Fiat S.p.A. (“Fiat”) today acknowledges the announcement by Chrysler Group LLC (“Chrysler Group”) of its receipt of a “registration demand” from the VEBA1 pursuant to the terms of the Shareholders Agreement, dated as of June 10, 2009, by and among Fiat North America LLC (“FNA”), VEBA, the VEBA Holdcos, Chrysler Group and the other parties named therein. The demand requests the registration pursuant to the Securities Act of 1933, as amended (the “Securities Act”) of 270,769.6 Class A Membership Interests in Chrysler Group currently owned by VEBA, representing approximately 16.6% of Chrysler Group’s outstanding equity interests.
FNA will comply with the obligations under the Chrysler Group’s LLC Operating Agreement to cooperate with Chrysler and VEBA in order to effect the registration.2
There can be no assurance that a registration statement will be filed with the Securities and Exchange Commission, or that if filed, that any such offering will be made or as to the timing of any offering that is made. The securities that are part of any such offering may not be sold nor may offers to buy be accepted prior to the time that a registration statement under the Securities Act becomes effective. Such offering will be made only by means of a prospectus. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful.
1 The Voluntary Employees’ Beneficiary Association, a UAW administered trust established to pay health care benefits for retirees from Chrysler 2 The relevant agreements are available at the Internet site of the United States Department of Treasury (http://www.treasury.gov/initiatives/financial-stability/TARP-Programs/automotive-programs/Pages/Program-Documents.aspx) and as Exhibits to Chrysler’s filings with the Securities and Exchange Commission
(http://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001513153&type=&dateb=&owner=exclude&count=100).
