Obligation Whirlwind 6.5% ( US963320AN62 ) en USD

Whirlwind

100 % ⇌

Etas-Unis

US963320AN62 ( en USD )

6.5% par an ( paiement semestriel )

15/06/2016 - Obligation échue

Prospectus brochure de l'obligation Whirlpool US963320AN62 en USD 6.5%, échue

1 000 USD

250 000 000 USD

963320AN6

BBB ( Qualité moyenne inférieure )

Baa1 ( Qualité moyenne inférieure )

Whirlpool Corporation est un fabricant et distributeur mondial d'appareils électroménagers, comprenant des réfrigérateurs, lave-linges, lave-vaisselle, cuisinières, fours à micro-ondes et autres produits pour la maison.

L'Obligation émise par Whirlwind ( Etas-Unis ) , en USD, avec le code ISIN US963320AN62, paye un coupon de 6.5% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 15/06/2016

L'Obligation émise par Whirlwind ( Etas-Unis ) , en USD, avec le code ISIN US963320AN62, a été notée Baa1 ( Qualité moyenne inférieure ) par l'agence de notation Moody's.

L'Obligation émise par Whirlwind ( Etas-Unis ) , en USD, avec le code ISIN US963320AN62, a été notée BBB ( Qualité moyenne inférieure ) par l'agence de notation Standard & Poor's ( S&P ).

Final Prospectus Supplement
424B5 1 d424b5.htm FINAL PROSPECTUS SUPPLEMENT
Table of Contents
Filed Pursuant to Rule 424(b)(5)
Registration No. 333-131627
In connection with the securities offered from the
registration statement (File No. 333-131627) by means
of this prospectus supplement, a filing fee of $34,775,
calculated in accordance with Rules 456(b) and 457(r),
is being paid with respect to $325,000,000 aggregate
initial offering price of securities being registered.
Pursuant to Rule 429 under the Securities Act of 1933,
the prospectus contained in this registration statement
relates to the securities registered hereby and to the
remaining unsold $425,000,000 principal amount of
securities previously registered by the registrant under
the Registration Statement on Form S-3 (No. 333-131627).
Prospectus supplement
(To prospectus dated February 7, 2006)

Whirlpool Corporation
$200,000,000 Floating Rate Notes due 2009
Issue price: 100.000%
$300,000,000 6.125% Senior Notes due 2011
Issue price: 99.755%
$250,000,000 6.500% Senior Notes due 2016
Issue price: 99.595%

We are offering $200,000,000 of our floating rate notes due 2009 (the "2009 notes"), $300,000,000 of our 6.125% senior
notes due 2011 (the "2011 notes") and $250,000,000 of our 6.500% senior notes due 2016 (the "2016 notes" and,
together with the 2009 notes and the 2011 notes, the "notes").
The 2009 notes will bear interest at a floating rate equal to three-month USD LIBOR plus 0.50% per annum. The 2011
notes will bear interest at a rate of 6.125% per annum and the 2016 notes will bear interest at a rate of 6.500% per
annum. We will pay interest quarterly on the 2009 notes on March 15, June 15, September 15 and December 15 of each
year, beginning on September 15, 2006. We will pay interest semi-annually on the 2011 notes and the 2016 notes on
June 15 and December 15 of each year, beginning on December 15, 2006. Interest on the notes will accrue from June 19,
2006. The 2009 notes will mature on June 15, 2009, the 2011 notes will mature on June 15, 2011 and the 2016 notes will
mature on June 15, 2016.
We may redeem the 2009 notes at any time on or after June 15, 2007, in whole or in part, at a price equal to 100% of the
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Final Prospectus Supplement
principal amount of the notes being redeemed plus accrued and unpaid interest thereon, as described under the heading
"Description of the notes--Optional redemption" in this prospectus supplement. We may redeem the 2011 notes and the
2016 notes, in whole or in part, at any time at the make-whole premium redemption price set forth under the heading
"Description of the notes--Optional redemption" in this prospectus supplement.
The notes will be our senior unsecured and unsubordinated obligations and will rank equally with all of our existing and
future senior unsecured debt and senior to all our subordinated debt.
Investing in the notes involves risks that are described in the " Risk factors" section on page S-7 of this
prospectus supplement.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of
these securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any
representation to the contrary is a criminal offense.

Underwriting
Proceeds to us

Price to Public(1)
Discounts

(Before Expenses)
Per 2009 note

100.000%
0.400%
99.600%
Total

$200,000,000
$800,000
$199,200,000
Per 2011 note

99.755%
0.600%
99.155%
Total

$299,265,000
$1,800,000
$297,465,000
Per 2016 note

99.595%
0.650%
98.945%
Total

$248,987,500
$1,625,000
$247,362,500
(1) Plus accrued interest, if any, from June 19, 2006.
These notes will not be listed on any securities exchange. Currently, there is no public market for the notes.
The underwriters expect to deliver the notes to purchasers through the book-entry delivery system of The Depository Trust
Company on or about June 19, 2006.

Joint Book-Running Managers
Citigroup
JPMorgan

Banc of America Securities LLC
LaSalle Capital Markets
RBS Greenwich Capital
(2011 notes)

(2016 notes)

(2009 notes)

Co-Managers
Barclays Capital
Daiwa Securities America Inc.

Fortis Securities LLC
Harris Nesbitt

ING Financial Markets

Raymond James
June 14, 2006
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Final Prospectus Supplement
Table of Contents
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Final Prospectus Supplement

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Final Prospectus Supplement
Table of Contents
Table of contents

Prospectus Supplement

About this prospectus supplement

S-1
Prospectus supplement summary

S-2
Risk factors

S-7
Cautionary statement about forward-looking statements

S-9
Use of proceeds
S-10
Capitalization of Whirlpool Corporation
S-10
Ratio of earnings to fixed charges
S-11
Description of the notes
S-12
Material U.S. federal income tax considerations
S-17
Underwriting
S-21
Legal opinions
S-23
Experts
S-23
Where you can find more information
S-24

Prospectus

About this Prospectus

1
The Company

1
Use of Proceeds

2
Description of the Debt Securities

2
Plan of Distribution
11
Legal Matters
12
Experts
12
Where You Can Find More Information
13
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Final Prospectus Supplement
Table of Contents
About this prospectus supplement
This document is in two parts. The first part is this prospectus supplement, which describes the specific terms of this
offering. The second part, the accompanying prospectus, gives more general information, some of which may not apply to
this offering. You should read the entire prospectus supplement, as well as the accompanying prospectus and the
documents incorporated by reference that are described under "Where You Can Find More Information" in this prospectus
supplement and the accompanying prospectus.
You should rely only on the information contained or incorporated by reference in this prospectus supplement and the
accompanying prospectus. We have not, and the underwriters have not, authorized any other person to provide you with
different information. If anyone provides you with different or inconsistent information, you should not rely on it. We are
not, and the underwriters are not, making an offer to sell these securities in any jurisdiction where the offer or sale is not
permitted. You should assume that the information appearing in this prospectus supplement, the accompanying
prospectus and the documents incorporated by reference is accurate only as of the respective dates of those documents
in which the information is contained. Our business, financial condition, results of operations and prospects may have
changed since those dates.
Unless the context requires otherwise, the terms "Whirlpool," "we," "our," and "us" refer to Whirlpool Corporation, including
Maytag and its subsidiaries, and the term "Maytag" refers to Maytag Corporation and its subsidiaries.

S-1
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Final Prospectus Supplement
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Prospectus supplement summary
About Whirlpool Corporation
Whirlpool Corporation, the world's leading manufacturer and marketer of major home appliances, was incorporated in
1955 under the laws of Delaware as the successor to a business that traces its origin to 1898. Whirlpool has annual sales
of more than $19 billion, more than 80,000 employees, and more than 60 manufacturing and technology research centers
around the world. Whirlpool markets Whirlpool, Maytag, KitchenAid, Jenn-Air, Amana, Brastemp, Bauknecht and other
major brand names to consumers in nearly every country around the world.
Products and markets
Whirlpool manufactures and markets a full line of major appliances and related products, primarily for home use.
Whirlpool's principal products are laundry appliances, refrigerators and freezers, cooking appliances, dishwashers, room
air-conditioning equipment, and mixers and other small household appliances. Whirlpool also produces hermetic
compressors for refrigeration systems.
The following table sets forth information regarding the total net sales contributed by each class of similar products which
accounted for 10% or more of Whirlpool's consolidated net sales in 2005, 2004, and 2003. These sales figures do not
include those of Maytag, which we acquired on March 31, 2006.

Year ended December 31,

Percent in

2005
2005
2004
2003

(millions of dollars)
Class of similar products

Home laundry appliances

31% $ 4,425 $ 4,070 $ 3,856
Home refrigerators and freezers

32% 4,506 3,879 3,465
Home cooking appliances

15% 2,186 2,021 1,903
Other

22% 3,200 3,250 2,952

Net sales

100% $ 14,317 $ 13,220 $ 12,176
Whirlpool is a major supplier to Sears Holding Corporation ("Sears") of laundry, refrigerator, dishwasher, and trash
compactor home appliances. Some of the products that Whirlpool supplies to Sears are marketed by Sears under Sears'
Kenmore brand name. Sears is also a major outlet for our Whirlpool and KitchenAid brand products. In 2005,
approximately 16% of our consolidated net sales were attributable to sales to Sears. In 2005, Sears, Roebuck & Co.
merged with Kmart Corporation to form Sears.

Acquisition of Maytag
On March 31, 2006, Whirlpool completed its acquisition of Maytag. Pursuant to an Agreement and Plan of Merger, dated
as of August 22, 2005 (the "Merger Agreement"), by and among Whirlpool, Whirlpool Acquisition Co. and Maytag,
Whirlpool Acquisition Co. merged with and into Maytag (the "Merger"), as a result of which Maytag became a wholly
owned subsidiary of

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Whirlpool. Subsequent to the Merger, Whirlpool has announced its decision to seek to sell Maytag's Dixie-Narco, Jade
Range, Amana and Hoover commercial product lines.
Under the terms of the Merger Agreement, each share of Maytag common stock outstanding at the effective time of the
Merger was converted into the right to receive (i) 0.1196 of a share of Whirlpool common stock, and (ii) $10.50 in cash.
The aggregate consideration paid to former Maytag shareholders consisted of approximately 9.7 million shares of
Whirlpool common stock and approximately $848 million in cash.

About Maytag Corporation
Maytag is a leading manufacturer and distributor of home and commercial appliances. Its products are sold to customers
throughout North America and in international markets. It was organized as a Delaware corporation in 1925.
Maytag is one of the leading major appliance companies in the North American market, offering consumers a full line of
washers, dryers, dishwashers, cooking appliances, and refrigeration distributed through large and small retailers across
the United States and Canada. It also sells products to commercial laundry customers. Its Hoover brand is a leader in
North American floor care products. In addition, it has an extensive service network offering repair, parts and accessories,
service management and extended service contracts for its home appliances as well as home appliances sold by other
manufacturers.
Maytag operates in two business segments: Home Appliances and Commercial Products. Sales to Sears in 2005
represented 10% of consolidated net sales. Sales to Home Depot represented 14% of consolidated net sales in 2005.
Total sales in 2005 were $4.9 billion.
Maytag owns Dixie-Narco, one of the original brand names in the vending machine industry, and currently the leading
manufacturer of soft drink can and bottle vending machines in the United States. Dixie-Narco venders are sold primarily to
major soft drink bottlers such as Coca-Cola Enterprises and Pepsi Bottling Group.
In commercial cooking appliances, Maytag owns Jade Range, a leading manufacturer of premium-priced commercial
ranges and commercial-style ranges for the residential market.
Home appliances
The Home Appliances segment represented 95.2% of consolidated net sales in 2005. The Home Appliances segment
manufactures, distributes and services laundry products, dishwashers, refrigerators, cooking appliances and floor care
products. It distributes these products through home improvement centers, major national retailers, independent retail
dealers and Maytag Stores and Home Appliance Centers in North America and targeted international markets. These
products are sold primarily under the Maytag, Amana, Hoover, Jenn-Air and Magic Chef brand names. Maytag also
licenses certain home appliance brands in markets outside the United States. Over the last several years, it has increased
its emphasis on the in-home service business, which services major appliances manufactured by Maytag and by other
manufacturers. The segment also services floor care products. Whirlpool has announced its decision to seek to sell
Maytag's Hoover brand floor care business.

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Portions of Maytag's operations and sales are outside the United States. The company also outsources certain
components and finished products from outside the United States for sale in the United States. The risks involved in
foreign operations vary from country to country and include tariffs, trade restrictions, changes in currency values,
economic conditions and international relations.
The number of employees in the Home Appliances segment was approximately 16,700 as of December 31, 2005, and
approximately 16,900 as of January 1, 2005. Approximately 40% of this segment's employees were covered by collective
bargaining agreements as of December 31, 2005, and January 1, 2005. As of December 31, 2005, approximately 17% of
employees in this segment are non-U.S. based.
Commercial products
The Commercial Products segment represented 4.8% of consolidated net sales in 2005. This segment manufactures and
sells commercial cooking equipment under the Jade brand name, vending equipment under the Dixie-Narco brand name
and commercial microwave ovens under the Amana brand name. These products are primarily sold to distributors, soft
drink bottlers, restaurant chains and dealers in North America and targeted international markets. Whirlpool has
announced its decision to seek to sell the businesses comprising Maytag's Commercial Products segment.
The number of employees in the Commercial Products segment as of December 31, 2005, and January 1, 2005, was
approximately 1,100.

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Final Prospectus Supplement
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The offering
The offering terms of the notes are summarized below solely for your convenience. This summary is not a complete
description of the notes. You should read the full text and more specific details contained elsewhere in this prospectus
supplement and the accompanying prospectus. For a more detailed description of the notes, see the discussion under the
caption "Description of the notes" beginning on page S-12 of this prospectus supplement.
Issuer
Whirlpool Corporation
Notes offered
$200,000,000 aggregate principal amount of 2009 notes;

$300,000,000 aggregate principal amount of 2011 notes; and

$250,000,000 aggregate principal amount of 2016 notes.
Maturity date
The 2009 notes mature on June 15, 2009, the 2011 notes mature on June 15, 2011 and
the 2016 notes mature on June 15, 2016.
Interest rates
The 2009 notes will bear interest from June 19, 2006 at a floating rate equal to three-
month USD LIBOR plus 0.50% per annum, payable quarterly, the 2011 notes will bear
interest from June 19, 2006 at the rate of 6.125% per annum, payable semiannually, and
the 2016 notes will bear interest from June 19, 2006 at the rate of 6.500% per annum,
payable semiannually.
Interest payment dates
March 15, June 15, September 15 and December 15 of each year for the 2009 notes,
beginning on September 15, 2006, and June 15 and December 15 of each year for the
2011 notes and the 2016 notes, beginning on December 15, 2006.
Optional redemption
We may redeem the 2009 notes at any time on or after June 15, 2007, in whole or in part,
at a price equal to 100% of the principal amount of the notes being redeemed plus
accrued and unpaid interest thereon, as described under the heading "Description of the
notes--Optional redemption" in this prospectus supplement. We may redeem the 2011
notes and the 2016 notes, in whole or in part, at any time at the make-whole premium
redemption price described under "Description of the notes--Optional redemption" in this
prospectus supplement.
Ranking
The notes will be our senior unsecured and unsubordinated obligations and will rank
equally with each other and with all of our other existing and future unsecured and
unsubordinated indebtedness. See "Description of the notes" in this prospectus
supplement.
Use of proceeds
We intend to use the net proceeds from the sale of the notes for general corporate
purposes, including the payment of outstanding commercial paper (which we issued in
connection with our acquisition of Maytag).

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Document Outline

sec.gov
- #1">Final Prospectus Supplement