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PSA will be merged into FCA

Discussion in 'Mopar / FCA News' started by T_690, Feb 26, 2020.

  1. T_690

    T_690 Well-Known Member

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    From PSA annual report:
    If the merger is approved by the requisite votes of the FCA shareholders and the PSA shareholders and the other conditions precedent to the merger are satisfied or, to the extent permitted under the combination agreement and by applicable law, waived, PSA will be merged with and into FCA; The combined entity (“DutchCo”) will be named by mutual agreement of FCA and PSA with effect from the day immediately following completion of the merger.
     
  2. Dave Z

    Dave Z It's me, Dave
    Staff Member Level III Supporter

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    How could I have missed that?
     
  3. Dave Z

    Dave Z It's me, Dave
    Staff Member Level III Supporter

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  4. gforce2002

    gforce2002 Well-Known Member

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    So, DutchCo Motors would be... DCX? :)
     
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  5. Dave Z

    Dave Z It's me, Dave
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    DMC, Dutch Motor Company ;)
     
  6. Mr. Fusion

    Mr. Fusion Active Member

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    DMC, this resonates with me for some reason...

    <<<<<<<<<<
     
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  7. 68RT

    68RT Well-Known Member

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    DMC? DeLorean Motor Car Probably a no.
     
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  8. Bearhawke

    Bearhawke Things happen for a reason

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    Interesting in that FCA will be primary and, PSA will be secondary; then again, the Chrysler part is essentially keeping what remains of Fiat alive, if discussing $$.
     
  9. MJAB

    MJAB Well-Known Member

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    Well Fiat Group was bigger in 2009, it was simply split in parts piece by piece to make it small enough to merge with an entity of about same size.
    Last move was to sell Magneti Marelli to Calsonic Kansei (now named Marelli after acquisition).

    Before there was the split of Ferrari and the initial spin-off of the industrial part of Fiat Group that took place in 2011 with the creation of Fiat Industrial S.p.A..

    And it is the company Fiat Industrial that started the dance of holdings in The Netherlands.
    In 2012 started the process of merger Fiat Industrial S.p.A. (italian company) with its controlled company CNH Global n.v. (dutch company). Both were already quoted in stock markets.
    The result was CNH Indutrial n.v. company. To arrive to that point they used another subsidary of Fiat Industrial S.p.A. created with that scope.

    CNH Industrial (at https://www.cnhindustrial.com/it-IT/media/press_releases/cnh_global_archive/cnh_global/fiatindustrialandcnhglobalannouncenameofcompanytoresultfrommergers.aspx )

    So the scenario will be similar in this new merger. It is complex since each company shareholders have to vote, than they need regulators approval, for example anti-trust organisms.

    What I suppose is that the Agnelli and Peugeot families will be ones that will control the company.
    With their alliance, also thanks to double vote rights, they will have no problem to control the new company.
     
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  10. mopar22

    mopar22 Well-Known Member

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    But the fiat part essentially kept chrysler from going to the crusher, it's a double edge sword
     
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  11. 77 Monaco Brougham

    77 Monaco Brougham Well-Known Member

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    If I'm remembering this wrong, I hope someone will quickly correct me, but...I thought I had read somewhere in Memorandum of Understanding statement that was posted here some time ago that double voting right would not be allowed. ? ? ?
     
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  12. T_690

    T_690 Well-Known Member

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    More or less it's confirmed.

    But I would not be surprised with the outcome in which Agnelli's will buy more shares. AFAIK they are now full of cash.
     
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  13. MJAB

    MJAB Well-Known Member

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    There will be doubling voting rights, BUT, not a carryover of already existing double voting rights (both FCA and PSA have double voting rights, but french ones not being related to long term ownership of shares).

    "... Under the proposed by-laws of the combined company, no shareholder would have the power to exercise more than 30% of the votes cast at shareholders’ meetings. It is also foreseen that there will be no carryover of existing double voting rights but that new double voting rights will accrue after a three-year holding period after completion of the merger.
    ..."
    source: https://www.fcagroup.com/en-US/medi...ecember/Groupe_PSA_and_FCA_agree_to_merge.pdf

    To add that there will also a stanstill of ownership of stocks for the main shareholders, with the exception for Peugeot family that is allowed to purchase stocks from french goverment (BPIfrance) or Donfeng.

    Thean there is the fact that "EXOR, Bpifrance, the Peugeot Family and Dongfeng have each irrevocably committed to vote in favor ofthe transaction at the shareholders’ meetings of FCA and Groupe PSA."

    All this that the structure of ownership of the new company is defined and vinculated for n years (minimum 3 years for some transactions, stanstill of 7 years.

    That said all this main shareholders, with the exception of BPIfrance and Donfeng that have the right to sell part or all of their shares with the limitation included in the memorandum, will have double voting rights after three years.
    So the control of the company will be substantially in the hands of Peugeot and Agnelli families.

    note: in french press time to time over the last years there well articles of not so good relationship between Peugeot family and french state, better to say politicians whose interests and priorities are not always the same.
     
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  14. Tomguy

    Tomguy Well-Known Member

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    Not to mention that the direction of FCA is what's provided the profit and ability of the company to flourish. Strategic moves (some bad, most good) have lead to low debt and solid products with good (and in some cases exceptional) margins.
     
  15. Bajanbuoy

    Bajanbuoy Durango Dave!
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    Now you're just asking for it... You better duck, Haha.
     
  16. MJAB

    MJAB Well-Known Member

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    For old Fiat group shareholders things didn't went that bad, also for the FCA ones that had stocks before Ferrari demerger.

    Today market capitalization in USD.

    Ferrari N.V. 39.644 billion
    Fiat Chrysler Automobiles N.V. 24.429 billion
    CNH Industrial N.V. 12.365 billion
     
  17. Bearhawke

    Bearhawke Things happen for a reason

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    If discussing when Fiat got involved ca 2011; I agree with you 100%. Now that the Chrysler arm is doing well, the roles have been pretty much reversed.
     
  18. HEMI345

    HEMI345 Active Member

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    Mmm... Jeep logo on youtube;
     

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  19. page2171

    page2171 Well-Known Member

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    Jeep's social media team had the old AMC logo all over the place the other day, calling it #RetroDay. They were sharing all kinds of pics of cool Jeeps from the past.
     
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  20. Dan Minick

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