FCAU - Fiat Chrysler Automobiles

[fareastwarriors]

VW Is Hungry. Fiat-Chrysler Is Easy Prey.

 

 

http://www.bloombergview.com/articles/2014-07-18/vw-is-hungry-fiat-chrysler-is-easy-prey

 

[merkhet]

VW Is Hungry. Fiat-Chrysler Is Easy Prey.

 

 

http://www.bloombergview.com/articles/2014-07-18/vw-is-hungry-fiat-chrysler-is-easy-prey

 

 

[MYDemaray]

ISS recommends against Fiat-Chrysler cross-border merger:

http://finance.yahoo.com/news/iss-recommends-vote-against-fiat-144753371.html

 

[muscleman]

ISS recommends against Fiat-Chrysler cross-border merger:

http://finance.yahoo.com/news/iss-recommends-vote-against-fiat-144753371.html

 

"Exor already controls Fiat Chrysler via a 30 percent stake, but its voting power could rise to as much as 46 percent through a loyalty scheme put in place as part of the merger to reward long-term investors."

 

This is nonsense. If existing FIATY holders go to the annual meetings, they could all get the additional voting shares, essentially making EXOR's voting power remain at 30%. Is ISS sponsored by some short sellers?  ;D

[compounding]

ISS recommends against Fiat-Chrysler cross-border merger:

http://finance.yahoo.com/news/iss-recommends-vote-against-fiat-144753371.html

 

"Exor already controls Fiat Chrysler via a 30 percent stake, but its voting power could rise to as much as 46 percent through a loyalty scheme put in place as part of the merger to reward long-term investors."

 

This is nonsense. If existing FIATY holders go to the annual meetings, they could all get the additional voting shares, essentially making EXOR's voting power remain at 30%. Is ISS sponsored by some short sellers?  ;D

 

It's not nonsense. If noone else gets loyalty shares, and they get their maximum allocation, they get 46% voting power. The likelihood of that happening is obviously close to zero, but they will almost certainly have more voting power after the merger, if it is approved.

 

I might add that I don't think that Exor getting more voting power is necessarily a bad thing though. Nothing I would disapprove the merger over in any case.

[wachtwoord]

My small position voted against the merger only because this gives me an option post merger to sell at some price above $10 for 2 weeks (which gives me downside protection in case the stock tanks hard). I hope the merger proceeds though and it's a shame this law even exists.

[Parsad]

Bought a new Jeep Cherokee Sport yesterday...very nice car and the Fiat influence is definitely felt, both aesthetically and mechanically.  The new Jeep dash is more competitive with Japanese, Korean or European manufacturers, while the piercing xenon, slit-like driving lights are very cool looking from the front...yet they somehow maintained that Jeep grill and look.  Runs great and terrific on gas!  The dealership said that they go out the front door as fast as they come in!  Cheers!

[phil_Buffett]

Bought a new Jeep Cherokee Sport yesterday...very nice car and the Fiat influence is definitely felt, both aesthetically and mechanically.  The new Jeep dash is more competitive with Japanese, Korean or European manufacturers, while the piercing xenon, slit-like driving lights are very cool looking from the front...yet they somehow maintained that Jeep grill and look.  Runs great and terrific on gas!  The dealership said that they go out the front door as fast as they come in!  Cheers!

 

great to hear sanjeev!  :)

 

have fun with your new car and always a safe ride  ;)

[merkhet]

Bought a new Jeep Cherokee Sport yesterday...very nice car and the Fiat influence is definitely felt, both aesthetically and mechanically.  The new Jeep dash is more competitive with Japanese, Korean or European manufacturers, while the piercing xenon, slit-like driving lights are very cool looking from the front...yet they somehow maintained that Jeep grill and look.  Runs great and terrific on gas!  The dealership said that they go out the front door as fast as they come in!  Cheers!

 

Congrats on your purchase!

 

I test drove the entire Jeep line, and I came to the same conclusions as you. There have been massive improvements, and they're really quite nicely made.

[phil_Buffett]

Q2 results

 

http://www.fiatspa.com/en-US/media_center/FiatDocuments/2014/Luglio/Fiat_S_p_A_Board_of_Directors_Meeting_second_quarter_2014_results.pdf

[racemize]

Marchionne said that this merger will not go through if the 500 million mark is exceeded.  It's in the opening remarks.

 

Later, he said mid-october if it goes through.

 

He also said the Euro was grossly overvalued.

[LC]

Bought a new Jeep Cherokee Sport yesterday...very nice car and the Fiat influence is definitely felt, both aesthetically and mechanically.  The new Jeep dash is more competitive with Japanese, Korean or European manufacturers, while the piercing xenon, slit-like driving lights are very cool looking from the front...yet they somehow maintained that Jeep grill and look.  Runs great and terrific on gas!  The dealership said that they go out the front door as fast as they come in!  Cheers!

Remember there's no reason to just buy one! :D

[Laxputs]

Don't mean to clog up the thread but any reason to buy this on its national market over OTC? OTC has a lot of volume. Or is FIATY already referring to the OTC Pink listing? Thanks.

[peter1234]

http://blogs.wsj.com/corporate-intelligence/2014/07/30/is-tomorrows-fiat-chrysler-vote-a-done-deal-not-quite/

[Phaceliacapital]

Anyone else that interpreted Sergio's comment regarding CNHI that he believes it's undervalued?

 

UBS

Okay. Maybe before you pass on to Richard, you told us back in May that there were about €500 million to €600 million or $500 million to $600 million, I can’t remember, of things to dispose of, are you still on track to do that before the end of the year? I think the treasury shares and CNH, or CNH Industrial et cetera.

 

Sergio Marchionne - CEO

 

The answer is we are always on track to dispose of things that we don’t need.

 

Philippe Houchois - UBS

Well you don’t need those, okay.

 

Sergio Marchionne - CEO

 

Timing is everything as they say.

[investor-man]

Today, the shareholders of Fiat S.p.A. (“Fiat”) approved the cross-border merger of

Fiat with and into Fiat Investments N.V. (“Fiat Investments”), a wholly-owned

subsidiary incorporated in the Netherlands.

 

http://www.fiatspa.com/en-US/media_center/FiatDocuments/2014/Agosto/Approval_of_Cross_Border_Merger.pdf

[Phaceliacapital]

Exercise of cash exit rights will be subject to completion of the merger, which is in turn

subject to certain conditions precedent set out in the merger plan, including the

condition that the total amount payable to shareholders exercising cash exit rights

pursuant to Article 2437-quater of the Italian Civil Code and to creditors opposing the

merger does not exceed €500 million. Fiat will announce the number of shares in

relation to which withdrawal rights are exercised.

 

So we still don't know?

[peter1234]

Exercise of cash exit rights will be subject to completion of the merger, which is in turn

subject to certain conditions precedent set out in the merger plan, including the

condition that the total amount payable to shareholders exercising cash exit rights

pursuant to Article 2437-quater of the Italian Civil Code and to creditors opposing the

merger does not exceed €500 million. Fiat will announce the number of shares in

relation to which withdrawal rights are exercised.

 

So we still don't know?

 

That is my understanding as well.

???

[frommi]

Has anybody a clue what happens if i buy shares now and the merger is approved?

[investor-man]

Has anybody a clue what happens if i buy shares now and the merger is approved?

 

You'll rupture space and time 8)

[wachtwoord]

Okay, how do I exercise my access rights? Will Interactive Brokers contact me?

 

edit:

 

Found it. See section D: http://www.fiatspa.com/en-US/investor_relations/shareholders/FiatDocuments/2014_07_29_QA_ENG.pdf

 

What will be the actions to be taken to exercise my cash exit right?

 

To exercise their cash exit rights, qualifying shareholders must send written notification to Fiat by registered mail within 15 calendar days of the registration date of the triggering resolution. The notification must provide: (i) personal details for the withdrawing shareholder, including tax code; (ii) contact details for the withdrawing shareholder – including telephone number and, where possible, e-mail address – for communications relative to the procedure; (iii) number of shares in relation to which the cash exit right is being exercised.

 

The notification must also provide details of the intermediary with which the shares are deposited, together with a statement from the withdrawing shareholder declaring that the shares are free and clean of pledges and other encumbrances.

 

The withdrawing shareholder must, at the time the notification is made, also request that the intermediary send the appropriate communication to Fiat certifying that the withdrawing shareholder was the holder of the shares prior to the general meeting at which the resolution triggering the cash exit right was passed and remained the holder until the date of the above communication.

 

That's a lot of work .... I think I'll start a ticket at IB to see whether they can take care of this for me or not.

 

Also, they can take up to 180 days to pay:

 

When will the withdrawal price be paid?

 

The withdrawal price will be paid to the withdrawing shareholders after the effective date of the Merger in accordance with the applicable laws and regulations which may be as long as 180 days from the communication by the relevant shareholder exercising the withdrawal right.

[karthikpm]

Any guesses on whether the 500 million threshold will be met?

[sleepydragon]

Any guesses on whether the 500 million threshold will be met?

 

see blow. 10 pct voted no. but I think some are large institution holder who just follows ISS's recomendation and voted no. but these holder will continue to hold the shares and they are not in the business's of arbitrage.

I bought more today. I think the share is under pressure maybe because some shareholders in Europe need to or even have to sell because they are only allowed to hold europe stocks. also Merrill lynch bashed the stock again yesterday.

 

------

Fri 1 Aug 2014 10:41 AM EDT

 

* Merger key to U.S. listing, capital raising

 

     * Vote seals politically sensitive move of HQ from Italy

 

     * Merger could still fail if enough execute exit rights

 

    

 

    (Adds details on exit rights)

 

     By Agnieszka Flak

 

     TURIN, Italy, Aug 1 (Reuters) - Fiat (FIA.MI - news) shareholders approved the Italian carmaker's merger with its U.S. unit Chrysler on Friday, paving the way for a U.S. listing which the world's seventh-biggest auto group hopes will help fund an ambitious turnaround plan.

 

     Fiat Chief Executive Sergio Marchionne completed the full buyout of Chrysler earlier this year and wanted to incorporate the businesses as a Dutch-registered combine, Fiat Chrysler Automobiles (FCA). The vote to create FCA was approved by the required two-thirds majority of shareholders present.

 

     Around 8 percent of all of Fiat's investors voted against the merger and should enough of them exercise their rights to sell out within two weeks, the merger could still fail.

 

     Marchionne thinks the chances of the merger now failing are slim and he is counting on the U.S. listing to help foot the bill for a 48 billion euro ($64 billion) plan to grow net profit five-fold and sales by 60 percent by 2018.

 

     Marchionne helped rescue Chrysler in 2009 and turned the U.S. firm into a key profit centre for Fiat, although quarterly results released on Wednesday disappointed. (Full story)

 

     The creation of FCA will help Marchionne ease his reliance on Europe and could convince investors that FCA can rival General Motors (GM - news) and Ford Motor Co (F - news).

 

     "With today's meeting begins the future of our company," Chairman John Elkann, the grandson of late Fiat patriarch Gianni Agnelli, said at the start of the last shareholder meeting likely to be held in Italy.

 

     The merger plan had raised concerns it would tighten the grip on the company by main shareholder Exor (EXOR.MI - news), the holding company of the Agnelli family, via the creation of a scheme to reward long-term investors.

 

     FCA is expected to be headquartered in London and have its tax domicile in Britain, Fiat has said, cementing a politically-sensitive shift away from Italy, its home of the past 115 years.

 

     Fiat, considered by many as an Italian national champion, is one of the country's main employers, with 62,000 staff there.

 

     Many are still on temporary layoff schemes as plants have been running at low capacity after car sales in Italy and Europe fell to historic lows and are only slowly being ramped up.

 

     Italian labour unions and politicians have been concerned about potential job cuts, but Fiat said the merger would have no impact on jobs in Italy or elsewhere.

 

    

 

     EXIT RIGHTS

 

     Investors will receive one FCA share for each Fiat share they hold. Most will also be eligible for special voting shares.

 

     Investors who voted against the merger are entitled to cash exit rights of 7.727 euros per share. Should the total sum that needs to be paid for those rights to shareholders and creditors exceed 500 million euros, the merger will fail, Fiat has said.

 

     Marchionne said on Friday he and Elkann were confident that many of those who voted against the merger on Friday were likely to remain shareholders.

 

     Even if enough sold out, Fiat said their shares would first be offered to existing shareholders and if those investors took up the offer the shares would no longer count as exit shares.

 

     The outcome of the operation will be known by early October.

 

     Marchionne said he will not attempt a U.S. listing for Fiat alone but only once FCA had been created.

 

     The creation of FCA will not lead to significant operational cost savings or synergies, Fiat has said, and failure to get the final OK for the tie-up would have little operational impact.

 

     However, a rejection would likely "prove embarrassing for Marchionne and may result in higher financing costs going forward," Arndt Ellinghorst, a London-based analyst at investment researchers ISI Group, said in a note.

 

     Proxy advisory firms ISS and smaller peer Frontis Governance advised against the merger, saying it would reduce shareholder rights and boost Exor's influence, while Glass Lewis, said the move's benefits outweighed the risks and on balance it was "in the best interests of shareholders".(Full story)

 

     Exor owns 30 percent of Fiat, but its voting power could rise to as much as 46 percent via the loyalty scheme put in place as part of the merger to reward long-term investors.

 

     Elkann confirmed his family's commitment to Fiat, "even more so now that there are big opportunities on the horizon", denying rumours that the Agnellis would sell down their stake.

 

     ($1 = 0.7468 Euros)

 

    

 

    (Editing by Mark Potter and Elaine Hardcastle)

 

    

[peter1234]

    Around 8 percent of all of Fiat's investors voted against the merger and should enough of them exercise their rights to sell out within two weeks, the merger could still fail.

 

Thanks for posting. So up to ??% of these 8% could demand cash for the deal to go through.

 

 

[peter1234]

Even if enough sold out, Fiat said their shares would first be offered to existing shareholders and if those investors took up the offer the shares would no longer count as exit shares.

 

The outcome of the operation will be known by early October.

 

Knowing Marchionne, I would not be surprised if this was a done deal now.

 

If more wanted to exit, maybe Fiat would just offer these shares at market and cover the difference?

;)