Harley-Davidson Financial Services Initiates Tender Offers for Notes

Harley-Davidson Financial Services, Inc. has announced the launch of tender offers to purchase any and all of its outstanding Medium-Term Notes. This initiative includes the 6.500% Medium-Term Notes due in 2028 and the 5.950% Medium-Term Notes due in 2029. The tender offers commenced on November 17, 2025, as part of the company’s strategic financial management.

The total principal amount of the notes available for purchase is $700 million for the 6.500% notes and $500 million for the 5.950% notes. The offers are detailed in an official document titled the “Offer to Purchase,” which specifies the terms of the transaction and outlines the process for holders of the notes.

Details of the Tender Offers

The tender offers are set to expire at 5:00 p.m., New York City time, on November 21, 2025, unless extended or terminated by Harley-Davidson Financial Services. Holders of the notes have the option to withdraw their tenders at any time before the expiration date, following the procedures outlined in the Offer to Purchase.

The consideration per $1,000 principal amount of notes will be determined based on a fixed spread plus the yield to maturity of the applicable U.S. Treasury Reference Security. This calculation will occur at 2:00 p.m. on the expiration date. Accrued interest will also be paid to holders whose notes are accepted for purchase, calculated from the last interest payment date up to, but not including, the settlement date.

Harley-Davidson Financial Services plans to finalize the purchase of all validly tendered notes not withdrawn by the expiration date on the first business day thereafter, projected for November 24, 2025. Notes tendered through guaranteed delivery procedures will be purchased on November 26, 2025, pending all conditions are met.

Investor Relations and Support

The lead dealer managers for the tender offers are J.P. Morgan Securities LLC, TD Securities (USA) LLC, and Wells Fargo Securities, LLC. Investors seeking additional information regarding the tender offers can reach out to these institutions directly. D.F. King & Co., Inc. serves as the tender and information agent for the offers and can assist holders with inquiries.

It is essential for investors to carefully assess the terms outlined in the Offer to Purchase before making decisions regarding their notes. Neither Harley-Davidson Financial Services nor its affiliates, including the dealer managers and information agent, are providing recommendations on whether holders should participate in the tender offers.

As part of its operations, Harley-Davidson Financial Services is responsible for financing and servicing wholesale inventory receivables and retail consumer loans, primarily for the purchase of Harley-Davidson and LiveWire motorcycles. The company operates mainly within the United States and Canada, while also providing access to financing through third-party financial institutions in other regions.

This announcement reflects Harley-Davidson’s ongoing commitment to managing its financial obligations effectively while navigating the complexities of the current economic environment. The company encourages all holders of the Medium-Term Notes to consult their investment and tax advisors to make informed decisions regarding participation in the tender offers.