CNH Industrial Capital 10K 2024 Annual report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K



☒	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2024
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 Number: 000-55510

CNH INDUSTRIAL CAPITAL LLC

(Exact name of registrant as specified in its charter)


Delaware (State or other jurisdiction of incorporation or organization)		39-1937630 (I.R.S. Employer Identification Number)
5729 Washington Avenue Racine, Wisconsin (Address of principal executive offices)	(262) 636-6011 (Registrant’s telephone number, including area code)	53406 (Zip code)

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act: Limited Liability Company Interests

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined by Rule 405 of the Securities Act. ⌧ Yes ◻ No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. ◻ Yes ⌧ No

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 ⌧

Emerging growth company ◻

Smaller reporting 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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ◻

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ◻

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ◻

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

As of February 28, 2025, all of the limited liability company interests of the registrant were held by CNH Industrial America LLC, a wholly-owned subsidiary of CNH Industrial N.V.

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

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TABLE OF CONTENTS

		PAGE
PART I
Item 1.	Business	2
Item 1A.	Risk Factors	6
Item 1B.	Unresolved Staff Comments	17
Item 1C.	Cybersecurity	17
Item 2.	Properties	18
Item 3.	Legal Proceedings	18
Item 4.	Mine Safety Disclosures	18
PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	18
Item 6.	[Reserved]	18
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	18
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	32
Item 8.	Financial Statements and Supplementary Data	32
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	32
Item 9A.	Controls and Procedures	32
Item 9B.	Other Information	33
Item 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	33
PART III
Item 10.	Directors, Executive Officers and Corporate Governance	34
Item 11.	Executive Compensation	34
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	34
Item 13.	Certain Relationships and Related Transactions, and Director Independence	34
Item 14.	Principal Accounting Fees and Services	34
PART IV
Item 15.	Exhibits and Financial Statement Schedules	35

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PART I

Item 1. Business

Overview

CNH Industrial Capital LLC (together with its consolidated subsidiaries, “CNH Capital,” the “Company” or “we”) is an indirect wholly-owned subsidiary of CNH Industrial N.V. (“CNH N.V.” and together with its consolidated subsidiaries, “CNH”) and is headquartered in Racine, Wisconsin. As a captive finance company, our primary business is to underwrite and manage financing products for end-use customers and dealers of CNH Industrial America LLC (“CNH America”) and CNH Industrial Canada Ltd. (“CNH Canada” and, together with CNH America, “CNH North America”) and provide other related financial products and services to support the sale of agricultural and construction equipment sold by CNH North America. We also provide financing products related to new and used equipment manufactured by entities other than CNH North America, as well as financing for the purchase of parts, service, rentals, implements and attachments from CNH North America dealers which may or may not be manufactured or provided by CNH North America. We are often able to offer financing to customers at advantageous interest rates or on other more favorable terms (such as longer contract terms, longer warranty terms or terms which include parts and service incentives), due to our participation in subsidized financing programs sponsored by CNH North America, which reimburses us for some or all of the cost of such terms. The primary operating subsidiaries of CNH Industrial Capital LLC include CNH Industrial Capital America LLC (“CNH Capital America”), New Holland Credit Company, LLC (“New Holland Credit”) and CNH Industrial Capital Canada Ltd. (“CNH Capital Canada”). CNH Capital America is the primary financing and business entity of CNH Capital for the United States that enters into financing arrangements with end-use customers and dealers, and CNH Capital Canada performs the same functions in Canada, while New Holland Credit acts as the servicer for financing products originated by CNH Capital America.

CNH was initially formed in 2013 by the business combination transaction between Fiat Industrial S.p.A. and CNH Global N.V. (“CNH Global”), the former indirect parents of CNH Capital. As a result of this transaction, CNH Industrial Capital LLC and its primary operating subsidiaries, including CNH Capital America, New Holland Credit and CNH Capital Canada, are indirect wholly-owned subsidiaries of CNH N.V. (with all of the equity interests in CNH Industrial Capital LLC owned by CNH N.V. through intermediate companies, through which CNH N.V. exercises indirect control over CNH Industrial Capital LLC). CNH N.V. is incorporated in and under the laws of the Netherlands. CNH N.V. has its corporate seat in Amsterdam, the Netherlands, and its principal office in Basildon, England, United Kingdom.

CNH Capital provides and administers financing to end-use customers for the purchase or lease of new and used agricultural and construction equipment and components sold through CNH North America’s dealer network, as well as revolving charge account financing and other financial services. CNH Capital also provides wholesale financing to CNH North America dealers and distributors, all of which are independently owned and operated. As a holding company, CNH Industrial Capital LLC generally does not conduct operations of its own but relies on its subsidiaries for the generation and distribution of profits.

CNH Capital’s revenue is primarily generated through the income of its portfolio and the income generated through marketing programs with CNH North America. The size of the portfolio is in part related to the level of equipment sales by CNH North America. The portfolio profitability is linked to the difference between lending and borrowing rates, the credit quality of the customers and the value of collateral. For the years ended December 31, 2024 and 2023, we derived 39% and 40%, respectively, of our revenue from CNH North America and other CNH subsidiaries.

Our customers obtain our financing products for commercial purposes and, in many cases, have had a previous borrowing relationship with CNH Capital. Retail notes and finance leases are secured by the purchased equipment, which generally has a longer useful life than the term of the receivable. Wholesale financings are likewise secured by the equipment purchased by the dealer.

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CNH Capital funds its operations and lending activity through a combination of term receivables securitizations, secured and unsecured facilities, a repurchase agreement, commercial paper, unsecured bonds, affiliate borrowings and retained earnings. CNH Capital’s current funding strategy is to maintain sufficient liquidity and flexible access to a wide variety of financial instruments and funding options.

As part of its overall funding strategy, CNH Capital participates in the asset-backed securitization (“ABS”) markets. CNH Capital periodically transfers retail notes and wholesale receivables originated from end-use customers and dealers to special purpose entities, in exchange for cash proceeds from asset-backed securities issued by these special purpose entities. Investors in these asset-backed securities in turn receive payments on their securities based on the cash flows from the transferred receivables. CNH Capital continues to service the transferred receivables and maintains a cash reserve account, which provides security to investors in the event that cash collections from the receivables are not sufficient to permit principal and interest payments to the holders of the securities. These special purpose entities and the investors in the asset-backed securities have no recourse, beyond the applicable cash reserve account, for failure of any end-use customers or dealers to make payments on the transferred receivables when due.

In addition to portfolio quality and funding costs, CNH Capital’s long-term profitability is also dependent on service levels and operational effectiveness. CNH Capital performs billing and collection services, customer support, repossession and remarketing functions, reporting and data management operations and marketing activities.

As of December 31, 2024, CNH Capital had total assets of $16.9 billion and total stockholder’s equity of $1.6 billion. For the year ended December 31, 2024, CNH Capital had total revenues of $1.3 billion and net income of $246.7 million. As of December 31, 2024, CNH Capital had third-party debt of $14.5 billion, approximately 64% of which represented secured debt as of such date.

Relationship with CNH

CNH is a leading global equipment company that designs, produces and sells agricultural and construction equipment. CNH's global network includes industrial, commercial and financial services subsidiaries located in 31 countries and a commercial presence in approximately 167 countries.

CNH operates across three business segments: Agriculture, Construction and Financial Services.

CNH’s Agriculture segment designs, engineers, manufactures, distributes and services a full line of agriculture equipment, implements and precision agriculture solutions. Agriculture's product lines include tractors, combine harvesters, hay and forage equipment, seeding and planting equipment and self-propelled sprayers. Agriculture’s two leading global brands are Case IH and New Holland and its regional and technology brands include STEYR and Raven.

CNH’s Construction segment designs, manufactures and distributes a full line of construction equipment including excavators, crawler dozers, graders, wheel loaders, backhoe loaders, skid steer loaders and compact track loaders along with a wide variety of attachments. Construction’s product lines are sold primarily under the CASE Construction Equipment, New Holland Construction and Eurocomach brands.

As of December 31, 2024 and 2023, CNH had total assets of $42.9 billion and $46.3 billion, respectively, and total equity of $7.7 billion and $8.1 billion, respectively.

For the years ended December 31, 2024 and 2023, CNH had total revenues of $19.8 billion and $24.7 billion, respectively, and net income attributable to CNH Industrial N.V. of $1.2 billion and $2.3 billion, respectively. For the year ended December 31, 2024, CNH’s net sales of agricultural equipment and net sales of construction equipment generated in North America (United States, Canada and Mexico) were $5.8 billion and $1.6 billion, respectively, representing decreases of 18.4% and 27.5% from the same period in 2023, respectively.

CNH Capital is a key financing source for CNH North America’s end-use customers and dealers. The Company offers financing to customers with advantageous terms that are subsidized by CNH North America, including low-rate, interest-free or interest-only periods and other sales incentive programs.

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Although our primary focus is to finance CNH North America equipment, we also provide financing products related to new and used agricultural and construction equipment manufactured by entities other than CNH North America, as well as financing for the purchase of parts, service, rentals, implements and attachments from CNH North America dealers which may or may not be manufactured or provided by CNH North America. We are still, however, dependent on CNH North America for substantially all of our business, with revenues related to financing provided to CNH North America dealers and retail customers purchasing and/or leasing from CNH North America and its dealers accounting for over 90% of our total revenues for the year ended December 31, 2024, and with loan portfolios attributable to such financing accounting for over 90% of our total receivables as of December 31, 2024.

The size of our lending portfolio is related in part to the level of equipment sales by CNH North America, which is driven by the strength of the agricultural and construction markets. The credit quality of our portfolio reflects the underwriting standards of CNH Capital, which are developed internally and independent of the sales volume goals of CNH North America.

We borrow from our affiliates as one of the funding sources for our operations and lending activity. We had no outstanding affiliate borrowings as of December 31, 2024 and $132.5 million of outstanding affiliate borrowings as of December 31, 2023, which represented 1.0% of the total indebtedness for that period.

CNH North America also provides us with other types of operational and administrative support, such as payroll and other human resource services. For the years ended December 31, 2024 and 2023, we incurred fees charged by our affiliates of $47.6 million and $53.8 million, respectively, representing 16% and 21%, respectively, of our total administrative and operating expenses.

Effective as of September 29, 2013, in connection with the business combination transaction of CNH Global with and into CNH N.V., CNH N.V. assumed all of CNH Global’s obligations under a support agreement, pursuant to which CNH N.V. has agreed to, among other things, (a) make cash capital contributions to us, to the extent necessary to cause our ratio of net earnings available for fixed charges to fixed charges to be not less than 1.05 for each fiscal quarter (with such ratio determined, on a consolidated basis and in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), for such fiscal quarter and the immediately preceding three fiscal quarters taken as a whole), (b) generally maintain an ownership of at least 51% of the voting equity interests in us and (c) cause us to have, as of the end of any fiscal quarter, a consolidated tangible net worth of at least $50 million. The support agreement is not intended to be and is not a guarantee by CNH N.V. of our indebtedness or other obligations. The obligations of CNH N.V. to us pursuant to this support agreement are to us only and do not run to, and are not enforceable directly by, any creditor of ours, including holders of our notes or the trustee under the indenture governing our notes. The support agreement may be modified, amended or terminated, at CNH N.V.’s election, upon thirty days’ prior written notice to us and the rating agencies, if (a) the modification, amendment or termination would not result in a downgrade of our rated indebtedness; (b) the modification, amendment or notice of termination provides that the support agreement will continue in effect with respect to our rated indebtedness then outstanding; or (c) we have no long-term rated indebtedness outstanding.

Products and Services

CNH Capital’s financing products and services fall into the following main categories:

Retail (68.8% as of December 31, 2024): Retail financing products primarily include retail notes, finance leases and operating leases to end-use customers and revolving charge account financing for customers to purchase parts, service, rentals, implements and attachments from CNH North America dealers. The terms of retail notes, finance leases and operating leases generally range from two to seven years, and interest rates vary depending on prevailing market interest rates and certain incentive programs offered by CNH North America. Revolving charge accounts are generally accompanied by higher interest rates than our other retail financing products, generally require minimum monthly payments and do not have pre-determined maturity dates.

CNH Capital utilizes a proprietary credit scoring model as part of the credit approval and review process for retail financing products, and administers its own servicing and collection operations for these products.

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Wholesale (31.2% as of December 31, 2024): Wholesale financing consists primarily of dealer floorplan financing, which gives dealers the ability to maintain a representative inventory of products. In addition, CNH Capital provides financing to dealers for used equipment taken in trade, equipment utilized in dealer owned rental yards, parts inventory, working capital and other financing needs. Currently, credit is extended to approximately 720 CNH North America dealers (with each being a separate legal entity) with approximately 1,720 locations in North America.

The dealer financing agreements provide CNH Capital with a first priority security interest in the equipment and parts financed and possibly other collateral. A majority of dealers also provide a personal or corporate guarantee (from an affiliate of the dealer). The amount of credit extended is primarily based upon the dealer’s expected annual sales, effective net worth, utilization of existing credit lines and inventory turnover. CNH Capital evaluates and assesses dealers on an ongoing basis as to their credit worthiness and conducts audits of dealer equipment inventories on a regular basis. The amounts of credit made available to dealers are reviewed on a regular basis, which is usually annually, and such amounts are adjusted when deemed appropriate by CNH Capital.

CNH Capital finances other products, including insurance and equipment protection products underwritten through a third-party insurer.

Competition

CNH Capital’s financing products and services are intended to be competitive with those available from third parties. CNH North America sponsors certain marketing programs that allow us to offer financing to customers at competitive or advantageous interest rates or on other more favorable terms (such as longer contract terms, longer warranty terms or terms which include parts and service incentives). Under these programs, including our low-rate financing programs or interest waiver programs, we are compensated by CNH North America for some or all of the cost of such terms. This support from CNH North America provides a material competitive advantage in offering financing to customers of CNH North America’s products.

We compete primarily with banks, equipment finance and leasing companies, and other financial institutions. Typically, this competition is based upon financial products and services offered, customer service, financial terms and interest rates charged. In addition, some of our competitors may be eligible to participate in government programs providing access to capital at more favorable rates, which may create a competitive disadvantage for CNH Capital. CNH Capital believes that its strong, long-term relationships with its dealers and end-use customers and the ease-of-use of its products provides it with a competitive edge over other third-party financing options. In addition, the marketing programs offered by CNH North America have a positive influence on the proportion of CNH North America’s equipment sales financed by CNH Capital.

Employees

The ability to attract, retain, and further develop qualified employees is crucial to the success of CNH Capital’s business and its ability to create value over the long-term. As of December 31, 2024, the Company had 342 employees, none of which were represented by unions.

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Item 1A. Risk Factors

We face many risks and uncertainties, any one of which could have a material adverse effect on our business, results of operations and financial condition. This section describes what we consider to be the most significant risks to our business based upon current knowledge, information and assumptions.

This Annual Report on Form 10-K contains forward-looking statements. All statements other than statements of historical fact included in this Annual Report on Form 10-K are forward-looking statements. Forward-looking statements provide our current expectations and projections relating to our financial condition, results of operations, plans, objectives, future performance, and business. Words such as “believe,” “expect,” “estimate,” “anticipate,” “will,” “should,” “plan,” “forecast,” “target,” “guide,” “project,” “intend,” “could,” and similar words or expressions may signify forward-looking statements. We do not undertake to update any forward-looking statements to reflect events or circumstances that occur after the date on which such forward-looking statement was made, except as required by applicable law.

Forward-looking statements are not guarantees of future performance. All forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those that we expected. Important factors that could cause actual results to differ materially from our expectations, or cautionary statements, and other important information about forward-looking statements are disclosed under Item 1A, “Risk Factors,” and Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations–Cautionary Note on Forward-Looking Statements,” in this Annual Report on Form 10-K.

The following risks should be considered in conjunction with Management's Discussion and Analysis of Financial Condition and Results of Operations beginning on page 18, including the risks and uncertainties described in the Cautionary Note on Forward-Looking Statements and notes to the consolidated financial statements. The following is a cautionary discussion of risks, uncertainties and assumptions that we believe are material to our business. These risks may affect our operating results and, individually or in the aggregate, could cause our actual results to differ materially from past and projected future results. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events, or otherwise. You should, however, consult any subsequent disclosures we make from time to time in materials filed with the United States Securities and Exchange Commission (“SEC”).

CNH Capital is an indirect wholly owned subsidiary of CNH N.V. The results of operations of the Company are primarily affected by its relationships with CNH North America.

Risks Related to Our Indebtedness and Liquidity

Credit rating changes could affect our access to funding and our cost of funds, which could in turn adversely affect our financial condition and results of operations.

Our ability to access the capital markets or other forms of financing and our funding costs are highly dependent on, among other things, our credit ratings and those of CNH N.V. and our ABS transactions. Rating agencies may review and revise their ratings from time to time, and any downgrade or other negative action with respect to our credit ratings by one or more rating agencies may increase our funding costs, potentially limit our access to sources of financing and have a material adverse effect on our financial condition and results of operations. A lack of funding could result in our inability to meet customer demand for equipment financing, while increased funding costs could lead to deteriorating margins, decreased profits and could result in higher customer interest rates and lower customer demand, which in turn may adversely affect our financial condition and results of operations.

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We have significant outstanding indebtedness, which may limit our ability to obtain additional funding and may limit our financial and operating flexibility.

As of December 31, 2024, we had an aggregate of $14.5 billion of consolidated indebtedness and our equity was $1.6 billion. The extent of our indebtedness could have important consequences on our operations and financial results, including:

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we may not be able to secure additional funds for working capital, capital expenditures, debt service requirements or general corporate purposes;

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we may need to use a portion of our projected future cash flow from operations to pay principal and interest on our indebtedness, which may reduce the amount of funds available to us for other purposes;

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we may be more financially leveraged than some of our competitors, which could put us at a competitive disadvantage;

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we may not be able to invest in the development or introduction of new products or new business opportunities;

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our future cash may be exposed to the risk of rate volatility;

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we may not be able to adjust rapidly to changing market conditions, which may make us more vulnerable to a downturn in general economic conditions; and

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we may not be able to access the capital markets on favorable terms, which may adversely affect our ability to provide competitive retail and wholesale financing programs.

Restrictive covenants in our debt agreements could limit our financial and operating flexibility.

The agreements governing our outstanding debt securities and other credit agreements to which we are a party from time to time contain, or may contain, covenants that restrict our ability and/or that of our subsidiaries to, among other things:

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incur additional indebtedness;

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make certain investments;

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enter into certain types of transactions with affiliates;

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sell or acquire certain assets or merge with or into other companies;

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use assets as security in other transactions; and/or

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enter into sale and leaseback transactions.

These restrictive covenants could limit our financial and operating flexibility. For example:

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limits on incurring additional debt and using assets as security in other transactions could materially limit our future business prospects by restricting us from financing as many customers as we otherwise would, particularly if our traditional funding sources (including principally the ABS markets) were not available;

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limits on investments could result in a return on assets lower than that of our competitors; and

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limits on the sale of assets or merger with or into other companies could deny us a future business opportunity despite the benefits that could be realized from such a transaction.

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A breach of one or more of the covenants could result in adverse consequences that could negatively impact our businesses, results of operations and financial condition. These consequences may include the acceleration of amounts outstanding under certain of our credit facilities, triggering an obligation to redeem certain debt securities, termination of existing unused commitments by our lenders, refusal by our lenders to extend further credit under one or more of the facilities or to enter into new facilities or the lowering or modification of CNH N.V.’s or our credit ratings. We cannot assure you that we will continue to comply with each restrictive covenant at all times, particularly if we were to encounter challenging and volatile market conditions. For further information, see Note 8: Credit Facilities and Debt to the consolidated financial statements for the year ended December 31, 2024.

Risks Related to Our Business, Strategy and Operations

Reduced demand for agricultural and construction equipment would reduce the opportunities for us to finance equipment.

Our business is largely dependent upon the demand for CNH North America’s products and its customers’ willingness to enter into financing or leasing arrangements to acquire or use those products. A significant and prolonged decrease in demand for CNH North America’s products could have a material adverse effect on our business, financial condition, results of operations and cash flows. Our primary business is to provide retail and wholesale financing for the purchase or lease of CNH North America products. The demand for CNH North America’s products and our financing products and services is influenced by a number of factors such as:

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the general economic conditions and outlook, such as market volatility and changing interest rates;

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the price of agricultural commodities and the ability to competitively export agricultural commodities;

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the cost of borrowing;

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the profitability of agricultural enterprises, farmers’ income and their capitalization;

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the demand for food products;

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the availability of stocks and yields from previous harvests;

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agricultural policies, including aid and subsidies to agricultural enterprises provided by governments and/or supranational organizations, policies impacting commodity prices or limiting the export or import of commodities, and alternative fuel mandates;

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change in trade agreements or trade terms, negotiation of new trade agreements and the imposition of new tariffs against certain countries or covering certain products or raw materials;

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change in or uncertainty surrounding global trade policies;

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droughts, floods, fires and other unfavorable climatic conditions, especially during the spring, a particularly important period for generating CNH North America’s sales orders;

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public infrastructure spending;

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new residential and non-residential construction; and

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capital spending in oil and gas and, to a lesser extent, in mining.

In the equipment industry, changes in demand can occur suddenly, resulting in imbalances in inventories, product capacity, and prices for new and used equipment. If fewer pieces of equipment are sold, CNH Capital will be presented with fewer opportunities to finance equipment.

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We are subject to interest rate risks, and changes in interest rates could reduce demand for CNH North America equipment, adversely affect our interest margins, and limit access to capital markets while increasing borrowing costs.

Changing interest rates could have a dampening effect on overall economic activity as well as on the financial health of our customers, either of which could negatively affect customer demand for CNH North America’s products and our services as well as customers’ ability to repay their financing obligations to us. In addition, credit market dislocations could have an impact on funding costs, making it more difficult for us to offer customers competitive financing. While we aim to limit the exposure of our net financial assets to changes in prevailing interest rates, interest rate volatility could have an adverse effect on our net interest rate margin, i.e., the difference between the yield we earn on assets and the interest rates we pay. Actions by credit rating agencies, such as downgrades or negative changes to ratings outlooks, can affect the availability and cost of funding for the Company and can increase the Company’s cost of capital and hurt its competitive position.

Change in support from CNH North America could reduce our ability to offer competitively priced financing, which may have a material adverse effect on our business, financial condition, results of operations and cash flows.

CNH North America subsidizes certain of our promotional financing programs that allow us to offer lower rate financing to customers and other advantageous financing terms (such as longer repayment and warranty periods, and special parts and service incentives). This support from CNH North America provides us with a material competitive advantage in offering financing for the purchase or lease of CNH North America’s products. Any elimination or reduction of these subsidies could negatively impact our ability to offer competitive financing options to customers, reduce customer demand for our financing products and services, and have a material adverse effect on our business, financial condition, results of operations and cash flows. For the years ended December 31, 2024, 2023 and 2022, we recognized revenues from CNH North America for marketing programs of $512.2 million, $427.2 million and $266.5 million, respectively, representing 39%, 40% and 34% of our total revenues for the years ended December 31, 2024, 2023 and 2022, respectively.

CNH North America also provides us with other types of operational and administrative support, such as payroll and other human resource services. For the years ended December 31, 2024, 2023 and 2022, we incurred fees charged by our affiliates of $47.6 million, $53.8 million and $50.9 million, respectively, representing 16%, 21% and 20%, respectively, of our total administrative and operating expenses.

An increase in dealer or end use customer credit risk may result in higher delinquencies and defaults, and deterioration in collateral valuation may reduce our collateral recoveries, which could increase losses on our receivables and operating leases and adversely affect our financial condition and results of operations.

Fundamental to any organization that extends credit is credit risk. The creditworthiness of our dealers and end use customers, the rates of delinquency and default, repossessions and net losses may be impacted by many factors, including:

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relevant industry and general economic conditions (in particular, those conditions most directly affecting the agricultural and construction industries);

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the availability of capital;

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the terms and conditions applicable to extensions of credit;

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interest rates;

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the experience and skills of the dealer’s or end use customer’s management team;

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commodity prices;

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political events, including government mandated moratoria on payments;

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the weather and other climate events; and

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the value of the collateral securing the extension of credit.

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Deterioration in the quality of our financial assets, an increase in delinquencies or defaults, or a reduction in collateral recovery rates could have an adverse impact on our financial performance. These risks become more acute in an economic slowdown or recession due to decreased demand for (or availability of) credit, declining asset values, changes in government subsidies, reductions in collateral to receivable balance ratios, and an increase in delinquencies, defaults, insolvencies, foreclosures and losses. In such circumstances, our receivable servicing and litigation costs may also increase. In addition, governments may pass laws, or implement regulations, that modify rights and obligations under existing agreements, or which prohibit or limit the exercise of contractual rights.

When, in response to a dealer or end use customer default on a receivable, we repossess collateral securing the repayment of the receivable, our ability to recover or mitigate losses by selling the collateral is subject to the current market value of such collateral. Those values are affected by levels of new and used inventory of agricultural and construction equipment on the market. They are also dependent upon the strength or weakness of market demand for new and used agricultural and construction equipment, which is affected by the strength of the general economy. In addition, repossessed collateral may be in poor condition, reducing its value. Finally, relative pricing of used equipment, compared with new equipment, can affect levels of market demand and the resale of repossessed equipment. All of the foregoing could increase losses on receivables and operating leases, adversely affecting our financial condition and results of operations.

Changes in interest rates, exchange rates and market liquidity could have a material adverse effect on our earnings and cash flows.

Because a significant number of our receivables are generated at fixed interest rates, our financial performance may be impacted by fluctuations in interest rates. Although we seek to match fund the majority of our assets, with approximately 64% of our receivables and approximately 74% of our funding at a fixed rate, respectively, as of December 31, 2024, changes in market interest rates may influence our financing costs, returns on financial investments and the valuation of derivative contracts and could reduce our earnings and/or cash flow.

We are subject to currency exchange risk to the extent that our costs are denominated in currencies other than those in which we earn revenues. In addition, the reporting currency for the consolidated financial statements is the U.S. dollar. Certain of our assets, liabilities, expenses and revenues are denominated in other currencies. Those assets, liabilities, expenses and revenues are translated into U.S. dollars at the applicable exchange rates to prepare our consolidated financial statements. Therefore, increases or decreases in exchange rates between the U.S. dollar and those other currencies affect the value of those items reflected in the consolidated financial statements, even if their value remains unchanged in the original currency. Changes in currency exchange rates between the U.S. dollar and other currencies have had, and will continue to have, an impact on our financial condition and results of operations.

We also rely on the capital markets and a variety of funding programs to provide liquidity for our operations, including committed asset-backed and unsecured facilities and the issuance of secured and unsecured debt. Significant changes in market liquidity conditions could affect our access to funding and the associated funding costs and reduce our earnings and cash flow.

Although we seek to manage interest rate, exchange rate and market liquidity risks with a variety of techniques, including a match funding program, the selective use of derivatives and a diversified funding program, there can be no assurance that we will be able to do so successfully, and our financial condition and results of operations could be adversely affected. In addition, by utilizing these techniques, we potentially forego the benefits that may result from favorable fluctuations in interest rates and exchange rates.

Our models could fail to properly anticipate and manage risk.

We use models to forecast future losses, revenues and expenses, for capital planning purposes, and to manage a variety of financial and operational risks. These models are subject to inherent limitations due to imperfect assumptions, uncertainty regarding outcomes, and unaccounted for and emerging risks. The models we employ may not be sufficiently predictive of future results due to limited historical patterns, unanticipated market changes and customer behavior. They may be negatively impacted by human error and may not be effective if we fail to review them for flaws, test them for predictive accuracy and recalibrate them from time to time as appropriate. Notwithstanding the steps we take to develop and maintain predictive models, our models could fail to properly anticipate and help us manage risk and could result in operational and financial harm to us.

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Our processes and procedures could fail to properly account for and mitigate fraud risk.

We employ processes and procedures to identify deliberate misrepresentations and omissions of information material to transactions with dealers and end use customers. They may be negatively impacted by human error and may not be effective if we fail to review them for flaws, test them for adequacy and revise them from time to time as appropriate. Although we take steps to help confirm effective process and procedures to mitigate fraud risk, we could suffer operational and financial harm if our processes and procedures fail to properly account for and mitigate fraud risks.

Changes in government monetary or fiscal policies may negatively impact our results.

In recent years, many governments have implemented measures designed to slow inflationary pressure (e.g., higher interest rates, reduced financial asset purchases). Continued periods of increased interest rates could have a dampening effect on the overall economic activity and/or the financial condition of our customers, either or both of which could negatively affect demand for our products and our customers’ ability to repay obligations to us. Central banks and other policy arms of many countries may take actions to vary the amount of liquidity and credit available in an economy. The impact of a change in liquidity and credit policies could negatively affect the customers and markets we serve, which could adversely impact our business, financial condition and results of operations. Government initiatives that are intended to stimulate or reduce demand for products sold by CNH North America, such as changes in tax treatment or purchase incentives for new equipment, can significantly influence the timing and level of our revenues. The terms, size and duration of such government actions are unpredictable and outside of our control. Any adverse change in government policy relating to those initiatives could have a material adverse effect on our business, financial condition and results of operations.

If we are unable to obtain funding, in particular through the ABS market and committed asset-backed facilities, at competitive rates, our ability to conduct our financing business may be severely impaired and our financial condition, results of operations and cash flows may be materially and adversely affected.

We have traditionally relied upon the ABS market and committed asset-backed facilities as a primary source of funding and liquidity. Access to funding at competitive rates is essential to our business. An inability to access the ABS market or a significant reduction in liquidity in the secondary market for ABS transactions could adversely affect our ability to sell receivables on a favorable or timely basis. Such conditions could have an adverse impact on our access to funding, financial condition and results of operations.

If we breach our representations and warranties in connection with our ABS transactions, we may be required to repurchase non-conforming receivables from the securitization vehicles, which could have an adverse effect on our financial condition, results of operations and cash flows.

In connection with our ABS transactions, we make customary representations and warranties regarding the assets being securitized, as disclosed in the relevant offering documents. While no recourse provisions exist that allow holders of asset-backed securities issued by our ABS trusts to require us to repurchase those securities, a breach of these representations and warranties could give rise to an obligation to repurchase non-conforming receivables from the trusts. Any obligation to make future repurchases could have an adverse effect on our financial condition, results of operations and cash flows.

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Certain of our operations are subject to supervision and regulation by governmental authorities and changes in applicable laws or regulations may adversely impact our ability to engage in related business activities, increase the cost of our operations, or reduce our revenues, thus adversely affecting our business, financial condition and results of operations.

Our operations are subject to extensive, complex and frequently changing rules, regulations and legal interpretations from various governmental authorities, which among other things:

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regulate credit granting and servicing activities, including establishing licensing requirements;

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require periodic reporting of financing and servicing activity to regulators;

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establish maximum interest rates, finance and other charges;

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regulate customers’ insurance coverage;

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require disclosures to, and the collection of certain information from, customers;

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set collection, foreclosure, repossession and claims handling procedures and other trade practices;

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prohibit discrimination in the extension of credit and administration of receivables; and

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regulate the use, handling and reporting of information related to applicants and customers.

As applicable laws are amended or construed differently, new laws are adopted to expand the scope of regulation imposed upon us, or existing laws prohibit interest rates we charge from rising to a level commensurate with risk and market conditions, such events could adversely affect our business and our financial condition and results of operations.

New regulations or changes in financial services regulations could adversely impact us.

Our operations are highly regulated by governmental authorities which can impose significant additional costs and/or restrictions on our business. We are subject to regulations that affect our origination, servicing and securitization of receivables as well as limit the ability of our customers to enter into hedging transactions or finance purchases of CNH North America equipment. Future regulations from federal, state or provincial regulators may affect our ability to engage in these capital market activities or increase the effective cost of such transactions, which could adversely affect our financial condition, results of operations and cash flows.

Our operations are subject to risks associated with our use of third-party service providers.

We rely on third-party service providers for a variety of services and systems that we use in connection with our core origination and servicing operations. Our reliance exposes us to risks, as those third parties could fail to perform financially, contractually or otherwise in accordance with our expectations. Such failure could result in events that have a material adverse impact on our business, such as disruption or interruption of operational activities and poor performance negatively affecting our customer and dealer relationships, as well as potential liability to our customers and dealers for legal and regulatory violations committed by those third parties while providing services to us or on our behalf.

Our business may be affected by climate change, unfavorable weather conditions or other calamities.

Poor, severe or unusual weather conditions caused by climate change or other factors, particularly during the planting and early growing season, can significantly affect the purchasing decisions of CNH North America’s agricultural equipment customers. The timing and quantity of rainfall are two of the most important factors in agricultural production. Insufficient levels of rain prevent farmers from planting crops or may cause growing crops to die, resulting in lower yields. Excessive rain or flooding can also prevent planting or harvesting from occurring at optimal times and may cause crop loss through increased disease or mold growth. Temperature affects the rate of growth, crop maturity, crop quality and yield.

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Temperatures outside normal ranges can cause crop failure or decreased yields and may also affect disease incidence. Natural disasters such as floods, hurricanes, storms, droughts, diseases and pests can have a negative impact on agricultural production. The resulting negative impact on farm income can strongly affect demand for CNH North America’s agricultural equipment in any given period. These conditions may also adversely impact the ability of our customers to meet their payment obligations.

In addition, natural disasters, pandemic illness, acts of terrorism or violence, acts of war, equipment failures, power outages, disruptions to our information technology systems and networks or other unexpected events could result in physical damage to and complete or partial closure of one or more of CNH’s manufacturing facilities or distribution centers, temporary or long-term disruption in the supply of parts or component products, and disruption and delay in the transport of CNH North America’s products to dealers and customers. If such events occur, our financial results might be negatively impacted. Our existing insurance and risk management arrangements may not protect against all costs that may arise from such events.

Furthermore, the potentially long-term physical impacts of climate change on CNH North America’s facilities, suppliers and customers, and therefore on its operations, are highly uncertain and will be driven by the circumstances developing in various geographical regions. These may include long-term changes in temperature and water availability. These potential physical effects may adversely impact the demand for CNH North America’s products and the cost, production, sales and financial performance of its operations and as a result could adversely affect our financial condition, results of operations and cash flows.

Global economic conditions impact our business.

Our results of operations and financial position are and will continue to be influenced by macroeconomic factors, including changes in the level of consumer and business confidence, changes in interest rates, the availability of credit, inflation and deflation, energy prices, the cost of commodities or other raw materials and the imposition of trade tariffs and other countermeasures. Such macroeconomic factors vary from time to time and their effect on our results of operations and financial position cannot be specifically and singularly assessed and/or isolated. Our success largely depends on the vitality of the agricultural industry. Historically, the agricultural industry has been cyclical and subject to a variety of economic and other factors. Sales of agricultural equipment, in turn, are also cyclical and generally reflect the economic health of the agricultural industry. The economic health of the agricultural industry is affected by numerous factors, including farm income, farmland values, and debt levels and financing costs, all of which are influenced by the levels of commodity and protein prices, world grain stocks, acreage available and planted, crop yields, agricultural product demand, soil conditions, farm input costs, government policies, government subsidies and weather and climate conditions. Downturns in the agricultural industry due to these and other factors, which could vary by market, have in the past resulted in, and could in the future continue to result in, decreases in demand for agricultural equipment. We expect certain of these conditions to persist in fiscal year 2025. Changes in interest rates and the agricultural market business cycle are driven by factors outside of our control, and as a result we cannot reasonably foresee when these conditions will fully subside. If these conditions persist or worsen, it could continue to have an adverse impact on our business, results of operations and financial condition.

International trade policies may impact demand for CNH North America equipment.

Government policies on international trade and investment such as sanctions, import quotas, capital controls, tariffs or other retaliatory measures imposed in response to tariffs, whether adopted by non-governmental bodies, individual governments or addressed by regional trade blocks, may affect the demand for CNH North America equipment. For example, following the most recent election and administrative transition in the United States, there have been ongoing discussions and significant changes to United States trade policies, treaties, tariffs and taxes. Such policies, or any retaliatory measures imposed in response to such policies, could adversely impact the ability of our customers to meet their payment obligations, and adversely impact demand for equipment of CNH North America, leading to fewer opportunities for us to finance equipment.

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Changes in demand for food and alternative energy sources could impact our revenues.

Changing worldwide demand for farm outputs to meet the world’s growing food and alternative energy demands, driven by a growing world population and government policies, including those related to climate change, are likely to result in fluctuating agricultural commodity prices, which affect sales of agricultural equipment. While higher commodity prices will benefit our crop producing agricultural equipment customers, higher commodity prices also result in greater feed costs for livestock and poultry producers, which in turn may result in lower levels of equipment purchased by these customers. Lower commodity prices directly affect farm income, which could negatively affect sales of agricultural equipment. Moreover, changing alternative energy demands may cause farmers to change the types or quantities of the crops they grow, with corresponding changes in equipment demands. Finally, changes in governmental policies regulating bio-fuel utilization could affect demand for CNH North America equipment and result in higher research and development costs related to equipment fuel standards.

Competitive activity or failure by us to respond to actions by our competitors could adversely affect our results of operations, in particular due to a cost of funds disparity between us and some of our competitors.

We operate in a highly competitive environment, with financing for owners or operators of CNH North America equipment available through a variety of sources, such as banks, finance companies and other financial institutions, including government sponsored entities. Some of our competitors enjoy certain regulatory, government support or credit rating advantages over CNH Capital today, which may, among other things, enable them to access capital on more favorable terms, allow them to extend credit on more favorable terms, and subject them to less burdensome customer disclosure obligations. The types of advantages and their degree of competitive impact can change as a result of changes in law, policy or market conditions, and for other reasons. Such competitor advantages could result in our inability to effectively compete.

The success of our business also depends on our ability to identify emerging industry changes and develop and market new products and services that meet the evolving needs of existing and potential customers. Increasing competition may adversely affect our business if we are unable to match the products and services of our competitors. If we are unable to effectively compete, our business, financial condition and results of operations will suffer.

Our ability to execute our strategy depends upon our ability to attract, develop and retain qualified personnel.

Our ability to compete successfully, to manage our business effectively, to expand our business and to execute our strategic direction depends, in part, on our ability to attract, motivate and retain qualified personnel in key functions and markets, with the requisite education, skills, background, talents and industry experience. Failure to attract and retain qualified personnel, whether as a result of an insufficient number of qualified applicants, or the inability to integrate and retain qualified personnel, could impair our ability to execute our business strategy and meet our business objectives. These may be affected by the loss of employees, particularly when departures involve larger numbers of employees. Higher rates of employee separations may adversely affect us through decreased employee morale, the loss of knowledge of departing employees, and the devotion of resources to recruiting and onboarding new employees.

A decrease in the value of the equipment that we lease or higher than expected return volumes of our leased equipment could adversely affect our results.

We estimate the expected residual values of leased equipment at the inception of the lease, which is the estimated future value of leased equipment at the time of the expiration of the lease term. The residual values are reviewed quarterly. Changes in residual value assumptions would affect the amount of depreciation expense and the net amount of equipment on operating leases. If estimated future values significantly decline due to economic factors, obsolescence, the overall industry volume of lease returns, or other adverse circumstances, we may not realize such residual values, which could reduce our earnings.

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Actual proceeds realized by us upon the sale of returned leased equipment at lease termination may be lower than the amount projected. Among the factors that can affect the value of returned lease equipment are the volume of equipment returned (primarily affected by contractual lease-end values relative to prevailing market values and marketing programs for new equipment), any significant trends in the used equipment market and any new product trends. Each of these factors, alone or in combination, has the potential to adversely affect our profitability if actual results were to differ significantly from our estimates.

As of December 31, 2024, our total operating lease residual values were $1.1 billion.

Our results of operations may be adversely impacted by various types of claims, lawsuits, and other contingent obligations.

We are involved in various lawsuits and other legal proceedings that arise in the ordinary course of our business. The industries in which we and CNH North America operate are also periodically reviewed or investigated by regulators, which could lead to enforcement actions, fines and penalties, the imposition of remedial measures or the assertion of private litigation claims. The ultimate outcome of these legal matters pending against us is uncertain, and although such legal matters are not expected individually to have a material adverse effect on our financial position or profitability, such legal matters could, in the aggregate, in the event of unfavorable resolutions thereof, have a material adverse effect on our results of operations and financial condition. Furthermore, we could in the future become subject to judgments or enter into settlements of lawsuits and claims that could have a material adverse effect on our results of operations in any particular period. In addition, while we maintain insurance coverage with respect to certain risks, we may not be able to obtain such insurance on acceptable terms in the future, if at all, and any such insurance may not provide adequate coverage against claims under such policies.

Our affiliates may cease to provide us with financing support.

During previous capital markets crises, which had a material adverse effect on the ABS markets, we relied more heavily upon financing provided by CNH and its predecessors. In the event of a severe downturn in the ABS markets, we would need to look to alternative funding sources, including CNH, though CNH would have no obligation to provide such financing (other than the obligations assumed by CNH N.V. under the support agreement, dated November 4, 2011). To the extent CNH does not provide such financing to us when needed, we could suffer from a lack of funding and/or incur increased funding costs if funding is obtained through less favorable sources.

Our participation in cash management pools exposes us to CNH credit risk, which, in the event of a bankruptcy or insolvency of certain CNH entities, could render us unable to recover our deposits, materially and adversely affecting our financial condition and results of operations.

We participate in a group-wide cash management system with other companies within CNH, including CNH America and CNH Canada. Our positive cash deposits with CNH, if any, are either invested by CNH treasury subsidiaries in highly rated, highly liquid money market instruments or bank deposits, or may be applied by CNH treasury subsidiaries to meet the financial needs of other CNH entities and vice versa. While we believe participation in such CNH treasury subsidiaries’ cash management pools provides us with financial benefits, it exposes us to CNH credit risk.

In the event of a bankruptcy or insolvency of CNH N.V. (or any other CNH entity, including CNH America and CNH Canada, in the jurisdictions with set off agreements) or in the event of a bankruptcy or insolvency of the CNH entity in whose name the deposit is pooled, we may be unable to secure the return of such funds to the extent they belong to us, and we may be viewed as a creditor of such CNH entity with respect to such deposits. It is possible that our claims as a creditor could be subordinated to the rights of third-party creditors in certain situations. If we are not able to recover our deposits, our financial condition and results of operations may be materially and adversely impacted.

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A cybersecurity breach could interfere with our operations, compromise confidential information, negatively impact our corporate reputation and expose us to liability.

We rely upon information technology systems and networks, some of which are managed by third parties, in connection with a variety of our business activities. These systems include invoicing and collection of payments from CNH North America’s dealers and from our customers. We use information technology systems to record, process and summarize financial information and results of operations for internal reporting purposes and to comply with regulatory financial reporting, legal and tax requirements. Additionally, we collect and store sensitive data, including intellectual property, proprietary business information and the proprietary information of our customers and CNH North America’s dealers, as well as personally identifiable information of those dealers, customers and our employees, in data centers and on information technology networks. Operating these information technology systems and networks in a secure manner, and processing and maintaining this data in a secure manner, are critical to our business operations and strategy. Increased information technology security threats (e.g. worms, viruses, malware, phishing attacks, ransomware, and other malicious threats) and more sophisticated computer crime, including through the use of artificial intelligence and machine learning, pose a significant risk to the security of our systems and networks and the confidentiality, availability and integrity of our data. Cybersecurity attacks could also include attacks targeting customer data. Cybersecurity attacks could also include attacks targeting customer data or the security, integrity and/or reliability of the hardware and software installed in CNH North America’s products. The third parties with which we do business are subject to similar cybersecurity risks. Any cybersecurity breach impacting the systems and networks of the third parties with which we do business could result in similar adverse effects on our business and reputation.

While we actively manage information technology security risks within our control through security measures, business continuity plans and employee training around phishing and other cyber risks, our information technology networks and infrastructure have been and may be vulnerable to intrusion, attacks or disruptions or shutdowns due to attacks by cyber criminals, employee, supplier or dealer error or malfeasance.

A failure or breach in security, whether of our systems and networks or those of third parties on which we rely, could expose us and our customers and dealers to risks of misuse of information or systems, the compromising of confidential information, loss of financial resources, manipulation and destruction of data and operations disruptions, which in turn could adversely affect our reputation, competitive position, businesses and results of operations. Security breaches could also result in litigation, regulatory action, unauthorized release of confidential or otherwise protected information and corruption of data, as well as remediation costs and higher operational and other costs of implementing further data protection measures. Unrelated third-party breach events could also create a threat and result in risks, including unauthorized account access, data loss and fraud, if the personal information of our dealers or end use customers becomes compromised or online log-in credentials for their CNH Capital accounts are the same as, or similar to, the credentials that have been compromised on non-CNH Capital internet sites. In addition, as security threats continue to evolve, we may need to invest additional resources to protect the security of our systems and data. The amount or scope of insurance coverage we maintain may be inadequate to cover claims or liabilities relating to a cybersecurity attack.

Changes in privacy laws could disrupt our business.

The regulatory framework for privacy and data security issues is rapidly evolving and is likely to remain uncertain for the foreseeable future. We collect personal information and other data as part of our business operations. This data is subject to a variety of U.S. and foreign laws and regulations. New privacy laws will continue to come into effect around the world. We may be required to incur significant costs to comply with these and other privacy and data security laws, rules and regulations. Any inability to adequately address privacy and security concerns or comply with applicable privacy and data security laws, rules and regulations could have an adverse effect on our business prospects, results of operations and/or financial position.

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Item 1B. Unresolved Staff Comments

None.

Item 1C. Cybersecurity

We assess, identify and manage risks from cybersecurity threats through CNH’s Information Technology Security and Compliance organization (“Cybersecurity Program”), which is part of CNH’s larger enterprise risk management framework. The Cybersecurity Program is currently overseen by the Audit Committee of the Board of Directors for CNH (the “CNH Audit Committee”) and is managed by CNH’s Chief Information Officer (the “CNH CIO”) and a dedicated CNH Chief Information Security Officer (the “CNH CISO”). The CNH CISO's organization has oversight of cybersecurity strategy, policy, standards, architecture and processes for the security of our enterprise network and, information assets. The CNH CISO’s organization monitors and manages, and works to identify and assess, cybersecurity risk through various technologies, resources, processes and policies that are updated to align with the changing threat landscape, our evolving business needs and global regulatory requirements. Our strategy includes risk assessments, risk and threat analysis, utilization of security tools, cybersecurity-related tabletop and phishing exercises designed to simulate cybersecurity incidents, and security awareness and technical security trainings.

We use a range of defenses to help protect against cybersecurity threats and to work to secure our assets, reduce detection time and improve recoverability. These include the ongoing monitoring of our systems, including with the assistance of third-party vendors, conducting exercises with employees and senior management, including our executive officers, to promote awareness and improve internal processes. In addition, to promote security awareness throughout the Company, employees with an email address received training and access to security awareness materials in 2024. Further, we are implementing a program for the assessment and monitoring of security standards and control procedures for external suppliers and vendors.

Under the Cybersecurity Program, cybersecurity matters are generally managed by a combination of functional groups that report to CNH N.V.’s global leadership team, as appropriate, on matters such as enterprise level cybersecurity initiatives, threat intelligence and product cybersecurity risks and remediations.

CNH’s Board of Directors (the “CNH Board”) addresses our cybersecurity risk management as part of its general oversight function. The CNH Audit Committee is responsible for overseeing our key risks and controls relating to information systems, including our assessment and mitigation of material risks from cybersecurity threats. The CNH Audit Committee receives periodic reports, summaries or presentations related to cybersecurity threats, risk, mitigation and related processes from the CNH CIO and the CNH CISO. In addition, on at least an annual basis, the CNH Board receives reports, summaries or presentations from the CNH CIO and the CNH CISO related to cybersecurity threats, risk, mitigation and related processes.

The CNH CISO maintains and periodically updates a Cybersecurity Incident Response Plan which is a guide to respond effectively and efficiently to cybersecurity incidents in a coordinated manner in the interest of minimizing the risk of harm to our customers, operations, partners, employees and third parties, consistent with our legal obligations. As of the date of this report, we do not believe that risks from cybersecurity threats have materially affected or are reasonably likely to materially affect our business strategy, results of operations or financial condition. However, we recognize the ever-evolving cyber risk landscape and cannot provide any assurances that we will not be subject to a material cybersecurity incident in the future. For a description of risks related to our information technology systems, including cybersecurity threats, see Item 1A, “Risk Factors.”

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Item 2. Properties

Our principal executive offices are located at 5729 Washington Avenue, Racine, WI 53406. We maintain the following offices:


	Primary
Location	Function	Tenant	Ownership Status
Burlington, ON	Office	CNH Capital Canada	Leased
New Holland, PA	Office	New Holland Credit Company	Leased from New Holland North America, Inc.
Racine, WI	Office	CNH Capital	Leased from CNH America

Item 3. Legal Proceedings

CNH Capital is party to various litigation matters and claims arising from its operations. Management believes that the outcome of these proceedings, individually and in the aggregate, will not have a material adverse effect on CNH Capital’s financial condition or results of operations.

Item 4. Mine Safety Disclosures

Not applicable.

PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

All of CNH Industrial Capital LLC’s limited liability company interests are owned by CNH America, which is indirectly wholly-owned by CNH N.V. There is currently no established trading market for CNH Industrial Capital LLC’s limited liability company interests. CNH Industrial Capital LLC paid cash dividends of $200 million and $135 million to CNH America in 2024 and 2022, respectively. CNH Industrial Capital LLC received capital contributions of $75 million from CNH America in 2023.

Item 6. [Reserved]

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following Management's Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to promote understanding of the Company’s financial condition and results of operations. The MD&A is provided as a supplement to, and should be read in conjunction with, the consolidated financial statements and the accompanying Notes to Consolidated Financial Statements.

Overview

Organization

We offer a range of financial products and services to the customers and dealers of CNH North America. Retail financing products primarily include retail notes, finance leases, operating leases and revolving charge account financing to end-use customers. Wholesale financing consists primarily of dealer floorplan financing as well as financing to dealers for used equipment taken in trade, equipment utilized in dealer-owned rental yards, parts inventory, working capital and other financing needs.

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Trends and Economic Conditions

The global economy is experiencing volatile disruptions due to a combination of factors, including geopolitical events, shifts in trade and economic policies from the new U.S. presidential administration, change in commodity prices, as well as change in climate conditions. These disruptions have affected the price and availability of certain products and services used in CNH’s operations in 2024, and are expected to persist in 2025. These factors also affect its customers' profitability, impacting their ability to achieve higher returns on their output and reducing their purchasing power and demand for CNH’s products. CNH is closely monitoring global economic conditions and the impact that macroeconomic pressures, such as new and retaliatory tariffs, fluctuating currency exchange rates, interest rates and inflation, have on its business, customers, and suppliers.

Our business is closely tied to the agricultural and construction equipment industries because we offer financing products for such equipment. For the year ended December 31, 2024, CNH’s net sales of agricultural equipment and net sales of construction equipment generated in North America were $5.8 billion and $1.6 billion, respectively, representing decreases of 18.4% and 27.5% from the same period in 2023, respectively.

In general, our receivable mix between agricultural and construction equipment financing directionally reflects the mix of equipment sales by CNH North America. As such, changes in the agricultural industry or with respect to our agricultural equipment customers may affect the majority of our portfolio.

As a finance company, we are subject to interest rate risks. Changing interest rates can reduce demand for CNH North America equipment, adversely affect our interest margins and increase our borrowing costs. Most of our retail customer receivables (as used herein, “retail customer receivables” refers primarily to retail notes and finance leases) are fixed rate, while our revolving charge accounts and wholesale receivables are a combination of fixed and floating rate. We manage interest rate risks via a match funding program and the selective use of derivatives.

Net income was $246.7 million for the year ended December 31, 2024, compared to $215.1 million for the year ended December 31, 2023. The increase in net income was primarily due to a higher average portfolio and lower labor costs, partially offset by increased borrowing costs, higher provisions for credit losses and lower gains on used equipment sales due to decreased operating lease maturities. The receivables balance greater than 30 days past due as a percentage of gross receivables was 1.1%, 0.8% and 1.0% at December 31, 2024, 2023 and 2022, respectively.

Macroeconomic issues for us include the uncertainty of governmental actions with respect to monetary, fiscal and legislative policies, global economic volatility, changes in demand and pricing for used equipment, capital market disruptions, trade agreements, and financial regulatory reform. Significant volatility in the price of certain commodities could also impact CNH North America’s and our results.

Results of Operations

Year Ended December 31, 2024 Compared to Year Ended December 31, 2023

Revenues

Revenues for the years ended December 31, 2024 and 2023 were as follows (dollars in thousands):


	2024		2023		$ Change		% Change
Interest income on retail notes and finance leases	$	368,001	$	288,067	$	79,934	27.7	%
Rental income on operating leases		238,824		237,178		1,646	0.7
Interest income on revolving charge accounts		43,152		39,568		3,584	9.1
Interest income on wholesale notes		131,062		66,015		65,047	98.5
Interest and other income from affiliates		519,837		434,257		85,580	19.7
Other income		15,665		7,568		8,097	107.0
Total revenues	$	1,316,541	$	1,072,653	$	243,888	22.7	%

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Total revenues were $1.3 billion for the year ended December 31, 2024 compared to $1.1 billion for the year ended December 31, 2023. A higher average portfolio coupled with a higher average yield for the total portfolio drove the year-over-year increase in total revenues. The average yield for the total portfolio was 8.4% for the year ended December 31, 2024, compared to 7.9% for the year ended December 31, 2023.

Interest income on retail notes and finance leases for the year ended December 31, 2024 was $368.0 million, representing an increase of $79.9 million from the year ended December 31, 2023. The increase was due to the favorable impacts of $40.1 million from higher average earning assets and $39.8 million from higher interest rates.

Rental income on operating leases for the year ended December 31, 2024 was $238.8 million, representing an increase of $1.6 million from the year ended December 31, 2023. The increase was due to the favorable impact of $13.7 million from higher interest rates, partially offset by a $12.1 million unfavorable impact from lower average earning assets.

Revolving charge accounts income for the year ended December 31, 2024 was $43.2 million, representing an increase of $3.6 million from the year ended December 31, 2023. The increase was due to the favorable impacts of $3.5 million from higher average earning assets and $0.1 million from higher interest rates.

Interest income on wholesale notes for the year ended December 31, 2024 was $131.1 million, representing an increase of $65.0 million from the year ended December 31, 2023. The increase was due to the favorable impact of $68.4 million from higher average earning assets, offset by a $3.4 million unfavorable impact from lower interest rates.

Interest and other income from affiliates for the year ended December 31, 2024 was $519.8 million, representing an increase of $85.6 million from the year ended December 31, 2023. Compensation from CNH North America for retail low-rate financing programs and interest waiver programs offered to customers was $220.2 million and $140.2 million for the years ended December 31, 2024 and 2023, respectively. The increase was primarily due to higher base rates and the mix in pricing programs. For select operating leases, compensation from CNH North America for the difference between market rental rates and the amounts paid by customers was $37.3 million and $40.8 million for the years ended December 31, 2024 and 2023, respectively. The decrease was primarily due to lower average earning assets. For revolving charge accounts, compensation from CNH North America for low-rate financing programs and interest waiver programs offered to customers was $4.6 million and $4.1 million for the years ended December 31, 2024 and 2023, respectively. The increase was primarily due to mix of programs offered. For the year ended December 31, 2024, compensation from CNH North America for wholesale marketing programs was $250.1 million compared to $242.1 million for the prior year. The increase was primarily due to an increased utilization of interest-free periods and higher base rates.

Other income represents commissions earned on insurance and equipment protection products underwritten through a third-party insurer. For the year ended December 31, 2024, other income was $15.7 million, representing an increase of $8.1 million from the year ended December 31, 2023. The increase was primarily due to the Company changing insurance partners.

Expenses

Expenses for the years ended December 31, 2024 and 2023 were as follows (dollars in thousands):


	2024		2023		$ Change		% Change
Total interest expense	$	706,038	$	534,239	$	171,799	32.2	%
Fees charged by affiliates		47,611		53,804		(6,193)	(11.5)
Provision for credit losses		49,158		11,579		37,579	324.5
Depreciation of equipment on operating leases		179,671		178,969		702	0.4
Other expenses, net		19,740		17,034		2,706	15.9
Total expenses	$	1,002,218	$	795,625	$	206,593	26.0	%

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Total interest expense was $706.0 million for the year ended December 31, 2024 compared to $534.2 million for the year ended December 31, 2023. The increase was due to the unfavorable impacts of $88.9 million from higher average total debt and $82.9 million from higher average interest rates. The average debt cost was 5.1% for the year ended December 31, 2024 compared to 4.5% for the year ended December 31, 2023.

Fees charged by affiliates were $47.6 million and $53.8 million for the years ended December 31, 2024 and 2023, respectively, which amounts consist of payroll and other human resource services CNH America performs on behalf of the Company. The decrease was due to lower payroll costs.

The provision for credit losses was $49.2 million for the year ended December 31, 2024 compared to $11.6 million for the year ended December 31, 2023. The increase was due to higher specific reserve needs.

Depreciation of equipment on operating leases was $179.7 million for the year ended December 31, 2024, relatively flat compared to the year ended December 31, 2023.

Other expenses, net increased by $2.7 million for the year ended December 31, 2024 compared to the prior year, primarily due to lower gains on used equipment sales as a result of decreased operating lease maturities, partially offset by decreased general and administrative costs.

The effective tax rate for the year ended December 31, 2024 was 21.5%, compared to 22.4% for the year ended December 31, 2023.

Receivables and Equipment on Operating Leases Originated and Held

Receivables and equipment on operating lease originations for the years ended December 31, 2024 and 2023 were as follows (dollars in thousands):


	2024		2023		$ Change		% Change
Retail customer	$	4,973,798	$	4,330,215	$	643,583	14.9	%
Revolving charge accounts		1,005,646		1,010,687		(5,041)	(0.5)
Wholesale		10,915,296		13,885,020		(2,969,724)	(21.4)
Equipment on operating leases		618,396		521,144		97,252	18.7
Total originations	$	17,513,136	$	19,747,066	$	(2,233,930)	(11.3)	%

The increase in originations for retail customer receivables was primarily due to better penetration rates. Wholesale originations decreased due to lower new equipment deliveries, partially offset by higher trade-in volumes. The increase in operating lease originations was primarily driven by new and used equipment leasing.

Receivables and equipment on operating leases held as of December 31, 2024 and 2023 were as follows (dollars in thousands):


	2024		2023		$ Change		% Change
Retail customer	$	9,039,808	$	8,204,470	$	835,338	10.2	%
Revolving charge accounts		235,640		205,872		29,768	14.5
Wholesale		4,847,091		5,160,120		(313,029)	(6.1)
Equipment on operating leases		1,422,001		1,378,384		43,617	3.2
Total receivables and equipment on operating leases	$	15,544,540	$	14,948,846	$	595,694	4.0	%

The total balance of retail customer receivables greater than 30 days past due as a percentage of retail customer receivables was 1.5% and 1.2% at December 31, 2024 and 2023, respectively. The total wholesale receivables balance greater than 30 days past due as a percentage of the wholesale receivables was not significant at December 31, 2024 or 2023. The total revolving charge account receivables balance greater than 30 days past due as a percentage of the revolving charge account receivables was 5.2% and 5.0% at December 31, 2024 and 2023, respectively.

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Total retail customer receivables on nonaccrual status were $78.6 million and $60.9 million at December 31, 2024 and 2023, respectively. As of December 31, 2024 and 2023, total revolving charge account receivables on nonaccrual status were immaterial. Total wholesale receivables on nonaccrual status were $25.9 million at December 31, 2024, and there were no wholesale receivables on nonaccrual status at December 31, 2023.

Total receivable charge-offs and recoveries, by product, for the years ended December 31, 2024 and 2023 were as follows (dollars in thousands):


	2024		2023
Charge-offs:
Retail customer	$	31,918	$	17,624
Revolving charge accounts		5,299		6,512
Wholesale		—		—
Total charge-offs		37,217		24,136
Recoveries:
Retail customer		(1,970)		(1,785)
Revolving charge accounts		(662)		(221)
Wholesale		(1,578)		(26)
Total recoveries		(4,210)		(2,032)
Charge-offs, net of recoveries:
Retail customer		29,948		15,839
Revolving charge accounts		4,637		6,291
Wholesale		(1,578)		(26)
Total charge-offs, net of recoveries	$	33,007	$	22,104

Our allowance for credit losses on all receivables financed totaled $130.0 million at December 31, 2024 and $114.7 million at December 31, 2023.

The allowance is subject to a quarterly evaluation based on many quantitative and qualitative factors, including historical loss experience by product category, portfolio duration, delinquency trends, forward-looking macroeconomic factors (in particular, those conditions directly affecting the profitability and financial strength of our customers), and collateral value. No single factor determines the adequacy of the allowance. Different assumptions or changes in forward-looking economic assumptions would result in changes to the allowance for credit losses and the provision for credit losses. These qualitative factors are subjective and require a degree of management judgment.

We believe our allowance is sufficient to provide for losses in our receivable portfolio as of December 31, 2024.

Year Ended December 31, 2023 Compared to Year Ended December 31, 2022

Comparisons for the year ended December 31, 2023 to the year ended December 31, 2022 are discussed in Item 7 of the Company’s 2023 Annual Report filed with the SEC on March 15, 2024.

Liquidity and Capital Resources

The following discussion of liquidity and capital resources principally focuses on our statements of cash flows, balance sheets and capitalization. CNH Capital’s current funding strategy is to maintain sufficient liquidity and flexible access to a wide variety of financial instruments and funding options.

In the past, securitization has been one of our most economical sources of funding and, therefore, the majority of our originated receivables are securitized, with the cash generated from such receivables utilized to repay the related debt or purchase new receivables.

In addition, we have secured and unsecured facilities, a repurchase agreement, commercial paper, unsecured bonds, affiliate borrowings and cash to fund our liquidity needs.

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Cash Flows

For the years ended December 31, 2024 and 2023, our cash flows were as follows (dollars in thousands):


	2024		2023
Cash flows from (used in):
Operating activities	$	348,299	$	193,035
Investing activities		(1,280,886)		(2,761,004)
Financing activities		968,003		2,657,317
Net cash increase	$	35,416	$	89,348

The increase in net cash from operating activities for the year ended December 31, 2024 compared to the same period in 2023 was primarily due to a lower deferred income tax benefit, changes in components of working capital and increases in provision for credit losses and net income. The decrease in net cash used for investing activities for the year ended December 31, 2024 was primarily due to decreases in net expenditures for receivables and affiliated notes receivables of $1.9 billion and $17.2 million, respectively, partially offset by increases in net expenditures for affiliated cash pooling receivables and equipment on operating lease of $242.8 million and $199.8 million, respectively. The decrease in net cash from financing activities was primarily due to increases in net cash paid on external borrowings of $1.5 billion, higher dividends paid of $200.0 million and decreased capital contributions received of $75.0 million, partially offset by lower net cash paid on affiliated debt of $79.0 million.

Securitization

CNH Capital and its predecessor entities have been securitizing receivables since 1992. CNH Capital had approximately $5.7 billion of public and private asset-backed securities outstanding in the U.S. and Canada as of December 31, 2024. Our securitizations are treated as financing arrangements for accounting purposes.

Committed Asset-Backed Facilities

CNH Capital has committed asset-backed facilities with several banks or through their commercial paper conduit programs. Committed asset-backed facilities for the U.S. and Canada totaled $3.5 billion at December 31, 2024, with original borrowing maturities of up to two years. The unused availability under the facilities varies during the year, depending on origination volume and the refinancing of receivables with term securitization transactions and/or other financing. At December 31, 2024, there was approximately $284.7 million of funding available under these facilities.

Repurchase Agreement

We are a party to a Global Master Repurchase Agreement which expires in September 2025. As of December 31, 2024, the Company had sold, and not yet repurchased, C$450.0 million ($312.8 million) of Canadian receivables under the repurchase agreement, with an obligation to repurchase such receivables in 30 days. The repurchase agreement is treated as a financing arrangement for accounting purposes.

Unsecured Facilities and Debt

Committed and uncommitted unsecured facilities with banks as of December 31, 2024, totaled $988.3 million. These credit facilities, which are eligible for renewal at various future dates, are used primarily for working capital and other general corporate purposes. As of December 31, 2024, we had $249.5 million outstanding under these credit facilities. The remaining available credit commitments are maintained primarily to provide backup liquidity for commercial paper borrowings. Our outstanding commercial paper totaled $99.8 million as of December 31, 2024.

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As of December 31, 2024, our unsecured senior notes were as follows (dollars in thousands):


Issued by CNH Industrial Capital LLC (the “U.S. Senior Notes”):⁽¹⁾
3.950% notes, due 2025	$	500,000
5.450% notes, due 2025		400,000
1.875% notes, due 2026		500,000
1.450% notes, due 2026		600,000
4.500% notes, due 2027		500,000
4.550% notes, due 2028		600,000
5.500% notes, due 2029		500,000
5.100% notes, due 2029		600,000
Hedging, discounts and unamortized issuance costs		(39,485)
		4,160,515
Issued by CNH Industrial Capital Canada (the “Canadian Senior Notes”):⁽²⁾
5.500% notes, due 2026		278,004
4.800% notes, due 2027		278,004
4.000% notes, due 2028		208,503
Discounts and unamortized issuance costs		(3,691)
		760,820
Total	$	4,921,335

(1)

These notes, which are senior unsecured obligations of CNH Industrial Capital LLC, are guaranteed by CNH Capital America and New Holland Credit.

(2)

These notes, which are senior unsecured obligations of CNH Capital Canada, are guaranteed by CNH Industrial Capital LLC, CNH Capital America and New Holland Credit.

On March 21, 2024, CNH Industrial Capital LLC completed an offering of $600.0 million in aggregate principal amount of its 5.100% unsecured notes due 2029, with an issue price of 99.157%.

On March 25, 2024, CNH Capital Canada Ltd. completed a private placement offering of C$400.0 million ($294.5 million) in aggregate principal amount of its 4.800% unsecured notes due 2027, with an issue price of 99.876%.

On October 9, 2024, CNH Industrial Capital LLC completed an offering of $500.0 million in aggregate principal amount of its 4.500% unsecured notes due 2027, with an issue price of 99.809%.

On October 10, 2024, CNH Capital Canada Ltd. completed a private placement offering of C$300.0 million ($218.3 million) in aggregate principal amount of its 4.000% unsecured notes due 2028, with an issue price of 99.964%.

Credit Ratings

Our ability to obtain funding is affected by credit ratings of our debt, which are closely related to the outlook for and the financial condition of CNH N.V., and the nature and availability of our support agreement with CNH N.V..

To access public debt capital markets, we rely on credit rating agencies to assign short-term and long-term credit ratings to our securities as an indicator of credit quality for fixed income investors. A credit rating agency may change or withdraw our ratings based on its assessment of our 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.

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Our current credit ratings are as follows:


	Senior Long-Term	Short-Term	Outlook
S&P Global Ratings	BBB+	A-2	Negative
Fitch Ratings	BBB+	F2	Negative
Moody's Investors Service	Baa2	-	Stable

Affiliate Sources

CNH Capital borrows, as needed, from CNH. This source of funding is primarily used to finance various assets and provides additional flexibility when evaluating market conditions and potential third-party financing options. We had no affiliated debt as of December 31, 2024 and $132.5 million of affiliated debt as of December 31, 2023.

Equity Position

Our equity position also supports our ability to access various funding sources. Our stockholder’s equity at both December 31, 2024 and 2023 was $1.6 billion. During 2024, CNH Industrial Capital LLC paid cash dividends of $200.0 million to CNH America.

Liquidity

While we expect securitization to continue to represent a material portion of our capital structure and affiliated borrowings to remain a marginal source of funding, we will continue to diversify our funding sources and expand our investor base to support our investment grade credit ratings. These diversified funding sources include committed asset-backed facilities, a repurchase agreement, unsecured notes, bank facilities and a commercial paper program.

The liquidity available for use varies due to: (a) changes in origination volumes, reflecting the financing needs of our customers, and is influenced by the timing of any refinancing of underlying receivables; and (b) the execution of our funding strategy of maintaining a sufficient level of liquidity and flexible access to a wide variety of financial instruments.

Debt

Our consolidated debt as of December 31, 2024 and 2023 is set forth in the table below (dollars in thousands):


	2024		2023
Short-term debt (including current maturities of long-term debt)	$	5,869,500	$	5,519,792
Long-term debt		8,666,627		7,859,629
Total third-party debt		14,536,127		13,379,421
Affiliated debt		—		132,492
Total debt	$	14,536,127	$	13,511,913

Cash and Restricted Cash and Cash Equivalents

The following table shows cash and restricted cash and cash equivalents as of December 31, 2024 and 2023 (dollars in thousands):


	2024		2023
Cash and cash equivalents	$	446,946	$	390,110
Restricted cash		386,397		407,817
Total cash	$	833,343	$	797,927

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Restricted cash and cash equivalents are comprised of highly liquid investments with short-term original maturities. See “Liquidity and Capital Resources - Cash Flows” for a further discussion of the change in our cash position. Restricted cash is principally held by depository banks in order to comply with securitization contractual agreements, such as providing cash reserve accounts for the benefit of securitization investors.

Off-Balance Sheet Arrangements

For additional information, see “Note 14: Commitments and Contingencies” to our consolidated financial statements for the year ended December 31, 2024.

Contractual Obligations

The following table sets forth the aggregate amounts of our contractual obligations and commitments as of December 31, 2024 with definitive payment terms that will require significant cash outlays in the future (dollars in thousands).


	Payments Due by Period
			Less than						After
	Total		1 year		1 - 3 years		4 - 5 years		5 years
Short-term and long-term debt ⁽¹⁾	$	14,536,127	$	5,869,500	$	5,174,185	$	3,382,303	$	110,139
Affiliated debt		—		—		—		—		—
Interest on fixed rate debt		1,785,699		467,393		831,517		484,803		1,986
Interest on floating rate debt ⁽²⁾		933,247		202,206		390,651		335,323		5,067
Operating leases ⁽³⁾		8,400		1,680		5,040		1,680		—
Total contractual obligations	$	17,263,473	$	6,540,779	$	6,401,393	$	4,204,109	$	117,192

(1)Short-term debt shown as less than one year includes current maturities of long-term debt of $3,259,485.

(2)The interest funding requirements are based on the year-end 2024 interest rates.

(3)Minimum rental commitments.

See “Liquidity and Capital Resources - Debt” for information relating to our consolidated debt as of December 31, 2024.

Guarantor Statements

CNH Capital America and New Holland Credit, which are 100%-owned subsidiaries of CNH Industrial Capital LLC, guarantee the U.S. Senior Notes (the “U.S. Notes Guarantees”). CNH Industrial Capital LLC, CNH Capital America and New Holland Credit (the “Guarantor Entities”) guarantee the Canadian Senior Notes (the “Canadian Notes Guarantees” and, together with the U.S. Notes Guarantees, the “Guarantees”). The Guarantees are full, unconditional, and joint and several.

The Guarantees are general unsecured obligations of the applicable Guarantor Entities and rank senior in right of payment to all future obligations of such Guarantor Entities that are, by their terms, expressly subordinated in right of payment to such Guarantees and pari passu in right of payment with all existing and future unsecured indebtedness of such Guarantor Entities that are not so subordinated.

The Guarantor Entities’ obligations under their applicable Guarantees are limited as necessary to prevent the Guarantees from constituting a fraudulent conveyance under applicable law. If the Guarantees were rendered voidable, they could be subordinated by a court to all other indebtedness (including guarantees and other contingent liabilities) of the applicable Guarantor Entities and, depending on the amount of the indebtedness, such Guarantor Entities’ liability on the Guarantees to which they are parties could be reduced to zero.

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The Guarantees of the Guarantor Entities will be automatically released:

(1)

in connection with any sale or other disposition of all of the capital stock of the applicable Guarantor Entities to a person other than, for purposes of the U.S. Notes Guarantees, CNH Industrial Capital LLC or any subsidiary of CNH Industrial Capital LLC, or, for purposes of the Canadian Notes Guarantees, CNH Industrial N.V. or any subsidiary of CNH Industrial N.V.;

(2)

in connection with the sale or other disposition of all or substantially all of the assets or properties of the applicable Guarantor Entities, including by way of merger, consolidation or otherwise, to a person other than, for purposes of the U.S. Notes Guarantees, CNH Industrial Capital LLC or any subsidiary of CNH Industrial Capital LLC or, for purposes of the Canadian Notes Guarantees, CNH Industrial N.V. or any subsidiary of CNH Industrial N.V.; or

(3)

in certain other circumstances.

The following tables present summarized financial information for the obligor groups of the U.S. Senior Notes and the Canadian Senior Notes. The obligor group consists of the issuer and guarantors for the applicable senior notes. Intercompany balances and transactions between the issuer and guarantors have been eliminated. The investments in, and equity in income from, non-guarantor subsidiaries has been excluded.

For the years ended December 31, 2024 and 2023, the summarized statement of income information for the obligor group of the U.S. Senior Notes was as follows (dollars in thousands):


	2024		2023
Revenues	$	688,415	$	638,908
Interest expense		465,155		418,980
Administrative and operating expenses		203,462		197,393
Income tax provision (benefit)		3,763		6,042
Net income	$	16,035	$	16,493

For the U.S. Senior Notes, affiliated interest amounts recorded from and to the non-guarantor subsidiaries of CNH Industrial Capital LLC for the years ended December 31, 2024 and 2023 were as follows (dollars in thousands):


	2024		2023
Interest and other income from affiliates	$	66,636	$	63,762
Interest expense to affiliates		221,041		199,923

As of December 31, 2024 and 2023, the summarized balance sheet information for the obligor group of the U.S. Senior Notes was as follows (dollars in thousands):


	2024		2023
Cash	$	308,593	$	268,448
Restricted cash and cash equivalents		—		—
Receivables, less allowance for credit losses of $40,218 and $33,308		3,213,029		3,247,283
Equipment on operating leases, net		988,028		924,835
Short-term debt, including current maturities of long-term debt		1,386,998		1,091,813
Accounts payable and other accrued liabilities		649,261		660,587
Long-term debt		3,348,690		3,398,119

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For the U.S. Senior Notes, the obligors’ amounts due from and due to the non-guarantor subsidiaries of CNH Industrial Capital LLC as of December 31, 2024 and 2023 were as follows (dollars in thousands):


	2024		2023
Affiliated accounts and notes receivable	$	3,307,088	$	3,223,627
Accounts payable and other accrued liabilities		4,145,280		3,706,424

For the years ended December 31, 2024 and 2023, the summarized statement of income information for the obligor group of the Canadian Senior Notes was as follows (dollars in thousands):


	2024		2023
Revenues	$	940,379	$	851,475
Interest expense		591,666		509,590
Administrative and operating expenses		275,549		263,048
Income tax provision		14,157		17,286
Net income	$	59,007	$	61,551

For the Canadian Senior Notes, affiliated interest amounts recorded from and to the non-guarantor subsidiaries of CNH Industrial Capital LLC for the years ended December 31, 2024 and 2023 were as follows (dollars in thousands):


	2024		2023
Interest and other income from affiliates	$	65,740	$	62,162
Interest expense to affiliates		221,041		199,923

As of December 31, 2024 and 2023, the summarized balance sheet information for the obligor group of the Canadian Senior Notes was as follows (dollars in thousands):


	2024		2023
Cash	$	327,928	$	319,921
Restricted cash and cash equivalents		56,164		70,949
Receivables, less allowance for credit losses of $50,935 and $44,954		5,765,534		5,671,733
Equipment on operating leases, net		1,422,001		1,378,384
Short-term debt, including current maturities of long-term debt		2,368,449		2,393,553
Accounts payable and other accrued liabilities		767,320		800,693
Long-term debt		4,821,053		4,473,453

For the Canadian Senior Notes, the obligors’ amounts due from and due to the non-guarantor subsidiaries of CNH Industrial Capital LLC as of December 31, 2024 and 2023 were as follows (dollars in thousands):


	2024		2023
Affiliated accounts and notes receivable	$	3,136,147	$	3,183,986
Accounts payable and other accrued liabilities		4,167,105		3,729,866

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Other Data


	As of or for the
	Year Ended December 31,
	2024			2023			2022

	(Dollars in thousands)
Gross receivables	$	14,122,539		$	13,570,462		$	10,866,832
Equipment on operating leases, net		1,422,001			1,378,384			1,472,973
Total portfolio	$	15,544,540		$	14,948,846		$	12,339,805
Delinquency ⁽¹⁾		1.06	%		0.81	%		1.02	%
Average gross receivables balance	$	14,147,491		$	11,953,923		$	9,728,967
Net credit loss ⁽²⁾		0.23	%		0.18	%		0.10	%
Profitability:
Average receivable yields ⁽³⁾		7.20	%		6.54	%		4.79	%
Average debt cost		5.08	%		4.48	%		2.43	%
Return on average portfolio ⁽⁴⁾		1.59	%		1.61	%		1.94	%
Asset Quality:
Allowance for credit losses / gross receivables		0.92	%		0.85	%		1.15	%

(1)

Delinquency is reported on gross receivables greater than 30 days past due, expressed as a percentage of the gross receivables as of the end of the respective period.

(2)

Net credit losses on the receivables means charge-offs, net of recoveries, for the preceding 12 months expressed as a percentage of the respective average balance of gross receivables.

(3)

Yield on retail notes, finance leases, revolving charge accounts and wholesale receivables.

(4)

Net income for the period expressed as a percentage of the average portfolio.

Critical Accounting Policies and Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect reported amounts of assets, liabilities, revenues and expenses during the reported periods. Actual results may differ from these estimates under different assumptions and conditions. Our critical accounting policies and estimates, which require management assumptions and complex judgments, are summarized below.

Allowance for Credit Losses

The allowance for credit losses is our estimate of the lifetime expected credit losses inherent in the receivables owned by us. Retail customer receivables primarily include retail notes and finance leases to end-use customers. Revolving charge accounts represent financing for customers to purchase parts, service, rentals, implements and attachments from CNH North America dealers. Wholesale receivables include dealer floorplan financing, and to a lesser extent, the financing of dealer operations. Typically, our receivables within a geographic area have similar risk profiles and methods for assessing and monitoring risk.

Retail customer receivables that share the same risk characteristics such as, collateralization levels, geography, product type and other relevant factors are reviewed on a collective basis using measurement models and management judgment. The allowance for credit losses on retail customer receivables is based on loss forecast models that consider a variety of factors that include, but are not limited to, historical loss experience, collateral value, portfolio balance and delinquency. The loss forecast models are updated on a quarterly basis. The calculation is adjusted for forward-looking macroeconomic factors, such as GDP and Net Farm Income. The forward-looking macroeconomic factors are updated quarterly. In addition, qualitative factors that are not fully captured in the loss forecast models are considered in the evaluation of the adequacy of the allowance for credit losses. These qualitative factors are subjective and require a degree of management judgment.

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Wholesale receivables that share the same risk characteristics such as, collateralization levels, term, geography and other relevant factors are reviewed on a collective basis using measurement models and management judgment. The allowance for wholesale credit losses is based on loss forecast models that consider a variety of factors that include, but are not limited to, historical loss experience, collateral value, portfolio balance and delinquency. The loss forecast models are updated on a quarterly basis. The calculation is adjusted for forward-looking macroeconomic factors, such as industry sales volumes. The forward-looking macroeconomic factors are updated quarterly. In addition, qualitative factors that are not fully captured in the loss forecast models are considered in the evaluation of the adequacy of the allowance for credit losses. These qualitative factors are subjective and require a degree of management judgment.

Retail customer receivables and wholesale receivables that do not have similar risk characteristics are individually reviewed based on, among other items, amounts outstanding, days past due and prior collection history. Expected credit losses are measured by considering: the probability weighted estimates of cash flows and collateral value; the time value of money; current conditions and forecasts of future economic conditions. Expected credit losses are measured as the probability weighted present value of all cash shortfalls (including the value of the collateral, if appropriate) over the expected life of each financial asset.

Charge-offs of principal amounts of retail customer receivables and wholesale receivables outstanding are deducted from the allowance at the point when it is estimated that amounts due are deemed uncollectible. When delinquency reaches 120 days, revolving charge accounts are generally deemed to be uncollectible and charged off to the allowance for credit losses.

The total allowance for credit losses at December 31, 2024 and 2023 was $130.0 million and $114.7 million, respectively. Management’s ongoing evaluation of the adequacy of the allowance for credit losses takes into consideration historical loss experience, known and inherent risks in the portfolio, adverse situations that may affect the customer’s ability to repay, estimated value of underlying collateral and current and future economic conditions.

While management believes it has exercised prudent judgment and applied reasonable assumptions, there can be no assurance that, in the future, changes in economic conditions or other factors will not cause changes in the financial condition of our customers. If the financial condition of some of our customers deteriorates, the timing and level of payments received could be impacted and, therefore, could result in an increase in losses on the current portfolio.

Equipment on Operating Lease Residual Values

We purchase equipment from our dealers and other independent third parties and lease such equipment to retail customers under operating leases. Income from these operating leases is recognized over the term of the lease. Our decision on whether or not to offer lease financing to customers is based, in part, upon estimated residual values of the leased equipment, which are estimated at the lease inception date and periodically updated. Realization of the residual values, a component in the profitability of a lease transaction, is dependent on our ability to market the equipment at lease termination under the then prevailing market conditions. Equipment model changes and updates, as well as market strength and product acceptance, are monitored and adjustments are made to residual values in accordance with the significance of any such changes. Although realization is not assured, management believes that the estimated residual values are realizable.

Total operating lease residual values at December 31, 2024 and 2023 were $1.1 billion and $1.0 billion, respectively.

Estimates used in determining end-of-lease market values for equipment on operating leases significantly impact the amount and timing of depreciation expense. If future values for this equipment were to decrease 10% from our present estimates, the total impact would be to increase our depreciation expense on equipment on operating leases by approximately $107.7 million. This amount would be charged to depreciation expense during the remaining lease terms such that the net amount of equipment on operating leases at the end of the lease terms would be equal to the revised residual values. Initial lease terms generally range from two to five years.

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Cautionary Note on Forward-Looking Statements

This Annual Report includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and Section 21E of the Securities Exchange Act of 1934.All statements other than statements of historical fact contained in this filing, including competitive strengths; business strategy; future financial position or operating results; budgets; projections with respect to revenue, income, capital expenditures, dividends, liquidity, capital structure or other financial items; costs; and plans and objectives of management regarding operations, products and services, are forward-looking statements. Forward-looking statements also include statements regarding the future performance of CNH and its subsidiaries on a stand-alone basis. These statements may include terminology such as “may,” “will,” “expect,” “could,” “should,” “intend,” “estimate,” “anticipate,” “believe,” “outlook,” “continue,” “remain,” “on track,” “design,” “target,” “objective,” “goal,” “forecast,” “projection,” “prospects,” “plan,” or similar terminology. Forward-looking statements are not guarantees of future performance. Rather, they are based on current views and assumptions and involve known and unknown risks, uncertainties and other factors, many of which are outside our control and are difficult to predict. If any of these risks and uncertainties materialize (or they occur with a degree of severity that the Company is unable to predict) or other assumptions underlying any of the forward-looking statements prove to be incorrect, including any assumptions regarding strategic plans, the actual results or developments may differ materially from any future results or developments expressed or implied by the forward-looking statements.

Factors, risks and uncertainties that could cause actual results to differ materially from those contemplated by the forward-looking statements include, among others: economic conditions in each of CNH’s markets, including the significant uncertainty caused by geopolitical events; production and supply chain disruptions, including industry capacity constraints, material availability, and global logistics delays and constraints; the many interrelated factors that affect consumer confidence and worldwide demand for capital goods and capital goods-related products; changes in government policies regarding banking, monetary and fiscal policy; legislation, particularly pertaining to capital goods-related issues such as agriculture, the environment, debt relief and subsidy program policies, trade and commerce and infrastructure development; government policies on international trade and investment, including sanctions, import quotas, capital controls and tariffs; volatility in international trade caused by the imposition of tariffs, sanctions, embargoes, and trade wars; actions of competitors in the various industries in which CNH North America competes; development and use of new technologies and technological difficulties; the interpretation of, or adoption of new, compliance requirements with respect to engine emissions, safety or other aspects of CNH’s products; labor relations; interest rates and currency exchange rates; inflation and deflation; energy prices; prices for agricultural commodities and material price increases; housing starts and other construction activity; our ability to obtain financing or to refinance existing debt; restrictive covenants in our debt agreements; actions by rating agencies concerning the ratings on our debt and asset-backed securities and the credit rating of CNH N.V.; price pressure on new and used equipment; security breaches, cybersecurity attacks, technology failures, and other disruptions to the information technology infrastructure of the Company and its CNH North America dealers; security breaches with respect to CNH’s products; political and civil unrest; volatility and deterioration of capital and financial markets, including pandemics (such as the COVID-19 pandemic); terrorist attacks in Europe and elsewhere; our ability to realize the anticipated benefits from our business initiatives as part of CNH’s strategic plan including targeted restructuring actions to optimize CNH’s cost structure and improve the efficiency of its operations; CNH’s failure to realize, or a delay in realizing, all of the anticipated benefits of its acquisitions, joint ventures, strategic alliances or divestitures and other similar risks and uncertainties, and our and CNH’s success in managing the risks involved in the foregoing.

Forward-looking statements are based upon assumptions relating to the factors described in this filing, which are sometimes based upon estimates and data received from third parties. Such estimates and data are often revised. Actual results may differ materially from the forward-looking statements as a result of a number of risks and uncertainties, many of which are outside of our control. CNH Capital expressly disclaims any intention or obligation to provide, update or revise any forward-looking statements in this document to reflect any change in expectations or any change in events, conditions or circumstances on which these forward-looking statements are based.

Further information concerning CNH Capital, including factors that potentially could materially affect its financial results, is included in the Company’s reports and filings with the U.S. Securities and Exchange Commission.

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All future written and oral forward-looking statements by CNH Capital or persons acting on the behalf of CNH Capital are expressly qualified in their entirety by the cautionary statements contained herein or referred to above.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

We are exposed to a variety of market risks, primarily changes in interest rates. We monitor our exposure to these risks, and manage the underlying economic exposures on transactions using financial instruments such as forward contracts, interest rate swaps, interest rate caps and forward starting swaps. We do not hold or issue derivatives or other financial instruments for speculative purposes or to hedge translation risks. See “Note 10: Financial Instruments” in the notes to our consolidated financial statements for the year ended December 31, 2024, for a description of our risk management strategy and the methods and assumptions used to determine the fair values of financial instruments.

Interest Rate Risk

We are exposed to market risk from changes in interest rates. We monitor our exposure to this risk and manage the underlying exposure both through the matching of financial assets and liabilities and through the use of financial instruments, including swaps, caps, and forward starting swaps for the net exposure. The instruments aim to stabilize funding costs by managing the exposure created by the differing maturities and interest rate structures of our financial assets and liabilities. We do not hold or issue derivative or other financial instruments for speculative purposes.

We monitor interest rate risk to achieve a predetermined level of matching between the interest rate structure of our financial assets and liabilities. Fixed-rate financial instruments, including receivables, debt and other investments, are segregated from floating-rate instruments in evaluating the potential impact of changes in applicable interest rates. A sensitivity analysis was performed to compute the impact on fair value which would be caused by a hypothetical 10% change in the interest rates used to discount each category of financial assets and liabilities. The net impact on the fair value of the financial instruments and derivative instruments held as of December 31, 2024 and 2023, resulting from a hypothetical 10% change in interest rates, would be $6.8 million and $6.3 million, respectively. For the sensitivity analysis the financial instruments are grouped according to the currency in which financial assets and liabilities are denominated and the applicable interest rate index. As a result, our interest rate risk sensitivity model may overstate the impact of interest rate fluctuations for such financial instruments, as consistently unfavorable movements of all interest rates are unlikely.

Item 8. Financial Statements and Supplementary Data

Our consolidated financial statements are included in this Annual Report beginning on page F-1.

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Not applicable.

Item 9A. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Our management, under the supervision and with the participation of our President and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act of 1934) as of the end of the period covered by this Annual Report on Form 10-K. Based on this evaluation of our disclosure controls and procedures as of December 31, 2024, our disclosure controls and procedures were effective as of December 31, 2024.

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Previously Identified Material Weakness in Internal Control over Financial Reporting

As previously reported in our 2023 Annual Report, management identified a material weakness in our internal control over financial reporting relating to the classification of certain items within our Statement of Cash Flows.

Management’s Remediation of Previous Identified Material Weakness

In response to the identified material weakness relating to the classification of certain items within our Statement of Cash Flows, we executed a remediation plan in which we designed, implemented, operated and tested new and updated controls, processes and procedures:

We enhanced our controls framework and review activity that assesses and validates the classification of items in the operating, investing and financing sections within our Statement of Cash Flows by:

designing new controls and strengthening existing controls for the review of the Statement of Cash Flows.

reviewing and enhancing the Company’s organizational structure including technical training and supervision of individuals responsible for the preparation and review of the Statement of Cash Flows.

engaging with third-party resources to assist with the enhancement and formalization of roles and review responsibilities related to the technical review process for the Statement of Cash Flows.

We updated accounting policies and enhanced documentation procedures specific to the review of the Statement of Cash Flows.

As a result of the remediation activities and implementation of the new controls described above, we have remediated this material weakness as of December 31, 2024.

Changes in Internal Control over Financial Reporting

As described above, the Company has taken steps to remediate the material weakness noted above. Other than in connection with these remediation steps, there have been no changes in our internal control over financial reporting during the three months ended December 31, 2024, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Limitations on Effectiveness of Disclosure Controls and Procedures and Internal Control over Financial Reporting

Our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent all errors and all fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to the costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our Company have been detected.

Item 9B. Other Information

None.

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Not applicable.

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PART III

Item 10. Directors, Executive Officers and Corporate Governance

Omitted pursuant to General Instruction I of Form 10-K.

Item 11. Executive Compensation

Omitted pursuant to General Instruction I of Form 10-K.

Item 12. Security Ownership of Certain Beneficial Owners and Management

Omitted pursuant to General Instruction I of Form 10-K.

Item 13. Certain Relationships and Related Transactions, and Director Independence

Omitted pursuant to General Instruction I of Form 10-K.

Item 14. Principal Accounting Fees and Services

For the years ended December 31, 2024 and 2023, Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu and their respective affiliates (collectively, the “Deloitte Entities”) were appointed to serve as our independent registered public accounting firm.

We incurred the following fees for professional services performed by the Deloitte Entities for the years ended December 31, 2024 and 2023, respectively:


	2024		2023
Audit fees	$	1,401,230	$	1,099,400
Audit-related fees		348,443		314,300
Total	$	1,749,673	$	1,413,700

“Audit Fees” are the aggregate fees billed for the audit of our consolidated annual financial statements, reviews of interim financial statements and attestation services that are provided in connection with statutory and regulatory filings or engagements. “Audit-related fees” are fees charged for assurance and related services that are reasonably related to the performance of the audit or review of our financial statements and are not reported under “Audit Fees.” This category is comprised of fees for agreed-upon procedure engagements and other attestation services subject to regulatory and funding requirements. There were no fees billed for professional services in connection with tax compliance, tax advice, tax planning or other fees not included above for the years ended December 31, 2024 and 2023.

Audit Committee’s Pre-Approval Policies and Procedures

As a wholly-owned subsidiary of CNH N.V., audit and non-audit services provided by our independent registered public accounting firm are subject to CNH N.V.’s Audit Committee pre-approval policies and procedures. During the year ended December 31, 2024, all audit and non-audit services provided by our independent registered public accounting firm were pre-approved in accordance with such policies and procedures.

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PART IV

Item 15. Exhibits and Financial Statement Schedules

The following documents are filed as part of this report:

Financial Statements

Financial Statement Schedules

See table of contents to financial statements and schedules immediately preceding the financial statements and schedules to the consolidated financial statements.

Exhibits.


Exhibit			Description
3.1			Certificate of Formation of CNH Industrial Capital LLC dated December 31, 2004, as amended by the Certificate of Amendment to the Certificate of Formation of CNH Industrial Capital LLC dated February 10, 2014. (Previously filed as Exhibit 3.1 to the annual report on Form 10-K of the registrant for the year ended December 31, 2015 (File No. 333-182411) and incorporated herein by reference).
3.2			Amended and Restated Limited Liability Company Agreement of CNH Industrial Capital LLC, amended on July 7, 2011. (Previously filed as Exhibit 3.2 to the registration statement on Form S-4 of the registrant (File No. 333-182411) and incorporated herein by reference).
4.1			Indenture, dated as of July 2, 2020, by and among CNH Industrial Capital LLC, as issuer, the Guarantors named therein and Citibank, N.A., as trustee. (Previously filed as Exhibit 4.3 to the current report on Form 8-K of the registrant on July 2, 2020 (File No. 000-55510) and incorporated herein by reference).
4.2			Officers’ Certificate, dated as of October 6, 2020 (including Form of 1.875% Note due 2026 included therein). (Previously filed as Exhibit 4.1 to the current report on Form 8-K of the registrant on October 6, 2020 (File No. 000-55510) and incorporated herein by reference).
4.3			Officers’ Certificate, dated as of May 24, 2021 (including Form of 1.450% Note due 2026 included therein). (Previously filed as Exhibit 4.1 to the current report on Form 8-K of the registrant on May 24, 2021 (File No. 000-55510) and incorporated herein by reference).
4.4			Officers’ Certificate, dated as of May 23, 2022 (including Form of 3.950% Note due 2025 included therein). (Previously filed as Exhibit 4.1 to the current report on Form 8-K of the registrant on May 23, 2022 (File No. 000-55510) and incorporated herein by reference).
4.5			Officers’ Certificate, dated as of October 14, 2022 (including Form of 5.450% Note due 2025 included therein). (Previously filed as Exhibit 4.1 to the current report on Form 8-K of the registrant on October 14, 2022 (File No. 000-55510) and incorporated herein by reference).
4.6			Officers’ Certificate, dated as of April 10, 2023 (including Form of 4.550% Note due 2028 included therein). (Previously filed as Exhibit 4.1 to the current report on Form 8-K of the registrant on April 10, 2023 (File No. 000-55510) and incorporated herein by reference).
4.7			Officers’ Certificate dated as of September 13, 2023 (including Form of 5.500% Note due 2029 included therein). (Previously filed as Exhibit 4.1 to the current report on Form 8-K of the registrant on September 13, 2023 (File No. 000-55510) and incorporated herein by reference).
4.8			Officers’ Certificate dated as of March 21, 2024 (including Form of 5.100% Note due 2029 included therein). (Previously filed as Exhibit 4.1 to the current report on Form 8-K of the registrant on March 21, 2024 (File No. 000-55510) and incorporated herein by reference).

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Exhibit			Description
4.9			Officers’ Certificate dated as of October 9, 2024 (including Form of 4.500% Note due 2027 included therein). (Previously filed as Exhibit 4.1 to the current report on Form 8-K of the registrant on October 9, 2024 (File No. 000-55510) and incorporated herein by reference).
10.1			Support Agreement, dated as of November 4, 2011, by and between CNH Industrial Capital LLC and CNH Global N.V. (Previously filed as Exhibit 10.1 to the registration statement on Form S-4 of the registrant (File No. 333-182411) and incorporated herein by reference).
10.2			Fourth Amended and Restated Wholesale and Parts CNHi Capital Financing Agreement, dated December 31, 2017, by and between CNH Industrial America LLC and CNH Industrial Capital America LLC.
10.3			Second Amended and Restated Wholesale and Parts CNHi Capital Financing Agreement, dated December 31, 2017, by and between CNH Industrial Canada Ltd. and CNH Industrial Capital Canada Ltd.
10.4			Supplemental Support Agreement, dated as of September 27, 2013, by and among CNH Industrial Capital LLC, CNH Global N.V. and CNH Industrial N.V. (formerly known as FI CBM Holdings N.V.). (Previously filed as Exhibit 10.1 to the quarterly report on Form 10-Q of the registrant for the quarter ended September 30, 2013 (File No. 333-182411) and incorporated herein by reference).
22			Issuer and Guarantors of Guaranteed Securities.
23.1			Consent of Deloitte & Touche LLP.
23.2			Consent of Ernst & Young LLP.
31.1			Certifications of President Pursuant to Exchange Act Rule 13a-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2			Certifications of Chief Financial Officer Pursuant to Exchange Act Rule 13a-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1			Certification required by Exchange Act Rule 13a-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350).
101.INS			Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are imbedded within the Inline XBRL document)
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 is formatted in Inline XBRL and included in Exhibits 101

† These certifications are deemed not filed for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section; nor shall they be deemed incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act.

Pursuant to Item 601(b)(4)(iii) of Regulation S-K, copies of instruments defining the rights of holders of certain long-term debt have not been filed. The registrant will furnish copies thereof to the SEC upon request.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.


	CNH INDUSTRIAL CAPITAL LLC


Date: February 28, 2025	/s/ Douglas MacLeod
	Douglas MacLeod, Chairman and President
	(Principal Executive Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.


Signature	Title	Date

/s/ Douglas MacLeod	Chairman and President	February 28, 2025
Douglas MacLeod	(Principal Executive Officer)


/s/ DANIEL WILLEMS VAN DIJK	Chief Financial Officer and Assistant Treasurer	February 28, 2025
Daniel Willems Van Dijk	(Principal Financial Officer)


/s/ Leandro Lecheta	Director	February 28, 2025
Leandro Lecheta

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INDEX TO AUDITED CONSOLIDATED FINANCIAL STATEMENTS

CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES


		PAGE
Report of Independent Registered Public Accounting Firm (PCAOB ID 34)		F-2
Report of Independent Registered Public Accounting Firm (PCAOB ID 42)		F-4
Consolidated Statements of Income for the Years Ended December 31, 2024, 2023 and 2022		F-5
Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2024, 2023 and 2022		F-6
Consolidated Balance Sheets as of December 31, 2024 and 2023		F-7
Consolidated Statements of Cash Flows for the Years Ended December 31, 2024, 2023 and 2022		F-9
Consolidated Statements of Changes in Stockholder’s Equity for the Years Ended December 31, 2024, 2023 and 2022		F-10
Notes to Consolidated Financial Statements		F-11
Schedules Omitted
The following schedules are omitted because of the absence of conditions under which they are required or because the required information is included in the Notes to the Consolidated Financial Statements:
I, II, III, IV and V

F-1

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholder and the Board of Directors of CNH Industrial Capital LLC

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of CNH Industrial Capital LLC (the “Company”) as of December 31, 2024 and 2023, the related consolidated statements of income, comprehensive income, stockholder’s equity, and cash flows, for each of the two years in the period ended December 31, 2024 and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the two years in the period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

F-2

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Allowance for Credit Losses — Refer to Notes 2 and 4 to the financial statements

Critical Audit Matter Description

As discussed in Notes 2 and 4 to the consolidated financial statements, the Company estimates lifetime expected credit losses on receivables to determine the allowance for credit losses (ACL). Receivables that share the same risk characteristics are reviewed on a collective basis, and management calculates the ACL based on loss forecast models that consider a variety of factors such as historical loss experience, collateral value, portfolio balance and delinquency. Management then applies forward-looking macroeconomic forecasts and qualitative factors that are not fully captured in the ACL loss forecast models. For loans that do not share similar risk characteristics, management measures the ACL on an individual receivable basis by considering the probability-weighted present value of all cash shortfalls (including the value of the collateral, if appropriate) over the expected life of each financial asset. The Company has identified three separate portfolios, retail wholesale, and revolving charge accounts, in the determination of the ACL.

We identified the ACL on the Company’s retail receivables portfolio, reviewed on a collective basis, as a critical audit matter due to the degree of management judgment involved in applying macroeconomic forecasts and qualitative factors to the loss forecast model. Given the subjective nature and judgment applied by management to determine the macroeconomic forecasts and qualitative factors, auditing the macroeconomic forecasts and qualitative factors requires a high degree of auditor judgment and an increased extent of effort, including the need to involve credit specialists.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to testing the macroeconomic forecasts and qualitative factors used in determining the ACL for retail receivables reviewed on a collective basis included the following, among others:

●	We tested the effectiveness of management’s controls over the assessment, selection, and review of macroeconomic forecasts and qualitative factors.

●

We tested the accuracy, completeness and relevance of the inputs used in the estimate. Specifically, we compared the inputs and assumptions to internal and external sources including, among others, the economic forecasts used by the Company and other available economic forecasts for contrary or corroborative evidence.

●	We evaluated management’s basis for the factors in relation to changes in economic conditions and forecasts.

●	We evaluated management’s ability to accurately forecast credit losses by performing a retrospective analysis of the retail collective ACL estimates as compared to actual credit loss performance.

●	We involved credit specialists in evaluating the conceptual soundness of the model methodology, including the use of macroeconomic forecasts and qualitative factors.

/s/ DELOITTE & TOUCHE LLP

Chicago, IL

February 28, 2025

We have served as the Company’s auditor since 2023.

F-3

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholder and the Board of Directors of CNH Industrial Capital LLC

Opinion on the Financial Statements

We have audited the accompanying consolidated statements of income, comprehensive income, changes in stockholder’s equity and cash flows of CNH Industrial Capital LLC and subsidiaries (the Company) for the year ended December 31, 2022, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the results of its operations and its cash flows for the year ended December 31, 2022, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

/s/ ERNST & YOUNG LLP

We served as the Company’s auditor from 2011 to 2023.

Chicago, IL

February 28, 2023

F-4

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

FOR THE YEARS ENDED DECEMBER 31, 2024, 2023 AND 2022

(Dollars in thousands)


	2024		2023		2022
REVENUES
Interest income on retail notes and finance leases	$	368,001	$	288,067	$	216,528
Rental income on operating leases		238,824		237,178		248,335
Revolving charge account income		43,152		39,568		—
Interest income on wholesale notes		131,062		66,015		28,659
Interest and other income from affiliates		519,837		434,257		268,267
Other income		15,665		7,568		30,046
Total revenues		1,316,541		1,072,653		791,835
EXPENSES
Interest expense:
Interest expense to third parties		697,651		500,493		232,446
Interest expense to affiliates		8,387		33,746		9,361
Total interest expense		706,038		534,239		241,807
Administrative and operating expenses:
Fees charged by affiliates		47,611		53,804		50,858
Provision for credit losses		49,158		11,579		11,241
Depreciation of equipment on operating leases		179,671		178,969		201,582
Other expenses, net		19,740		17,034		(3,655)
Total administrative and operating expenses		296,180		261,386		260,026
Total expenses		1,002,218		795,625		501,833
INCOME BEFORE TAXES		314,323		277,028		290,002
Income tax provision		67,624		61,956		70,880
NET INCOME	$	246,699	$	215,072	$	219,122

The accompanying Notes to Consolidated Financial Statements are an integral part of these financial statements.

F-5

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2024, 2023 AND 2022

(Dollars in thousands)


	2024		2023		2022
NET INCOME	$	246,699	$	215,072	$	219,122
Other comprehensive income (loss):
Foreign currency translation adjustment		(37,088)		8,456		(38,636)
Pension liability adjustment		(1,739)		(757)		79
Change in derivative financial instruments		(2,312)		(7,174)		12,181
Total other comprehensive income (loss)		(41,139)		525		(26,376)
COMPREHENSIVE INCOME	$	205,560	$	215,597	$	192,746

The accompanying Notes to Consolidated Financial Statements are an integral part of these financial statements.

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

AS OF DECEMBER 31, 2024 AND 2023

(Dollars in thousands)


	2024		2023
ASSETS
Cash	$	446,946	$	390,110
Restricted cash and cash equivalents		386,397		407,817
Receivables, less allowance for credit losses of $129,983 and $114,745, respectively		13,992,556		13,455,717
Affiliated accounts and notes receivable		401,285		74,667
Equipment on operating leases, net		1,422,001		1,378,384
Equipment held for sale		48,873		20,215
Goodwill		107,068		109,118
Other intangible assets, net		19,366		19,352
Other assets		102,416		108,147
TOTAL	$	16,926,908	$	15,963,527
LIABILITIES AND STOCKHOLDER’S EQUITY
Liabilities:
Short-term debt (including current maturities of long-term debt)	$	5,869,500	$	5,519,792
Accounts payable and other accrued liabilities		787,612		852,638
Affiliated debt		—		132,492
Long-term debt		8,666,627		7,859,629
Total liabilities		15,323,739		14,364,551
Commitments and contingent liabilities (Note 14)
Stockholder’s equity:
Member’s capital		—		—
Paid-in capital		918,335		919,702
Accumulated other comprehensive loss		(178,447)		(137,308)
Retained earnings		863,281		816,582
Total stockholder’s equity		1,603,169		1,598,976
TOTAL	$	16,926,908	$	15,963,527

The accompanying Notes to Consolidated Financial Statements are an integral part of these financial statements.

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (Continued)

AS OF DECEMBER 31, 2024 AND 2023

(Dollars in thousands)

The following table presents certain assets and liabilities of consolidated variable interest entities (“VIEs”), which are included in the consolidated balance sheets. The assets in the table include those assets that can only be used to settle obligations of consolidated VIEs. The liabilities in the table include third-party liabilities of the consolidated VIEs, for which creditors do not have recourse to the general credit of CNH Industrial Capital LLC. See Note 4: Receivables for additional information on the Company’s VIEs.


	2024		2023
Restricted cash and cash equivalents	$	386,397	$	407,817
Receivables, less allowance for credit losses of $58,094 and $54,889, respectively		8,851,145		8,103,838
TOTAL	$	9,237,542	$	8,511,655

Short-term debt (including current maturities of long-term debt)	$	4,169,748	$	3,824,385
Long-term debt		4,557,176		4,086,419
TOTAL	$	8,726,924	$	7,910,804

The accompanying Notes to Consolidated Financial Statements are an integral part of these financial statements.

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2024, 2023 AND 2022

(Dollars in thousands)


	2024		2023		2022
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	246,699	$	215,072	$	219,122
Adjustments to reconcile net income to net cash from (used in) operating activities:
Depreciation on property and equipment and equipment on operating leases		179,678		178,977		201,590
Amortization of intangibles		3,012		2,939		2,159
Provision for credit losses		49,158		11,579		11,241
Deferred income tax benefit		(34,341)		(65,432)		(54,452)
Other non-cash items		59,035		53,012		—
Changes in components of working capital:
Change in affiliated accounts receivables		(96,768)		(15,143)		206,190
Change in other assets and equipment held for sale		(35,371)		(47,971)		39,577
Change in accounts payable and other accrued liabilities		(22,803)		(139,998)		69,939
Net cash from (used in) operating activities		348,299		193,035		695,366
CASH FLOWS FROM INVESTING ACTIVITIES
Cost of receivables acquired (retail customer, revolving charge accounts and wholesale)		(16,894,740)		(19,225,922)		(15,039,779)
Collections of receivables (retail customer, revolving charge accounts and wholesale)		16,125,424		16,551,962		13,101,247
Change in affiliated cash pooling receivables, net		(242,817)		—		—
Cost of affiliated notes receivables acquired		—		(14,000)		—
Collections of affiliated notes receivables		11,167		8,000		—
Purchase of equipment on operating leases		(618,396)		(521,144)		(517,623)
Proceeds from disposal of equipment on operating leases		341,501		444,004		533,330
Change in property, equipment and software, net		(3,025)		(3,904)		(4,094)
Net cash from (used in) investing activities		(1,280,886)		(2,761,004)		(1,926,919)
CASH FLOWS FROM FINANCING ACTIVITIES
Change in affiliated debt, net		(130,997)		(210,022)		355,182
Proceeds from issuance of long-term debt		6,176,950		4,597,046		3,749,914
Payment of long-term debt		(4,988,663)		(3,401,638)		(3,361,007)
Change in committed asset-backed facilities, net		(41,366)		1,382,643		1,127
Change in short-term borrowings, net		152,079		214,288		301,257
Dividends paid to CNH Industrial America LLC		(200,000)		—		(135,000)
Proceeds from capital contribution		—		75,000		—
Net cash from (used in) financing activities		968,003		2,657,317		911,473
INCREASE (DECREASE) IN CASH AND RESTRICTED CASH AND CASH EQUIVALENTS		35,416		89,348		(320,080)
CASH AND RESTRICTED CASH AND CASH EQUIVALENTS
Beginning of year		797,927		708,579		1,028,659
End of year	$	833,343	$	797,927	$	708,579
COMPONENTS OF CASH AND RESTRICTED CASH AND CASH EQUIVALENTS
Cash	$	446,946	$	390,110	$	262,244
Restricted cash and cash equivalents		386,397		407,817		446,335
TOTAL CASH AND RESTRICTED CASH AND CASH EQUIVALENTS	$	833,343	$	797,927	$	708,579
CASH PAID DURING THE YEAR FOR INTEREST	$	678,286	$	513,170	$	227,868
CASH PAID DURING THE YEAR FOR TAXES	$	133,411	$	100,687	$	126,120

The accompanying Notes to Consolidated Financial Statements are an integral part of these financial statements.

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDER’S EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2024, 2023 AND 2022

(Dollars in thousands)


					Accumulated
					Other
	Member’s		Paid-in		Comprehensive		Retained
	Capital		Capital		Income (Loss)		Earnings		Total
BALANCE - January 1, 2022	$	—	$	843,469	$	(111,457)	$	517,388	$	1,249,400
Net income		—		—		—		219,122		219,122
Dividends paid to CNH Industrial America LLC		—		—		—		(135,000)		(135,000)
Foreign currency translation adjustment		—		—		(38,636)		—		(38,636)
Stock compensation		—		553		—		—		553
Pension liability adjustment, net of tax		—		—		79		—		79
Change in derivative financial instruments, net of tax		—		—		12,181		—		12,181
BALANCE - December 31, 2022	$	—	$	844,022	$	(137,833)	$	601,510	$	1,307,699
Net income		—		—		—		215,072		215,072
Foreign currency translation adjustment		—		—		8,456		—		8,456
Stock compensation		—		680		—		—		680
Pension liability adjustment, net of tax		—		—		(757)		—		(757)
Change in derivative financial instruments, net of tax		—		—		(7,174)		—		(7,174)
Capital contribution		—		75,000		—		—		75,000
BALANCE - December 31, 2023	$	—	$	919,702	$	(137,308)	$	816,582	$	1,598,976
Net income		—		—		—		246,699		246,699
Dividends paid to CNH Industrial America LLC		—		—		—		(200,000)		(200,000)
Foreign currency translation adjustment		—		—		(37,088)		—		(37,088)
Stock compensation		—		(1,367)		—		—		(1,367)
Pension liability adjustment, net of tax		—		—		(1,739)		—		(1,739)
Change in derivative financial instruments, net of tax		—		—		(2,312)		—		(2,312)
BALANCE - December 31, 2024	$	—	$	918,335	$	(178,447)	$	863,281	$	1,603,169

The accompanying Notes to Consolidated Financial Statements are an integral part of these financial statements.

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands)

NOTE 1: NATURE OF OPERATIONS

CNH Industrial Capital LLC and its primary operating subsidiaries, including New Holland Credit Company, LLC (“New Holland Credit”), CNH Industrial Capital America LLC (“CNH Capital America”) and CNH Industrial Capital Canada Ltd. (“CNH Capital Canada”) (collectively, “CNH Capital” or the “Company”), are each a subsidiary of CNH Industrial America LLC (“CNH America”), which is an indirect wholly-owned subsidiary of CNH Industrial N.V. (“CNH N.V.” and, together with its consolidated subsidiaries, “CNH”). CNH America and CNH Industrial Canada Ltd. (“CNH Canada”) (collectively, “CNH North America”) design, manufacture, and sell agricultural and construction equipment. CNH Capital provides financial services for CNH North America dealers and end-use customers primarily located in the United States and Canada.

CNH N.V. is incorporated in and under the laws of the Netherlands. CNH N.V. has its corporate seat in Amsterdam, the Netherlands, and its principal office in Basildon, England, United Kingdom. The common shares of CNH N.V. are listed on the New York Stock Exchange under the symbol “CNH.”

To support CNH North America’s sales of agricultural and construction equipment products, the Company offers retail note and lease financing to end-use customers for the purchase of new and used equipment and components sold through CNH North America’s dealer network, as well as revolving charge account financing and other financial services. CNH Capital also provides wholesale financing to CNH North America dealers and distributors, all of which are independently owned and operated. Retail financing products primarily include retail notes, finance leases and operating leases to end-use customers and revolving charge account financing for customers to purchase parts, service, rentals, implements and attachments from CNH North America dealers. Wholesale financing consists primarily of dealer floorplan financing, which gives dealers the ability to maintain a representative inventory of products. In addition, the Company also finances other products, including insurance and equipment protection products underwritten through a third-party insurer. As a captive finance company, the Company is reliant on the operations of CNH North America, its dealers and end-use customers.

NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation and Basis of Presentation

The Company has prepared the accompanying consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The consolidated financial statements include the Company and its consolidated subsidiaries. The consolidated financial statements are expressed in U.S. dollars. The consolidated financial statements include the accounts of the Company’s subsidiaries in which the Company has a controlling financial interest and reflect the noncontrolling interests of the minority owners of the subsidiaries that are not fully owned for the periods presented, as applicable. A controlling financial interest may exist based on ownership of a majority of the voting interest of a subsidiary, or based on the Company’s determination that it is the primary beneficiary of a variable interest entity (“VIE”). The primary beneficiary of a VIE is the party that has the power to direct the activities that most significantly impact the economic performance of the entity and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the entity. The Company assesses whether it is the primary beneficiary on an ongoing basis, as prescribed by the accounting guidance on the consolidation of VIEs. The consolidated status of the VIEs with which the Company is involved may change as a result of such reassessments.

Certain prior period balances have been reclassified to conform to the current year presentation. These reclassifications did not have an impact on the Company’s results of operations or financial position as of December 31, 2024, 2023 and 2022.

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

Use of Estimates in the Preparation of Financial Statements

The preparation of consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities and reported amounts of revenues and expenses. Significant estimates in these consolidated financial statements include the allowance for credit losses and residual values of equipment on operating leases. Actual results could differ from these estimates.

Revenue Recognition

Finance and interest income on receivables is recorded using the effective yield method. Deferred costs on the origination of financing receivables are recognized as a reduction in finance revenue over the expected lives of the receivables using the effective yield method. Recognition of income on receivables is suspended when management determines that collection of future income is not probable or when an account becomes 90 days past due, whichever occurs earlier. Income accrual is resumed if the receivable becomes contractually current and collection doubts are removed. Previously suspended income is recognized at that time. The Company applies cash received on nonaccrual financing receivables to first reduce any unrecognized interest and then the recorded investment and any other fees.

A substantial portion of the Company’s interest income arises from retail sales programs offered by CNH North America on which finance charges are waived or below-market rate financing programs are offered. When the Company acquires retail notes and finance leases subject to below-market interest rates, including waived interest rate financing, the Company receives compensation from CNH North America based on the Company’s estimated costs and a targeted return on equity. This amount is initially recognized as an unearned finance charge and is recognized as interest income over the term of the retail customer receivables (as used herein, “retail customer receivables” refers primarily to retail notes and finance leases), and is included in “Interest and other income from affiliates” in the accompanying consolidated statements of income.

For selected wholesale receivables, CNH North America compensates the Company based on the Company’s estimated costs and a targeted return on equity. These amounts are included in “Interest and other income from affiliates” in the accompanying consolidated statements of income.

The Company is also compensated for lending funds to CNH North America. The amounts earned are included in “Interest and other income from affiliates” in the accompanying consolidated statements of income.

Income from operating leases is recognized over the term of the lease on a straight-line basis. For selected operating leases, CNH North America compensates the Company based on the Company’s estimated costs and a targeted return on equity. The amounts from CNH North America recognized as rental income on operating leases are included in “Interest and other income from affiliates.”

Foreign Currency Translation

The Company’s non-U.S. subsidiaries maintain their books and accounting records using local currency as the functional currency. Assets and liabilities of these non-U.S. subsidiaries are translated into U.S. dollars at period-end exchange rates, and net exchange gains or losses resulting from such translation are included in “Accumulated other comprehensive income” in the accompanying consolidated balance sheets. Income and expense accounts of these non-U.S. subsidiaries are translated at the average exchange rates for the period. Gains and losses from foreign currency transactions are included in net income in the period that they arise. Net foreign currency transaction gains and losses are reflected in “Other expenses, net” in the accompanying consolidated statements of income.

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

Restricted Cash and Cash Equivalents

Restricted cash includes principal and interest payments from retail notes and wholesale receivables owned by the consolidated VIEs that are payable to the VIEs’ investors, and cash pledged as a credit enhancement to the same investors. These amounts are held by depository banks in order to comply with contractual agreements. Restricted cash equivalents are highly liquid investments with an original maturity of one month or less.

Receivables

Receivables are recorded at amortized cost, net of allowances for credit losses and deferred fees and costs. Periodically, the Company sells or transfers retail notes and wholesale receivables to funding facilities or in securitization transactions. In accordance with the accounting guidance regarding transfers of financial assets and the consolidation of VIEs, the majority of the retail notes and wholesale receivables sold in securitizations do not qualify as sales and are recorded as secured borrowings with no gains or losses recognized at the time of securitization. Receivables associated with these securitization transactions and receivables that the Company has the ability and intent to hold for the foreseeable future are classified as held for investment. The substantial majority of the Company’s receivables, which include unrestricted receivables and restricted receivables for securitization investors, are classified as held for investment.

Allowance for Credit Losses

The allowance for credit losses is the Company’s estimate of the lifetime expected credit losses inherent in the receivables. Retail customer receivables primarily include retail notes and finance leases to end-use customers. Revolving charge accounts represent financing for customers to purchase parts, service, rentals, implements and attachments from CNH North America dealers. Wholesale receivables include dealer floorplan financing, and to a lesser extent, the financing of dealer operations. Typically, the Company’s receivables within a geographic area have similar risk profiles and methods for assessing and monitoring risk.

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

Retail customer receivables and wholesale receivables that do not have similar risk characteristics are individually reviewed based on, among other items, amounts outstanding, days past due and prior collection history. Expected credit losses are measured by considering: the probability-weighted estimates of cash flows and collateral value; the time value of money; current conditions and forecasts of future economic conditions. Expected credit losses are measured as the probability-weighted present value of all cash shortfalls (including the value of the collateral, if appropriate) over the expected life of each financial asset.

Charge-offs of principal amounts of retail customer receivables and wholesale receivables outstanding are deducted from the allowance at the point when it is estimated that amounts due are deemed uncollectible. Revolving charge accounts are generally deemed to be uncollectible and charged off to the allowance for credit losses when delinquency reaches 120 days.

Equipment on Operating Leases

The Company purchases leases and equipment from CNH North America’s dealers and other independent third parties that have leased equipment to retail customers under operating leases. The Company’s investment in operating leases is based on the purchase price paid for the equipment. Income from these operating leases is recognized over the term of the lease. The equipment is depreciated on a straight-line basis over the term of the lease to the estimated residual value at lease termination. Residual values are estimated at the inception of the lease and are reviewed quarterly. Realization of the residual values is dependent on the Company’s future ability to re-market the equipment under then prevailing market conditions. Equipment model changes and updates, as well as market strength and product acceptance, are monitored and adjustments are made to residual values in accordance with the significance of any such changes. Management believes that the estimated residual values are realizable. Expenditures for maintenance and repairs are the responsibility of the lessee.

The Company evaluates the carrying amount of equipment on operating leases for potential impairment when it determines a triggering event has occurred. When a triggering event occurs, a test for recoverability is performed comparing projected undiscounted future cash flows to the carrying amount of the asset. If the test for recoverability identifies a possible impairment, the asset’s fair value is measured in accordance with the fair value measurement framework. An impairment charge would be recognized for the amount by which the carrying amount of the asset exceeds its estimated fair value.

Equipment returned to the Company upon termination of leases and held for subsequent sale or lease is recorded at the lower of net book value or estimated fair value of the equipment, less cost to sell, and is not depreciated. Matured operating lease inventory is reported in “Equipment held for sale.”

Goodwill and Intangible Assets

Goodwill represents the excess of the aggregate purchase price over the fair value of the net assets acquired. Goodwill is deemed to have an indefinite useful life and is reviewed for impairment at least annually. During 2024 and 2023, the Company performed its annual impairment review as of December 31, and concluded that there was no impairment in either year. Other intangible assets consist of software and are being amortized on a straight-line basis over ten years.

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

Income Taxes

The provision for income taxes is determined using the asset and liability method. The Company recognizes a current tax liability or asset for the estimated taxes payable or refundable on tax returns for the current year and tax contingencies estimated to be settled with taxing authorities within one year. A deferred tax liability or asset is recognized for the estimated future tax effects attributable to temporary differences and tax loss carryforwards. The measurement of current and deferred tax liabilities and assets is based on provisions of enacted tax law. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized based on available evidence.

Derivatives

The Company’s policy is to enter into derivative transactions to manage exposures that arise in the normal course of business and not for trading or speculative purposes. The Company records derivative financial instruments in the consolidated balance sheets as either an asset or liability measured at fair value. The fair value of the Company’s interest rate derivatives is based on discounting expected cash flows, using market interest rates, over the remaining term of the instrument. The fair value of the Company’s foreign exchange derivatives is based on quoted market exchange rates, adjusted for the respective interest rate differentials (premiums or discounts). Changes in the fair value of derivative financial instruments are recognized in current income unless specific hedge accounting criteria are met. For derivative financial instruments designated to hedge exposure to changes in the fair value of a recognized asset or liability, the gain or loss is recognized in income in the period of change together with the offsetting loss or gain on the related hedged item. For derivative financial instruments designated to hedge exposure to variable cash flows of a forecasted transaction, the gain or loss is initially reported in accumulated other comprehensive income and is subsequently reclassified into income when the forecasted transaction affects income. For derivative financial instruments that are not designated as hedges but held as economic hedges, the gain or loss is recognized immediately in income.

The Company formally documents the hedging relationship to the hedged item and its risk management strategy for all derivative financial instruments designated as hedges. This includes linking all derivatives that are designated as fair value hedges to specific assets and liabilities contained in the consolidated balance sheets and linking cash flow hedges to specific forecasted transactions or variability of cash flow. The Company assesses the effectiveness of its hedging instruments both at inception and on an ongoing basis. If a derivative is determined not to be highly effective as a hedge, or the underlying hedged transaction is no longer probable of occurring, the hedge accounting described above is discontinued and the derivative is marked to fair value and recorded in income through the remainder of its term.

New Accounting Pronouncements Adopted

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Improvements to Reportable Segment Disclosures, to improve the disclosures about a public entity’s reportable segments and address requests from investors for additional, more detailed information about a reportable segment’s expenses. The amendments in this update are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The Company adopted ASU 2023-07 in the fourth quarter of 2024, which resulted in additional segment disclosures.

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

New Accounting Pronouncements Not Yet Adopted

In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures, to enhance the transparency and decision usefulness of income tax disclosures primarily related to the rate reconciliation and income taxes paid information. The amendments in this update are effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact this guidance will have to its income tax disclosures.

In November 2024, the FASB issued ASU 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40) to improve the disclosures about a public business entity’s expense and provide more detailed information about the types of expenses included in certain expense captions in the consolidated financial statements. The amendments in this update are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted and the amendments in this update should be applied either prospectively to financial statements issued for reporting periods after the effective date of this update or retrospectively to any or all prior periods presented in the financial statements. The Company is evaluating the impact this guidance will have on the disclosures in the consolidated financial statements.

NOTE 3: ACCUMULATED OTHER COMPREHENSIVE INCOME

Accumulated other comprehensive income (“AOCI”) includes net income plus other comprehensive income, which includes foreign currency translation gains and losses, certain changes in pension plans and changes in fair value of certain derivatives designated as cash flow hedges.

The following table summarizes the change in the components of the Company’s AOCI balance and related tax effects for the year ended December 31, 2024:


	Currency		Pension		Unrealized
	Translation		Liability		(Losses) Gains
	Adjustment		(Asset)		on Derivatives		Total
Beginning balance, gross	$	(142,798)	$	1,559	$	5,677	$	(135,562)
Tax liability		—		(373)		(1,373)		(1,746)
Beginning balance, net of tax		(142,798)		1,186		4,304		(137,308)
Other comprehensive income (loss) before reclassifications		(37,088)		(1,696)		173		(38,611)
Amounts reclassified from accumulated other comprehensive income (loss)		—		(602)		(3,218)		(3,820)
Tax effects		—		559		733		1,292
Net current-period other comprehensive income (loss)		(37,088)		(1,739)		(2,312)		(41,139)
Total	$	(179,886)	$	(553)	$	1,992	$	(178,447)

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

The following table summarizes the change in the components of the Company’s AOCI balance and related tax effects for the year ended December 31, 2023:


	Currency				Unrealized
	Translation		Pension		(Losses) Gains
	Adjustment		Liability		on Derivatives		Total
Beginning balance, gross	$	(151,254)	$	2,563	$	15,288	$	(133,403)
Tax liability		—		(620)		(3,810)		(4,430)
Beginning balance, net of tax		(151,254)		1,943		11,478		(137,833)
Other comprehensive income (loss) before reclassifications		8,456		(43)		(6,987)		1,426
Amounts reclassified from accumulated other comprehensive income (loss)		—		(961)		(2,624)		(3,585)
Tax effects		—		247		2,437		2,684
Net current-period other comprehensive income (loss)		8,456		(757)		(7,174)		525
Total	$	(142,798)	$	1,186	$	4,304	$	(137,308)

The reclassifications out of AOCI and the location on the consolidated statements of income for the years ended December 31, 2024 and 2023 were immaterial.

NOTE 4: RECEIVABLES

A summary of receivables included in the consolidated balance sheets as of December 31, 2024 and 2023 is as follows:


	2024		2023
Retail notes	$	1,180,540	$	1,291,559
Revolving charge accounts		235,640		205,872
Finance leases		233,621		219,386
Wholesale		1,507,176		1,575,142
Restricted receivables		10,965,562		10,278,503
Gross receivables		14,122,539		13,570,462
Less: Allowance for credit losses		(129,983)		(114,745)
Total receivables, net	$	13,992,556	$	13,455,717

The Company provides and administers retail note and lease financing to end-use customers for the purchase of new and used equipment and components sold through CNH North America’s dealer network, as well as revolving charge account financing. The terms of retail customer receivables generally range from two to seven years, and interest rates vary depending on prevailing market interest rates and certain incentive programs offered by CNH North America. Revolving charge accounts are generally accompanied by higher interest rates than the Company’s other retail financing products, require minimum monthly payments and do not have pre-determined maturity dates.

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

Wholesale receivables arise primarily from dealer floorplan financing, and to a lesser extent, the financing of dealer operations. Under the standard terms of the wholesale receivable agreements, these receivables typically have interest-free periods of up to twelve months and stated original maturities of up to twenty-four months, with repayment accelerated upon the sale of the underlying equipment by the dealer. During the interest-free period, the Company is compensated by CNH North America based on market interest rates. After the expiration of any interest-free period, interest is charged to dealers on outstanding balances until the Company receives payment in full. The interest-free periods are determined based on the type of equipment sold and the time of year of the sale. Interest rates are set based on market factors and the prime rate or the Secured Overnight Financing Rate (“SOFR”). The Company evaluates and assesses dealers on an ongoing basis as to their creditworthiness. CNH North America may be obligated to repurchase the dealer’s equipment upon cancellation or termination of the dealer’s contract for such causes as change in ownership, closeout of the business, or default. There were no significant losses in 2024, 2023 or 2022 relating to the termination of dealer contracts.

Maturities of gross receivables as of December 31, 2024 are as follows:


2025	$	7,757,119
2026		2,095,326
2027		1,749,367
2028		1,361,547
2029 and thereafter		1,159,180
Gross receivables	$	14,122,539

It has been the Company’s experience that substantial portions of retail customer receivables are repaid before their contractual maturity dates. As a result, the above table should not be regarded as a forecast of future cash collections. Retail customer receivables, revolving charge accounts and wholesale receivables have significant concentrations of credit risk in the agricultural and construction business sectors. On a geographic basis, there is not a disproportionate concentration of credit risk in any area of the United States or Canada. The Company typically retains, as collateral, a security interest in the equipment associated with retail customer receivables and wholesale receivables, while revolving charge accounts are generally unsecured.

Restricted Receivables and Securitization

As part of its overall funding strategy, the Company periodically transfers certain receivables into bankruptcy-remote special purpose entities (“SPEs”) as part of its asset-backed securitization (“ABS”) programs.

SPEs utilized in the securitization programs differ from other entities included in the Company’s consolidated financial statements because the assets they hold are legally isolated from the Company’s assets. Upon transfer of the receivables to the SPEs, the receivables and certain cash flows derived from them become restricted for use in meeting obligations to the SPEs’ creditors. The SPEs are consolidated since the Company has 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. Therefore, the SPEs do not meet the accounting criteria for deconsolidation. As a result, they are accounted for as a secured borrowing.

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

The secured borrowings related to the restricted receivables are obligations that are payable as the receivables are collected. The following table summarizes the restricted receivables as of December 31, 2024 and 2023:


	2024		2023
Retail notes	$	7,625,647	$	6,693,525
Wholesale		3,339,915		3,584,978
Total restricted receivables	$	10,965,562	$	10,278,503

Retail Notes Securitizations

Within the U.S. retail notes securitization programs, qualifying retail notes are sold to bankruptcy-remote SPEs. In turn, these SPEs establish separate trusts, which are VIEs, to either transfer receivables in exchange for proceeds from asset-backed securities issued by the trusts, or pledge the receivables as collateral in exchange for proceeds from a committed asset-backed facility. In Canada, qualifying retail notes are transferred directly to trusts, which are also VIEs. The VIEs are consolidated since the Company has both the power to direct the activities that most significantly impact the VIEs’ economic performance and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIEs.

During the years ended December 31, 2024 and 2023, the Company executed $3,644,647 and $2,198,864, respectively, in term retail asset-backed transactions in the U.S. and Canada. The securities in these transactions are backed by agricultural and construction equipment retail notes originated through CNH North America’s dealer network. As of December 31, 2024 and 2023, $5,531,901 and $4,620,565, respectively, of asset-backed securities issued to investors were outstanding with weighted average remaining maturities of 43 months for both periods. The Company believes that it is probable that it will continue to regularly utilize the term ABS markets.

The Company may retain all or a portion of the subordinated interests in the SPEs. No recourse provisions exist that allow holders of the asset-backed securities issued by the trusts to put those securities back to the Company although the Company provides customary representations and warranties that could give rise to an obligation to repurchase from the trusts any receivables for which there is a breach of the representations and warranties. Moreover, the Company does not guarantee any securities issued by the trusts. The trusts have a limited life and generally terminate upon final distribution of amounts owed to investors or upon exercise of a cleanup-call option by the Company, in its role as servicer.

As of December 31, 2024, the Company also has $1,547,505 in committed asset-backed facilities through which it may sell on a monthly basis retail notes generated in the United States and Canada. The Company has utilized these facilities in the past to fund the origination of receivables and has later repurchased and resold the receivables in the term ABS markets or found alternative financing for the receivables. The U.S. and Canadian facilities had an original funding term of two years and are renewable in September 2026 and December 2026, respectively. To the extent these facilities are not renewed, they will be repaid according to the amortization of the underlying receivables.

Wholesale Receivables Securitizations

With regard to the wholesale receivable securitization programs, the Company sells eligible receivables on a revolving basis to structured master trust facilities, which are bankruptcy-remote SPEs. As of December 31, 2024, debt is issued through a U.S. master trust facility, consisting of three short-term series of $900,000, $400,000 and $300,000 and through a C$500,000 ($347,505) Canadian master trust facility.

These trusts were determined to be VIEs. In its role as servicer, CNH Capital has the power to direct the trusts’ activities. Through its retained interests, the Company provides security to investors in the event that cash collections from the receivables are not sufficient to make principal and interest payments on the securities. Consequently, CNH Capital has consolidated these wholesale trusts.

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

Each of the facilities contains minimum payment rate thresholds that, if breached, could preclude the Company from selling additional receivables originated on a prospective basis and could force an early amortization of the debt.

Allowance for Credit Losses

The Company’s allowance for credit losses is segregated into three portfolio products: retail customer receivables, revolving charge accounts and wholesale receivables. A portfolio product is the level at which the Company develops a systematic methodology for determining its allowance for credit losses.

Further, the class of receivables by which the Company evaluates its portfolio’s products is by geographic region. Typically, the Company’s receivables within a geographic area have similar risk profiles and methods for assessing and monitoring risk. The classes align with management reporting.

Allowance for credit losses activity for the year ended December 31, 2024 is as follows:


			Revolving
	Retail		Charge
	Customer		Accounts		Wholesale		Total
Allowance for credit losses:
Beginning balance	$	101,649	$	7,594	$	5,502	$	114,745
Charge-offs		(31,918)		(5,299)		—		(37,217)
Recoveries		1,970		662		1,578		4,210
Provision (benefit)		44,022		4,692		444		49,158
Foreign currency translation and other		(788)		(46)		(79)		(913)
Ending balance	$	114,935	$	7,603	$	7,445	$	129,983
Gross receivables:
Ending balance	$	9,039,808	$	235,640	$	4,847,091	$	14,122,539

At December 31, 2024, the allowance for credit losses increased due to higher specific reserve needs.

Allowance for credit losses activity for the year ended December 31, 2023 is as follows:


			Revolving
	Retail		Charge
	Customer		Accounts		Wholesale		Total
Allowance for credit losses:
Beginning balance	$	110,341	$	8,519	$	6,152	$	125,012
Charge-offs		(17,624)		(6,512)		—		(24,136)
Recoveries		1,785		221		26		2,032
Provision		6,920		5,354		(695)		11,579
Foreign currency translation and other		227		12		19		258
Ending balance	$	101,649	$	7,594	$	5,502	$	114,745
Gross receivables:
Ending balance	$	8,204,470	$	205,872	$	5,160,120	$	13,570,462

At December 31, 2023, the allowance for credit losses decreased due to lower specific reserve needs for retail customers and the continued strong outlook for the agricultural industry.

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

Allowance for credit losses activity for the year ended December 31, 2022 is as follows:


			Revolving
	Retail		Charge
	Customer		Accounts		Wholesale		Total
Allowance for credit losses:
Beginning balance	$	109,742	$	—	$	6,211	$	115,953
Charge-offs		(8,202)		(49)		(4,631)		(12,882)
Recoveries		2,262		—		526		2,788
Provision		7,311		(169)		4,099		11,241
Foreign currency translation and other		(772)		8,737		(53)		7,912
Ending balance	$	110,341	$	8,519	$	6,152	$	125,012
Gross receivables:
Ending balance	$	7,275,284	$	207,744	$	3,383,804	$	10,866,832

At December 31, 2022, the allowance for credit losses included increases in reserves primarily due to the addition of revolving charge accounts.

The Company assesses and monitors the credit quality of its receivables based on delinquency status. Receivables are considered past due if the required principal and interest payments have not been received as of the date such payments were due. Delinquency is reported on receivables greater than 30 days past due. As the terms for the retail customer receivables are greater than one year, the past due information is presented by year of origination.

F-21

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

The aging of receivables by vintage as of December 31, 2024 is as follows:


					Greater
	31 – 60 Days		61 – 90 Days		Than		Total				Total		Gross
	Past Due		Past Due		90 Days		Past Due		Current		Receivables		Charge-offs
Retail customer
United States
2024	$	11,150	$	2,177	$	2,530	$	15,857	$	3,396,385	$	3,412,242	$	1,168
2023		14,713		5,758		11,439		31,910		1,899,459		1,931,369		9,538
2022		10,027		3,499		9,858		23,384		1,200,888		1,224,272		7,902
2021		6,764		1,679		4,865		13,308		610,425		623,733		4,107
2020		3,037		657		30,779		34,473		202,608		237,081		2,552
Prior to 2020		925		430		3,916		5,271		47,538		52,809		2,250
Total	$	46,616	$	14,200	$	63,387	$	124,203	$	7,357,303	$	7,481,506	$	27,517
Canada
2024	$	4,929	$	520	$	74	$	5,523	$	821,811	$	827,334	$	130
2023		1,326		—		835		2,161		281,729		283,890		1,241
2022		1,755		731		673		3,159		222,266		225,425		1,054
2021		912		123		653		1,688		158,451		160,139		797
2020		410		68		248		726		49,125		49,851		505
Prior to 2020		23		2		33		58		11,605		11,663		674
Total	$	9,355	$	1,444	$	2,516	$	13,315	$	1,544,987	$	1,558,302	$	4,401
Revolving charge accounts
United States	$	6,303	$	2,447	$	1,360	$	10,110	$	209,241	$	219,351	$	4,993
Canada	$	1,478	$	555	$	183	$	2,216	$	14,073	$	16,289	$	306
Wholesale
United States	$	22	$	—	$	225	$	247	$	3,858,213	$	3,858,460	$	—
Canada	$	—	$	—	$	—	$	—	$	988,631	$	988,631	$	—
Total
Retail customer	$	55,971	$	15,644	$	65,903	$	137,518	$	8,902,290	$	9,039,808	$	31,918
Revolving charge accounts	$	7,781	$	3,002	$	1,543	$	12,326	$	223,314	$	235,640	$	5,299
Wholesale	$	22	$	—	$	225	$	247	$	4,846,844	$	4,847,091	$	—

F-22

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

The aging of receivables by vintage as of December 31, 2023 is as follows:


					Greater
	31 – 60 Days		61 – 90 Days		Than		Total				Total		Gross
	Past Due		Past Due		90 Days		Past Due		Current		Receivables		Charge-offs
Retail customer
United States
2023	$	9,662	$	1,415	$	1,288	$	12,365	$	3,111,476	$	3,123,841	$	552
2022		10,008		2,583		5,821		18,412		1,755,538		1,773,950		3,221
2021		6,808		2,118		3,554		12,480		1,041,185		1,053,665		2,716
2020		3,270		1,106		32,831		37,207		451,292		488,499		2,987
2019		1,829		529		2,001		4,359		164,634		168,993		3,203
Prior to 2019		631		318		3,831		4,780		56,779		61,559		2,849
Total	$	32,208	$	8,069	$	49,326	$	89,603	$	6,580,904	$	6,670,507	$	15,528
Canada
2023	$	647	$	149	$	420	$	1,216	$	667,887	$	669,103	$	78
2022		2,395		60		1,236		3,691		395,757		399,448		941
2021		1,090		159		2,361		3,610		291,974		295,584		964
2020		755		—		320		1,075		113,630		114,705		(227)
2019		158		14		201		373		44,042		44,415		253
Prior to 2019		126		152		366		644		10,064		10,708		87
Total	$	5,171	$	534	$	4,904	$	10,609	$	1,523,354	$	1,533,963	$	2,096
Revolving charge accounts
United States	$	6,036	$	2,422	$	1,089	$	9,547	$	182,728	$	192,275	$	5,993
Canada	$	374	$	169	$	122	$	665	$	12,932	$	13,597	$	519
Wholesale
United States	$	—	$	—	$	—	$	—	$	4,271,583	$	4,271,583	$	—
Canada	$	—	$	—	$	—	$	—	$	888,537	$	888,537	$	—
Total
Retail customer	$	37,379	$	8,603	$	54,230	$	100,212	$	8,104,258	$	8,204,470	$	17,624
Revolving charge accounts	$	6,410	$	2,591	$	1,211	$	10,212	$	195,660	$	205,872	$	6,512
Wholesale	$	—	$	—	$	—	$	—	$	5,160,120	$	5,160,120	$	—

Included in the receivables balance at December 31, 2024 and 2023 is accrued interest of $100,325 and $83,879, respectively. The Company does not include accrued interest in its allowance for credit losses.

Recognition of income is generally suspended when management determines that collection of future finance income is not probable or when an account becomes 90 days past due, whichever occurs first. Accrued interest is charged-off to interest income. Interest income charged-off was not material for the years ended December 31, 2024 and 2023. Interest accrual is resumed if the receivable becomes contractually current and collection becomes probable. Previously suspended income is recognized at that time.

The retail customer receivables on nonaccrual status as of December 31, 2024 and 2023 are as follows:


	2024		2023
United States	$	74,795	$	55,564
Canada	$	3,818	$	5,321

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

As of December 31, 2024 and 2023, total revolving charge account receivables on nonaccrual status were immaterial. As of December 31, 2024, there were $25,916 of wholesale receivables on nonaccrual status in the United States and no wholesale receivables on nonaccrual status in Canada. As of December 31, 2023, there were no wholesale receivables on nonaccrual status.

As of December 31, 2024 and 2023, the Company’s receivables on non-accrual status without an allowance were immaterial. Interest income recognized for receivables on non-accrual status for the years ended December 31, 2024 and 2023 was immaterial.

Modifications

CNH Capital periodically modifies the terms of their receivable agreements with customers experiencing financial difficulties. Typically, the types of modifications granted are payment deferrals, extended contract maturities, modification of a contractual interest rate or waiving of interest and principal. As a collateral-based lender, CNH Capital has recourse to the financed assets on default. The Company continues to monitor the credit quality of these modified receivables. CNH Capital's allowance for credit losses incorporates historical loss information, including the effects of the modified receivables. Therefore, additional adjustments to the allowance are generally not recorded upon modification of the receivable.

As of December 31, 2024 and 2023, modifications of CNH Capital's retail customer receivables and wholesale receivables for customers experiencing financial difficulties were immaterial. Defaults and subsequent write-offs of receivables modified in the prior twelve months were not significant during the full year 2024.

NOTE 5: EQUIPMENT ON OPERATING LEASES

A summary of equipment on operating leases as of December 31, 2024 and 2023 is as follows:


	2024		2023
Equipment on operating leases	$	1,777,248	$	1,735,626
Accumulated depreciation		(355,247)		(357,242)
Total equipment on operating leases, net	$	1,422,001	$	1,378,384

Depreciation expense totaled $179,671, $178,969 and $201,582 for the years ended December 31, 2024, 2023 and 2022, respectively.

Lease payments owed to the Company for equipment under non-cancelable operating leases (excluding deferred operating lease subsidy of $85,222) as of December 31, 2024 are as follows:


2025	$	194,504
2026		135,585
2027		67,618
2028		27,117
2029 and thereafter		7,832
Total lease payments	$	432,656

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

NOTE 6: GOODWILL AND INTANGIBLE ASSETS

Changes in the carrying amount of goodwill for the years ended December 31, 2024 and 2023 are as follows:


	2024		2023
Balance, beginning of year	$	109,118	$	108,567
Foreign currency translation adjustment		(2,050)		551
Balance, end of year	$	107,068	$	109,118

Goodwill is tested for impairment at least annually. During 2024 and 2023, the Company performed its annual impairment review as of December 31 and concluded that there were no impairments in any year.

As of December 31, 2024 and 2023, the Company’s intangible asset and related accumulated amortization for its software is as follows:


	2024		2023
Software	$	53,181	$	50,155
Accumulated amortization		(33,815)		(30,803)
Total software, net	$	19,366	$	19,352

The Company recorded amortization expense of $3,012, $2,939 and $2,159 during 2024, 2023 and 2022, respectively.

Based on the current amount of software subject to amortization, the estimated annual amortization expense for each of the succeeding five years is as follows: $2,243 in 2025; $1,978 in 2026; $1,573 in 2027; $1,381 in 2028; $1,089 in 2029; and $886 in 2030 and thereafter.

NOTE 7: OTHER ASSETS

The components of other assets as of December 31, 2024 and 2023 are as follows:


	2024		2023
Derivative assets	$	37,380	$	55,654
Deferred tax assets		22,160		17,772
Tax receivables		20,761		10,260
Other current assets		22,115		24,461
Total other assets	$	102,416	$	108,147

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

NOTE 8: CREDIT FACILITIES AND DEBT

The following table summarizes the Company’s debt and credit facilities, borrowings thereunder and availability at December 31, 2024:


						Current
						Maturities of
		Total		Short-Term		Long-Term		Long-Term
	Maturity ⁽¹⁾	Facility/Debt		Outstanding		Outstanding		Outstanding		Available
Committed Asset-Backed Facilities
Retail - U.S.	Sep 2026	$	1,200,000	$	—	$	192,268	$	813,740	$	193,992
Retail - Canada	Dec 2026		347,505		—		46,621		210,129		90,755
Wholesale VFN - U.S.	Various		1,600,000		1,600,000		—		—		—
Wholesale VFN - Canada	Dec 2026		347,505		347,505		—		—		—
			3,495,010		1,947,505		238,889		1,023,869		284,747
Secured Debt
Amortizing retail term ABS - N.A.	Various		5,531,901		—		1,983,354		3,548,547		—
Other ABS financing - N.A.	Various		225,858		—		138,273		87,585		—
Repurchase agreement	Sep 2025		312,754		312,754		—		—		—
Unamortized issuance costs			(15,240)		—		—		(15,240)		—
			6,055,273		312,754		2,121,627		3,620,892		—
Unsecured Facilities
Credit lines	Various		250,000		250,000		—		—		—
Revolving credit facilities	Various		738,752		—		—		—		738,752
Unamortized issuance costs			(500)		—		—		(500)		—
			988,252		250,000		—		(500)		738,752
Unsecured Debt
Commercial paper	Various		100,000		100,000		—		—		—
Notes	Various		4,964,510		—		900,000		4,064,510		—
Hedging effects, discounts and unamortized issuance costs			(43,419)		(244)		(1,031)		(42,144)		—
			5,021,091		99,756		898,969		4,022,366		—
Total credit facilities and debt		$	15,559,626	$	2,610,015	$	3,259,485	$	8,666,627	$	1,023,499

(1)	Maturity dates reflect maturities of the credit facility, which may be different than the maturities of the advances under the facility.

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CNH INDUSTRIAL CAPITAL LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

A summary of the minimum annual repayments of long-term debt for 2026 and thereafter, determined as of December 31, 2024, is as follows:


2026	$	3,140,147
2027		2,034,038
2028		1,772,754
2029		1,609,549
2030 and thereafter		110,139
Total	$	8,666,627

The following table summarizes the Company’s credit facilities, borrowings thereunder and availability at December 31, 2023:


						Current
						Maturities of
		Total		Short-Term		Long-Term		Long-Term
	Maturity ⁽¹⁾	Facility/Debt		Outstanding		Outstanding		Outstanding		Available
Committed Asset-Backed Facilities
Retail - U.S.	Sep 2025	$	1,000,000	$	—	$	227,598	$	772,052	$	350
Retail - Canada	Dec 2025		377,339		—		74,265		303,074		—
Wholesale VFN - U.S.	Various		1,550,000		1,550,000		—		—		—
Wholesale VFN - Canada	Dec 2025		377,339		377,339		—		—		—
			3,304,678		1,927,339		301,863		1,075,126		350
Secured Debt
Amortizing retail term ABS - N.A.	Various		4,620,565		—		1,595,183		3,025,382		—
Other ABS financing - N.A.	Various		388,589		—		136,355		252,234		—
Repurchase agreement	Sep 2024		226,290		226,290		—		—		—
Unamortized issuance costs			(14,089)		—		—		(14,089)		—
			5,221,355		226,290		1,731,538		3,263,527		—
Unsecured Facilities
Credit lines	Various		100,000		100,000		—		—		—
Revolving credit facilities	Various		716,404		—		150,936		165,468		400,000
Unamortized issuance costs			(556)		—		—		(556)		—
			815,848		100,000		150,936		164,912		400,000
Unsecured Debt
Commercial paper	Various		351,000		351,000		—		—		—
Notes	Various		4,128,275		—		726,404		3,401,871		—
Hedging effects, discounts and unamortized issuance costs			(41,385)		(3,110)		7,532		(45,807)		—
			4,437,890		347,890		733,936		3,356,064		—
Total credit facilities and debt		$	13,779,771	$	2,601,519	$	2,918,273	$	7,859,629	$	400,350

(1)	Maturity dates reflect maturities of the credit facility, which may be different than the maturities of the advances under the facility.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

Committed Asset-Backed Facilities

The Company has access to committed asset-backed facilities with several banks through which it may sell its receivables. The Company utilizes retail facilities to fund the origination of retail notes and has exercised the option to periodically repurchase receivables and resell them in the term ABS markets (shown as “Amortizing retail term ABS - N.A.”) or found alternative financing for the receivables. Under these facilities, the maximum amount of proceeds that can be accessed at one time is $1,547,505. In addition, if the receivables sold are not repurchased by the Company, the related debt is paid only as the underlying receivables are collected. Such receivables have maturities not exceeding seven years. The Company believes it is probable that a majority of these receivables will be repurchased and resold in the ABS markets. Borrowings against these facilities accrue interest based on prevailing money market rates, plus an applicable margin.

The Company finances a portion of its wholesale receivable portfolio with the issue of Variable Funding Notes (“VFNs”) which are privately subscribed by certain banks and asset-backed commercial paper conduits. These notes accrue interest based on prevailing money market rates, plus an applicable margin.

Secured Debt

Secured borrowings bear interest at either floating rates of SOFR plus an applicable margin or fixed rates.

Repurchase Agreement

The Company is a party to a Global Master Repurchase Agreement which expires in September 2025. As of December 31, 2024, the Company had sold, and not yet repurchased, C$450,000 ($312,754) of Canadian receivables under the repurchase agreement, with an obligation to repurchase such receivables in 30 days. The repurchase agreement is treated as financing arrangements for accounting purposes.

Unsecured Credit Line, Facilities and Debt

Committed and uncommitted unsecured facilities with banks as of December 31, 2024, totaled $988,252. These credit facilities, which are eligible for renewal at various future dates, are used primarily for working capital and other general corporate purposes. As of December 31, 2024, the Company had $249,500 outstanding under these credit facilities. The remaining available credit commitments are maintained primarily to provide backup liquidity for commercial paper borrowings. The Company's outstanding commercial paper totaled $99,756 as of December 31, 2024.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

As of December 31, 2024, the Company’s outstanding unsecured senior notes were as follows:


Issued by CNH Industrial Capital LLC (the “U.S. Senior Notes”):⁽¹⁾
3.950% notes, due 2025	$	500,000
5.450% notes, due 2025		400,000
1.875% notes, due 2026		500,000
1.450% notes, due 2026		600,000
4.500% notes, due 2027		500,000
4.550% notes, due 2028		600,000
5.500% notes, due 2029		500,000
5.100% notes, due 2029		600,000
Hedging, discounts and unamortized issuance costs		(39,485)
		4,160,515
Issued by CNH Industrial Capital Canada (the “Canadian Senior Notes”):⁽²⁾
5.500% notes, due 2026		278,004
4.800% notes, due 2027		278,004
4.000% notes, due 2028		208,503
Discounts and unamortized issuance costs		(3,691)
		760,820
Total	$	4,921,335

(1)

These notes, which are senior unsecured obligations of CNH Industrial Capital LLC, are guaranteed by CNH Capital America and New Holland Credit.

(2)

These notes, which are senior unsecured obligations of CNH Capital Canada, are guaranteed by CNH Industrial Capital LLC, CNH Capital America and New Holland Credit.

On March 21, 2024, CNH Industrial Capital LLC completed an offering of $600,000 in aggregate principal amount of its 5.100% unsecured notes due 2029, with an issue price of 99.157%.

On March 25, 2024, CNH Capital Canada completed a private placement offering of C$400,000 ($294,480) in aggregate principal amount of its 4.800% unsecured notes due 2027, with an issue price of 99.876%.

On October 9, 2024, CNH Industrial Capital LLC completed an offering of $500,000 in aggregate principal amount of its 4.500% unsecured notes due 2027, with an issue price of 99.809%.

On October 10, 2024, CNH Capital Canada completed a private placement offering of C$300,000 ($218,250) in aggregate principal amount of its 4.000% unsecured notes due 2028, with an issue price of 99.964%.

Covenants

The indentures and credit agreements governing the Company’s unsecured funding transactions contain covenants that restrict the Company’s ability and/or that of its subsidiaries to, among other things, incur additional debt, make certain investments, enter into certain types of transactions with affiliates, use assets as security in other transactions, enter into sale or leaseback transactions and/or sell certain assets or merge with or into other companies.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

Interest Rates

The weighted-average interest rate on total short-term debt outstanding at December 31, 2024 and 2023 was 5.2% and 6.1%, respectively. The weighted-average interest rate on total long-term debt (including current maturities of long-term debt) at December 31, 2024 and 2023 was 4.5% and 4.3%, respectively. The average rate is calculated using the actual rates at December 31, 2024 and 2023, weighted by the amount of outstanding borrowings of each debt instrument.

Support Agreement

Effective as of September 29, 2013, in connection with the business combination transaction of CNH Global N.V., the former indirect parent of CNH Capital (“CNH Global”), with and into CNH N.V., CNH N.V, assumed all of CNH Global’s obligations under the support agreement, pursuant to which CNH N.V. has agreed to, among other things, (a) make cash capital contributions to the Company, to the extent necessary to cause the ratio of net earnings available for fixed charges to fixed charges to be not less than 1.05 for each fiscal quarter (with such ratio determined, on a consolidated basis and in accordance with U.S. GAAP, for such fiscal quarter and the immediately preceding three fiscal quarters taken as a whole), (b) generally maintain an ownership of at least 51% of the voting equity interests in the Company and (c) cause the Company to have, as of the end of any fiscal quarter, a consolidated tangible net worth of at least $50,000. The support agreement is not intended to be and is not a guarantee by CNH N.V. of any indebtedness or other obligation of the Company. The obligations of CNH N.V. to the Company pursuant to this support agreement are to the Company only and do not run to, and are not enforceable directly by, any creditor of the Company. The support agreement may be modified, amended or terminated, at CNH N.V.’s election, upon thirty days’ prior written notice to the Company and the rating agencies, if (a) the modification, amendment or termination would not result in a downgrade of the Company’s rated indebtedness; (b) the modification, amendment or notice of termination provides that the support agreement will continue in effect with respect to the Company’s rated indebtedness then outstanding; or (c) the Company has no long-term rated indebtedness outstanding.

NOTE 9: INCOME TAXES

The income and expenses of the Company and certain of its domestic subsidiaries are included in the consolidated income tax return of CNH Industrial U.S. Holdings, Inc., a wholly-owned subsidiary of CNH N.V. CNH Industrial U.S. Holdings, Inc. is the parent of Case New Holland Inc., who remains the parent of CNH America. The Company’s Canadian subsidiaries file separate income tax returns, as do certain domestic subsidiaries. The Company and certain of its domestic subsidiaries are LLCs and, as a result, incur no federal income tax liabilities on a stand-alone basis. However, for financial reporting, all income tax accounts in the consolidated financial statements have been reported as if the Company and relevant subsidiaries were taxpaying entities.

The sources of income before taxes for the years ended December 31, 2024, 2023 and 2022 are as follows, with foreign defined as any income earned outside the United States:


	2024		2023		2022
Domestic	$	258,683	$	218,113	$	232,873
Foreign		55,640		58,915		57,129
Income before taxes	$	314,323	$	277,028	$	290,002

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

The provision for income taxes for the years ended December 31, 2024, 2023 and 2022 is as follows:


	2024		2023		2022
Current income tax expense:
Domestic	$	85,671	$	109,762	$	112,615
Foreign		16,294		17,626		12,717
Total current income tax expense		101,965		127,388		125,332
Deferred income tax benefit:
Domestic		(28,442)		(59,051)		(55,494)
Foreign		(5,899)		(6,381)		1,042
Total deferred income tax benefit		(34,341)		(65,432)		(54,452)
Total tax provision	$	67,624	$	61,956	$	70,880

A reconciliation of CNH’s statutory and effective income tax rate for the years ended December 31, 2024, 2023 and 2022 is as follows:


	2024		2023		2022
Tax provision at statutory rate	21.0	%	21.0	%	21.0	%
State taxes	3.4		3.7		4.8
Foreign taxes	(1.0)		(1.3)		(0.6)
Tax credits and incentives	(1.6)		(0.8)		(0.6)
Other	(0.3)		(0.2)		(0.2)
Total tax provision effective rate	21.5	%	22.4	%	24.4	%

The components of the Company’s net deferred tax liability as of December 31, 2024 and 2023 are as follows:


	2024		2023
Deferred tax assets:
Pension, postretirement and post-employment benefits	$	1,569	$	1,173
Marketing and sales incentive programs		94,283		75,631
Allowance for credit losses		25,513		23,122
Other accrued liabilities		43,210		38,576
Tax loss and tax credit carry forwards		1,702		1,812
Total deferred tax assets	$	166,277	$	140,314
Deferred tax liability:
Equipment on operating lease		249,765		257,705
Net deferred tax liabilities	$	(83,488)	$	(117,391)

Deferred taxes are provided to reflect timing differences between the financial and tax basis of assets and liabilities and tax carryforwards using currently enacted tax rates and laws. Management believes it is more likely than not the benefit of the deferred tax assets will be realized.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

Net deferred tax liabilities are reflected in the accompanying consolidated balance sheets as of December 31, 2024 and 2023 as follows:


	2024		2023
Deferred tax assets	$	22,160	$	17,772
Deferred tax liabilities		(105,648)		(135,163)
Net deferred tax liabilities	$	(83,488)	$	(117,391)

For the years ended December 31, 2024, 2023 and 2022, there are no amounts of unrecognized tax benefits recorded. The Company has open tax years from 2015 to 2023. The Company does not believe the resolution of any outstanding tax examinations will have a material adverse effect on the Company’s financial position, results of operations or cash flows.

At December 31, 2024, there are no material deferred tax liabilities on undistributed earnings of subsidiaries outside of the U.S.

NOTE 10: FINANCIAL INSTRUMENTS

The Company may elect to measure financial instruments and certain other items at fair value. This fair value option would be applied on an instrument-by-instrument basis with changes in fair value reported in earnings. The election can be made at the acquisition of an eligible financial asset, financial liability, or firm commitment or when certain specified reconsideration events occur. The fair value election may not be revoked once made. The Company has not elected the fair value measurement option for eligible items.

Fair-Value Hierarchy

The hierarchy of valuation techniques for financial instruments is based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. These two types of inputs have created the following fair-value hierarchy:

Level 1 — Quoted prices for identical instruments in active markets.

Level 2 — Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.

Level 3 — Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

This hierarchy requires the use of observable market data when available.

Determination of Fair Value

When available, the Company uses quoted market prices to determine fair value and classifies such items in Level 1. In some cases where a market price is not available, the Company will use observable market-based inputs to calculate fair value, in which case the items are classified in Level 2.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

If quoted or observable market prices are not available, fair value is based upon internally developed valuation techniques that use, where possible, current market-based or independently sourced market parameters such as interest rates, currency rates, or yield curves. Items valued using such internally generated valuation techniques are classified according to the lowest level input or value driver that is significant to the valuation. Thus, an item may be classified in Level 3 even though there may be some significant inputs that are readily observable.

The following sections describe the valuation methodologies used by the Company to measure various financial instruments at fair value, including an indication of the level in the fair value hierarchy in which each instrument is generally classified. Where appropriate, the description includes details of the valuation models and the key inputs to those models, as well as any significant assumptions.

Derivatives

The Company utilizes derivative instruments to mitigate its exposure to interest rate and foreign currency exposures. Derivatives used as hedges are effective at reducing the risk associated with the exposure being hedged and are designated as a hedge at the inception of the derivative contract. The Company does not hold or enter into derivative or other financial instruments for speculative purposes. The credit and market risk related to derivatives is reduced through diversification among various counterparties, utilizing mandatory termination clauses and/or collateral support agreements. Derivative instruments are generally classified as Level 2 in the fair value hierarchy. The cash flows underlying all derivative contracts were recorded in operating activities in the consolidated statements of cash flows.

Interest Rate Derivatives

The Company has entered into interest rate derivatives in order to manage interest rate exposures arising in the normal course of business. Interest rate derivatives that have been designated as cash flow hedges are being used by the Company to mitigate the risk of rising interest rates related to existing debt and anticipated issuance of fixed-rate debt in future periods. Gains and losses on these instruments are deferred in accumulated other comprehensive income (loss) and recognized in interest expense over the period in which the Company recognizes interest expense on the related debt. As of December 31, 2024, the maximum length of time over which the Company is hedging its interest rate exposure through the use of derivative instruments designated in cash flow hedge relationships is 52 months. As of December 31, 2024, the after-tax gains deferred in accumulated other comprehensive income (loss) that will be recognized in interest expense over the next 12 months are approximately ($2,780).

The Company also enters into offsetting interest rate derivatives with substantially similar economic terms that are not designated as hedging instruments to mitigate interest rate risk related to the Company’s committed asset-backed facilities. Unrealized and realized gains and losses resulting from fair value changes in these instruments are recognized directly in income and were insignificant for the years ended December 31, 2024, 2023 and 2022.

All of the Company’s interest rate derivatives are considered Level 2. The fair market value of these derivatives is calculated using market data input and can be compared to actively traded derivatives. The total notional amount of the Company’s interest rate derivatives was $4,749,748 and $4,428,285 at December 31, 2024 and 2023, respectively. The thirteen-month average notional amounts as of December 31, 2024 and 2023 were $4,042,108 and $3,803,373, respectively.

Foreign Exchange Contracts

The Company uses forward contracts to hedge certain assets and liabilities denominated in foreign currencies. Such derivatives are considered economic hedges and are not designated as hedging instruments. The changes in the fair value of these instruments are recognized directly as income in “Other expenses, net” and are expected to offset the foreign exchange gains or losses on the exposures being managed.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

All of the Company’s foreign exchange derivatives are considered Level 2 as the fair value is calculated using market data input and can be compared to actively traded derivatives.

Financial Statement Impact of the Company’s Derivatives

The fair values of the Company’s derivatives as of December 31, 2024 and 2023 in the consolidated balance sheets are recorded as follows:


	2024		2023
Derivatives Designated as Hedging Instruments
Other assets:
Interest rate derivatives	$	12,862	$	22,633
Accounts payable and other accrued liabilities:
Interest rate derivatives	$	21,087	$	32,579
Derivatives Not Designated as Hedging Instruments
Other assets:
Interest rate derivatives	$	21,522	$	30,420
Foreign exchange contracts		2,996		2,601
Total	$	24,518	$	33,021
Accounts payable and other accrued liabilities:
Interest rate derivatives	$	21,522	$	30,420

Pre-tax gains (losses) on the consolidated statements of income and comprehensive income related to the Company’s derivatives for the years ended December 31, 2024, 2023 and 2022 are recorded in the following accounts:


	2024		2023		2022
Cash Flow Hedges
Recognized in accumulated other comprehensive income (loss):
Interest rate derivatives	$	173	$	(6,987)	$	17,334
Reclassified from accumulated other comprehensive income (loss):
Interest rate derivatives—Interest expense to third parties		3,218		2,624		1,090
Not Designated as Hedges
Foreign exchange contracts—Other expenses, net	$	(2,492)	$	1,828	$	(5,784)

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

Items Measured at Fair Value on a Recurring Basis

The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2024 and 2023, all of which are measured as Level 2:


	2024		2023
Assets
Interest rate derivatives	$	34,384	$	53,053
Foreign exchange contracts		2,996		2,601
Total assets	$	37,380	$	55,654
Liabilities
Interest rate derivatives	$	42,609	$	62,999

There were no transfers between Level 1, Level 2 and Level 3 hierarchy levels during the periods presented.

Items Measured at Fair Value on a Nonrecurring Basis

The Company may be required, from time to time, to measure certain other financial assets at fair value on a nonrecurring basis in accordance with U.S. GAAP. These adjustments to fair value usually result from application of lower of cost or market accounting or impairment charges of individual assets.

The Company had equipment held for sale carried at fair value of $48,873 and $20,215 as of December 31, 2024 and 2023, respectively. The fair market value of these assets was based on an internal valuation methodology, which used industry guide book values adjusted for recent remarketing history and was classified as Level 3 under the fair value hierarchy.

Fair Value of Other Financial Instruments

The carrying amount of cash, restricted cash and cash equivalents, floating-rate affiliated accounts and notes receivable, floating-rate short-term debt, interest payable and short-term affiliated debt was assumed to approximate its fair value. Under the fair value hierarchy, cash and restricted cash and cash equivalents are classified as Level 1 and the remainder of the financial instruments listed is classified as Level 2.

Financial Instruments Not Carried at Fair Value

The carrying amount and estimated fair value of assets and liabilities considered financial instruments as of December 31, 2024 and 2023 are as follows:


	2024				2023
	Carrying		Estimated		Carrying		Estimated
	Amount		Fair Value *		Amount		Fair Value *
Receivables	$	13,992,556	$	14,040,507	$	13,455,717	$	13,224,506
Long-term debt	$	8,666,627	$	8,654,374	$	7,859,629	$	7,739,874

*Under the fair value hierarchy, receivables measurements are classified as Level 3 and long-term debt measurements are classified as Level 2.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

Receivables

The fair value of receivables was determined by discounting the estimated future payments using a discount rate which includes an estimate for credit risk.

Long-term debt

The fair values of long-term debt were based on current market quotes for identical or similar borrowings and credit risk.

NOTE 11: SEGMENT INFORMATION

CNH Capital operates in a single reportable segment as a captive financial services company that underwrites, services and manages financing products for end use customers and dealers of CNH North America. CNH Capital’s revenue is primarily generated through the income of its portfolio and the income generated through marketing programs with CNH North America. The Company has identified CNH’s President of North America Financial Services as its Chief Operating Decision Maker (“CODM”). The CODM evaluates the performance of the Company and allocates resources based on net income that also is reported on the consolidated statements of income as net income. The measure of segment assets is reported on the consolidated balance sheets as total assets. Therefore, no additional segment information is presented.

A summary of the Company’s segment net income is as follows:


	2024		2023		2022
REVENUES
Revenues and other income from third parties	$	796,704	$	638,396	$	523,568
Interest and other income from affiliates		519,837		434,257		268,267
Total revenues		1,316,541		1,072,653		791,835
EXPENSES
Interest expense to third parties		697,651		500,493		232,446
Interest expense to affiliates		8,387		33,746		9,361
Fees charged by affiliates		47,611		53,804		50,858
Provision for credit losses		49,158		11,579		11,241
Depreciation of equipment on operating leases		179,671		178,969		201,582
Gains on sale of used equipment		(3,732)		(16,896)		(27,525)
Other general and administrative		23,472		33,930		23,870
Income tax provision		67,624		61,956		70,880
Total expenses		1,069,842		857,581		572,713
SEGMENT NET INCOME		246,699		215,072		219,122
Adjustments and reconciling items		—		—		—
NET INCOME	$	246,699	$	215,072	$	219,122

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

NOTE 12: GEOGRAPHICAL INFORMATION

A summary of the Company’s geographical information is as follows:


	2024		2023		2022
Revenues
United States	$	1,064,569	$	860,081	$	626,754
Canada		252,867		214,173		168,909
Eliminations		(895)		(1,601)		(3,828)
Total	$	1,316,541	$	1,072,653	$	791,835
Interest expense
United States	$	579,527	$	443,629	$	195,728
Canada		127,406		92,211		49,907
Eliminations		(895)		(1,601)		(3,828)
Total	$	706,038	$	534,239	$	241,807
Net income
United States	$	201,454	$	167,403	$	175,752
Canada		45,245		47,669		43,370
Total	$	246,699	$	215,072	$	219,122
Depreciation and amortization
United States	$	126,793	$	129,247	$	152,871
Canada		55,897		52,669		50,878
Total	$	182,690	$	181,916	$	203,749
Expenditures for equipment on operating leases
United States	$	453,511	$	354,015	$	354,817
Canada		164,885		167,129		162,806
Total	$	618,396	$	521,144	$	517,623
Provision (benefit) for credit losses
United States	$	44,643	$	12,897	$	9,978
Canada		4,515		(1,318)		1,263
Total	$	49,158	$	11,579	$	11,241


	2024		2023		2022
Total assets
United States	$	13,987,559	$	13,034,959	$	10,712,413
Canada		3,180,759		3,077,089		2,683,722
Eliminations		(241,410)		(148,521)		(216,656)
Total	$	16,926,908	$	15,963,527	$	13,179,479
Gross receivables
United States	$	11,559,317	$	11,134,365	$	8,758,694
Canada		2,563,222		2,436,097		2,108,138
Total	$	14,122,539	$	13,570,462	$	10,866,832

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

NOTE 13: RELATED-PARTY TRANSACTIONS

The Company receives compensation from CNH North America for retail customer, wholesale and operating lease sales programs offered by CNH North America on which finance charges are waived or below market rate financing programs are offered. The Company receives compensation from CNH North America based on the Company’s estimated costs and a targeted return on equity. The Company is also compensated for lending funds to CNH North America.

The summary of sources included in “Interest and other income from affiliates” in the accompanying consolidated statements of income at December 31, 2024, 2023 and 2022 is as follows:


	2024		2023		2022
Subsidy from CNH North America
Retail customer	$	220,180	$	140,195	$	123,874
Operating lease		37,327		40,852		47,194
Revolving charge accounts		4,615		4,106		—
Wholesale		250,053		242,062		95,138
Income from affiliated receivables
CNH North America		4,412		3,430		713
Banco CNH Industrial Capital Brazil		2,464		2,864		983
Other affiliates		786		748		365
Total interest and other income from affiliates	$	519,837	$	434,257	$	268,267

Interest expense to affiliates was $8,387, $33,746 and $9,361, respectively, for the years ended December 31, 2024, 2023 and 2022. Fees charged by affiliates were $47,611, $53,804 and $50,858 for the years ended December 31, 2024, 2023 and 2022, respectively, which amounts consist of payroll and other human resource services CNH America performs on behalf of the Company.

As of December 31, 2024 and 2023, the Company had various accounts and notes receivable and debt with the following affiliates:


	2024				2023
	Rate	Maturity	Amount		Rate	Maturity	Amount
Affiliated receivables
CNH America	Various	—	$	317,587	0%	—	$	13,377
CNH Canada	Various	—		35,006	0%	—		704
Banco CNH Industrial Capital Brazil	Various	Various		36,182	Various	Various		47,997
Other affiliates	0%	—		12,510	0%	—		12,589
Total affiliated receivables			$	401,285			$	74,667
Affiliated debt
CNH America	—	—	$	—	5.68%	2024	$	86,234
CNH Canada	—	—		—	5.76%	2024		46,258
Total affiliated debt			$	—			$	132,492

Accounts payable and other accrued liabilities, including tax payables, of $50,915 and $82,621 were payable to related parties as of December 31, 2024 and 2023, respectively.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Dollars in thousands)

NOTE 14: COMMITMENTS AND CONTINGENCIES

Legal Matters

The Company is party to various litigation matters and claims arising from its operations. Management believes that the outcome of these proceedings, individually and in the aggregate, will not have a material adverse effect on the Company’s financial position or results of operations.

Guarantees

The Company provides payment guarantees on the financial debt of various foreign financial services subsidiaries of CNH N.V. for approximately $50,400. The guarantees are in effect for the term of the underlying funding facilities.

Commitments

As of December 31, 2024, the Company had various agreements, on an uncommitted basis, to extend credit for the following portfolios:


	Total
	Credit Limit		Utilized		Not Utilized
Wholesale and dealer financing	$	7,716,172	$	4,739,263	$	2,976,909
Revolving charge accounts	$	2,705,600	$	239,915	$	2,465,685

F-39

Positive
Negative
Uncertain
Constraining
Legalese
Litigious
Readability	H.S. freshman Avg

CNH Industrial Capital 10-K2024 FY Annual report

Content analysis