8

 

15,834.8

 

15,042.6

Current maturities of long-term external borrowings

 

6,476.7

 

5,819.1

 

5,746.0

Total short-term external borrowings

 

15,488.0

 

11,093.2

 

11,517.6

Notes payable to John Deere

 

4,499.8

 

5,619.4

 

5,859.2

Other payables to John Deere

 

45.7

 

30.1

 

42.6

 

446.6

 

97.6

 

45.7

Accounts payable and accrued expenses

 

839.0

 

922.3

 

876.0

 

870.2

 

876.0

 

839.0

Deposits withheld from dealers and merchants

 

125.5

 

114.8

 

105.6

Deposits held from dealers and merchants

 

128.6

 

131.8

 

125.5

Deferred income taxes

 

288.9

 

345.9

 

423.3

 

239.1

 

265.1

 

288.9

Long-term borrowings

 

20,136.7

 

19,311.1

 

20,492.1

Long-term external borrowings

 

20,393.6

 

20,607.3

 

20,136.7

Total liabilities

 

38,812.6

 

36,559.0

 

36,982.2

 

42,065.9

 

38,690.4

 

38,812.6

Commitments and contingencies (Note 9)

Stockholder’s equity:

Common stock, without par value (issued and outstanding – 2,500 shares owned by John Deere Financial Services, Inc.)

 

1,482.8

 

1,482.8

 

1,482.8

 

1,482.8

 

1,482.8

 

1,482.8

Retained earnings

 

3,165.0

 

2,891.6

 

2,762.9

 

3,301.7

 

3,091.0

 

3,165.0

Accumulated other comprehensive loss

 

(49.4)

 

(77.8)

 

(74.0)

 

(100.2)

 

(49.4)

 

(49.4)

Total Company stockholder’s equity

 

4,598.4

 

4,296.6

 

4,171.7

 

4,684.3

 

4,524.4

 

4,598.4

Noncontrolling interests

 

1.8

 

1.6

 

1.5

 

1.7

 

1.8

 

1.8

Total stockholder’s equity

 

4,600.2

 

4,298.2

 

4,173.2

 

4,686.0

 

4,526.2

 

4,600.2

Total Liabilities and Stockholder’s Equity

$

43,412.8

$

40,857.2

$

41,155.4

$

46,751.9

$

43,216.6

$

43,412.8

See Condensed Notes to Interim Consolidated Financial Statements.

4

John Deere Capital Corporation and Subsidiaries

StatementStatements of Consolidated Cash Flows

(Unaudited)

(in millions)

    

Nine Months Ended 

August 1

August 2

    

2021

    

2020

 

Cash Flows from Operating Activities:

Net income

$

529.8

$

271.4

Adjustments to reconcile net income to net cash

��

provided by operating activities:

Provision (credit) for credit losses

 

(.5)

100.8

Provision for depreciation and amortization

 

576.6

652.2

Credit for deferred income taxes

 

(59.8)

(106.3)

Impairment charges

30.8

Undistributed earnings of unconsolidated affiliate

 

(2.0)

(1.4)

Change in accounts payable and accrued expenses

 

(26.7)

(16.1)

Change in accrued income taxes payable/receivable

 

(22.8)

32.0

Other

 

48.8

129.3

Net cash provided by operating activities

 

1,043.4

 

1,092.7

Cash Flows from Investing Activities:

Cost of receivables acquired (excluding wholesale)

 

(16,373.9)

(13,844.2)

Collections of receivables (excluding wholesale)

 

13,854.5

12,760.9

(Increase) decrease in wholesale receivables – net

 

(578.3)

353.8

Cost of equipment on operating leases acquired

 

(1,290.3)

(1,359.4)

Proceeds from sales of equipment on operating leases

 

1,121.4

978.3

Cost of notes receivable acquired from John Deere

(234.4)

(163.9)

Collections of notes receivable from John Deere

229.2

78.2

Other

 

(2.1)

(44.0)

Net cash used for investing activities

 

(3,273.9)

 

(1,240.3)

Cash Flows from Financing Activities:

Increase (decrease) in commercial paper and other notes payable – net

 

319.5

(444.5)

Increase in securitization borrowings – net

 

610.4

1,048.5

Increase in payable to John Deere – net

 

578.4

1,775.8

Proceeds from issuance of long-term borrowings

 

5,210.4

3,062.5

Payments of long-term borrowings

 

(4,214.2)

(5,008.7)

Dividends paid

 

(230.0)

(250.0)

Debt issuance costs

 

(27.7)

(21.9)

Net cash provided by financing activities

 

2,246.8

 

161.7

Effect of exchange rate changes on cash, cash equivalents, and restricted cash

 

3.9

(.9)

Net increase in cash, cash equivalents, and restricted cash

 

20.2

 

13.2

Cash, cash equivalents, and restricted cash at beginning of period *

 

769.4

 

710.9

Cash, cash equivalents, and restricted cash at end of period *

$

789.6

$

724.1

    

Nine Months Ended 

July 31

August 1

    

2022

    

2021

 

Cash Flows from Operating Activities:

Net income

$

520.6

$

529.8

Adjustments to reconcile net income to net cash

provided by operating activities:

Provision (credit) for credit losses

 

21.2

(.5)

Provision for depreciation and amortization

 

519.5

576.6

Credit for deferred income taxes

 

(32.8)

(59.8)

Undistributed earnings of unconsolidated affiliate

 

(3.4)

(2.0)

Change in accounts payable and accrued expenses

 

(20.5)

(26.7)

Change in accrued income taxes payable/receivable

 

18.9

(22.8)

Other

 

(125.4)

48.8

Net cash provided by operating activities

 

898.1

 

1,043.4

Cash Flows from Investing Activities:

Cost of receivables acquired (excluding wholesale)

 

(17,199.4)

(16,373.9)

Collections of receivables (excluding wholesale)

 

15,059.4

13,854.5

Increase in wholesale receivables – net

 

(2,439.9)

(578.3)

Cost of equipment on operating leases acquired

 

(1,390.9)

(1,290.3)

Proceeds from sales of equipment on operating leases

 

1,105.9

1,121.4

Cost of notes receivable acquired from John Deere

(226.7)

(234.4)

Collections of notes receivable from John Deere

342.2

229.2

Other

 

(7.0)

(2.1)

Net cash used for investing activities

 

(4,756.4)

 

(3,273.9)

Cash Flows from Financing Activities:

Increase in commercial paper and other notes payable – net

 

3,407.0

319.5

Increase in securitization borrowings – net

 

325.7

610.4

Increase (decrease) in short-term borrowings with John Deere – net

 

(716.3)

578.4

Proceeds from issuance of long-term external borrowings

 

5,371.5

5,210.4

Payments of long-term external borrowings

 

(4,197.5)

(4,214.2)

Dividends paid

 

(310.0)

(230.0)

Debt issuance costs

 

(23.8)

(27.7)

Net cash provided by financing activities

 

3,856.6

 

2,246.8

Effect of exchange rate changes on cash, cash equivalents, and restricted cash

 

(13.3)

3.9

Net increase (decrease) in cash, cash equivalents, and restricted cash

 

(15.0)

 

20.2

Cash, cash equivalents, and restricted cash at beginning of period

 

772.8

 

769.4

Cash, cash equivalents, and restricted cash at end of period

$

757.8

$

789.6

Components of cash, cash equivalents, and restricted cash:

Cash and cash equivalents

$

657.1

$

682.7

Restricted cash*

100.7

106.9

Total cash, cash equivalents, and restricted cash

$

757.8

$

789.6

* At August 1, 2021, November 1, 2020, August 2, 2020, and November 3, 2019, restrictedRestricted cash which is reported in other assets on the consolidated balance sheet, was $106.9 million, $94.8 million, $99.2 millionsheets and $78.3 million, respectively. The restricted cash primarily relates to the securitization of receivables (see Note 5).

See Condensed Notes to Interim Consolidated Financial Statements.

5

John Deere Capital Corporation and Subsidiaries

StatementStatements of Changes in Consolidated Stockholder’s Equity

For the Three and Nine Months Ended July 31, 2022 and August 1, 2021 and August 2, 2020

(Unaudited)

(in millions)

Company Stockholder

 

Company Stockholder

 

Accumulated

Accumulated

Total

Other

Non-

Total

Other

Non-

Stockholder’s

Common

Retained

Comprehensive

Controlling

Stockholder’s

Common

Retained

Comprehensive

Controlling

Equity

Stock

Earnings

Income (Loss)

Interests

 

Equity

Stock

Earnings

Income (Loss)

Interests

 

    

    

    

    

    

 

Three Months Ended August 2, 2020

Balance May 3, 2020

$

3,997.2

$

1,482.8

$

2,641.7

$

(128.8)

$

1.5

Net income

146.2

146.2

Other comprehensive income

54.8

54.8

Dividends declared

(25.0)

(25.0)

Balance August 2, 2020

$

4,173.2

$

1,482.8

$

2,762.9

$

(74.0)

$

1.5

Nine Months Ended August 2, 2020

Balance November 3, 2019

$

4,128.4

$

1,482.8

$

2,741.6

$

(97.4)

$

1.4

Net income

 

271.4

 

271.3

.1

Other comprehensive income

 

23.4

23.4

Dividends declared

 

(250.0)

(250.0)

Balance August 2, 2020

$

4,173.2

$

1,482.8

$

2,762.9

$

(74.0)

$

1.5

    

    

    

    

    

 

Three Months Ended August 1, 2021

Balance May 2, 2021

$

4,525.6

$

1,482.8

$

3,074.3

$

(33.1)

$

1.6

$

4,525.6

$

1,482.8

$

3,074.3

$

(33.1)

$

1.6

Net income

185.9

185.7

.2

185.9

185.7

.2

Other comprehensive loss

(16.3)

(16.3)

(16.3)

(16.3)

Dividends declared

(95.0)

(95.0)

(95.0)

(95.0)

Balance August 1, 2021

$

4,600.2

$

1,482.8

$

3,165.0

$

(49.4)

$

1.8

$

4,600.2

$

1,482.8

$

3,165.0

$

(49.4)

$

1.8

���

Nine Months Ended August 1, 2021

Balance November 1, 2020

$

4,298.2

$

1,482.8

$

2,891.6

$

(77.8)

$

1.6

$

4,298.2

$

1,482.8

$

2,891.6

$

(77.8)

$

1.6

ASU No. 2016-13 adoption (see Note 2)

(26.2)

(26.2)

ASU No. 2016-13 adoption

(26.2)

(26.2)

Net income

 

529.8

 

529.6

.2

 

529.8

 

529.6

.2

Other comprehensive income

 

28.4

28.4

 

28.4

28.4

Dividends declared

 

(230.0)

(230.0)

 

(230.0)

(230.0)

Balance August 1, 2021

$

4,600.2

$

1,482.8

$

3,165.0

$

(49.4)

$

1.8

$

4,600.2

$

1,482.8

$

3,165.0

$

(49.4)

$

1.8

Three Months Ended July 31, 2022

Balance May 1, 2022

$

4,669.0

$

1,482.8

$

3,264.2

$

(79.7)

$

1.7

Net income

172.5

172.5

Other comprehensive loss

(20.5)

(20.5)

Dividends declared

(135.0)

(135.0)

Balance July 31, 2022

$

4,686.0

$

1,482.8

$

3,301.7

$

(100.2)

$

1.7

Nine Months Ended July 31, 2022

Balance October 31, 2021

$

4,526.2

$

1,482.8

$

3,091.0

$

(49.4)

$

1.8

Net income (loss)

 

520.6

 

520.7

(.1)

Other comprehensive loss

 

(50.8)

(50.8)

Dividends declared

 

(310.0)

(310.0)

Balance July 31, 2022

$

4,686.0

$

1,482.8

$

3,301.7

$

(100.2)

$

1.7

See Condensed Notes to Interim Consolidated Financial Statements.

6

John Deere Capital Corporation and Subsidiaries

Condensed Notes to Interim Consolidated Financial Statements

(Unaudited)

(1)  Organization and Consolidation

John Deere Capital Corporation (Capital Corporation) and its subsidiaries are collectively called the Company. John Deere Financial Services, Inc. (JDFS), a wholly-owned finance holding subsidiary of Deere & Company, owns all of the outstanding common stock of Capital Corporation. The Company provides and administers financing for retail purchases of new equipment manufactured by Deere & Company’s production and precision agriculture operations, small agriculture and turf operations, and construction and forestry operations and used equipment taken in trade for this equipment. References to agriculture and turf include both production and precision agriculture and small agriculture and turf. The Company generally purchases retail installment sales and loan contracts (retail notes) from Deere & Company and its wholly-owned subsidiaries (collectively called John Deere). John Deere generally acquires these retail notes through independent John Deere retail dealers. The Company also purchases and finances a limited amount of non-Deerenon-John Deere retail notes. The Company also finances and services revolving charge accounts, in most cases acquired from and offered through merchants in the agriculture and turf and construction and forestry markets (revolving charge accounts). TheAdditionally, the Company also provides wholesale financing for inventoriesto dealers of John Deere agriculture and turf and construction and forestry equipment, primarily to finance inventories of equipment for dealers of those productsdealers (wholesale receivables). In addition, the Company leases John Deere equipment and a limited amount of non-Deerenon-John Deere equipment to retail customers (financing and operating leases). The Company also offers credit enhanced international export financing to select customers and dealers, which generally involves John Deere products. Retail notes, revolving charge accounts, wholesale receivables, and financing leases are collectively called “Receivables.” Receivables and equipment on operating leases are collectively called “Receivables and Leases.” The Company generally secures its Receivables, other than certain revolving charge accounts, by retaining as collateral a security interest in the goods associated with those Receivables or with the use of other collateral.

Beginning inThe Company uses a 52/53 week fiscal year with quarters ending on the last Sunday in the reporting period. The third quarter ends for fiscal years 2022 and 2021 John Deere implemented a new operating modelwere July 31, 2022 and reporting structure. With this change, John Deere’s agricultureAugust 1, 2021, respectively. Both third quarters contained 13 weeks, while both year-to-date periods contained 39 weeks. Unless otherwise stated, references to particular years or quarters refer to the Company's fiscal years generally ending in October and turf operations were divided into two new segments: productionthe associated periods in those fiscal years.

The Company is the primary beneficiary of and precision agricultureconsolidates certain variable interest entities (VIEs) that are special purpose entities (SPEs) related to the securitization of receivables. See Note 5 for more information on these SPEs.

(2)  Summary of Significant Accounting Policies and small agriculture and turf. There were no changes to John Deere’s construction and forestry or financial services segments. Receivables and Leases managed by the Company continue to be evaluated by market (agriculture and turf and construction and forestry). References to agriculture and turf include both production and precision agriculture and small agriculture and turf.New Accounting Standards

Quarterly Financial Statements

The Company has prepared its interim consolidated financial statements, without audit, pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the U.S. have been condensed or omitted as permitted by such rules and regulations. All adjustments, consisting of normal recurring adjustments, have been included. Management believes the disclosures are adequate to present fairly the financial position, results of operations, and cash flows at the dates and for the periods presented. It is suggested these interim consolidated financial statements be read in conjunction with the consolidated financial statements and the notes thereto appearing in the Company’s latest annual reportAnnual Report on Form 10-K. Results for interim periods are not necessarily indicative of those to be expected for the fiscal year.

7

Use of Estimates in Financial Statements

The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts and related disclosures. The COVID pandemic has resulted in uncertainties in the Company’s business, which may result in actual outcomes differingActual results could differ from those estimates.

The Company uses a 52/53 week fiscal year with quarters ending on the last Sunday in the reporting period. The third quarter ends for fiscal year 2021 and 2020 were August 1, 2021 and August 2, 2020, respectively. Both third quarters contained 13 weeks, while both year-to-date periods contained 39 weeks. Unless otherwise stated, references to particular years, quarters, or months refer to the Company's fiscal years generally ending in October and the associated periods in those fiscal years.

7

(2)  New Accounting Standards

New Accounting Standards Adopted

InThe Company closely monitors all Accounting Standard Updates (ASUs) issued by the first quarter of 2021, the Company adopted Financial Accounting Standards Board (FASB) Accounting Standards Update (ASU)and other authoritative guidance. ASUs adopted in 2022 did not have a material impact on the Company’s financial statements.

In March 2022, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments, which establishes Accounting Standards Codification (ASC) 326,2022-02, Financial Instruments – Credit Losses. This ASU was adopted using a modified-retrospective approach.Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures, which will be effective in the first quarter of fiscal year 2024. The ASU along witheliminates the accounting guidance for troubled debt restructurings, enhances disclosures for certain receivable modifications related amendments, revised the measurementto borrowers experiencing financial difficulty, and requires disclosure of credit losses for financial assets measuredcurrent period gross write-offs by year of origination. ASU No. 2022-02 and other ASUs to be adopted in future periods are being evaluated and at amortized cost from an incurred lossthis point are not expected to an expected loss methodology. The ASU affects receivables, debt securities, net investment in leases, and most other financial assets that represent a right to receive cash.

The Company holds deposits from dealers (dealer deposits), which are recorded in deposits withheld from dealers and merchants, to absorb certain credit losses. Prior to adopting this ASU, the allowance for credit losses was estimated on probable credit losses incurred after consideration of recoveries from dealer deposits. The ASU considers dealer deposits and certain credit insurance contracts as freestanding credit enhancements. As a result, after adoption, credit losses recovered from dealer deposits and certain credit insurance contracts are presented in other income and no longer as part of the allowance for credit losses or the provision for credit losses. The ASU also modified the treatment of the estimated write-off on delinquent receivables by no longer including the estimated benefit of charges to the dealer deposits in the write-off amount (see Note 4). This change increases the estimated write-offs on delinquent financing receivables with the benefit of credit losses recovered from dealer deposits presented in other income. This benefit, in both situations, is recorded when the dealer deposits are charged and no longer based on estimated recoveries.

The effects of adopting the ASU on the consolidated balance sheet were as follows (in millions of dollars):

November 1

Cumulative Effect

November 2

2020

from Adoption

2020

Assets

Allowance for credit losses

$

(129.1)

$

(19.7)

$

(148.8)

Deferred income taxes

27.1

.7

27.8

Liabilities

Accounts payable and accrued expenses

$

922.3

$

(.5)

$

921.8

Deposits withheld from dealers and merchants

114.8

13.5

128.3

Deferred income taxes

345.9

(5.8)

340.1

Stockholder’s equity

Retained earnings

$

2,891.6

$

(26.2)

$

2,865.4

Note 4 contains additional disclosures as well as the Company’s updated allowance for credit losses accounting policy.

The Company also adopted the following standards in 2021, none of which hadhave a material effectimpact on the Company’s consolidated financial statements:

Accounting Standards Updates

No. 2018-15

Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which amends ASC 350-40, Intangibles – Goodwill and Other – Internal-Use Software

No. 2019-04

Codification Improvements to Topic 326, Financial Instruments – Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments

No. 2021-01

Reference Rate Reform (Topic 848): Scopestatements.

8

New Accounting Standards to be Adopted

The Company will adopt the following standards in future periods, none of which are expected to have a material effect on the Company’s consolidated financial statements:

Accounting Standards Updates

No. 2019-12

Simplifying the Accounting for Income Taxes, which amends ASC 740, Income Taxes

No. 2020-08

Codification Improvements to Subtopic 310-20, Receivables – Nonrefundable Fees and Other Costs

(3)  Other Comprehensive Income Items

The after-tax changes incomponents of accumulated other comprehensive income (loss) were as follows (in millions of dollars):

    

    

Unrealized

    

Unrealized

    

Accumulated

 

Cumulative

Gain (Loss)

Gain (Loss)

Other

 

Translation

on

on

Comprehensive

 

Adjustment

Derivatives

Debt Securities

Income (Loss)

 

Balance November 3, 2019

$

(88.4)

$

(7.0)

$

(2.0)

$

(97.4)

Other comprehensive income (loss) items before reclassification

 

28.2

 

(13.9)

 

 

14.3

Amounts reclassified from accumulated other comprehensive income

 

9.1

 

 

9.1

Net current period other comprehensive income (loss)

 

28.2

 

(4.8)

 

 

23.4

Balance August 2, 2020

$

(60.2)

$

(11.8)

$

(2.0)

$

(74.0)

Balance November 1, 2020

$

(69.5)

$

(6.7)

$

(1.6)

$

(77.8)

Other comprehensive income (loss) items before reclassification

 

22.6

 

(.6)

 

(.1)

 

21.9

Amounts reclassified from accumulated other comprehensive income

 

6.5

 

 

6.5

Net current period other comprehensive income (loss)

 

22.6

 

5.9

 

(.1)

 

28.4

Balance August 1, 2021

$

(46.9)

$

(.8)

$

(1.7)

$

(49.4)

July 31

October 31

August 1

2022

2021

2021

Cumulative translation adjustment

$

(143.2)

$

(54.5)

$

(46.9)

Unrealized gain (loss) on derivatives

45.3

6.8

(.8)

Unrealized loss on debt securities

(2.3)

(1.7)

(1.7)

Total accumulated other comprehensive income (loss)

$

(100.2)

$

(49.4)

$

(49.4)

98

Amounts recorded in and reclassifications out of other comprehensive income (loss), and the income tax effects were as follows (in millions of dollars):

Before

Tax

After

 

Before

Tax

After

 

Tax

(Expense)

Tax

 

Three Months Ended July 31, 2022

Amount

Credit

Amount

 

Cumulative translation adjustment

    

$

(18.1)

$

(18.1)

Unrealized gain (loss) on derivatives:

Unrealized hedging gain (loss)

 

.8

$

(.2)

 

.6

Reclassification of realized (gain) loss to:

Interest rate contracts – Interest expense

 

(3.6)

.8

(2.8)

Net unrealized gain (loss) on derivatives

 

(2.8)

 

.6

 

(2.2)

Unrealized gain (loss) on debt securities:

Unrealized holding gain (loss)

(.3)

.1

(.2)

Total other comprehensive income (loss)

$

(21.2)

$

.7

$

(20.5)

Nine Months Ended July 31, 2022

Cumulative translation adjustment

$

(88.7)

$

(88.7)

Unrealized gain (loss) on derivatives:

Unrealized hedging gain (loss)

 

51.4

$

(10.8)

 

40.6

Reclassification of realized (gain) loss to:

Interest rate contracts – Interest expense

 

(2.7)

.6

(2.1)

Net unrealized gain (loss) on derivatives

 

48.7

 

(10.2)

 

38.5

Unrealized gain (loss) on debt securities:

Unrealized holding gain (loss)

(.9)

.3

(.6)

Total other comprehensive income (loss)

$

(40.9)

$

(9.9)

$

(50.8)

Tax

(Expense)

Tax

 

Three Months Ended August 1, 2021

Amount

Credit

Amount

 

Cumulative translation adjustment

    

$

(16.7)

$

(16.7)

$

(16.7)

$

(16.7)

Unrealized gain (loss) on derivatives:

Unrealized hedging gain (loss)

 

(.9)

$

.2

 

(.7)

 

(.9)

$

.2

 

(.7)

Reclassification of realized (gain) loss to:

Interest rate contracts – Interest expense

 

1.6

(.3)

1.3

 

1.6

(.3)

 

1.3

Net unrealized gain (loss) on derivatives

 

.7

 

(.1)

 

.6

 

.7

(.1)

 

.6

Unrealized gain (loss) on debt securities:

Unrealized holding gain (loss)

(.2)

(.2)

(.2)

(.2)

Total other comprehensive income (loss)

$

(16.0)

$

(.3)

$

(16.3)

$

(16.0)

$

(.3)

$

(16.3)

Nine Months Ended August 1, 2021

Cumulative translation adjustment

$

22.6

$

22.6

$

22.6

$

22.6

Unrealized gain (loss) on derivatives:

Unrealized hedging gain (loss)

 

(.8)

$

.2

 

(.6)

 

(.8)

$

.2

 

(.6)

Reclassification of realized (gain) loss to:

Interest rate contracts – Interest expense

 

8.2

(1.7)

6.5

 

8.2

(1.7)

 

6.5

Net unrealized gain (loss) on derivatives

 

7.4

 

(1.5)

 

5.9

 

7.4

 

(1.5)

 

5.9

Unrealized gain (loss) on debt securities:

Unrealized holding gain (loss)

(.2)

.1

(.1)

(.2)

.1

(.1)

Total other comprehensive income (loss)

$

29.8

$

(1.4)

$

28.4

$

29.8

$

(1.4)

$

28.4

Three Months Ended August 2, 2020

Cumulative translation adjustment

$

50.0

$

50.0

Unrealized gain (loss) on derivatives:

Unrealized hedging gain (loss)

 

(1.1)

$

.2

 

(.9)

Reclassification of realized (gain) loss to:

Interest rate contracts – Interest expense

 

6.4

(1.3)

 

5.1

Net unrealized gain (loss) on derivatives

 

5.3

(1.1)

 

4.2

Unrealized gain (loss) on debt securities:

Unrealized holding gain (loss)

.6

.6

Total other comprehensive income (loss)

$

55.9

$

(1.1)

$

54.8

Nine Months Ended August 2, 2020

Cumulative translation adjustment

$

28.2

$

28.2

Unrealized gain (loss) on derivatives:

Unrealized hedging gain (loss)

 

(17.6)

$

3.7

 

(13.9)

Reclassification of realized (gain) loss to:

Interest rate contracts – Interest expense

 

11.5

(2.4)

 

9.1

Net unrealized gain (loss) on derivatives

 

(6.1)

 

1.3

 

(4.8)

Unrealized gain (loss) on debt securities:

Unrealized holding gain (loss)

(.8)

.8

Total other comprehensive income (loss)

$

21.3

$

2.1

$

23.4

109

(4)  Receivables

Credit Quality

The Company monitors the credit quality of Receivables based on delinquency status. Past due balances of Receivables still accruing finance income represent the total balance held (principal plus accrued interest) with any payment amounts 30 days or more past the contractual payment due date. Non-performing Receivables represent receivables for which the Company has ceased accruing finance income. Generally, when retail notes, revolving charge accounts, and financing lease accounts are 90 days delinquent, accrual of finance income and lease revenue is suspended, and accrued finance income and lease revenue previously recognized is reversed. Generally, when a wholesale receivable becomes 60 days delinquent, the Company determines whether the accrual of finance income on interest-bearing wholesale receivables should be suspended and whether accrued finance income previously recognized should be reversed. During the third quarter and first nine months of 2022, $2.0 million and $8.8 million, respectively, of accrued finance income and lease revenue was reversed on non-performing Receivables. Finance income and lease revenue for non-performing Receivables is recognized on a cash basis. Accrual of finance income and lease revenue is generally resumed when the receivable becomes contractually current and collections are reasonably assured. During the third quarter and first nine months of 2022, finance income and lease revenue of $4.8 million and $11.8 million, respectively, was recognized from cash payments on non-performing Receivables.

Receivable balances are written off to the allowance for credit losses when, in the judgment of management, they are considered uncollectible. Generally, when retail notes and financing lease accounts are 120 days delinquent, the collateral is repossessed or the account is designated for litigation, and the estimated uncollectible amount from the customer is written off to the allowance for credit losses. Revolving charge accounts are generally deemed to be uncollectible and written off to the allowance for credit losses when delinquency reaches 120 days. Generally, when a wholesale account becomes 60 days delinquent, the Company determines whether the collateral should be repossessed or the account designated for litigation, and the estimated uncollectible amount is written off to the allowance for credit losses.

Due to the economic effects of COVID, the Company provided short-term payment relief to dealers and retail customers during 2020, and to a much lesser extent in 2021. The relief was provided in regional programs and on a case-by-case basis with customers that were generally current in their payment obligations. Receivables granted relief since the beginning of the pandemic that remained outstanding at August 1, 2021 represented approximately 3 percent of the Receivables balance. The majority of Receivables granted short-term relief are beyond the deferral period and have either resumed making payments or are reported as delinquent based on the modified payment schedule.

The credit quality analysis of retail notes, financing leases, and revolving charge accounts (collectively, Customer Receivables) at August 1, 2021by year of origination was as follows (in millions of dollars):

Year of Origination

July 31, 2022

2021

2020

2019

2018

2017

Prior

Revolving Charge Accounts

Total

2022

2021

2020

2019

2018

Prior Years

Revolving Charge Accounts

Total

Customer Receivables:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Agriculture and turf

Current

$

8,075.6

$

6,472.1

$

3,246.0

$

1,695.6

$

733.9

$

207.4

$

3,570.9

$

24,001.5

$

8,134.7

$

8,017.6

$

4,027.6

$

1,819.9

$

742.6

$

256.9

$

3,868.8

$

26,868.1

30-59 days past due

31.1

42.1

25.1

14.9

5.3

2.7

11.4

132.6

34.5

55.4

28.9

16.9

6.9

2.9

17.0

162.5

60-89 days past due

11.7

21.4

10.0

4.4

2.6

1.1

3.4

54.6

14.0

18.0

10.9

5.1

2.0

.9

4.2

55.1

90+ days past due

.1

.5

.2

.2

1.0

.2

.2

.1

.5

Non-performing

11.0

45.8

31.6

28.3

13.1

14.4

5.7

149.9

16.0

40.3

29.6

16.6

12.8

12.2

6.6

134.1

Construction and forestry

Current

1,765.6

1,413.7

715.0

281.3

63.2

10.6

91.5

4,340.9

1,868.7

1,712.0

772.5

297.7

82.4

17.2

103.2

4,853.7

30-59 days past due

28.2

38.0

21.8

8.0

2.7

.7

2.9

102.3

40.0

45.5

22.1

11.3

3.4

1.1

2.6

126.0

60-89 days past due

11.3

16.1

8.6

4.2

1.3

.3

1.1

42.9

11.9

13.0

11.1

4.1

1.0

.3

.7

42.1

90+ days past due

3.2

4.5

7.7

7.3

2.1

.4

9.8

Non-performing

9.0

44.1

36.0

17.7

7.2

3.8

.8

118.6

8.1

50.6

40.9

20.2

7.3

3.8

.8

131.7

Total Customer Receivables

$

9,946.8

$

8,093.8

$

4,098.8

$

2,054.6

$

829.3

$

241.0

$

3,687.7

$

28,952.0

$

10,127.9

$

9,959.9

$

4,945.9

$

2,192.2

$

858.5

$

295.3

$

4,003.9

$

32,383.6

10

October 31, 2021

2021

2020

2019

2018

2017

Prior Years

Revolving Charge Accounts

Total

Customer Receivables:

 

 

 

 

 

 

 

 

Agriculture and turf

Current

$

11,318.1

$

5,719.1

$

2,842.5

$

1,431.0

$

582.8

$

119.9

$

3,620.9

$

25,634.3

30-59 days past due

34.7

47.5

24.2

13.7

5.9

2.9

13.1

142.0

60-89 days past due

12.8

17.4

8.4

5.1

2.4

.7

3.2

50.0

90+ days past due

.5

.5

.1

.2

.1

1.4

Non-performing

20.1

44.5

26.4

22.3

10.6

12.5

6.4

142.8

Construction and forestry

Current

2,356.4

1,198.5

573.5

215.6

42.5

5.4

92.3

4,484.2

30-59 days past due

36.6

33.0

21.1

5.8

2.0

.1

2.7

101.3

60-89 days past due

12.5

8.4

5.0

2.6

.5

.2

1.0

30.2

90+ days past due

.1

.4

.9

.1

1.5

Non-performing

21.9

50.0

33.9

15.1

6.3

2.9

.5

130.6

Total Customer Receivables

$

13,813.7

$

7,119.3

$

3,536.0

$

1,711.4

$

653.2

$

144.6

$

3,740.1

$

30,718.3

August 1, 2021

2021

2020

2019

2018

2017

Prior Years

Revolving Charge Accounts

Total

Customer Receivables:

 

 

 

 

 

 

 

 

Agriculture and turf

Current

$

8,075.6

$

6,472.1

$

3,246.0

$

1,695.6

$

733.9

$

207.4

$

3,570.9

$

24,001.5

30-59 days past due

31.1

42.1

25.1

14.9

5.3

2.7

11.4

132.6

60-89 days past due

11.7

21.4

10.0

4.4

2.6

1.1

3.4

54.6

90+ days past due

.1

.5

.2

.2

1.0

Non-performing

11.0

45.8

31.6

28.3

13.1

14.4

5.7

149.9

Construction and forestry

Current

1,765.6

1,413.7

715.0

281.3

63.2

10.6

91.5

4,340.9

30-59 days past due

28.2

38.0

21.8

8.0

2.7

.7

2.9

102.3

60-89 days past due

11.3

16.1

8.6

4.2

1.3

.3

1.1

42.9

90+ days past due

3.2

4.5

7.7

Non-performing

9.0

44.1

36.0

17.7

7.2

3.8

.8

118.6

Total Customer Receivables

$

9,946.8

$

8,093.8

$

4,098.8

$

2,054.6

$

829.3

$

241.0

$

3,687.7

$

28,952.0

11

The credit quality analysis of Customer Receivables at November 1, 2020 and August 2, 2020wholesale receivables by year of origination was as follows (in millions of dollars):

November 1, 2020

August 2, 2020

July 31, 2022

Retail Notes & Financing Leases

Revolving Charge Accounts

Total

Retail Notes & Financing Leases

Revolving Charge Accounts

Total

2022

2021

2020

2019

2018

Prior Years

Revolving

Total

Customer Receivables:

    

    

    

    

    

    

Wholesale receivables:

    

    

    

    

    

    

    

    

Agriculture and turf

Current

$

18,341.2

$

3,710.3

$

22,051.5

$

17,188.9

$

3,794.6

$

20,983.5

$

286.0

$

96.3

$

32.7

$

5.9

$

.8

$

1.6

$

6,347.8

$

6,771.1

30-59 days past due

111.4

11.5

122.9

114.3

18.3

132.6

60-89 days past due

47.6

3.5

51.1

59.4

3.5

62.9

90+ days past due

2.0

2.0

3.6

3.6

30+ days past due

10.6

10.6

Non-performing

172.7

5.4

178.1

204.9

7.4

212.3

5.6

5.6

Construction and forestry

Current

3,759.5

92.3

3,851.8

3,572.8

90.2

3,663.0

8.4

31.5

1.7

.7

.2

1,318.5

1,361.0

30-59 days past due

82.0

2.4

84.4

60.4

2.6

63.0

60-89 days past due

38.8

1.1

39.9

14.6

1.0

15.6

90+ days past due

1.9

1.9

30+ days past due

3.0

3.0

Non-performing

79.5

.9

80.4

83.3

.7

84.0

Total Customer Receivables

$

22,636.6

$

3,827.4

$

26,464.0

$

21,302.2

$

3,918.3

$

25,220.5

Total wholesale receivables

$

294.4

$

127.8

$

34.4

$

6.6

$

1.0

$

1.6

$

7,685.5

$

8,151.3

The credit quality analysis of wholesale receivables at August 1, 2021 was as follows (in millions of dollars):

Year of Origination

October 31, 2021

2021

2020

2019

2018

2017

Prior

Revolving

Total

2021

2020

2019

2018

2017

Prior Years

Revolving

Total

Wholesale receivables:

    

    

    

    

    

    

    

    

    

    

    

    

    

    

    

    

Agriculture and turf

���

Current

$

260.9

$

106.2

$

30.6

$

12.5

$

3.1

$

.5

$

5,946.0

$

6,359.8

$

339.6

$

77.1

$

21.1

$

9.2

$

2.7

$

.4

$

4,233.4

$

4,683.5

30-59 days past due

10.1

10.1

60-89 days past due

3.8

3.8

90+ days past due

2.8

2.8

30+ days past due

12.0

12.0

Non-performing

4.3

4.3

6.7

6.7

Construction and forestry

Current

7.5

5.1

3.9

.4

1,332.0

1,348.9

39.4

4.0

3.4

.3

1,199.6

1,246.7

30-59 days past due

1.3

1.3

60-89 days past due

.2

.2

90+ days past due

30+ days past due

2.4

2.4

Non-performing

Total wholesale receivables

$

268.4

$

111.3

$

34.5

$

12.9

$

3.1

$

.5

$

7,300.5

$

7,731.2

$

379.0

$

81.1

$

24.5

$

9.5

$

2.7

$

.4

$

5,454.1

$

5,951.3

12

The credit quality analysis of wholesale receivables at November 1, 2020 and August 2, 2020 was as follows (in millions of dollars):

August 1, 2021

November 1, 2020

August 2, 2020

2021

2020

2019

2018

2017

Prior Years

Revolving

Total

Wholesale receivables:

    

    

    

    

    

    

    

    

    

    

Agriculture and turf

Current

$

5,693.7

$

6,905.0

$

260.9

$

106.2

$

30.6

$

12.5

$

3.1

$

.5

$

5,946.0

$

6,359.8

30-59 days past due

3.9

10.9

60-89 days past due

4.4

1.1

90+ days past due

1.1

1.4

30+ days past due

16.7

16.7

Non-performing

4.0

3.8

4.3

4.3

Construction and forestry

��

Current

1,385.9

1,499.6

7.5

5.1

3.9

.4

1,332.0

1,348.9

30-59 days past due

.3

3.4

60-89 days past due

.3

90+ days past due

1.1

30+ days past due

1.5

1.5

Non-performing

2.2

Total wholesale receivables

$

7,093.3

$

8,428.8

$

268.4

$

111.3

$

34.5

$

12.9

$

3.1

$

.5

$

7,300.5

$

7,731.2

Allowance for Credit Losses

The allowance for credit losses is an estimate of the credit losses expected over the life of the Company’s Receivable portfolio. The Company measures expected credit losses on a collective basis when similar risk characteristics exist. Risk characteristics considered by the Company include product category, market, geography, credit risk, and remaining duration. Receivables that do not share risk characteristics with other receivables in the portfolio are evaluated on an individual basis. Non-performing Receivables are included in the estimate of expected credit losses.

The Company utilizes loss forecast models, which are selected based on the size and credit risk of the underlying pool of receivables, to estimate expected credit losses. Transition matrix models are used for large and complex Customer Receivable pools, while weighted average remaining maturity (WARM) models are used for smaller and less complex Customer Receivable pools. Transition matrix models, which are used for the majority of the Customer Receivables, estimate credit losses using historical delinquency and default information to assign probabilities that a receivable will pay as contractually scheduled or become delinquent and advance through the various delinquency stages. The model simulates the runoff of the portfolio, month-by-month, over the life of the receivables until the balances are fully repaid or default, using roll rates applied to the outstanding portfolio. The roll rates are applied based on the delinquency status of the customer accounts and are further segmented based on the credit risk and remaining duration of the underlying receivables. Estimated recovery rates are applied to the balance at default to calculate the expected credit losses. The modeled expected credit losses are adjusted based on reasonable and supportable forecasts, which may include economic indicators such as commodity prices, industry equipment sales, unemployment rates, and housing starts. The WARM models apply historical average annual loss rates, adjusted for current and forecasted economic conditions, to the projected portfolio runoff. Expected credit losses on wholesale receivables are based on historical loss rates, adjusted for current economic conditions and reasonable and supportable forecasts. Management reviews each model’s output quarterly, and qualitative adjustments are incorporated as necessary.12

Recoveries from freestanding credit enhancements, such as dealer deposits, and certain credit insurance contracts are not included in the estimate of expected credit losses. Recoveries from dealer deposits are recognized in other income on the statementstatements of consolidated income when the dealer’s withholding account is charged. DuringRecoveries from freestanding credit enhancements recorded in other income were $2.4 million for the third quarter and $5.4 million for the first nine months of 2022, respectively, compared with $3.2 million and $9.8 million for the same periods last year, respectively.

An analysis of the allowance for credit losses and investment in Receivables during 2022 was as follows (in millions of dollars):

Three Months Ended

 

July 31, 2022

 

Retail Notes

Revolving

 

& Financing

Charge

Wholesale

Total

 

Leases

Accounts

Receivables

Receivables

 

Allowance:

Beginning of period balance

$

95.9

$

17.4

$

11.2

$

124.5

Provision for credit losses*

 

5.2

3.2

8.4

Write-offs

 

(6.1)

(10.5)

(16.6)

Recoveries

 

4.1

7.3

11.4

Translation adjustments

 

(.3)

(.1)

(.4)

End of period balance

$

98.8

$

17.3

$

11.2

$

127.3

Nine Months Ended

 

July 31, 2022

 

Retail Notes

Revolving

 

& Financing

Charge

Wholesale

Total

 

Leases

Accounts

Receivables

Receivables

 

Allowance:

Beginning of period balance

$

96.5

$

20.8

$

11.7

$

129.0

Provision (credit) for credit losses*

 

24.0

(3.7)

.3

20.6

Write-offs

 

(31.9)

(22.0)

(.2)

(54.1)

Recoveries

 

10.7

22.2

32.9

Translation adjustments

 

(.5)

(.6)

(1.1)

End of period balance

$

98.8

$

17.3

$

11.2

$

127.3

Receivables:

End of period balance

$

28,379.7

$

4,003.9

$

8,151.3

$

40,534.9

*Excludes provision for credit losses on unfunded commitments of $.8 million and $.6 million for the three and nine months ended August 1, 2021, $3.2 million and $9.8 million, respectively, wereJuly 31, 2022, respectively. The estimated credit losses related to unfunded commitments are recorded in other income related to recoveries from freestanding credit enhancements. Prior toaccounts payable and accrued expenses on the adoption of ASU No. 2016-13, theconsolidated balance sheets.

The allowance for credit losses increased marginally in the third quarter, in part due to higher portfolio balances, and was estimatedslightly lower for the first nine months of 2022, reflecting continued positive agricultural market conditions. As part of the allowance setting process, the Company continues to monitor the economy, including potential impacts of inflation, commodity prices, and interest rates on probable credit losses incurred after consideration of expected recoveries from freestanding credit enhancements.portfolio performance and adjustments to the allowance are incorporated, as necessary.

13

An analysis of the allowance for credit losses and investment in Receivables during 2021 was as follows (in millions of dollars):

Three Months Ended

 

August 1, 2021

 

Retail Notes

Revolving

 

& Financing

Charge

Wholesale

Total

 

Leases

Accounts

Receivables

Receivables

 

Allowance:

Beginning of period balance

$

101.3

$

18.9

$

9.6

$

129.8

Provision (credit) for credit losses*

 

13.6

(.1)

2.2

15.7

Write-offs

 

(8.5)

(8.4)

(.2)

(17.1)

Recoveries

 

3.2

7.6

10.8

Translation adjustments

 

(.2)

.1

(.1)

(.2)

End of period balance

$

109.4

$

18.1

$

11.5

$

139.0

Nine Months Ended

 

Nine Months Ended

 

August 1, 2021

 

August 1, 2021

 

Retail Notes

Revolving

 

Retail Notes

Revolving

 

& Financing

Charge

Wholesale

Total

 

& Financing

Charge

Wholesale

Total

 

Leases

Accounts

Receivables

Receivables

 

Leases

Accounts

Receivables

Receivables

 

Allowance:

    

    

    

    

Beginning of period balance

$

76.9

$

42.3

$

9.9

$

129.1

$

76.9

$

42.3

$

9.9

$

129.1

ASU No. 2016-13 adoption (see Note 2)

32.5

(12.2)

(.6)

19.7

ASU No. 2016-13 adoption

 

32.5

(12.2)

(.6)

19.7

Provision (credit) for credit losses*

 

11.2

(15.9)

2.1

(2.6)

 

11.2

(15.9)

2.1

(2.6)

Write-offs

 

(19.7)

(22.7)

(.3)

(42.7)

 

(19.7)

(22.7)

(.3)

(42.7)

Recoveries

 

8.1

26.6

34.7

 

8.1

26.6

34.7

Translation adjustments

 

.4

.4

.8

 

.4

.4

.8

End of period balance

$

109.4

$

18.1

$

11.5

$

139.0

$

109.4

$

18.1

$

11.5

$

139.0

Receivables:

End of period balance

$

25,264.3

$

3,687.7

$

7,731.2

$

36,683.2

$

25,264.3

$

3,687.7

$

7,731.2

$

36,683.2

*Excludes provision for credit losses on unfunded commitments, ofwhich were none and $2.1 million for the three and nine months ended August 1, 2021, which isrespectively. The estimated credit losses related to unfunded commitments are recorded in accounts payable and accrued expenses on the consolidated balance sheet. There was 0 change in the provision for credit losses on unfunded commitments for the third quarter of 2021.

The allowance for credit losses on Receivables increased $9.2 million in the third quarter of 2021, primarily due to growth in the retail notes and financing leases portfolio.

For the first nine months of 2021, the allowance for credit losses increased $9.9 million, primarily due to the adoption of ASU No. 2016-13 and growth in the retail notes and financing leases portfolio. These increases were partially offset by a reduction in the allowance on revolving charge accounts and a lower allowance on construction and forestry retail notes and financing leases. The allowance on revolving charge accounts was favorably impacted by strong payment performance due to continued improvements in the agriculture market, while expected credit losses on construction and forestry retail notes and financing leases decreased due to improving market conditions and better than expected performance of accounts granted payment relief due to the economic effects of COVID.

14

An analysis of the allowance for credit losses and investment in Receivables during 2020 was as follows (in millions of dollars):

Three Months Ended

 

August 2, 2020

 

Retail Notes

Revolving

 

& Financing

Charge

Wholesale

Total

 

Leases

Accounts

Receivables

Receivables

 

Allowance:

Beginning of period balance

$

88.4

$

42.3

$

9.1

$

139.8

Provision (credit) for credit losses

 

3.3

13.2

(.5)

 

16.0

Write-offs

 

(5.5)

(21.3)

(.1)

 

(26.9)

Recoveries

 

2.4

8.1

.4

 

10.9

Translation adjustments

 

.4

.4

 

.8

End of period balance

$

89.0

$

42.3

$

9.3

$

140.6

Nine Months Ended

 

August 2, 2020

 

Retail Notes

Revolving

 

& Financing

Charge

Wholesale

Total

 

Leases

Accounts

Receivables

Receivables

 

Allowance:

    

    

    

    

Beginning of period balance

$

53.7

$

39.3

$

7.6

$

100.6

Provision (credit) for credit losses

 

70.5

31.3

(1.0)

 

100.8

Write-offs

 

(39.6)

(50.1)

(.9)

 

(90.6)

Recoveries

 

4.5

21.8

1.3

 

27.6

Translation adjustments

 

(.1)

2.3

 

2.2

End of period balance

$

89.0

$

42.3

$

9.3

$

140.6

Receivables:

End of period balance

$

21,302.2

$

3,918.3

$

8,428.8

$

33,649.3

The allowance for credit losses increased $40.0 million in the first nine months of 2020 primarily due to the negative economic effects of COVID and other macroeconomic issues, which significantly affected certain retail borrowers, particularly of construction equipment.sheets.

Troubled Debt RestructuringsRestructuring

A troubled debt restructuring is generally the modification of debt in which a creditor grants a concession it would not otherwise consider to a debtor that is experiencing financial difficulties. These modifications may include a reduction of the stated interest rate, an extension of the maturity date, a reduction of the face amount or maturity amount of the debt, or a reduction of accrued interest. During the first nine months of 2021,2022, the Company identified 287175 Receivable contracts, primarily retail notes, as troubled debt restructurings with aggregate balances of $10.3$6.5 million pre-modification and $9.4$5.3 million post-modification. During the first nine months of 2020,2021, there were 328287 Receivable contracts, primarily retail notes, with aggregate balances of $12.6$10.3 million pre-modification and $11.6$9.4 million post-modification. The short-term relief related to COVID mentioned on page 11 did not meet the definition of a troubled debt restructuring. During these same periods, there were 0no significant troubled debt restructurings that subsequently defaulted and were written off. At August 1, 2021,July 31, 2022, the Company had 0no commitments to provide additional financing to customers whose accounts were modified in troubled debt restructurings.

15

(5)  Securitization of Receivables

The Company, asAs a part of its overall funding strategy, the Company periodically transfers certain Receivables (retail notes) into variable interest entities (VIEs)VIEs that are special purpose entities (SPEs),SPEs, or non-VIE banking operations, as part of its asset-backed securities programs

14

(securitizations). The structure of these transactions is such that the transfer of the retail notes does not meet the accounting criteria for sales of receivables, and is, therefore, accounted for as a secured borrowing. SPEs utilized in securitizations of retail notes differ from other entities included in the Company’s consolidated statements because the assets they hold are legally isolated. Use of the assets held by the SPEs or the non-VIEs is restricted by terms of the documents governing the securitization transactions.

In these securitizations, the retail notes are transferred to certain SPEs or to non-VIE banking operations, which in turn issue debt to investors. The debt securities issued to the third-party investors result in secured borrowings, which are recorded as “Securitization borrowings” on the consolidated balance sheet. The securitized retail notes are recorded as “Retail notes securitized” on the consolidated balance sheet. The total restricted assets on the consolidated balance sheet related to these securitizations include the retail notes securitized less an allowance for credit losses, and other assets primarily representing restricted cash. Restricted cash results from contractual requirements in securitized borrowing arrangements and serves as a credit enhancement. The restricted cash is used to satisfy payment deficiencies, if any, in the required payments on secured borrowings. The balance of restricted cash is contractually stipulated and is either a fixed amount as determined by the initial balance of the retail notes securitized or a fixed percentage of the outstanding balance of the retail notes securitized. The restriction is removed either after all secured borrowing payments are made or proportionally as these receivables are collected and borrowing obligations reduced. For those securitizations in which retail notes are transferred into SPEs, the SPEs supporting the secured borrowings are consolidated unless the Company does not have both the power to direct the activities that most significantly impact the SPEs’ economic performance and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the SPEs. No additional support to these SPEs beyond what was previously contractually required has been provided during the reporting periods.

In certain securitizations, the Company consolidates the SPEs since it has both the power to direct the activities that most significantly impact the SPEs’ economic performance through its role as servicer of all the Receivables held by the SPEs and the obligation through variable interests in the SPEs to absorb losses or receive benefits that could potentially be significant to the SPEs. The restricted assets (retail notes securitized, allowance for credit losses, and other assets) of the consolidated SPEs totaled $3,605.3 million, $2,897.5 million, and $3,342.5 million at August 1, 2021, November 1, 2020, and August 2, 2020, respectively. The liabilities (securitization borrowings and accrued interest) of these SPEs totaled $3,487.2 million, $2,856.2 million, and $3,258.8 million at August 1, 2021, November 1, 2020, and August 2, 2020, respectively. The credit holders of these SPEs do not have legal recourse to the Company’s general credit.

In certain securitizations, the Company transfers retail notes to non-VIE banking operations, which are not consolidated since the Company does not have a controlling interest in the entities. The Company’s carrying values and interests related to the securitizations with the unconsolidated non-VIEs were restricted assets (retail notes securitized, allowance for credit losses, and other assets) of $554.5 million, $549.7 million, and $642.4 million at August 1, 2021, November 1, 2020, and August 2, 2020, respectively. The liabilities (securitization borrowings and accrued interest) were $520.5 million, $528.1 million, and $606.0 million at August 1, 2021, November 1, 2020, and August 2, 2020, respectively.

16

In certain securitizations, the Company transfers retail notes into bank-sponsored, multi-seller, commercial paper conduits, which are SPEs that are not consolidated. The Company does not service a significant portion of the conduits’ receivables, and therefore, does not have the power to direct the activities that most significantly impact the conduits’ economic performance. These conduits provide a funding source to the Company (as well as other transferors into the conduit) as they fund the retail notes through the issuance of commercial paper. The Company’s carrying values and variable interest related to these conduits were restricted assets (retail notes securitized, allowance for credit losses, and other assets) of $1,341.2 million, $1,327.3 million, and $1,551.3 million at August 1, 2021, November 1, 2020, and August 2, 2020, respectively. The liabilities (securitization borrowings and accrued interest) related to these conduits were $1,259.0 million, $1,275.1 million, and $1,463.4 million at August 1, 2021, November 1, 2020, and August 2, 2020, respectively.

The Company’s carrying amount of the liabilities to the unconsolidated conduits, compared to the maximum exposure to loss related to these conduits, which would only be incurred in the event of a complete loss on the restricted assets was as follows (in millions of dollars):

August 1

2021

Carrying value of liabilities

$

1,259.0

Maximum exposure to loss

 

1,341.2

The total assets of unconsolidated VIEs related to securitizations were approximately $37 billion at August 1, 2021.

The components of consolidated restricted assets, secured borrowings, and other liabilities related to secured borrowings in securitization transactions were as follows (in millions of dollars):

August 1

November 1

August 2

 

2021

2020

2020

 

Retail notes securitized

$

5,408.2

$

4,689.2

$

5,446.2

Allowance for credit losses

 

(19.9)

 

(12.6)

 

(14.0)

Other assets

 

112.7

 

97.9

 

104.0

Total restricted securitized assets

$

5,501.0

$

4,774.5

$

5,536.2

The components of consolidated secured borrowings and other liabilities related to securitizations were as follows (in millions of dollars):

July 31

October 31

August 1

 

2022

2021

2021

 

Retail notes securitized

$

5,154.1

$

4,662.4

$

5,408.2

Allowance for credit losses

 

(14.7)

 

(13.5)

 

(19.9)

Other assets (primarily restricted cash)

 

136.2

 

106.6

 

112.7

Total restricted securitized assets

$

5,275.6

$

4,755.5

$

5,501.0

Securitization borrowings

$

4,918.5

$

4,595.2

$

5,264.6

Accrued interest on borrowings

 

3.4

 

1.7

 

2.1

Total liabilities related to restricted securitized assets

$

4,921.9

$

4,596.9

$

5,266.7

August 1

November 1

August 2

 

2021

2020

2020

 

Securitization borrowings

$

5,264.6

$

4,656.2

$

5,324.1

Accrued interest on borrowings

 

2.1

 

3.2

 

4.1

Total liabilities related to restricted securitized assets

$

5,266.7

$

4,659.4

$

5,328.2

The secured borrowings related to these restricted securitized retail notes are obligations that are payable as the retail notes are liquidated. Repayment of the secured borrowings depends primarily on cash flows generated by the restricted assets. Due to the Company’s short-term credit rating, cash collections from these restricted assets are not required to be placed into a segregated collection account until immediately prior to the time payment is required to the secured creditors. At August 1, 2021, the maximum remaining term of all restricted securitized retail notes was approximately seven years.

17

(6)  Leases

The Company leases John Deere equipment and a limited amount of non-Deerenon-John Deere equipment to retail customers through sales-type, direct financing, and operating leases. Sales-type and direct financing leases are reported in financing leases on the consolidated balance sheet.sheets. Operating leases are reported in equipment on operating leases – net on the consolidated balance sheet.sheets.

Lease revenues earned by the Company were as follows (in millions of dollars):

Three Months Ended

Nine Months Ended

Three Months Ended

Nine Months Ended

August 1

August 2

August 1

August 2

July 31

August 1

July 31

August 1

2021

2020

2021

2020

2022

2021

2022

2021

Sales-type and direct financing lease revenues

$

12.7

$

12.0

$

35.8

$

34.3

$

14.7

$

12.7

$

40.2

$

35.8

Operating lease revenues

237.9

253.5

724.3

768.8

217.9

237.9

659.8

724.3

Variable lease revenues

 

5.1

 

4.8

 

15.4

 

14.7

 

5.6

 

6.5

 

17.6

 

20.4

Total lease revenues

$

255.7

$

270.3

$

775.5

$

817.8

$

238.2

$

257.1

$

717.6

$

780.5

Variable lease revenues reported above primarily relate to separately invoiced property taxes on leased equipment in certain markets, late fees, and lateexcess use and damage fees. Excess use and damage fees are reported in other income on the statements of consolidated income. Excess use and damage fees were $.5 million and $1.9 million for the third quarter and first nine months ended July 31, 2022, respectively, compared with $1.4 million and $5.0 million for the same periods last year, respectively.

The cost of equipment on operating leases by product categorymarket was as follows (in millions of dollars):

August 1

November 1

August 2

July 31

October 31

August 1

2021

2020

2020

2022

2021

2021

Agriculture and turf

$

5,043.4

$

5,210.4

$

5,082.8

$

4,951.3

$

5,053.4

$

5,043.4

Construction and forestry

1,391.3

 

1,595.3

 

1,648.3

1,178.9

 

1,323.6

 

1,391.3

Total

6,434.7

6,805.7

6,731.1

6,130.2

6,377.0

6,434.7

Accumulated depreciation

 

(1,470.9)

(1,507.9)

(1,473.9)

 

(1,352.7)

(1,429.4)

(1,470.9)

Equipment on operating leases - net

$

4,963.8

$

5,297.8

$

5,257.2

$

4,777.5

$

4,947.6

$

4,963.8

Operating lease assets are recorded at cost and depreciated to their estimated residual value on a straight-line method over the terms of the leases. The Company reviews residual value estimates during the lease term and tests the carrying value of its operating lease assets for impairment when events or circumstances necessitate. The depreciation is adjusted on a straight-line basis over the remaining lease term if residual value estimates are revised. There were 0 impairment losses on operating leases recorded during the nine months ended August 1, 2021. During the nine months ended August 2, 2020, the Company recorded impairment losses on operating leases of $21.0 million due to higher expected return rates and lower estimated values of used construction equipment. The operating lease impairment losses were recorded in administrative and operating expenses on the statement of consolidated income.

The totalTotal operating lease residual values at July 31, 2022, October 31, 2021, and August 1, 2021 November 1, 2020, and August 2, 2020 were $3,598.9$3,352.8 million, $3,826.3$3,547.6 million, and $3,791.7$3,598.9 million, respectively. Certain operating leases are subject to

15

residual value guarantees. The total residual value guarantees were $464.9 million, $295.8 million, and $247.3 million $141.0 million,at July 31, 2022, October 31, 2021, and $110.1 million at August 1, 2021, November 1, 2020, and August 2, 2020, respectively. The increase in residual value guarantees is primarily due to guarantees provided by John Deere dealers, which generally provide a first-loss residual value guarantee on operating lease originations effective after January 2020.

The Company discusses with lessees and dealers options to purchase the equipment or extend the lease prior to operating lease maturity. Equipment returned to the Company upon termination of leases is remarketed by the Company. The matured operating lease inventory balances at July 31, 2022, October 31, 2021, and August 1, 2021 November 1, 2020, and August 2, 2020 were $46.9$16.6 million, $64.5$25.4 million, and $100.7$46.9 million, respectively. Matured operating lease inventory is reported in other assets on the consolidated balance sheet. During the nine months ended August 2, 2020, the Company recorded impairment losses on matured operating lease inventory of $9.8 million due to lower estimated values of used construction equipment. There were 0 impairment losses recorded on matured operating lease inventory during the nine months ended August 1, 2021. The impairment losses onsheets.

18

matured operating lease inventory were included in administrative and operating expenses on the statement of consolidated income.

Due to the economic effects of COVID, the Company provided short-term payment relief to lessees during 2020, and to a much lesser extent in 2021. The relief was provided in regional programs and on a case-by-case basis with customers that were generally current in their payment obligations. The operating leases granted relief since the beginning of the pandemic that remained outstanding at August 1, 2021 represented approximately 2 percent of the Company’s operating lease portfolio. The majority of operating leases granted short-term relief are beyond the deferral period and have resumed making payments.

(7)  Notes Receivable from and Payable to John Deere

The Company makesprovides loans to and holds other receivables from affiliated companies. The Company receives interest from John Deere at competitive market interest rates. The lendingloan agreements mature over the next seven years.years and charge interest at competitive market interest rates. Interest earned from John Deere is recorded in other income and was $3.8$2.5 million for the third quarter and $10.3$12.7 million in the first nine months of 2021,2022, respectively, compared with $4.4$3.8 million and $12.4$10.3 million for the same periods last year, respectively.

The Company had notes receivable from John Deere with the following affiliated companies as follows (in millions of dollars):

August 1

November 1

August 2

July 31

October 31

August 1

2021

2020

2020

2022

2021

2021

Limited Liability Company John Deere Financial

$

198.6

$

132.5

$

125.6

$

233.7

$

198.6

Banco John Deere S.A.

167.4

 

217.5

 

241.2

$

270.4

 

159.8

 

167.4

John Deere Agricultural Holdings, Inc.

 

8.8

Total Notes Receivable from John Deere

$

366.0

$

350.0

$

366.8

$

279.2

$

393.5

$

366.0

Limited Liability Company John Deere Financial (JDF Russia) is a John Deere financial services affiliate in Russia. The Company previously provided ruble-denominated loans to JDF Russia to fund JDF Russia’s retail portfolio. The Company had entered into non-designated cross-currency interest rate contracts and foreign currency exchange contracts to hedge against interest rate and foreign currency exchange risk associated with the loans. In April 2022, the loans to JDF Russia and related derivative contracts were assumed by Deere & Company for cash at carrying value as of the date of assumption.

John Deere Agricultural Holdings, Inc. (JDAH) is a John Deere equipment operations affiliate in Russia. The Company purchased wholesale receivables from this affiliate related to independent John Deere dealers in Russia. The affiliate receivable from JDAH represents cash collections on the Russia wholesale portfolio that have not yet been remitted to the Company. The remaining outstanding wholesale portfolio in Russia held by the Company did not represent a significant portion of its wholesale receivable portfolio at July 31, 2022. John Deere currently requires prepayment of existing equipment inventory in Russia, and, as such, no further wholesale receivables are being purchased by the Company.

The Company also obtains funding from affiliated companies. At July 31, 2022, October 31, 2021, and August 1, 2021, the Company had notes payable to John Deere of $4,499.8 million, $5,619.4 million and $5,859.2 million, respectively. The intercompany borrowings are primarily short-term in nature or contain a due on demand call option. At July 31, 2022, $509.9 million of the intercompany borrowings were long-term loans without a due on demand call option, which mature in 2024. The Company pays interest to John Deere for these borrowings based on competitive market rates. Interest expense paid to John Deere, which is recorded in fees paid to John Deere, was $23.7 million for the third quarter and $57.6 million for the first nine months of 2022, compared with $14.9 million and $36.3 million for the same periods last year, respectively.

16

(8)  Long-Term External Borrowings

Long-term external borrowings of the Company at July 31, 2022, October 31, 2021, and August 1, 2021 November 1, 2020, and August 2, 2020 consisted of the following (in millions of dollars):

 

August 1

November 1

August 2

 

July 31

October 31

August 1

 

2021

2020

2020

 

2022

2021

2021

Senior Debt:

 

 

Medium-term notes

 

$

20,174.1

$

19,320.6

$

20,499.8

 

$

20,450.3

$

20,649.2

$

20,174.1

Other notes

19.8

38.2

43.3

2.9

15.6

19.8

Total senior debt

20,193.9

19,358.8

20,543.1

20,453.2

20,664.8

20,193.9

Unamortized debt discount and debt issuance costs

(57.2)

(47.7)

(51.0)

(59.6)

(57.5)

(57.2)

Total

$

20,136.7

$

19,311.1

$

20,492.1

$

20,393.6

$

20,607.3

$

20,136.7

Medium-term notes are primarily offered by prospectus and issued at fixed and variable rates. The medium-term notes in the table above include unamortized fair value adjustments related to interest rate swaps. The principal balances of the medium-term notes were $19,722.5, $18,668.9,$20,796.7 million, $20,378.2 million, and $19,722.7$19,722.5 million at July 31, 2022, October 31, 2021, and August 1, 2021, November 1, 2020,respectively, and August 2, 2020, respectively.have serial maturity dates from 2023 through 2032. All outstanding medium-term notes and other notes in the table above are senior unsecured borrowings and generally rank equally with each other.

In April 2022, the Company issued $600.0 million of sustainability-linked medium-term notes with an initial interest rate of 3.35 percent, which are due in 2029. This transaction supports John Deere’s commitment to environmental sustainability. Failure to meet the stated sustainability performance target will result in a 25-basis point increase to the interest rate payable on the 2029 notes from and including April 2026.

(9)  Commitments and Contingencies

At August 1, 2021,July 31, 2022, John Deere Financial Inc., the John Deere finance subsidiary in Canada, had $2,049.2$2,186.5 million of medium-term notes outstanding, and a fair value liability of $43.6$101.9 million for derivatives outstanding, prior to considering applicable netting provisions, with notional amounts of $3,021.5$2,772.1 million that were guaranteed by Capital Corporation. The weighted average interest rate on the medium-term notes at August 1, 2021July 31, 2022 was 2.22.0 percent with a maximum remaining maturity of approximately sixseven years.

Capital Corporation has a variable interest in John Deere Canada Funding Inc. (JDCFI), a wholly-owned subsidiary of John Deere Financial Inc., which was created as a VIE to issue debt in public markets to fund the operations of affiliated companies in Canada. Capital Corporation has a variable interest in JDCFI because it provides guarantees for all debt issued by JDCFI, however it does not consolidate JDCFI because it does not have the power to direct the activities that most significantly impact JDCFI’s economic performance. Capital

19

Corporation has 0no carrying value of assets or liabilities related to JDCFI. Its maximum exposure to loss is the amount of the debt issued by JDCFI and guaranteed by Capital Corporation, which was $964.3$624.7 million at August 1, 2021.July 31, 2022. The weighted average interest rate on the debt at August 1, 2021July 31, 2022 was 2.62.8 percent with a maximum remaining maturity of approximately two years.one year. No additional support beyond what was previously contractually required has been provided to JDCFI during the reporting periods.

The Company has commitments to extend credit to customers and John Deere dealers through lines of credit and other pre-approved credit arrangements. The Company applies the same credit policies and approval process for these commitments to extend credit as it does for its Receivables. Collateral is not required for these commitments, but if credit is extended, collateral may be required upon funding. The amount of unused commitments to extend credit to John Deere dealers was $10.0$8.6 billion at August 1, 2021.July 31, 2022. The amount of unused commitments to extend credit to customers was $28.8$31.7 billion at August 1, 2021.July 31, 2022. A significant portion of these commitments is not expected to be fully drawn upon; therefore, the total commitment amounts likely do not represent a future cash requirement. The Company generally has the right to unconditionally cancel, alter, or amend the terms of these commitments at any time. Over 95 percent of the unused commitments to extend credit to customers relate to revolving charge accounts. At August 1, 2021, Capital Corporation had $131.2 million in unused loanThe Company recorded a reserve for estimated credit losses on unfunded commitments whichthat are not unconditionally cancellable denominatedof $3.5 million at July 31, 2022, which is

17

recorded in rubles to Limited Liability Company John Deere Financial,accounts payable and accrued expenses on the John Deere finance subsidiary in Russia.consolidated balance sheets.

At August 1, 2021,July 31, 2022, the Company had restricted other assets associated with borrowings related to securitizations (see Note 5). Excluding the securitization programs, the remaining balance of restricted other assets was not material as of August 1, 2021.July 31, 2022.

The Company is subject to various unresolved legal actions which arise in the normal course of its business, the most prevalent of which relate to retail credit matters. The Company believes the reasonably possible range of losses for these unresolved legal actions would not have a material effect on its consolidated financial statements.

(10)   Income Taxes

The Company’s unrecognized tax benefits at August 1, 2021 were $29.6 million, compared to $33.3 million at November 1, 2020, and $31.0 million at August 2, 2020. The liability at August 1, 2021, November 1, 2020, and August 2, 2020 consisted of approximately $19.9 million, $17.2 million, and $16.1 million, respectively, which would affect the effective tax rate if the tax benefits were recognized. The remaining liability was related to tax positions for which there are offsetting tax receivables, or the uncertainty was only related to timing. The Company expects that any reasonably possible change in the amounts of unrecognized tax benefits in the next 12 months would not be material.

(11)   Fair Value Measurements

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. To determine fair value, the Company uses various methods, including market and income approaches. The Company utilizes valuation models and techniques that maximize the use of observable inputs. The models are industry-standard models that consider various assumptions, including time values and yield curves as well as other economic measures. These valuation techniques are consistently applied.

Level 1 measurements consist of quoted prices in active markets for identical assets or liabilities. Level 2 measurements include significant other observable inputs, such as quoted prices for similar assets or liabilities in active markets; identical assets or liabilities in inactive markets; observable inputs such as interest rates and yield curves; and other market-corroborated inputs. Level 3 measurements include significant unobservable inputs.

20

The fair values of financial instruments that do not approximate the carrying values were as follows (in millions of dollars):

August 1, 2021

November 1, 2020

August 2, 2020

 

July 31, 2022

October 31, 2021

August 1, 2021

 

Carrying

Fair

Carrying

Fair

Carrying

Fair

 

Carrying

Fair

Carrying

Fair

Carrying

Fair

 

Value

Value

Value

Value

Value

Value

 

Value

Value

Value

Value

Value

Value

 

Receivables financed – net

$

31,155.9

$

31,264.6

$

28,751.6

$

28,931.7

$

28,076.5

$

28,275.8

$

35,268.2

$

34,617.9

$

31,891.7

$

31,903.6

$

31,155.9

$

31,264.6

Retail notes securitized – net

 

5,388.3

 

5,454.3

 

4,676.6

 

4,772.9

 

5,432.2

 

5,543.9

 

5,139.4

 

4,988.8

 

4,648.9

 

4,694.2

 

5,388.3

 

5,454.3

Securitization borrowings

 

5,264.6

 

5,289.3

 

4,656.2

 

4,697.6

 

5,324.1

 

5,380.7

 

4,918.5

 

4,861.4

 

4,595.2

 

4,600.0

 

5,264.6

 

5,289.3

Current maturities of long-term borrowings

 

5,746.0

 

5,800.4

 

5,741.6

 

5,801.1

 

4,910.2

 

4,958.2

Long-term borrowings

20,136.7

20,557.9

19,311.1

 

19,784.4

20,492.1

21,038.2

Current maturities of long-term external borrowings

 

6,476.7

 

6,426.0

 

5,819.1

 

5,842.3

 

5,746.0

 

5,800.4

Long-term external borrowings

 

20,393.6

 

20,087.6

 

20,607.3

 

20,887.5

 

20,136.7

 

20,557.9

Fair value measurements above were Level 3 for all Receivables and Level 2 for all borrowings.

Fair values of Receivables that were issued long-term were based on the discounted values of their related cash flows at interest rates currently being offered by the Company for similar Receivables. The fair values of the remaining Receivables approximated the carrying amounts.

Fair values of long-term external borrowings and securitization borrowings were based on current market quotes for identical or similar borrowings and credit risk, or on the discounted values of their related cash flows at current market interest rates. Certain long-term external borrowings have been swapped to current variable interest rates. The carrying values of these long-term external borrowings include adjustments related to fair value hedges.

18

Assets and liabilities measured at fair value as Level 2 measurements on a recurring basis were as follows (in millions of dollars):

    

August 1

    

November 1

    

August 2

 

    

July 31

    

October 31

    

August 1

 

2021

2020

2020

 

2022

2021

2021

 

Marketable securities

    

    

    

    

    

    

International debt securities

$

2.1

$

2.2

$

2.4

$

1.3

$

2.1

$

2.1

Receivables from John Deere

Derivatives:

Interest rate contracts

331.7

575.5

795.4

Cross-currency interest rate contracts

 

2.0

 

7.7

 

9.1

Derivatives

168.3

191.6

333.7

Other assets

Derivatives:

Foreign exchange contracts

 

.5

 

3.8

 

3.7

Derivatives

1.8

 

1.1

 

.5

Total assets

$

336.3

$

589.2

$

810.6

$

171.4

$

194.8

$

336.3

Other payables to John Deere

Derivatives:

Interest rate contracts

$

43.4

$

29.4

$

42.5

Cross-currency interest rate contracts

 

2.3

.7

 

.1

Derivatives

$

446.6

$

97.6

$

45.7

Accounts payable and accrued expenses

Derivatives:

Foreign exchange contracts

 

1.7

 

.9

 

6.2

Derivatives

22.1

 

4.8

 

1.7

Total liabilities

$

47.4

$

31.0

$

48.8

$

468.7

$

102.4

$

47.4

All fair value measurements in the table above were Level 2. Excluded from the table above were the Company’s cash equivalents, which were carried at cost that approximates fair value. The cash equivalents consist primarily of time deposits and money market funds.

The international debt securities mature over the next nineeight years. At August 1, 2021,July 31, 2022, the amortized cost basis and fair value of these available-for-sale debt securities were $4.7$4.9 million and $2.1$1.3 million, respectively. Unrealized losses at July 31, 2022 were not recognized in income due to the ability and intent to hold to maturity.

21

FairThere were no assets or liabilities measured at fair value on a nonrecurring Level 3 measurements from impairments, excludingbasis, other than Receivables with specific allowances which were not material, were as follows (in millionsduring each of dollars):

Fair Value

Losses

Three Months Ended

Nine Months Ended

August 1

November 1

August 2

August 1

August 2

August 1

August 2

2021

2020

2020

2021

2020

2021

2020

Equipment on operating leases – net

 

 

$

340.3

 

 

 

$

21.0

Other assets

56.5

9.8

Total

$

396.8

$

30.8

The fair value shown for Novemberthe periods ended July 31, 2022, October 31, 2021, and August 1, 2020 in the table above represents the fair value assessment at May 3, 2020, as the result of impairments taken on operating leases and matured operating lease inventory in the second quarter of 2020 (see Note 6).2021.

The following is a description of the valuation methodologies the Company uses to measure certain financial instruments on the consolidated balance sheet items at fair value:

Marketable securities – The international debt securities are valued using quoted prices for identical assets in inactive markets.

Derivatives – The Company’s derivative financial instruments consist of interest rate contracts (swaps and caps), foreign currency exchange contracts (futures, forwards, and swaps), and cross-currency interest rate contracts (swaps). The portfolio is valued based on an income approach (discounted cash flow) using market observable inputs, including swap curves and both forward and spot exchange rates for currencies.

Receivables – Specific reserve impairments are based on the fair value of the collateral, which is measured using a market approach (appraisal values or realizable values). Inputs include a selection of realizable values.

Equipment on operating leases - net – The impairments were based on an income approach (discounted cash flow), using the contractual payments, plus estimates of return rates and equipment sale price at lease maturity. Inputs included historical return rates and realized sales values.

Other assets – The impairments of the matured operating lease inventory were measured at the fair value of that inventory. The valuations were based on a market approach. The inputs included sales of comparable assets.

(12)(11)Derivative Instruments

It is the Company’s policy that derivative transactions are executed only to manage exposures arising in the normal course of business and not for the purpose of creating speculative positions or trading. The Company manages the relationship of the types and amounts of its funding sources to its Receivable and Lease portfolios in an effort to diminish risk due to interest rate and foreign currency fluctuations, while responding to favorable financing opportunities. The Company also has foreign currency exposures at some of its foreign and domestic operations related to financing in currencies other than the functional currencies.

All derivatives are recorded at fair value on the consolidated balance sheet.sheets. Cash collateral received or paid is not offset against the derivative fair values on the consolidated balance sheet.sheets. The cash flows from these contracts are recorded in operating activities in the statements of consolidated cash flows. Each derivative is designated as a cash flow hedge, a fair value hedge, or remains undesignated. All designated hedges are formally

19

documented as to the relationship with the hedged item as well as the risk-management strategy. Both at inception and on an ongoing basis the hedging instrument is assessed as to its effectiveness. If and when a derivative is determined not to be highly effective as a hedge, the underlying hedged transaction is no longer likely to occur, the hedge designation is removed, or the derivative is terminated, hedge accounting is discontinued.

22

Cash Flow Hedges

Certain interest rate contracts (swaps) were designated as hedges of future cash flows from borrowings. The total notional amounts of the receive-variable/pay-fixed interest rate contracts at July 31, 2022, October 31, 2021, and August 1, 2021 November 1, 2020, and August 2, 2020 were $1,750.0$2,350.0 million, $1,550.0$2,700.0 million, and $1,900.0$1,750.0 million, respectively. Fair value gains or losses on these cash flow hedges were recorded in other comprehensive income (OCI) and subsequently reclassified into interest expense in the same periods during which the hedged transactions impact earnings. These amounts offset the effects of interest rate changes on the related borrowings. The cash flows from these contracts were recorded in operating activities in the statement of consolidated cash flows.

The amount of lossgain recorded in OCI at August 1, 2021July 31, 2022 that is expected to be reclassified to interest expense in the next twelve months if interest rates remain unchanged is approximately $1.0$34.3 million after-tax. NaNNo gains or losses were reclassified from OCI to earnings based on the probability that the original forecasted transaction would not occur.

Fair Value Hedges

Certain interest rate contracts (swaps) were designated as fair value hedges of borrowings. The total notional amounts of the receive-fixed/pay-variable interest rate contracts at July 31, 2022, October 31, 2021, and August 1, 2021 November 1, 2020, and August 2, 2020 were $7,934.9$7,600.0 million, $6,525.7$7,313.6 million, and $8,179.8$7,934.9 million, respectively. The fair value gains or losses on these contracts were generally offset by fair value gains or losses on the hedged items (fixed-rate borrowings) with both items recorded in interest expense.

The amounts recorded in the consolidated balance sheetsheets related to borrowings designated in fair value hedging relationships were as follows (in millions of dollars):. Fair value hedging adjustments are included in the carrying amount of the hedged item.

Cumulative Increase (Decrease) of Fair Value

Active Hedging Relationships

Discontinued Hedging Relationship

Hedging Adjustments Included in the

Carrying

Cumulative

Carrying Amount

Cumulative

Carrying Amount

Amount of

Fair Value

of Formerly

Fair Value

July 31, 2022

Hedged Item

Hedging Adjustment

Hedged Item

Hedging Adjustment

Current maturities of long-term external borrowings

$

2,604.6

$

5.0

Long-term external borrowings

$

7,178.1

$

(385.9)

5,728.0

39.5

Carrying

Active

October 31, 2021

Current maturities of long-term external borrowings

$

191.2

$

2.7

$

1,997.4

$

(1.7)

Long-term external borrowings

7,139.0

48.3

6,287.3

222.7

Amount of

Hedging

Discontinued

August 1, 2021

Hedged Item

Relationships

Relationships

Total

Current maturities of long-term borrowings

$

187.8

$

4.0

$

(.9)

$

3.1

Long-term borrowings

8,165.4

261.3

190.3

451.6

November 1, 2020

Current maturities of long-term borrowings

$

2.5

$

2.5

$

2.5

Long-term borrowings

7,149.8

$

530.0

121.6

651.6

August 2, 2020

Current maturities of long-term borrowings

$

104.6

$

2.6

$

2.0

$

4.6

Long-term borrowings

8,826.4

737.6

39.5

777.1

Current maturities of long-term external borrowings

$

188.7

$

4.0

$

1,898.4

$

(.9)

Long-term external borrowings

7,975.1

261.3

5,830.9

190.3

Derivatives Not Designated as Hedging Instruments

The Company has certain interest rate contracts (swaps and caps), foreign currency exchange contracts (futures, forwards, and swaps), and cross-currency interest rate contracts (swaps), which were not formally designated as hedges. These derivatives were held as economic hedges for underlying interest rate or foreign currency exposures primarily for certain borrowings. The total notional amounts of the interest rate swaps at July 31, 2022, October 31, 2021, and August 1, 2021 November 1, 2020, and August 2, 2020 were $2,921.4$3,313.2 million, $2,336.6$2,970.4 million, and $2,423.2 million, the foreign exchange contracts were $98.0 million, $172.6 million, and $211.1 million, and the cross-currency interest rate contracts were $197.4 million, $111.5 million, and $123.5 million, respectively.

2320

$2,921.4 million, the foreign currency exchange contracts were $930.0 million, $96.7 million, and $98.0 million, and the cross-currency interest rate contracts were $125.7 million, $237.5 million, and $197.4 million, respectively. To facilitate borrowings through securitization of retail notes, interest rate caps were sold with notional amounts of $1,144.8 million, $1,645.4 million, and $1,807.6 million $1,961.4 million,at July 31, 2022, October 31, 2021, and $2,171.0 million at August 1, 2021, November 1, 2020, and August 2, 2020, respectively. Interest rate caps were also purchased with notional amounts of $1,807.6$1,144.8 million, $1,961.4$1,645.4 million, and $2,171.0$1,807.6 million at the same dates.dates, respectively. The fair value gains or losses from derivatives not designated as hedging instruments were recorded in the interest rate contracts were recognized currently in interest expense and the gains or losses from foreign exchange contracts in administrative and operating expenses,statements of consolidated income, generally offsetting over time the expensesexposure on the exposures being hedged. The cash flows from these non-designated contracts were recorded in operating activities in the statement of consolidated cash flows.hedged item.

Fair values of derivative instruments in the consolidated balance sheetsheets were as follows (in millions of dollars):

    

August 1

    

November 1

    

August 2

 

    

July 31

    

October 31

    

August 1

 

2021

2020

2020

 

2022

2021

2021

 

Receivables from John Deere

Designated as hedging instruments:

Interest rate contracts

$

321.0

$

565.2

$

785.3

$

81.8

$

162.8

$

321.0

Not designated as hedging instruments:

Interest rate contracts

 

10.7

 

10.3

 

10.1

 

82.5

 

23.4

 

10.7

Cross-currency interest rate contracts

 

2.0

 

7.7

 

9.1

 

4.0

 

5.4

 

2.0

Total not designated

 

12.7

 

18.0

 

19.2

 

86.5

 

28.8

 

12.7

Other Assets

Not designated as hedging instruments:

Foreign exchange contracts

 

.5

 

3.8

 

3.7

Total not designated

 

.5

 

3.8

 

3.7

Foreign currency exchange contracts

 

1.8

 

1.1

 

.5

Total derivative assets

$

334.2

$

587.0

$

808.2

$

170.1

$

192.7

$

334.2

Other Payables to John Deere

Designated as hedging instruments:

Interest rate contracts

$

32.3

$

12.7

$

24.1

$

391.0

$

79.0

$

32.3

Not designated as hedging instruments:

Interest rate contracts

 

11.1

 

16.7

 

18.4

 

54.5

 

17.1

 

11.1

Cross-currency interest rate contracts

2.3

.7

 

.1

1.1

1.5

 

2.3

Total not designated

 

13.4

 

17.4

 

18.5

 

55.6

 

18.6

 

13.4

Accounts Payable and Accrued Expenses

Not designated as hedging instruments:

Foreign exchange contracts

 

1.7

 

.9

 

6.2

Foreign currency exchange contracts

 

22.1

 

4.8

 

1.7

Total derivative liabilities

$

47.4

$

31.0

$

48.8

$

468.7

$

102.4

$

47.4

2421

The classification and gains (losses) including accrued interest expense related to derivative instruments on the statementstatements of consolidated income consisted of the following (in millions of dollars):

Three Months Ended

Nine Months Ended

 

Three Months Ended

Nine Months Ended

 

August 1

August 2

August 1

August 2

 

July 31

August 1

July 31

August 1

 

   

2021

   

2020

   

2021

   

2020

 

   

2022

   

2021

   

2022

   

2021

 

Fair Value Hedges

Interest rate contracts - Interest expense

 

$

139.9

$

76.7

$

(70.7)

$

568.0

 

$

145.5

$

139.9

$

(483.5)

$

(70.7)

Cash Flow Hedges

Recognized in OCI

Interest rate contracts - OCI (pretax)

 

 

(.9)

 

(1.1)

 

(.8)

 

(17.6)

 

 

.8

 

(.9)

 

51.4

 

(.8)

Reclassified from OCI

Interest rate contracts - Interest expense

 

 

(1.6)

 

(6.4)

 

(8.2)

 

(11.5)

 

 

3.6

 

(1.6)

 

2.7

 

(8.2)

Not Designated as Hedges

Interest rate contracts - Interest expense *

 

$

(2.9)

$

(2.2)

$

(4.5)

$

(3.0)

 

$

(3.8)

$

(2.9)

$

39.3

$

(4.5)

Foreign exchange contracts - Administrative and operating expenses *

 

 

(4.5)

 

(47.2)

 

(20.0)

 

47.3

Foreign currency exchange contracts - Administrative and operating expenses *

 

 

18.5

 

(4.5)

 

83.0

 

(20.0)

Total not designated

$

(7.4)

$

(49.4)

$

(24.5)

$

44.3

$

14.7

$

(7.4)

$

122.3

$

(24.5)

*    Includes interest and foreign currency exchange gains (losses) from cross-currency interest rate contracts.

Included in the table above are interest expense and administrative and operating expense amounts the Company incurred on derivatives transacted with John Deere. The amounts the Company recognized on these affiliate party transactions for the three months ended July 31, 2022 and August 1, 2021 and August 2, 2020 were gains of $133.3$145.2 million and $62.8$133.3 million, respectively. The amounts the Company recognized on these affiliate party transactions for the nine months ended July 31, 2022 and August 1, 2021 and August 2, 2020 were a losslosses of $91.6$432.3 million and a gain of $568.1$91.6 million, respectively.

Counterparty Risk and Collateral

Derivative instruments are subject to significant concentrations of credit risk to the banking sector. The Company manages individual unrelated external counterparty exposure by setting limits that consider the credit rating of the unrelated external counterparty, the credit default swap spread of the counterparty, and other financial commitments and exposures between the Company and the unrelated external counterparty banks. All interest rate derivatives are transacted under International Swaps and Derivatives Association (ISDA) documentation. Each master agreement permits the net settlement of amounts owed in the event of default or termination. None of the Company’s derivative agreements contain credit-risk-related contingent features.

The Company’s outstanding derivatives have been transactedtransactions are with both unrelated external counterparties and with John Deere. For derivatives transactedtransactions with John Deere, the Company utilizes a centralized hedging structure in which John Deere enters into a derivative transaction with an unrelated external counterparty and simultaneously enters into a derivative transaction with the Company. Except for collateral provisions, the terms of the transaction between the Company and John Deere are identical to the terms of the transaction between John Deere and its unrelated external counterparty.

The Company has ISDA agreements with John Deere that permit the net settlement of amounts owed between counterparties in the event of early termination. In addition, the Company has a loss sharing agreement with John Deere in which itthe Company has agreed to absorb any losses and expenses John Deere incurs if an unrelated external counterparty fails to meet its obligations on a derivative transaction that John Deere entered into to manage exposures of the Company. The loss sharing agreement did not increase the maximum amount of loss that the Company would incur, after considering collateral received and netting arrangements, as of July 31, 2022, October 31, 2021, and August 1, 2021, November 1, 2020, and August 2, 2020.2021.

2522

Derivatives are recorded without offsetting for netting arrangements or collateral. The impact on the derivative assets and liabilities for external derivatives and those with John Deere related to netting arrangements and any collateral received or paid were as follows (in millions of dollars):

August 1, 2021

 

July 31, 2022

 

Derivatives:

Gross Amounts
Recognized

Netting
Arrangements

Collateral

Net
Amount

 

Gross Amounts
Recognized

Netting
Arrangements

Collateral

Net
Amount

 

Assets

    

    

    

    

    

    

    

    

    

    

    

    

    

    

External

$

.5

$

(.1)

$

.4

$

1.8

$

(.4)

$

1.4

John Deere

 

333.7

(43.1)

 

290.6

 

168.3

(105.3)

 

63.0

Liabilities

External

 

1.7

 

(.1)

 

1.6

 

22.1

 

(.4)

 

21.7

John Deere

 

45.7

 

(43.1)

 

 

2.6

 

446.6

 

(105.3)

 

 

341.3

November 1, 2020

 

October 31, 2021

 

Derivatives:

Gross Amounts
Recognized

Netting
Arrangements

Collateral

Net
Amount

 

Gross Amounts
Recognized

Netting
Arrangements

Collateral

Net
Amount

 

Assets

    

    

    

    

    

    

    

    

    

    

    

    

    

    

External

$

3.8

$

(.7)

$

3.1

$

1.1

$

(.3)

$

.8

John Deere

 

583.2

 

(23.5)

 

 

559.7

 

191.6

 

(97.6)

 

 

94.0

Liabilities

External

 

.9

 

(.7)

 

 

.2

 

4.8

 

(.3)

 

 

4.5

John Deere

 

30.1

 

(23.5)

 

 

6.6

 

97.6

 

(97.6)

 

 

August 2, 2020

    

    

    

    

    

 

August 1, 2021

    

    

    

    

    

 

Derivatives:

Gross Amounts
Recognized

Netting
Arrangements

Collateral

Net
Amount

 

Gross Amounts
Recognized

Netting
Arrangements

Collateral

Net
Amount

 

Assets

 

 

 

 

External

$

3.7

$

(.2)

$

3.5

$

.5

$

(.1)

$

.4

John Deere

 

804.5

(35.4)

 

769.1

 

333.7

(43.1)

 

290.6

Liabilities

External

 

6.2

 

(.2)

 

 

6.0

 

1.7

 

(.1)

 

1.6

John Deere

 

42.6

 

(35.4)

 

 

7.2

 

45.7

 

(43.1)

 

 

2.6

2623

(13)   Pension and Other Postretirement Benefits

The Company is a participating employer in certain Deere & Company sponsored defined benefit pension plans for employees in the U.S. and certain defined benefit pension plans outside the U.S. These pension plans provide for benefits that are based primarily on years of service and employee compensation. Pension expense is actuarially determined based on the Company’s employees included in the plan. The Company’s pension expense was not material for the three and nine month periods ended August 1, 2021 and August 2, 2020. The accumulated benefit obligation and plan net assets for the employees of the Company are not determined separately from Deere & Company. The Company provides defined benefit health care and life insurance plans for certain retired employees in the U.S. as a participating employer in Deere & Company’s sponsored plans. Health care and life insurance benefits expense is actuarially determined based on the Company’s employees included in the plans and amounted to $1.5 million for the third quarter and $4.6 million for the first nine months of 2021, compared with $1.7 million and $8.3 million for the same periods last year. The decrease from the prior year is primarily due to a $3.3 million curtailment loss in the first quarter of 2020 related to voluntary employee-separation programs (see Note 14). Further disclosure for these plans is included in Deere & Company’s Form 10-Q for the quarter ended August 1, 2021.

(14)   Employee-Separation Programs

During the first nine months of 2020, the Company incurred voluntary employee-separation program expenses of $8.7 million as part of its efforts to create a more efficient organization structure and reduce operating costs. The programs provided for cash payments based on years of service. The expenses were recorded primarily in the period in which the employees irrevocably accepted the separation offer. Included in the total pretax expense noted above for the first nine months of 2020 was a non-cash charge of $3.3 million resulting from a curtailment in certain other postretirement benefit plans during the first quarter of 2020 (see Note 13). The expenses were recorded in administrative and operating expenses.

27

Item 2.   Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Results of Operations

Overview

Organization

The Company primarily generates revenues and cash by financing John Deere dealers’ sales and leases of new and used production and precision agriculture, small agriculture and turf, equipment and construction and forestry equipment. In addition, the Company also provides wholesale financing to dealers of the foregoing equipment and finances retail revolving charge accounts.

Trends and Economic Conditions for Fiscal Year 2022

The Company’s acquisition volume of Receivables and Leases is largely dependent upon the level of retail sales and leases of John Deere products. The level of John Deere retail sales and leases is responsive to a variety of economic, financial, climatic, legislative, and other factors that influence supply and demand for its products.

Industry sales of large agricultural machinery in the U.S. and Canada are expected to be up about 25 percent for 2021 compared to the prior year.15 percent. Industry sales of small agriculturalagriculture and turf equipment in the U.S. and Canada are expected to be up about 10 percent in 2021.flat. Industry sales of agricultural machinery in Europe are forecast to be up about 10 to 15 percent.flat. In South America, industry sales of tractors and combines are projected to be up about 20 percent in 2021. Industry10 to 15 percent. Asia industry sales of agricultural machinery in Asia are forecast to be up significantly.down moderately. Construction equipment industry sales in the U.S. and Canada for 2021 are expected to increase about 15 to 2010 percent, while compact construction equipment industry sales in the U.S. and Canada are forecastanticipated to increase about 20be flat to 25down 5 percent. In forestry,Forestry global industry equipment sales are expected to be about 15 percent higher.flat to down 5 percent. Global roadbuilding equipment industry sales are forecasted to be flat to up 5 percent.

Compared to the prior year, theThe Company’s full year 2021full-year 2022 results are expected to benefit from improvement on operating lease residual values,be slightly lower than fiscal 2021 due to less favorable financing spreads, a lowerhigher provision for credit losses, more favorable financing spreads, and higher selling, general, and administrative expenses, partially offset by income earned on a higher average portfolio.

Items of concern include uncertainty ofglobal and regional political conditions, economic and trade policies, inflationary pressures, the effectiveness of governmental and private sector actions to address COVID, trade agreements, the uncertainty of the results of monetary and fiscal policies, the impact of elevated levels of sovereign and state debt,ongoing pandemic, capital market disruptions, changes in demand and pricing for new and used equipment, geopolitical events, and the other items discussed in the “Safe Harbor Statement”“Forward-Looking Statements” below. Significant fluctuations in foreign currency exchange rates, and volatility in the priceprices of many commodities, and supply chain disruptions could also impact the Company’s results. The future financial effects of COVID are unknown due to many factors. As a result, predicting the Company’s forecasted financial performance is subject to many assumptionsresults.

COVID Effects, Actions, and Recent Developments

The effects of COVID and the related actions of governments and other authorities to contain COVID continue to affect the Company’s operations, results, cash flows, and forecasts.

The Company’s first priority in addressing the effects of COVID continues to be the health, safety, and overall welfare of its employees. The Company effectively activated previously established business continuity plans and proactively implemented health and safety measures at its operations around the world.

The Company continued to work closely with its customers, including John Deere dealers and retail customers, in the first nine months of 2021 in connection with short-term payment relief on obligations owed to the Company. Receivables and operating leases granted relief since the beginning of the pandemic that remained outstanding at August 1, 2021 represented approximately 3 percent and 2 percent of the portfolio balances, respectively (see Notes 4 and 6).

28

20212022 Compared with 20202021

The total revenues and net income attributable to the Company were as follows (in millions of dollars):

Three Months Ended

Nine Months Ended

Three Months Ended

Nine Months Ended

August 1

August 2

August 1

August 2

 

July 31

August 1

July 31

August 1

 

   

2021

   

2020

   

2021

   

2020

 

   

2022

   

2021

   

2022

   

2021

 

Total revenues

$

682.9

$

696.0

$

2,015.2

$

2,114.7

$

689.2

$

682.9

$

1,983.5

$

2,015.2

Net income attributable to the Company

185.7

146.2

529.6

271.3

172.5

185.7

520.7

529.6

Total revenues increased for the third quarter of 2022 primarily due to an average portfolio that was 7 percent higher, partially offset by lower average financing rates and lower gains on operating lease residual values compared to the same period last year. Total revenues decreased for the first nine months of 2021 decreased primarily2022 due to lower average financing rates, partially offset by a higheran average portfolio and gains on operating lease dispositions inthat was 6 percent higher compared to the currentsame period last year.

Net income for the third quarter and first nine months was higher than the same periods in 2020 mainlydecreased due to unfavorable discrete income tax adjustments, less favorable financing spreads, and lower gains on operating lease residual values. Partially offsetting these factors was income earned on a higher average portfolio, improvement on operating lease residual values, and moreportfolio. For the first nine months, net income decreased mainly due to less favorable financing spreads. Additionally,spreads, a lowerhigher provision for credit losses, contributed toand unfavorable discrete income tax

24

adjustments, partially offset by income earned on a higher average portfolio. Discrete income tax adjustments are included within other in the improvement for the first nine months of fiscal 2021. Results for the nine-month period last year also included impairments on lease residual values.charts below.

Graphic

Graphic

Revenues

The financeFinance income, lease revenues, and other income earned by the Company were as follows (in millions of dollars):

Three Months Ended

Nine Months Ended

Three Months Ended

Nine Months Ended

August 1

August 2

%

August 1

August 2

%

July 31

August 1

%

July 31

August 1

%

2021

2020

Change

    

2021

2020

Change

2022

2021

Change

    

2022

2021

Change

Finance income earned from:

Finance income earned on:

Retail notes

$

234.4

$

234.9

$

705.9

$

701.4

1

$

256.9

$

234.4

10

$

739.7

$

705.9

5

Revolving charge accounts

77.3

87.8

(12)

216.1

242.7

(11)

77.4

77.3

209.8

216.1

(3)

Wholesale receivables

77.5

84.6

(8)

231.1

305.3

(24)

89.9

77.5

16

220.8

231.1

(4)

Lease revenues

255.7

270.3

(5)

775.5

817.8

(5)

237.7

255.7

(7)

715.7

775.5

(8)

Other income

38.0

18.4

107

86.6

47.5

82

27.3

38.0

(28)

97.5

86.6

13

Finance income earned on retail notes was similarincreased during the third quarter and first nine months of 2022 compared to comparable periods in 20202021, primarily due to higher average portfolio balances, partially offset by lower average financing rates. Finance income earned on revolving charge accounts anddecreased for the first nine months of 2022 primarily

25

due to lower average financing rates, partially offset by higher average portfolio balances. Finance income earned on wholesale receivables wasincreased for the third quarter of 2022 due to higher average financing rates and declined for the first nine months of 2022 due to lower average portfolio balances, partially offset by higher average financing rates. Lease revenues decreased in both periods primarily due to lower average financing rates and lower average portfolio balances. Lease revenues

Other income decreased primarily due to lower average portfolio balances.gains on operating lease dispositions in the third quarter of 2022, while cumulative gains on operating lease dispositions for the first nine months of 2022 were higher, leading to increased other income. While demand for used equipment remains strong, lease gains declined in the third quarter as end-of-lease book values begin to more closely align with equipment sale proceeds.

Revenues earned from John Deere totaled $157.6$164.6 million for the third quarter and $464.4$452.9 million infor the first nine months of 2021,2022, compared with $165.8$157.6 million and $510.0$464.4 million for the same periods last year.year, respectively. The decreaseincrease in the third quarter of 2022 was primarily due to decreasedincreased compensation paid by John Deere for waived or reduced finance charges on wholesale receivables, and retail notes.driven by a higher interest rate environment. The decrease for the first nine months of 2022 was primarily due to lower subsidies paid by John Deere related to operating leases. Revenues earned from John Deere are included in each of the revenue amounts discussed above and in “Other income” on the statement of consolidated income.above.

Other income increased for the third quarter and first nine months of 2021 primarily due to gains on operating lease residual values, which had been revised downward over the term of the leases. Better than expected conditions in the agriculture and construction markets are leading to favorable results when the matured lease equipment is sold. The Company recognized losses on operating lease dispositions in 2020, which were recorded in administrative and operating expenses. In addition, both periods in 2021 benefited from freestanding credit enhancement recoveries (see Note 4), partially offset by lower interest income.

29

Expenses

Significant expensesExpenses incurred by the Company were as follows (in millions of dollars):

Three Months Ended

Nine Months Ended

Three Months Ended

Nine Months Ended

August 1

August 2

%

August 1

August 2

%

July 31

August 1

%

July 31

August 1

%

2021

2020

Change

    

2021

2020

Change

2022

2021

Change

    

2022

2021

Change

Interest expense

$

114.1

$

161.3

(29)

$

373.1

$

597.7

(38)

$

137.4

$

114.1

20

$

292.6

$

373.1

(22)

Depreciation of equipment on operating leases

166.2

180.1

(8)

500.8

559.5

(10)

Administrative and operating expenses

105.5

92.0

15

304.3

357.9

(15)

106.7

105.5

1

318.3

304.3

5

Fees paid to John Deere

36.5

40.8

(11)

175.8

111.7

57

Provision (credit) for credit losses

15.7

16.0

(2)

(.5)

100.8

(100)

9.2

15.7

(41)

21.2

(.5)

Depreciation of equipment on operating leases

180.1

211.8

(15)

559.5

639.6

(13)

Provision for income taxes

41.5

44.4

(7)

139.5

75.9

84

61.3

41.5

48

157.8

139.5

13

The increase in interest expense for the third quarter of 2022 was primarily due to higher average borrowing rates and higher average borrowings. The decrease in interest expense for the first nine months of 2022 was primarily due to gains on non-designated derivatives and lower average borrowing rates, partially offset by higher average borrowings.

The depreciation of equipment on operating leases for the third quarter and first nine months of 2021 was2022 decreased primarily due to updated depreciation estimates as a result of improving conditions in the agriculture and construction markets, in addition to lower average interest rates.balances of equipment on operating leases.

Administrative and operating expenses increased forFees paid to John Deere decreased in the third quarter of 2021 compared to 2020, primarily2022 due to higher employee incentive compensation. The decrease forlower corporate support fees and increased in the first nine months of 2021 compared to 2020 was primarily2022 due to losses and impairmentsthe remittance of gains on operating lease residual values recorded in the prior yearnon-designated derivatives that were assumed by Deere & Company (see Note 6)7). In the current year, the Company recognized gains on the sale ofoperating lease equipmentaddition, both periods in other income. Administrative and operating expenses2022 were also impacted by higher employee incentive compensation during the first nine months of 2021.interest on intercompany borrowings from John Deere driven by higher average borrowing rates.

The provision (credit) for credit losses decreased $.3 million forin the third quarter and $101.3 million for the first nine months of 2021,2022 compared to similar periods in 2020. The decrease in the first nine months issame period last year, primarily due to lower expected losses on retail notes and financing leases caused by improving conditions in the construction and forestry market and better than expected performance of accounts granted payment relief due to the economic effects of COVID. The provision (credit) for credit losses also decreased on revolving charge accounts in 2021, reflecting strong payment performance due to continued improvements in the agriculture market. In addition to the factors noted above, the prior year provision also included ana larger increase in the allowance for credit losses in the secondthird quarter of 2020 related2021 compared to the negative economic effectsthird quarter of COVID2022. For the first nine months of 2022 the provision (credit) for credit losses increased compared to the first nine months of 2021, driven by higher write-offs in the retail notes and other macroeconomic issues.financing leases portfolio. In addition, the prior year also benefited from favorable adjustments to the allowance for credit losses, which did not recur in the current year. The annualized provision (credit) for credit losses, as a percentage of the average balance of total Receivables financed, was .18.09 percent infor the third quarter and zero in.08 percent for the first nine months of 2021,2022, compared with .20.18 percent and .42 percentzero for the same periods last year. See Note 2 and Note 4year, respectively.

26

The provision for further information regarding the Company’s allowance for credit losses policies.

The depreciation of equipment on operating leases forincome taxes increased during the third quarter and first nine months of 2021 decreased2022 primarily due to updated depreciation estimates and lower average balances of equipment on operating leases.

The provision forunfavorable discrete income taxes decreasedtax adjustments in the third quarter of 2021 due2022 compared to a lower effective tax rate and favorable discrete items, partially offset by higher pretax income.  The provision for income taxes increased during the first nine months of 2021 primarily due to higher pretax income.tax adjustments in 2021.

30

Receivables and Leases

Receivable and Lease (excluding wholesale) acquisition volumes were as follows (in millions of dollars):

Three Months Ended

Three Months Ended

August 1

August 2

$

%

July 31

August 1

$

%

2021

2020

Change

Change 

2022

2021

Change

Change 

Retail notes:

    

    

    

    

    

    

    

    

    

    

    

    

Agriculture and turf

$

2,948.6

$

2,399.9

$

548.7

 

23

$

3,278.5

$

2,948.6

$

329.9

 

11

Construction and forestry

 

710.7

 

568.3

 

142.4

 

25

 

689.7

 

710.7

 

(21.0)

 

(3)

Total retail notes

 

3,659.3

 

2,968.2

 

691.1

 

23

 

3,968.2

 

3,659.3

 

308.9

 

8

Revolving charge accounts

 

1,642.3

 

1,723.0

 

(80.7)

 

(5)

 

1,871.3

 

1,642.3

 

229.0

 

14

Financing leases

 

184.8

 

144.7

 

40.1

 

28

 

226.9

 

184.8

 

42.1

 

23

Equipment on operating leases

 

475.9

 

351.2

 

124.7

 

36

 

561.4

 

475.9

 

85.5

 

18

Total Receivables and Leases (excluding wholesale)

$

5,962.3

$

5,187.1

$

775.2

 

15

$

6,627.8

$

5,962.3

$

665.5

 

11

Nine Months Ended

Nine Months Ended

August 1

August 2

$

%

July 31

August 1

$

%

2021

2020

Change

Change 

2022

2021

Change

Change 

Retail notes:

    

    

    

    

    

    

    

    

    

    

    

    

Agriculture and turf

$

8,465.7

$

6,525.4

$

1,940.3

 

30

$

8,638.7

$

8,465.7

$

173.0

 

2

Construction and forestry

 

2,042.5

 

1,490.0

 

552.5

 

37

 

2,144.0

 

2,042.5

 

101.5

 

5

Total retail notes

 

10,508.2

 

8,015.4

 

2,492.8

 

31

 

10,782.7

 

10,508.2

 

274.5

 

3

Revolving charge accounts

 

5,429.0

 

5,487.2

 

(58.2)

 

(1)

 

5,906.6

 

5,429.0

 

477.6

 

9

Financing leases

 

416.9

 

335.7

 

81.2

 

24

 

486.7

 

416.9

 

69.8

 

17

Equipment on operating leases

 

1,271.1

 

1,343.3

 

(72.2)

 

(5)

 

1,390.1

 

1,271.1

 

119.0

 

9

Total Receivables and Leases (excluding wholesale)

$

17,625.2

$

15,181.6

$

2,443.6

 

16

$

18,566.1

$

17,625.2

$

940.9

 

5

Total Receivables and Leases owned were as follows (in millions of dollars):

 

August 1

 

November 1

 

August 2

 

July 31

 

October 31

 

August 1

2021

2020

2020

2022

2021

2021

Retail notes:

 

 

 

 

 

 

Agriculture and turf

$

20,056.6

$

18,031.0

$

16,970.9

$

22,540.4

$

21,518.9

$

20,056.6

Construction and forestry

 

4,361.2

 

3,816.2

 

3,587.7

 

4,876.5

 

4,487.0

 

4,361.2

Total retail notes

 

24,417.8

 

21,847.2

 

20,558.6

 

27,416.9

 

26,005.9

 

24,417.8

Revolving charge accounts

 

3,687.7

 

3,827.4

 

3,918.3

 

4,003.9

 

3,740.1

 

3,687.7

Wholesale receivables

 

7,731.2

 

7,093.3

 

8,428.8

 

8,151.3

 

5,951.3

 

7,731.2

Financing leases

 

846.5

 

789.4

 

743.6

 

962.8

 

972.3

 

846.5

Equipment on operating leases

 

4,963.8

 

5,297.8

 

5,257.2

 

4,777.5

 

4,947.6

 

4,963.8

Total Receivables and Leases

$

41,647.0

$

38,855.1

$

38,906.5

$

45,312.4

$

41,617.2

$

41,647.0

3127

Total Receivables 30 days or more past due, non-performing Receivables, and the allowance for credit losses were as follows (in millions of dollars and as a percentage of the Receivables balance):

August 1

November 1

August 2

July 31

October 31

August 1

2021

2020

2020

2022

2021

2021

Dollars

Percent

Dollars

Percent

Dollars

Percent

Dollars

Percent

Dollars

Percent

Dollars

Percent

Receivables 30 days or more past due *

$

359.3

.98

$

311.9

.93

$

295.9

.88

Non-performing Receivables *

272.8

.74

262.5

.78

302.3

.90

Receivables 30 days or more past due

$

409.6

1.01

$

340.8

.93

$

359.3

.98

Non-performing Receivables

271.4

.67

280.1

.76

272.8

.74

Allowance for credit losses

139.0

.38

129.1

.38

140.6

.42

127.3

.31

129.0

.35

139.0

.38

*   The delinquency status of receivables granted payment relief due to COVID is based on the modified payment schedule (see Note 4).

Receivables 30 days or more past due continue to accrue finance income. The Company ceases to accrue finance income once Receivables are considered non-performing. An allowance for credit losses is recorded for the estimated credit losses expected over the life of the Receivable portfolio. The Company measures expected credit losses on a collective basis when similar risk characteristics exist. Risk characteristics considered by the Company include product category, market, geography, credit risk, and remaining duration. Receivables that do not share risk characteristics with other receivables in the portfolio are evaluated on an individual basis. While the Company believes its allowance is sufficient to provide for losses over the life of its existing Receivable portfolio, different assumptions or changes in economic conditions would result in changes to the allowance for credit losses and the provision for credit losses. See Note 4 for additional information related to the allowance for credit losses.

Deposits withheldheld from dealers and merchants amounted to $128.6 million at July 31, 2022, compared with $131.8 million at October 31, 2021 and $125.5 million at August 1, 2021, compared with $114.8 million at November 1, 2020 and $105.6 million at August 2, 2020.2021. These balances primarily represent the aggregate dealer retail note and lease withholding accounts from individual John Deere dealers to which losses from retail notes and leases originating from the respective dealers can be charged. Upon the adoption of ASU 2016-13, recoveriesRecoveries from dealer deposits are recognized in other income when the dealer’s withholding account is charged.

During the third quarter and first nine months ended August 1, 2021, $3.2 million and $9.8 million, respectively, were recorded in other income related to recoveries Recoveries from dealer deposits and other freestanding credit enhancements. Prior toenhancements recorded in other income were $2.4 million for the adoptionthird quarter and $5.4 million for the first nine months of ASU No. 2016-13,2022, compared with $3.2 million and $9.8 million for the benefit of credit losses recovered from freestanding credit enhancements, such as dealer deposits, were recognized in the provision for credit losses based on estimated recoveries.same periods last year, respectively.

32

Write-offs and recoveries of Receivables, by product, and as an annualized percentage of average balances held during the period, were as follows (in millions of dollars):

Three Months Ended

Three Months Ended

August 1, 2021

August 2, 2020

July 31, 2022

August 1, 2021

Dollars

Percent

Dollars

Percent

Dollars

Percent

Dollars

Percent

Write-offs:

    

    

    

    

    

    

    

    

    

    

    

    

    

    

    

Retail notes:

Retail notes and financing leases:

Agriculture and turf

$

(2.5)

 

(.05)

$

(2.1)

 

(.05)

$

(5.3)

 

(.09)

$

(3.2)

 

(.06)

Construction and forestry

 

(5.1)

 

(.48)

 

(2.9)

 

(.33)

 

(.8)

 

(.06)

 

(5.3)

 

(.48)

Total retail notes

 

(7.6)

 

(.13)

 

(5.0)

 

(.10)

Total retail notes and financing leases

 

(6.1)

 

(.09)

 

(8.5)

 

(.14)

Revolving charge accounts

 

(8.4)

 

(.95)

 

(21.3)

 

(2.30)

 

(10.5)

 

(1.11)

 

(8.4)

 

(.95)

Wholesale receivables

 

(.2)

 

(.01)

 

(.1)

 

 

 

 

(.2)

 

(.01)

Financing leases

(.9)

(.44)

(.5)

(.28)

Total write-offs

 

(17.1)

 

(.19)

 

(26.9)

 

(.33)

 

(16.6)

 

(.17)

 

(17.1)

 

(.19)

Recoveries:

Retail notes:

Retail notes and financing leases:

Agriculture and turf

 

2.8

 

.06

 

1.6

 

.04

 

2.9

 

.05

 

2.8

 

.06

Construction and forestry

 

.3

 

.03

 

.5

 

.06

 

1.2

 

.10

 

.4

 

.04

Total retail notes

 

3.1

 

.05

 

2.1

 

.04

Total retail notes and financing leases

 

4.1

 

.06

 

3.2

 

.05

Revolving charge accounts

 

7.6

 

.86

 

8.1

 

.87

 

7.3

 

.77

 

7.6

 

.86

Wholesale receivables

.4

.02

Financing leases

.1

.05

 

.3

.17

Total recoveries

 

10.8

 

.12

 

10.9

 

.13

 

11.4

 

.12

 

10.8

 

.12

Total net write-offs

$

(6.3)

 

(.07)

$

(16.0)

 

(.20)

$

(5.2)

 

(.05)

$

(6.3)

 

(.07)

Nine Months Ended

August 1, 2021

August 2, 2020

Dollars

Percent

Dollars

Percent

Write-offs:

    

    

    

    

    

    

    

Retail notes:

Agriculture and turf

$

(8.5)

 

(.06)

$

(8.2)

 

(.07)

Construction and forestry

 

(8.9)

 

(.29)

 

(30.1)

 

(1.18)

Total retail notes

 

(17.4)

 

(.10)

 

(38.3)

 

(.26)

Revolving charge accounts

 

(22.7)

 

(.97)

 

(50.1)

 

(2.06)

Wholesale receivables

 

(.3)

 

(.01)

 

(.9)

 

(.01)

Financing leases

(2.3)

(.39)

(1.3)

(.25)

Total write-offs

 

(42.7)

 

(.17)

 

(90.6)

 

(.37)

Recoveries:

Retail notes:

Agriculture and turf

 

6.7

 

.05

 

2.9

 

.02

Construction and forestry

 

1.1

 

.04

 

1.1

 

.04

Total retail notes

 

7.8

 

.05

 

4.0

 

.03

Revolving charge accounts

 

26.6

 

1.13

 

21.8

 

.90

Wholesale receivables

1.3

.02

Financing leases

.3

.05

 

.5

.10

Total recoveries

 

34.7

 

.14

 

27.6

 

.11

Total net write-offs

$

(8.0)

 

(.03)

$

(63.0)

 

(.26)

3328

Safe Harbor Statement

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: Statements under “Overview” and other forward-looking statements herein that relate to future events, expectations and trends involve factors that are subject to change and risks and uncertainties that could cause actual results to differ materially.

Factors that could materially affect the Company’s operations, access to capital, expenses, and results include changes in, uncertainty surrounding, and the impact of governmental trade, banking, monetary, and fiscal policies, including financial regulatory reform and its effects on the consumer finance industry, derivatives, funding costs, and other areas. Actions by central banks, financial, and securities regulators may affect the costs and expenses of financing the Company and the financing rates it is able to offer. The Company’s business is affected by general economic conditions in the global markets in which the Company operates because deteriorating economic conditions and political instability can result in decreased customer confidence, lower demand for equipment, higher credit losses, and greater currency risk. The Company’s business is also affected by changes in demand and pricing for used equipment and resulting impacts on lease residual values; actions of banks, financing and leasing companies, and other lenders that compete with the Company for customers; capital market disruptions; significant changes in capital market liquidity and associated funding costs; interest rates (including the availability of IBOR reference rates) and foreign currency exchange rates and their volatility; changes to accounting standards; changes in tax rates, estimates, laws, and regulations and Company actions related thereto; changes to and compliance with privacy, banking, and other regulations; changes to and compliance with economic sanctions and export controls laws and regulations; compliance with U.S. and foreign laws when expanding to new markets and otherwise; actions by other regulatory bodies; governmental programs, policies, and tariffs for the benefit of certain industries or sectors; sanctions in particular jurisdictions; retaliatory actions to such changes in trade, banking, monetary, and fiscal policies; the political and social stability of the global markets in which the Company operates; changes in weather patterns; the effects of, or response to, terrorism and security threats; wars and other conflicts; natural disasters; the spread of major epidemics (including the COVID pandemic) and government and industry responses to epidemics, such as travel restrictions and extended shut down of businesses; events that damage the Company’s reputation or brand; significant investigations, claims, lawsuits or other legal proceedings; changes in the ability to attract, develop, engage, and retain qualified personnel; the implementation of the smart industrial operating model and other organizational changes; the failure to realize anticipated savings or benefits of cost reduction, productivity, or efficiency efforts; difficulties related to the conversion and implementation of the Company’s information technology systems; and security breaches, cybersecurity attacks, technology failures and other disruptions to the information technology infrastructure of the Company and John Deere dealers.

Uncertainties related to the magnitude and duration of the COVID pandemic may significantly adversely affect John Deere’s and the Company’s business and outlook. These uncertainties include: the duration and impact of any resurgence in COVID cases in any country, state, or region; the emergence, contagiousness, and threat of new and different strains of coronavirus;the availability, acceptance, and effects of vaccines; prolonged reduction or closure of John Deere’s and the Company’s operations, or a delayed recovery in our operations; additional closures as mandated or otherwise made necessary by governmental authorities; additional operating costs due to remote working arrangements, adherence to social distancing guidelines and other COVID-related challenges; increased risk of cyber-attacks on network connections used in remote working arrangements; increased privacy-related risks due to processing health-related personal information; legal claims related to personal protective equipment designed, made, or provided by the Company or alleged exposure to COVID on Company premises; absence of employees due to illness; the impact of the pandemic on the financial condition and credit risk of the Company's customers and dealers, which could affect the demand for financing and lead to higher credit losses and losses on lease residual values; requests by the Company’s customers or dealers for payment deferrals and contract modifications; the impact of disruptions in the global capital markets and/or declines in John Deere’s and the Company’s financial performance, outlook or credit ratings, which could impact John Deere’s and the Company’s ability to obtain funding in the future; and the impact of the pandemic on demand for John Deere’s products and services. It remains unclear when a sustained economic recovery could occur and what a recovery may look like. All of these factors could materially and adversely affect our business, liquidity, results of operations, and financial position.

Nine Months Ended

July 31, 2022

August 1, 2021

Dollars

Percent

Dollars

Percent

Write-offs:

    

    

    

    

    

    

    

Retail notes and financing leases:

Agriculture and turf

$

(16.7)

 

(.10)

$

(10.4)

 

(.07)

Construction and forestry

 

(15.2)

 

(.42)

 

(9.3)

 

(.30)

Total retail notes and financing leases

 

(31.9)

 

(.16)

 

(19.7)

 

(.11)

Revolving charge accounts

 

(22.0)

 

(.90)

 

(22.7)

 

(.97)

Wholesale receivables

 

(.2)

 

 

(.3)

 

(.01)

Total write-offs

 

(54.1)

 

(.20)

 

(42.7)

 

(.17)

Recoveries:

Retail notes and financing leases:

Agriculture and turf

 

7.6

 

.05

 

6.8

 

.05

Construction and forestry

 

3.1

 

.09

 

1.3

 

.04

Total retail notes and financing leases

 

10.7

 

.05

 

8.1

 

.05

Revolving charge accounts

 

22.2

 

.91

 

26.6

 

1.13

Total recoveries

 

32.9

 

.12

 

34.7

 

.14

Total net write-offs

$

(21.2)

 

(.08)

$

(8.0)

 

(.03)

34

Significant changes in market liquidity conditions, changes in the Company’s credit ratings, and any failure to comply with financial covenants in credit agreements could impact access to funding and funding costs, which could reduce the Company’s earnings and cash flows. Financial market conditions could also negatively impact customer access to capital for purchases of John Deere’s products and customer confidence and purchase decisions, financing and repayment practices, and the number and size of customer delinquencies and defaults. A debt crisis in Europe, Latin America, or elsewhere could negatively impact currencies, global financial markets, social and political stability, funding sources and costs, asset and obligation values, customers, and Company operations and results. The Company’s operations could be impaired by changes in the equity, bond, and other financial markets, which would negatively affect earnings.

The withdrawal of the United Kingdom from the European Union and the perceptions as to the impact of the withdrawal may adversely affect business activity, political stability, and economic conditions in the United Kingdom, the European Union, and elsewhere. The economic conditions and outlook could be further adversely affected by (i) uncertainty regarding any new or modified trade arrangements between the United Kingdom and the European Union and/or other countries, (ii) the risk that one or more other European Union countries could come under increasing pressure to leave the European Union, or (iii) the risk that the euro as the single currency of the Eurozone could cease to exist. Any of these developments, or the perception that any of these developments are likely to occur, could affect economic growth or business activity in the United Kingdom or the European Union, and could result in the relocation of businesses, cause business interruptions, lead to economic recession or depression, and impact the stability of the financial markets, availability of credit, currency exchange rates, interest rates, financial institutions, and political, financial, and monetary systems. Any of these developments could affect our businesses, liquidity, results of operations, and financial position.

The liquidity and ongoing profitability of the Company depend largely on timely access to capital in order to meet future cash flow requirements, and to fund operations, costs, and purchases of John Deere’s products. If general economic conditions deteriorate or capital markets become more volatile, including as a result of the COVID pandemic, funding could be unavailable or insufficient. Additionally, customer confidence levels may result in declines in credit applications and increases in delinquencies and default rates, which could materially impact the Company’s write-offs and provision for credit losses.

The Company’s forward-looking statements are based upon assumptions relating to the factors described above, which are sometimes based upon estimates and data prepared by government agencies. Such estimates and data are often revised. The Company, except as required by law, undertakes no obligation to update or revise its forward-looking statements, whether as a result of new developments or otherwise. In addition, the Company’s business is closely related to John Deere’s business. Further information, including factors that could materially affect the Company’s and John Deere’s financial results, is included in the most recent Deere & Company annual report on Form 10-K and quarterly reports on Form 10-Q (including, but not limited to, the factors discussed in Item 1A. Risk Factors of the annual report on Form 10-K and quarterly reports on Form 10-Q) and other Deere & Company and Capital Corporation filings with the SEC.

Critical Accounting PoliciesEstimates

See the Company’s critical accounting policiesestimates discussed in the Management’s Discussion and Analysis of Financial Condition and Results of Operations of the most recent annual reportrecently filed Annual Report on Form 10-K. There have been no material changes to these policies, other than as described below related to the allowance for credit losses, as a result of the adoption of ASU No. 2016-13 during the first quarter of 2021.

Allowance for Credit Losses

The allowance for credit losses is an estimate of the credit losses expected over the life of the Company’s Receivable portfolio. The Company measures expected credit losses on a collective basis when similar risk characteristics exist. Risk characteristics considered by the Company include product category, market, geography, credit risk, and remaining duration. Receivables that do not share risk characteristics with other receivables in the portfolio are evaluated on an individual basis.

The Company utilizes loss forecast models, which are selected based on the size and credit risk of the underlying pool of receivables, to estimate expected credit losses. Transition matrix models are used for large

35

and complex Customer Receivable pools, while weighted average remaining maturity models are used for smaller and less complex Customer Receivable pools. Expected credit losses on wholesale receivables are based on historical loss rates, adjusted for current economic conditions. The modeled expected credit losses are adjusted based on reasonable and supportable forecasts, which may include economic indicators such as commodity prices, industry equipment sales, unemployment rates, and housing starts. Management reviews each model’s output quarterly, and qualitative adjustments are incorporated as necessary. While the Company believes its allowance is sufficient to provide for losses over the life of its existing Receivable portfolio, different assumptions or changes in economic conditions would result in changes to the allowance for credit losses and the provision for credit losses.estimates.

Capital Resources and Liquidity

For additional information on the Company’s dependence on, and relationshipsrelationship with, Deere & Company, see the Company’s most recently filed annual reportAnnual Report on Form 10-K.

During the first nine monthsSources of 2021, the aggregate net cash provided by operatingLiquidity, including Key Metrics and financing activities was used primarily to fund Receivables and Leases. Net cash provided by operating activities was $1,043.4 million in the first nine months of 2021. Net cash provided by financing activities totaled $2,246.8 million in the first nine months of 2021, resulting primarily from a net increase in total external borrowings of $1,926.1 million and a net increase in payables to John Deere of $578.4 million, partially offset by dividends paid of $230.0 million. Net cash used by investing activities totaled $3,273.9 million in the first nine months of 2021, primarily due to the cost of Receivables acquired (excluding wholesale) exceeding the collections of Receivables (excluding wholesale) by $2,519.4 million, an increase in net wholesale receivables of $578.3 million, and the cost of equipment on operating leases acquired exceeding the proceeds from sales of equipment on operating leases by $168.9 million. Cash, cash equivalents, and restricted cash increased $20.2 million during the first nine months of 2021.

During the first nine months of 2020, the aggregate net cash provided by operating and financing activities was used primarily to fund Receivables and Leases. Net cash provided by operating activities was $1,092.7 million in the first nine months of 2020. Net cash provided by financing activities totaled $161.7 million in the first nine months of 2020, resulting primarily from a net increase in payables to John Deere of $1,775.8 million, partially offset by a net decrease in total external borrowings of $1,342.2 million and dividends paid of $250.0 million. Net cash used for investing activities totaled $1,240.3 million in the first nine months of 2020, primarily due to the cost of Receivables acquired (excluding wholesale) exceeding the collections of Receivables (excluding wholesale) by $1,083.3 million and the cost of equipment on operating leases acquired exceeding proceeds from sales of equipment on operating leases by $381.1 million, partially offset by a decrease in net wholesale receivables of $353.8 million. Cash, cash equivalents, and restricted cash increased $13.2 million during the first nine months of 2020.Balance Sheet Data

The Company relies on its ability to raise substantial amounts of funds to finance its Receivable and Lease portfolios. The Company has access to most global markets at a reasonable costcosts and expects to have sufficient sources of global funding and liquidity to meet its funding needs.needs in the short term and long term. The Company’s ability to meet its debt obligations is supported in a number ofseveral ways. The assets of the Company are self-liquidating in nature. A solid equity position is available to absorb unusual losses on these assets, and all commercial paper is backed by unsecured, committed borrowing lines from various banks. Liquidity is also provided by the Company’s ability to securitize these assets and through the issuance of term debt.debt (both public and private markets). Additionally, liquidity may be provided through loans from John Deere.

Key metrics and certain balance sheet data are provided in the following table, in millions of dollars:

July 31

October 31

August 1

2022

2021

2021

Cash, cash equivalents, and marketable securities

$

658.4

$

679.1

$

684.8

Receivables and Leases - net

45,185.1

41,488.2

41,508.0

Interest-bearing debt

40,381.4

37,319.9

37,513.5

Unused credit lines

1,956.5

5,770.3

6,131.1

Ratio of interest-bearing debt to stockholder’s equity

8.6 to 1

8.2 to 1

8.2 to 1

The Company’sreduction in unused credit lines compared to both prior periods relates to an increase in commercial paper outstanding, at August 1, 2021, November 1, 2020,by both the Company and August 2, 2020John Deere, to fund growth in the Receivable portfolio.

29

There have been no material changes to the contractual and other cash requirements identified in the Company’s most recently issued Annual Report on Form 10-K.

Cash Flows

Nine Months Ended

July 31

August 1

2022

   

2021

Net cash provided by operating activities

$

898.1

$

1,043.4

Net cash used for investing activities

(4,756.4)

(3,273.9)

Net cash provided by financing activities

3,856.6

2,246.8

Effect of exchange rate changes on cash, cash equivalents, and restricted cash

(13.3)

3.9

Net increase (decrease) in cash, cash equivalents, and restricted cash

$

(15.0)

$

20.2

Net cash was $507.0 million, $125.0 million,used by investing activities during the first nine months of 2022 primarily due to growth in the Receivable portfolio, which was funded primarily through external borrowings and $940.9 million, respectively, while the total cash cash equivalents,provided by operating activities, partially offset by a reduction in borrowings from John Deere.

Cash, Cash Equivalents, and marketable securities position was $684.8 million, $676.8 million, and $627.3 million, respectively. Marketable Securities Held by Foreign Subsidiaries

The amount of cash, cash equivalents, and marketable securities held by foreign subsidiaries was $148.6 million, $158.0 million, and $184.3 million $163.7 million,at July 31, 2022, October 31, 2021, and $124.6 million at August 1, 2021, November 1, 2020,respectively.

Borrowings

Total borrowings have changed generally corresponding with the level of the Receivable and August 2, 2020, respectively.

36

Capital Corporation has a revolving credit agreement to utilize bank conduit facilities to securitize retail notes (see Note 5). At August 1, 2021, this facility had a total capacity, or “financing limit,”Lease portfolios, as well as the level of $2,000.0 million of secured financings at any time. After a two-year revolving period, unless the bankscash and Capital Corporation agree to renew, Capital Corporation would liquidate the secured borrowings over time as payments on the retail notes are collected. At August 1, 2021, $1,778.9 million of short-term securitization borrowings were outstanding under the agreement.cash equivalents.

During the first nine months of 2021,2022, the Company issued $5,210.4$5,371.5 million and retired $4,214.2$4,197.5 million of long-term external borrowings, which were primarily consisted of medium-term notes. During the first nine months of 2021,2022, the Company also issued $2,800.8$2,668.6 million and retired $2,190.4$2,342.9 million of retail note securitization borrowings and maintained an average commercial paper balance of $919.9$1,835.3 million. At August 1, 2021, the Company’s funding profile included $507.0 million of commercial paper and other notes payable, $5,264.6 million of securitization borrowings, $5,859.2 million of loans from John Deere, $25,882.7 million of unsecured term debt, and $4,600.2 million of equity capital. The Company’s funding profile may be altered to reflect such factors as relative costs of funding sources, assets available for securitizations, and capital market accessibility.

Total interest-bearing indebtedness amounted In April 2022, the Company issued $600.0 million of sustainability-linked medium-term notes with an initial interest rate of 3.35 percent, which are due in 2029. This transaction supports John Deere’s commitment to $37,513.5 million at August 1, 2021, compared with $35,145.9 million at November 1, 2020 and $35,534.7 million at August 2, 2020. Total short-term indebtedness amounted to $17,376.8 million at August 1, 2021, compared with $15,834.8 million at November 1, 2020 and $15,042.6 million at August 2, 2020. Total long-term indebtedness amounted to $20,136.7 million at August 1, 2021, compared with $19,311.1 million at November 1, 2020 and $20,492.1 million at August 2, 2020. The ratio of total interest-bearing debt, including securitization indebtedness, to stockholder’s equity was 8.2 to 1 at August 1, 2021, compared with 8.2 to 1 at November 1, 2020 and 8.5 to 1 at August 2, 2020.

Stockholder’s equity was $4,600.2 million at August 1, 2021, compared with $4,298.2 million at November 1, 2020 and $4,173.2 million at August 2, 2020. The increase in the first nine months of 2021 was primarily due to net income attributableenvironmental sustainability by linking financing to the achievement of its ambitious and comprehensive environmental, social, and governance targets. Failure to meet the stated sustainability performance target will result in a 25-basis point increase to the interest rate payable on the 2029 notes from and including April 2026.

The Company of $529.6 millionhas a revolving warehouse facility to utilize bank conduit facilities to securitize retail notes (see Note 5). The facility was renewed in November 2021 with an expiration in November 2022 and a changereduction of the total capacity or “financing limit” from $2,000.0 million to $1,000.0 million. As a result of the reduced capacity, the Company repurchased $511.1 million of outstanding short-term securitization borrowings in November 2021, in addition to the cumulative translation adjustmentnormal monthly liquidations related to payments collected on the retail notes. At July 31, 2022, $891.2 million of $22.6 million, partially offset by dividends paidsecuritization borrowings were outstanding under the facility. At the end of $230.0 millionthe contractual revolving period, unless the banks and the adoption of ASU No. 2016-13 of $26.2 million.Company agree to renew, the Company would liquidate the secured borrowings over time as payments on the retail notes are collected.

Lines of Credit

The Company has access to bank lines of credit with various banks throughout the world. Some of the lines are available to both the Company and Deere & Company. Worldwide lines of credit totaled $8,000.0$8,086.3 million at August 1, 2021, $6,131.1July 31, 2022, $1,956.5 million of which were unused. For the purpose of computing the unused credit lines, commercial paper and short-term bank borrowings of the Company and John Deere, excluding secured

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borrowings and the current portion of long-term external borrowings, of the Company and Deere & Company were primarily considered to constitute utilization. Included in the total credit lines at August 1, 2021July 31, 2022 was a 364-day credit facility agreement of $3,000.0 million, expiring in fiscal April 2022.the second quarter of 2023. In addition, total credit lines included long-term credit facility agreements of $2,500.0 million, expiring in fiscal April 2025,the second quarter of 2026, and $2,500.0 million, expiring in fiscal March 2026.the second quarter of 2027. These credit agreements require the Company to maintain its consolidated ratio of earnings to fixed charges at not less than 1.05 to 1 for each fiscal quarter and its ratio of senior debt, excluding securitization indebtedness, to capital base (total subordinated debt and stockholder’s equity excluding accumulated other comprehensive income (loss)) at not more than 11 to 1 at the end of any fiscal quarter. All of these credit agreement requirements have been met during the periods included in the consolidated financial statements.

Debt Ratings

The Company’s ability to obtain funding is affected by its debt ratings, which are closely related to the outlook for and the financial condition of John Deere, and the nature and availability of support facilities, such as itsthe Company’s lines of credit and the support agreement from Deere & Company.

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To access public debt capital markets, the Company relies on credit rating agencies to assign short-term and long-term credit ratings to the Company’s securities as an indicator of credit quality for fixed income investors. A security rating is not a recommendation by the rating agency to buy, sell, or hold Companythe Company’s securities. A credit rating agency may change or withdraw Company ratings based on its assessment of the Company’s current and future ability to meet interest and principal repayment obligations. Each agency’s rating should be evaluated independently of any other rating. Lower credit ratings generally result in higher borrowing costs, including costs of derivative transactions, and reduced access to debt capital markets.

The senior long-term and short-term debt ratings and outlook currently assigned to unsecured Company debt securities by the rating agencies engaged by the Company are the same as those for John Deere. Those ratings are as follows:

    

Senior Long-Term

    

Short-Term

    

Outlook

 

Fitch Ratings

A

F1

Stable

Moody’s Investors Service, Inc.

 

A2

 

Prime-1

 

Stable

Standard & Poor’s

 

A

 

A-1

 

Stable

Dividends and Other Events

Capital Corporation declared and paid cash dividends to John Deere Financial Services, Inc. (JDFS) of $230.0$310.0 million and $250.0$230.0 million in the first nine months of 20212022 and 2020,2021, respectively. In each case, JDFS paid comparable dividends to Deere & Company.

On August 26, 2021,September 1, 2022, Capital Corporation declared a $255.0$60.0 million dividend to be paid to JDFS on September 15, 2021.2022. JDFS, in turn, declared a $255.0$60.0 million dividend to Deere & Company, also payable on September 15, 2021.2022.

On August 16, 2022, the U.S. federal government enacted the Inflation Reduction Act of 2022. The bill contains numerous tax provisions, including a 15 percent corporate minimum tax. The Company has not yet completed its analysis of the newly enacted tax legislation. At this point, however, this legislation is not expected to have a material impact on the Company’s financial statements.

Forward-Looking Statements

Certain statements contained herein, including in the section entitled “Overview” relating to future events, expectations, and trends constitute “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995 and involve factors that are subject to change, assumptions, risks, and uncertainties that could cause actual results to differ materially.

Forward-looking statements are based on currently available information and current assumptions, expectations, and projections about future events and should not be relied upon. Except as required by law, the

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Company expressly disclaims any obligation to update or revise its forward-looking statements. Further information concerning the Company and its business, including factors that could materially affect the Company’s financial results, is included in the Company’s other filings with the SEC (including, but not limited to, the factors discussed in Item 1A. “Risk Factors” of the Company’s most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q).

The Company’s business is closely related to John Deere’s business. Further information, including factors that could materially affect the Company’s and John Deere’s financial results, is included in the most recent Deere & Company Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q (including, but not limited to, the factors discussed in Item 1A., “Risk Factors” of the Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q) and other Deere & Company filings with the SEC.

In addition, the Company’s business and its results are affected by general global macroeconomic conditions, including but not limited to inflation, slower growth or recession, higher interest rates, and currency fluctuations, which could adversely affect the U.S. dollar and customer confidence, customer access to capital and overall demand for John Deere products, credit application volumes, financing and repayment practices, and the number of and size of customer delinquencies and defaults, which could materially impact the Company’s write-offs and provision for credit losses; government spending and taxing; actions of banks, financing and leasing companies, and other lenders that compete with the Company for customers; changes in weather and climate patterns; the political and social stability of the markets in which the Company operates; the effects of, or response to, wars and other conflicts, including the current military conflict between Russia and Ukraine; natural disasters; and the spread of major epidemics or pandemics (including the COVID-19 pandemic). The sustainability of economic recovery from COVID-19 remains unclear and significant volatility could continue for a prolonged period.

The liquidity and ongoing profitability of the Company depend on timely access to capital to meet future cash flow requirements, and to fund operations, costs, and finance customer purchases of John Deere products. If general economic conditions deteriorate or capital markets become more volatile, funding could be unavailable or insufficient. Significant changes in market liquidity conditions, changes in the Company’s credit ratings, and any failure to comply with financial covenants in credit agreements could also impact the Company’s access to or terms of future funding, which could reduce the Company’s earnings and cash flows. A debt crisis in Europe, Latin America, or elsewhere could negatively impact currencies, global financial markets, funding sources and costs, asset and obligation values, customers, demand for John Deere equipment, and Company operations and results. The Company’s operations could be impaired by changes in the equity, bond, and other financial markets, which would negatively affect earnings.

Additional factors that could materially affect the Company’s operations, financial condition, and results include changes in governmental trade, banking, monetary, and fiscal policies, including financial regulatory reform and its effects on the consumer finance industry, derivatives, funding costs, governmental programs, and policies and tariffs for the benefit of certain industries or sectors; actions by central banks and by financial and securities regulators, which may affect the costs and expenses of financing the Company and the financing rates it is able to offer; actions by environmental, health, and safety regulatory agencies, including those related to the effects of climate change; changes to accounting standards; changes to and compliance with privacy, banking, and other regulations; changes to and compliance with economic sanctions and export controls laws and regulations (including those in place for Russia); and compliance with evolving U.S. and foreign laws when expanding to new markets and otherwise.

Other factors that could materially affect the Company’s results and operations include security breaches, cybersecurity attacks, technology failures, and other disruptions to the information technology infrastructure of the Company and John Deere dealers; events that damage the Company’s reputation or brand; significant investigations, claims, lawsuits, or other legal proceedings; the success or failure of new product initiatives or business strategies; changes in product preferences and take rates of products; oil and energy prices, supplies, and volatility; actions of competitors; changes in demand and pricing for used equipment and resulting impacts on lease residual values; labor relations and contracts, including work stoppages and other disruptions; and changes in the ability to attract, develop, engage, and retain qualified personnel.

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Item 3.     Quantitative and Qualitative Disclosures About Market Risk.

See the Company’s most recent annual report filed on Form 10-K (Part II, Item 7A). There has been no material change in this information.Omitted pursuant to General Instruction H.

Item 4.     Controls and Procedures.

The Company’s principal executive officer and its principal financial officer have concluded that the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (Act)(the Exchange Act)) were effective as of August 1, 2021,July 31, 2022, based on the evaluation of these controls and procedures required by Rule 13a-15(b) or 15d-15(b) of the Exchange Act. During the third quarter, there were no changes that have materially affected or are reasonably likely to materially affect the Company’s internal control over financial reporting.

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PART II.  OTHER INFORMATION

Item 1.     Legal Proceedings.

The Company is subject to various unresolved legal actions which arise in the normal course of its business, the most prevalent of which relate to retail credit matters. The Company believes the reasonably possible range of losses for these unresolved legal actions would not have a material effect on its consolidated financial statements.

Item 1A.  Risk Factors.

See the Company’s most recent annual reportrecently filed Annual Report on Form 10-K (Part I, Item 1A). There has been no material change in this information. The risks described in the annual reportAnnual Report on Form 10-K, and the “Safe Harbor Statement”“Forward-Looking Statements” in this report, are not the only risks faced by the Company. Additional risks and uncertainties may also materially affect the Company’s business, financial condition, or operating results. One should not consider the risk factors to be a complete discussion of risks, uncertainties, and assumptions.

Item 2.     Unregistered Sales of Equity Securities and Use of Proceeds.

Omitted pursuant to instructionGeneral Instruction H.

Item 3.     Defaults Upon Senior Securities.

Omitted pursuant to instructionGeneral Instruction H.

Item 4.     Mine Safety Disclosures.

Not applicable.

Item 5.     Other Information.

None.

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Item 6.     Exhibits.

Certain instruments relating to long-term borrowings,debt, constituting less than 10 percent of the registrant’s total assets, are not filed as exhibits herewith pursuant to Item 601(b)(4)(iii)(A) of Regulation S-K. The registrant will file copies of such instruments upon request of the SEC.

3.1

Certificate of Incorporation, as amended (Exhibit 3.1 to Form 10-K of the registrant for the year ended October 31, 1999, Securities and Exchange Commission file number 1-6458*)

3.2

Bylaws, as amended (Exhibit 3.2 to Form 10-K of the registrant for the year ended October 31, 1999, Securities and Exchange Commission file number 1-6458*)

31.1

Rule 13a-14(a)/15d-14(a) Certification

31.2

Rule 13a-14(a)/15d-14(a) Certification

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Section 1350 Certifications (furnished herewith)

101.SCH

Inline XBRL Taxonomy Extension Schema Document

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document

104

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

*     Incorporated by reference. Copies of these exhibits are available from the Company upon request.

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SIGNATURES

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.

JOHN DEERE CAPITAL CORPORATION

Date:

August 26, 2021September 1, 2022

By:

/s/ Ryan D. CampbellRajesh Kalathur

Ryan D. CampbellRajesh Kalathur

Senior Vice President and Principal Financial Officer

Principal Financial Officer and

Principal Accounting Officer

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