Fiat S.p.A. (“Fiat” or the “Company”) announces that cash exit rights in connection with the merger of Fiat S.p.A. into Fiat Investments N.V. have been exercised for 60,002,027 shares equivalent to an aggregate amount of €463,635,662.63 at the cash exit price of €7.727 per share (“Exit Price”).
Pursuant to the requirements of Italian law, such shares must be offered to Fiat shareholders not having exercised the withdrawal right at the Exit Price. This offer will be open from September 5 until October 6, 2014 inclusive.
The other terms and conditions of the offer will be detailed in a notice which is being published in compliance with the applicable laws and regulations.
The completion of the merger – expected on or about the middle of October 2014 – and, consequently, the payment of the Exit Price are subject to certain conditions precedent including the condition that the aggregate cash amount to be disbursed by the Company to creditors opposing the transaction under Italian law and to shareholders exercising the cash exit rights, should their shares not be sold, shall not exceed €500 million.
Any shares remaining unpurchased upon completion of this procedure on October 6 may, in Fiat’s discretion, be offered on-market at the Exit Price, subject only to the requirement that the offer, if any, lasts at least one day and that shares remaining unpurchased after 180 days from the date on which the cash exit right was exercised are, subject to the consummation of the Merger, to be purchased by the surviving entity. Any such offer will be published in accordance with applicable laws and regulations and on the Company’s corporate website(www.fiatspa.com).
