Supplement No. 3 dated 30 October 2024 to the Base Prospectus dated 19 March 2024
Supplement No. 3 pursuant to Art. 23(1) of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017, as amended (the Prospectus Regulation) dated 30 October 2024 (the Supplement) to (i) the base prospectus of TRATON SE in respect of non-equity securities within the meaning of Art. 2(c) of the Prospectus Regulation (Non-EquitySecurities) and (ii) the base prospectus of TRATON Finance Luxembourg S.A. in respect of Non-Equity Securities, dated 19 March 2024 as supplemented by the supplement dated 6 May 2024 (the Supplement No. 1) and the supplement dated 12 August 2024 (the Supplement No. 2) (together, the Prospectus).
TRATON SE
(Munich, Federal Republic of Germany)
as Issuer
and, in respect of Notes issued by
TRATON Finance Luxembourg S.A.
as Guarantor
TRATON Finance Luxembourg S.A.
(Strassen, Grand Duchy of Luxembourg)
as Issuer
-
12,000,000,000 Debt Issuance Program
(the Program)
This Supplement has been approved by the Commission de Surveillance du Secteur Financier (the CSSF) of the Grand Duchy of Luxembourg in its capacity as competent authority under the Prospectus Regulation and the Luxembourg act relating to prospectuses for securities (loi relative aux prospectus pour valeurs mobilières) dated 16 July 2019 (the Luxembourg Law).
Copies of this Supplement, the Prospectus and all documents which are incorporated herein and therein by reference may be inspected in physical form during normal business hours at the specified office of the Fiscal Agent.
This Supplement, the Prospectus and the documents incorporated by reference therein are also available for viewing at www.luxse.com.
The purpose of this Supplement is the incorporation by reference of the unreviewed unaudited consolidated selected financial information of TRATON GROUP as of and for the nine months ended 30 September 2024 as contained in TRATON GROUP's interim statement as of 30 September 2024 into the Prospectus and to amend, or add, respectively, other disclosures on TRATON and the TRATON Group.
This Supplement is supplemental to, and should be read and shall only be distributed in connection with, the Prospectus. Therefore, with respect to future issues under the Program of TRATON SE and TRATON Finance Luxembourg S.A., references in the Final Terms to the Prospectus are to be read as references to the Prospectus as supplemented by this Supplement.
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Terms defined in the Prospectus have the same meaning when used in this Supplement. All references in the Prospectus to "the Prospectus", "this Prospectus", "the Debt Issuance Prospectus", "this Debt Issuance Prospectus", or any other similar expression, in particular regarding confirmations and representations as to the information contained therein, shall be deemed to also refer to this Supplement.
TRATON SE and TRATON Finance Luxembourg S.A. (each an Issuer and together the Issuers) accept responsibility for the information contained in this Supplement. To the best of the knowledge of each Issuer, having taken all reasonable care to ensure that such is the case, the information contained in this Supplement is in accordance with the facts and does not omit anything likely to affect its import.
To the extent that there is any inconsistency between (a) any statements in or incorporated by reference into this Supplement and (b) any other statement in or incorporated by reference into the Prospectus, the statements in (a) above will prevail.
The amendments to the Prospectus mentioned in this Supplement shall only apply to an admission to trading of instruments after the approval of this Supplement, or where the delivery has not yet taken place.
Page references in this document refer to pages in the Prospectus, unless otherwise indicated.
1. Changes relating to the section "3. General Information on the Issuers and the Guarantor"
-
In the section headed "3.1.13 Historical Financial Information" on pages 61-62 of the Prospectus (as supple- mented by Supplement No. 1, page 2 and Supplement No. 2, page 2), the following new paragraph shall be inserted after the third paragraph:
"The unaudited consolidated selected financial information of the Company as of and for the nine months ended 30 September 2024 (the Third Quarter 2024 Financial Information) as contained in the TRATON GROUP interim statement as of 30 September 2024 (which does not constitute an interim financial report as defined in IAS 34), prepared in accordance with section 53 BörsO FWB, are incorporated by reference into the Prospectus. The figures relating to net assets, financial position, and results of operations were prepared in accordance with IFRS." - The section headed "3.1.14 Selected Financial and Business Information" on pages 62-67 of the Prospectus (as supplemented by Supplement No. 1, pages 2-8 and Supplement No. 2, pages 2-8) shall be deleted and replaced by the following:
"3.1.14 Selected Financial and Business Information
The selected financial and business information below should be regarded only as an introduction and any invest- ment decision should be based on a review of the entire Prospectus.
The following tables set out selected financial information relating to the TRATON GROUP and its TRATON Operations business area (comprising its four segments Scania Vehicles & Services (Scania V&S), MAN T&B, International Motors and VWTB) as well as its TRATON Financial Services business area and segment (unless otherwise stated, the selected financial information relates to the TRATON GROUP). The financial information has been extracted or derived from the audited consolidated financial statements of the Company prepared in accordance with IFRS and the additional requirements of German commercial law pursuant to section 315e para. 1 German Commercial Code (Handelsgesetzbuch) as of and for the fiscal year ended 31 December 2023 (includ- ing the comparative financial information as of and for the fiscal year ended 31 December 2022), the Third Quar- ter 2024 Financial Information as contained in the TRATON GROUP interim statement as of 30 September 2024, prepared in accordance with section 53 BörsO FWB (which does not constitute an interim financial report as defined in IAS 34) and the Company's internal accounting records or management reporting systems.
In addition to its IFRS reporting, the TRATON GROUP tracks certain APMs such as operating result for TRATON GROUP, TRATON Operations business area, TRATON Financial Services business area/segment and Corporate Items, operating result (adjusted) for the TRATON GROUP and TRATON Operations business area including Corporate Items, operating return on sales (adjusted) for the TRATON GROUP, net liquidity/net fi- nancial debt for the TRATON GROUP and TRATON Operations business area including Corporate Items, EBITDA (adjusted) for the TRATON Operations business area including Corporate Items, net financial debt/EBITDA (adjusted) ratio for the TRATON Operations business area including Corporate Items, net cash flow for the TRATON GROUP and capital expenditures (capex) for the TRATON Operations business area, that are not required by, or presented under IFRS. The management of the TRATON GROUP uses these APMs in- ternally to benchmark performance over time and against peers/competitors. These APMs, however, are not - 2 -
defined under, or prepared in accordance with IFRS and may be calculated differently within other industries and even by TRATON GROUP's competitors within the commercial vehicle industry. Such APMs must be considered only in addition to, and not as a substitute for or superior to, financial information prepared in accordance with IFRS included or incorporated by reference elsewhere in the Prospectus. Investors are cautioned not to place undue reliance on these APMs and are also advised to review them in conjunction with the Company's consolidated financial statements including the related notes. A description of the calculation of each APM is included in the footnotes to the tables in the following paragraphs.
Where financial information in the following tables is labeled "audited", this means that it has been extracted from the Company's audited consolidated financial statements mentioned above. The label "unaudited" is used in the following tables to indicate financial or business information that has not been extracted from the Company's audited consolidated financial statements mentioned above but rather was extracted or derived from the Compa- ny's Third Quarter 2024 Financial Information mentioned above, or from the Company's internal accounting records or management reporting systems, or has been calculated on the basis of financial information from the previously mentioned sources. A dash ("-") indicates that the relevant line item or figure is not available.
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3.1.14.1 Selected Financial Information | |||||||
As of and for the | As of and for the | ||||||
nine months ended | fiscal year ended | ||||||
30 September | 31 December | ||||||
2024 | 2023 | 2023 | 2022 | ||||
(audited, unless indicated | |||||||
(unaudited) | otherwise) | ||||||
EUR in millions, unless | EUR in millions, unless | ||||||
indicated otherwise | indicated otherwise | ||||||
Sales revenue | 35,253 | 34,176 | 46,872 | 40,335 | |||
by business area/segment | |||||||
TRATON Operations business area | 34,266 | 33,352 | 45,736 | 39,554 | |||
thereof: New Vehicles | - | - | 31,224 | 25,542 | |||
thereof: Vehicle Service business 5, 6 | - | - | 8,693 | 8,522 | |||
TRATON Financial Services business area/segment | 1,409 | 1,158 | 1,589 | 1,294 | |||
Operating result 7 | 3,103 | 2,695 | 3,763 | 1,564 | |||
by business area/segment | |||||||
TRATON Operations business area 5 | 3,412 | 2,981 | 4,103 | 1,973 | |||
TRATON Financial Services business area/segment5 | 158 | 119 | 168 | 80 | |||
Operating result (adjusted) 8 | 3,261 | 2,929 | 4,034 | 2,071 | |||
Operating return on sales (adjusted) (in %) 5, 9 | 9.3 | 8.6 | 8.6 | 5.1 | |||
Total assets | 65,106 | - | 61,699 | 58,256 | |||
Total equity | 17,074 | - | 16,488 | 14,374 |
- Unaudited.
- Including genuine parts and workshop services.
- Operating result is defined as sales revenue net of cost of sales, distribution expenses, administrative expenses, net impairment losses on financial assets and other operating income/expenses in the income statement and is determined for the TRATON GROUP, TRATON Operations business area, TRATON Financial Services business area/segment and Corporate Items.
- Operating result (adjusted) is calculated by making adjustments to operating result and is determined for the TRATON GROUP and TRATON Operations business area including Corporate Items. These adjustments concern certain items in the financial statements that, in the opinion of the Executive Board, can be presented separately to enable a more appropriate assessment of financial performance. They include, in particular, costs of restructurings and structural measures as well as one-time events with a material impact on TRATON GROUP's earnings.
The table below provides a reconciliation of operating result (adjusted) for the TRATON GROUP for the reporting periods indicated:
For the nine | For the nine | Fiscal year ended | Fiscal year ended | ||||
months ended 30 | months ended 30 | 31 December | 31 December | ||||
September 2024 | September 2023 | 2023 | 2022 | ||||
in EUR million | (unaudited) | (audited) | |||||
Operating result | 3,103 | 2,695 | 3,763 | 1,564 | |||
Adjustments in connection with the war in Ukraine | - | 102 | 102 | 477 | |||
Adjustments related to legal proceedings and related measures | 151 | 59 | 89 | 17 | |||
Adjustments related to restructuring measures | 7 | 73 | 80 | 13 | |||
Operating result (adjusted) | 3,261 | 2,929 | 4,034 | 2,071 |
9 Operating return on sales (adjusted) is the ratio of operating result (adjusted) to sales revenue and is determined for TRATON GROUP and expresses the economic performance of TRATON GROUP's business activities after accounting for the use of resources. Operating return on sales (adjusted) measures and reflects TRATON GROUP's profitability.
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Cash and cash equivalents..............................................
Net liquidity/net financial debt 5, 11 .............................
Net liquidity/net financial debt TRATON Operations
business area including Corporate Items 5, 12 .................
As of and for the | As of and for the | |||||
nine months ended | fiscal year ended | |||||
30 September | 31 December | |||||
2024 | 2023 | 2023 | 2022 | |||
(audited, unless indicated | ||||||
(unaudited) | otherwise) | |||||
EUR in millions, unless | EUR in millions, unless | |||||
indicated otherwise | indicated otherwise | |||||
2,129 | 1,722 | 1,730 | 1,439 10 | |||
(21,766) | - | (19,547) | (19,180) | |||
(6,081) | - | (5,776) | (7,735) |
- As of 31 December 2022, cash and cash equivalents amounting to EUR 304 million was reported in "Assets held for sale".
- Net liquidity/net financial debt for the TRATON GROUP comprises cash and cash equivalents, marketable securities, investment deposits, and loans to affiliated companies (including restricted cash) less financial liabilities each for the TRATON GROUP, and reflects cash and cash equivalents, marketable securities, investment deposits, and loans to affiliated companies not financed by third-party borrowings.
The table below provides a reconciliation of the net liquidity/net financial debt for the TRATON GROUP for the reporting dates indicated:
As of | As of | As of | |||
in EUR million - unaudited | 30 September 2024 | 31 December 2023 | 31 December 2022 | ||
Cash and cash equivalents | 2,129 | 1,730 | 1,743 * | ||
Marketable securities, investment deposits, and loans to affiliated companies | 978 | 427 | 208 | ||
Gross liquidity | 3,107 | 2,157 | 1,951 | ||
Third-party borrowings | (24,873) | (21,704) | (21,131) | ||
Net liquidity/net financial debt | (21,766) | (19,547) | (19,180) |
*Cash and cash equivalents as of 31 December 2022 including cash and cash equivalents of EUR 304 million reported in "Assets held for sale".
12 Net liquidity/net financial debt for TRATON Operations business area including Corporate Items comprises cash and cash equivalents, marketable securities, investment deposits, and loans to affiliated companies (including restricted cash) less financial liabilities each for TRATON Operations business area and Corporate Items, and reflects cash and cash equivalents, marketable securities, investment deposits, and loans to affiliated companies not financed by third-party borrowings.
The table below provides a reconciliation of the net liquidity/net financial debt for TRATON Operations business area including Corporate Items for the reporting dates indicated:
in EUR million - unaudited | As of | As of | As of | ||
TRATON Operations business area including Corporate Items | 30 September 2024 | 31 December 2023 | 31 December 2022 | ||
Cash and cash equivalent | 1,811 | 1,484 | 1,288 | ||
Marketable securities, investment deposits, and loans to affiliated companies | 753 | 96 | 157 | ||
Gross liquidity | 2,564 | 1,580 | 1,445 | ||
Third-party borrowings | (8,645) | (7,357) | (9,180) | ||
Net liquidity/net financial debt | (6,081) | (5,776) | (7,735) |
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As of and for the | As of and for the | ||||||
nine months ended | fiscal year ended | ||||||
30 September | 31 December | ||||||
2024 | 2023 | 2023 | 2022 | ||||
(audited, unless indicated | |||||||
(unaudited) | otherwise) | ||||||
EUR in millions, unless | EUR in millions, unless | ||||||
indicated otherwise | indicated otherwise | ||||||
EBITDA (adjusted) TRATON Operations business | |||||||
area including Corporate Items 5, 13 | - | - | 5,522 | 3,764 | |||
Net financial debt/EBITDA (adjusted) ratio TRATON | |||||||
Operations business area including Corporate Items 5, 14 | - | - | (1.0) | (2.1) | |||
Noncurrent and current financial liabilities | 24,873 | - | 21,704 | 21,131 |
13 EBITDA (adjusted) (earnings before interest, taxes, depreciation, and amortization) reflects operating performance before interest, taxes, depreciation, and amortization, after accounting for the use of resources. Since depreciation and amortization may depend on the chosen accounting policies, the carrying amounts, the capital structure, and the way in which an asset was acquired, EBITDA (adjusted) is used as a key performance indicator for peer group comparisons, in particular. Adjustments to operating result are also taken into account in determining EBITDA (adjusted). EBITDA (adjusted) is calculated for the TRATON Operations business area including Corporate Items, as it is taken into account for the calculation of the net financial debt / EBITDA (adjusted) ratio for the TRATON Operations business area including Corporate Items.
The table below provides a reconciliation of the EBITDA (adjusted) for TRATON Operations business area including Corporate Items for the reporting periods indicated:
in EUR million - unaudited | Fiscal year ended | Fiscal year ended | |
TRATON Operations business area including Corporate Items | 31 December 2023 | 31 December 2022 | |
Operating result TRATON Operations business area | 4,103 | 1,973 | |
Operating result Corporate Items | (508) | (489) | |
Operating result TRATON Operations business area including Corporate Items | 3,595 | 1,485 | |
Adjustments in connection with the war in Ukraine | - | 253 | |
Adjustments related to legal proceedings and related measures | 89 | 17 | |
Adjustments related to restructuring measures | 80 | 13 | |
Operating result (adjusted) TRATON Operations business area including Corpo- | |||
rate Items8 | 3,764 | 1,768 | |
plus share of earnings of equity-method investments | 124 | 97 | |
plus other financial result | (92) | 124 | |
plus depreciation and amortization of, and impairment losses on, intangible assets, prop- | |||
erty, plant, and equipment, and investment property, net of impairment reversals * | 1,331 | 1,397 | |
plus amortization of, and impairment losses on, capitalized development costs, net of im- | |||
pairment reversals ** | 393 | 379 | |
plus impairment losses on equity investments, net of impairment reversals | 2 | - | |
EBITDA (adjusted) TRATON Operations business area including Corporate Items . | 5,522 | 3,764 |
- Adjusted for depreciation and amortization in the adjustments to operating result amounting to EUR 22 million in 2023 (2022: EUR 0 million)
- Adjusted for depreciation and amortization in the adjustments to operating result amounting to EUR 31 million in 2023 (2022: EUR 0 million)
14 The net financial debt/EBITDA (adjusted) ratio is calculated by dividing net liquidity/net financial debt by EBITDA (adjusted) for the past twelve months and is determined for the TRATON Operations business area including Corporate Items.
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As of and for the | As of and for the | ||||||
nine months ended | fiscal year ended | ||||||
30 September | 31 December | ||||||
2024 | 2023 | 2023 | 2022 | ||||
(audited, unless indicated | |||||||
(unaudited) | otherwise) | ||||||
EUR in millions, unless | EUR in millions, unless | ||||||
indicated otherwise | indicated otherwise | ||||||
Net cash provided by/used in operating activities | 644 | 1,621 | 2,583 | (660) | |||
Net cash used in investing activities | (2,374) | (1,746) | (2,368) | (1,813) | |||
Net cash provided by financing activities | 2,224 | 142 | (128) | 2,216 | |||
Net cash flow 5, 15 | (1,026) | 130 | 198 | (2,576) | |||
Capital expenditures (Capex) TRATON Operations | |||||||
business area 5, 16 | 1,042 | 854 | 1,516 | 1,298 |
15 Net cash flow comprises net cash provided by/used in operating activities and net cash provided by/used in investing activities attributable to operating activities, and indicates the excess funds from operating activities in the reporting period.
The table below provides a reconciliation of net cash flow of the TRATON GROUP for the reporting periods indicated:
As of and for the | As of and for the | Fiscal year ended | Fiscal year ended | ||||
nine months | nine months | 31 December | 31 December | ||||
ended | ended | 2023 | 2022 | ||||
in EUR million - unaudited | 30 September | 30 September | |||||
2024 | 2023 | ||||||
Net cash provided by/used in operating activities | 644 | 1,621 | 2,583 | (660) | |||
Net cash provided by/used in investing activities attributable to operating activities ... | (1,670) | (1,491) | (2,385) | (1,916) | |||
Consisting of: | |||||||
Cashflow from investing activities | (2,374) | (1,746) | (2,368) | (1,813) | |||
Less change in marketable securities, investments deposits and loans | (704) | (254) | 18 | 103 | |||
Net cash flow | (1,026) | 130 | 198 | (2,576) |
16 Capital expenditures for TRATON Operations business area consist of the cash investments in property, plant, and equipment and in intangible assets (excluding capitalized development costs) that are reported in the statement of cash flows. Capital expenditures in the TRATON Operations business area represent TRATON GROUP's investments in the future.
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3.1.14.2 Selected Business Information
As of and for the
nine months ended
30 September
2024 2023
(unaudited)
As of and for the fiscal year ended
31 December
2023 2022
(unaudited)
In units, unless | In units, unless | ||||
indicated otherwise | indicated otherwise | ||||
Unit sales 17 | 245,384 | 249,475 | 338,183 | 305,485 | |
Unit sales fully electric vehicles | 1,131 | 1,190 | 2,107 | 1,740 | |
By segment | |||||
Scania V&S 17 | 74,055 | 67,743 | 96,727 | 85,232 | |
MAN T&B 17 | 69,215 | 84,244 | 116,033 | 84,513 | |
International Motors 17 | 66,772 | 68,176 | 88,890 | 81,892 | |
VWTB 17 | 35,742 | 29,752 | 37,203 | 54,136 | |
By geographic region | |||||
EU 27+3 17 | 99,597 | 111,204 | 155,711 | 115,520 | |
North America 17 | 70,069 | 71,658 | 93,440 | 82,828 | |
South America 17 | 52,802 | 38,948 | 52,330 | 76,152 | |
Other regions 17 | 22,593 | 27,119 | 35,964 | 30,825 | |
Incoming Orders 18 | 189,769 | 189,611 | 264,798 | 334,583 | |
Book-to-bill (ratio) 19 | 0.8 | 0.8 | 0.8 | 1.1 |
1.3. The section headed "3.1.15 Trend Information and Significant Changes" on page 67 of the Prospectus (as sup- plemented by Supplement No. 1, page 8 and Supplement No. 2, page 8) shall be deleted and replaced by the following:
"3.1.15 Trend Information and Significant Changes
There has been no material adverse change in the prospects of the Company since 31 December 2023.
There have been no significant changes in the financial position or in the financial performance of the TRATON GROUP since 30 September 2024."
2. Changes relating to the section "4. Business of the TRATON GROUP"
2.1. The section headed "4.9.6 Corporate Bonds" on page 85 of the Prospectus (as supplemented by Supplement No. 1, pages 8-9 and Supplement No. 2, page 9) shall be deleted and replaced by the following:
"4.9.6 Corporate Bonds
Under the Program, the following series of notes are outstanding at the date of this Prospectus:
- EUR 1,000,000,000 0.125 per cent. fixed rate notes due March 2025;
- EUR 1,250,000,000 0.750 per cent. fixed rate notes due March 2029;
- EUR 750,000,000 1.250 per cent. fixed rate notes due March 2033;
- EUR 500,000,000 0.125 per cent. fixed rate notes due November 2024;
- EUR 600,000.000 4.125 per cent. fixed rate notes due November 2025;
- EUR 500,000,000 4.125 per cent. fixed rate notes due January 2025;
- Unit sales represent the number of vehicles sold by Scania V&S, MAN T&B, International Motors, and VWTB. They reflect the demand for TRATON's products and are deci- sive for the development of sales revenue.
- Incoming orders are defined as legally effective, binding orders.
- Book-to-billis defined as the ratio of incoming orders to unit sales.
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- EUR 500,000,000 4.000 per cent. fixed rate notes due September 2025;
- EUR 500,000,000 4.250 per cent. fixed rate notes due May 2028;
- EUR 600,000,000 floating rate notes due January 2026;
- EUR 450,000,000 floating rate notes due September 2025;
- SEK 1,850,000,000 floating rate notes due September 2026;
- SEK 700,000,000 5.113 per cent. fixed rate notes due September 2026;
- EUR 750,000,000 4.500 per cent. fixed rate notes due November 2026;
- GBP 450,000,000 5.625 per cent. fixed rate notes due January 2029;
- SEK 1,650,000,000 floating rate notes due January 2026;
- SEK 1,000,000,000 4.125 per cent. fixed rate notes due January 2026;
- SEK 1,500,000,000 floating rate notes due January 2029;
- SEK 850,000,000 4.250 per cent. fixed rate notes due January 2029;
- EUR 500,000,000 3.750 per cent. fixed rate notes due March 2027;
- EUR 750,000,000 3.750 per cent. fixed rate notes due March 2030;
- CHF 275,000,000 2.150 per cent. fixed rate notes due June 2027;
- CHF 225,000,000 2.350 per cent. fixed rate notes due June 2030;
- EUR 500,000,000 floating rate notes due August 2026;
- SEK 2,500,000,000 floating rate notes due September 2026;
- SEK 750,000,000 3.025 per cent. fixed rate notes due September 2026; and
- SEK 1,750,000,000 floating rate notes due September 2028.
All of the outstanding notes have been issued by TFL and are guaranteed by TRATON."
2.2. The section headed "4.12.2 Corporate Bonds" on page 90 of the Prospectus (as supplemented by Supplement No. 1, page 9 and Supplement No. 2, pages 9-10) shall be deleted and replaced by the following:
"4.12.2 Corporate Bonds
On 16 January 2024, TFL issued the following senior bond under the Program, which has the benefit of the guarantee of TRATON:
- GBP 450,000,000 5.625 per cent. fixed rate notes due January 2029.
On 18 January 2024, TFL issued the following senior bond under the Program, which has the benefit of the guarantee of TRATON and is to be consolidated and form a single series with the TFL EUR 300,000,000 floating rate notes due January 2026:
- EUR 300,000,000 floating rate notes due January 2026.
On 19 January 2024, TFL issued the following four senior bonds under the Program, which have the benefit of the guarantee of TRATON:
- SEK 1,650,000,000 floating rate notes due January 2026;
- SEK 1,000,000,000 4.125 per cent. fixed rate notes due January 2026;
- SEK 1,500,000,000 floating rate notes due January 2029; and
- SEK 850,000,000 4.250 per cent. fixed rate notes due January 2029.
On 27 March 2024, TFL issued the following two senior bonds under the Program, which have the benefit of the guarantee of TRATON:
- EUR 500,000,000 3.750 per cent. fixed rate notes due March 2027; and
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- EUR 750,000,000 3.750 per cent. fixed rate notes due March 2030.
On 20 June 2024, TFL issued the following two senior bonds under the Program, which have the benefit of the guarantee of TRATON:
- CHF 275,000,000 2.150 per cent. fixed rate notes due June 2027; and
- CHF 225,000,000 2.350 per cent. fixed rate notes due June 2030.
On 23 August 2024, TFL issued the following senior bond under the Program, which has the benefit of the guarantee of TRATON:
- EUR 500,000,000 floating rate notes due August 2026.
On 11 September 2024, TFL issued the following three senior bonds under the Program, which have the benefit of the guarantee of TRATON:
- SEK 2,500,000,000 floating rate notes due September 2026;
- SEK 750,000,000 3.025 per cent. fixed rate notes due September 2026; and
- SEK 1,750,000,000 floating rate notes due September 2028."
2.3. The following content shall be inserted after the section "4.12.3 Further acquisitions of key aspects of the global financial services business of MAN T&B and VWTB" on page 90 of the Prospectus (as supplemented by Supple- ment No. 2, page 10):
"4.12.4 Navistar rebrand and name change to International
Navistar Inc. was renamed International Motors, LLC (International) on 1 October 2024. At the same time, the Navistar brand was renamed International and the former Navistar Sales & Services segment was renamed Inter- national Motors. Consequently, all references in this Prospectus to Navistar Inc., the Navistar brand and the Navistar Sales & Services segment are now deemed to be references to International Motors, LLC, International or the International Motors segment, respectively."
3. Changes relating to the section "14. Documents Incorporated by Reference"
3.1. The following content shall be added to the section headed "14. Documents Incorporated by Reference" on pages 258-261 of the Prospectus (as supplemented by Supplement No. 1, page 10 and Supplement No. 2, page 10) under the heading "TRATON SE" at the beginning of this section:
"The Third Quarter 2024 Financial Information as contained in the interim statement as of 30 September 2024, prepared pursuant to section 53 BörsO FWB (which does not constitute an interim financial report as defined in IAS 34) of TRATON SE (English language version)
Income Statement | page 15 |
Condensed Statement of Comprehensive Income | page 16 |
Balance Sheet | pages 17-18 |
Statement of Cash Flows | pages 19-20 |
Contingent Liabilities and Commitments | page 21 |
Segment Reporting | pages 21-22" |
3.2. In the section headed "14. Documents Incorporated by Reference" on pages 258-261 of the Prospectus (as sup- plemented by Supplement No. 1, page 10 and Supplement No. 2, page 11) under the heading "Availablity of documents incorporated by reference", the following shall be inserted after item 11.:
"12. The Third Quarter 2024 Financial Information of TRATON SE:
https://dl.luxse.com/dlp/10e79e1fbf800a42508bda5723eac2202c"
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Traton SE published this content on November 29, 2024, and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on November 29, 2024 at 08:15:07.622.