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This communication is for informational purposes only and is not intended to and does not constitute an offer or invitation to exchange or sell or solicitation of an offer to subscribe for or buy, or an invitation to exchange, purchase or subscribe for, any securities, any part of the business or assets described herein, or any other interests or the solicitation of any vote or approval in any jurisdiction in connection with the proposed transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. This communication should not be construed in any manner as a recommendation to any reader of this document.
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An offer of securities in the United States pursuant to a business combination transaction will only be made, as may be required, through a prospectus which is part of an effective registration statement filed with the U.S. Securities and Exchange Commission (“SEC”). Shareholders of Peugeot S.A. (“PSA”) and Fiat Chrysler Automobiles N.V. (“FCA”) who are U.S. persons or are located in the United States are advised to read the registration statement on Form F-4 which was declared effective by the SEC on November 20, 2020 because it contains important information relating to the proposed transaction. The registration statement on Form F-4 in connection with the combination of FCA and PSA through a cross-border merger was filed with the SEC on July 24, 2020, and amended on September 28, 2020, November 5, 2020, November 16, 2020 and November 18, 2020), and was declared effective on November 20, 2020. You may obtain copies of all documents filed with the SEC regarding the proposed transaction, documents incorporated by reference, and FCA’s SEC filings at the SEC’s website at http://www.sec.gov. In addition, the effective registration statement will be made available for free to shareholders in the United States.
The following is the full text of a Letter sent by Chairman John Elkann to all FCA employees today:
As we come to the end of 2020 – a year unlike any other we have known – we’re also fast approaching the day when we will begin our next chapter with the creation of Stellantis.
As you know it has been agreed that Carlos Tavares will become the CEO of the new company and that Mike will play a fundamental role in the future success of Stellantis.
Mike’s and Carlos’ early meeting of minds – thanks also to a longstanding working friendship – has been critical to every subsequent stage of our discussions with Groupe PSA as it will be for the new company going forward.
Mike championed the extraordinary potential of this industry-changing merger from its earliest days and he has also set the tone for all the great work that has been done by the FCA teams working with our PSA soon-to-be-colleagues, from before the merger announcement a year ago to where we are today, precisely twelve months later.
The challenges we have faced as a group in recent years have been tougher than ever. Mike took the helm of our company under the most difficult of circumstances, with Sergio’s cruel and premature passing in July 2018, and he took us out of those dark days, leading by example. The following year, 2019, can hardly be described as uneventful, but even so we concluded it by sealing our historic merger with Groupe PSA and with another set of very strong results. 2020, a year whose like none of us could have imagined, has required us all to reinvent the way we work, and once again Mike has led from the front making sure to protect you and your work, staying close to our communities and ensuring that our company with all of your contributions has performed to the highest standards.
The fact that as FCA we are entering this new and exciting era in such very strong, robust shape is a great tribute to him and his leadership style, centred around diversity, respect and collaboration, just as it is to all of you and your extraordinary achievements right across the company. The performance we announced for the third quarter was truly outstanding, in fact an all-time record in terms of group and North America results.
Perhaps it should be no surprise that having led the profound transformation and exceptional development of the Jeep and Ram brands before becoming our CEO, Mike has taken the rough terrain of the past couple of years in his stride. We have been fortunate indeed to have him as our CEO. And so, you will understand why I’m delighted to be able to inform you today that once our merger completes – hopefully soon in the new year – Mike will be asked to take up the role of Head of Americas, working alongside Carlos and continuing to bring his great experience, energy and drive to making Stellantis the extraordinary company we know it will be.
He will share his own words with you in his Town Hall meeting later today, but please join me now in appreciation of his leadership over these past two and half years, warmly congratulating him on his new role.