Fiat Chrysler Vehicles and Peugeot maker PSA Group shareholders have accredited a $52 billion merger to create Stellantis.
Following are key particulars of the deal:
- The merged group can have annual gross sales of seven.9 million autos and generate recurring working revenue of just about 10 billion euros ($12 billion) on income of 180 billion euros, based mostly on aggregated 2019 outcomes.
- PSA CEO Carlos Tavares would be the group’s CEO for an preliminary five-year time period. FCA Chairman John Elkann can be chairman.
- Stellantis will be domiciled within the Netherlands, with inventory listings in Paris, Milan and New York. FCA and PSA count on to finish the mixture on Jan. 16, 2021. Buying and selling in Stellantis shares begins Monday, Jan. 18.
- The merger is predicted to generate greater than 5 billion euros in annual synergies. The 2 teams say no vegetation will be closed.
- The merger will unite manufacturers equivalent to Fiat, Jeep, Dodge, Ram Alfa Romeo and Maserati with Peugeot, Citroen, Opel and DS.
- Stellantis will have 11 board members together with Tavares, with 5 nominated by PSA and 5 by FCA.
- FCA CEO Mike Manley will head the American operations of Stellantis.
- FCA and PSA signed a binding tie-up settlement in December 2019, which was amended in September final yr to replicate a change in situations because of the COVID-19 pandemic.
- Previous to completion, FCA can pay its shareholders a 2.9 billion euro particular dividend. That was lower from an authentic 5.5 billion euros to protect money due to the coronavirus disaster. PSA has mentioned it could postpone the deliberate spin-off of its 46 % stake in elements maker Faurecia till after the merger’s closing and lengthen it to all shareholders.
- Primarily based on efficiency, market situations and outlook, the boards of each FCA and PSA will think about a possible 500 million euro dividend to shareholders of every firm earlier than the closing of the merger or, alternatively, a one billion euro dividend to all Stellantis shareholders after the closing.
- FCA’s robotic unit Comau, initially set to be spun off earlier than the merger with PSA, will now be separated promptly after the closing of the tie-up deal, for the advantage of all shareholders of the mixed firm.
- China’s Dongfeng Motor will cut back its 12.2 % stake in PSA by promoting 30.7 million shares to the French agency in a transfer that eased approval for the deal within the U.S. Dongfeng will maintain 4.5 % of the merged group.
- Main shareholders Exor, French state financial institution Bpifrance Participations and the Peugeot household could be topic to a three-year lock-up interval. In that point, the Peugeot household could be allowed to extend its shareholding by as much as 2.5 % solely by buying shares from Bpifrance Participations and Dongfeng.
- Exor, the holding firm of the Agnelli household which controls FCA with a 28.5 % stake, would develop into the brand new automaker’s single largest investor, with a 14.Four % stake.
- A seven-year standstill interval following completion of the merger — throughout which extraordinary operations affecting governance can’t be carried out — would apply to Exor, Bpifrance Participations, Dongfeng and the Peugeot household.
- A loyalty plan for long-term buyers will enable Stellantis’ prime shareholders to tighten their grip and head off any potential hostile bidders.
FCA is being suggested by Goldman Sachs and its impartial board members by D’Angelin. PSA is being suggested by Mediobanca’s Messier Maris & Associes and Morgan Stanley, with Perella working for its impartial board member. Lazard is advising Exor.