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FCA and PSA, revised the terms of the merger to react to the effects of the virus

A renunciation by both sides, to strengthen the solidity of the new group, when it starts. This is the agreement that was found between the boards of directors of FCA and PSA, which confirmed the project of union to create the fourth world car manufacturer and the forecast to complete it by the first quarter of 2021, but they revised the financial terms of the transaction.

In the agreement that was announced on December 18, 2019, an extraordinary dividend of 5.5 billion euros would be distributed to the shareholders of FCA, while the shares of the subsidiary Faurecia would be assigned to the shareholders of Psa. a car equipment manufacturer that the French group controls with a 46 percent stake. The new agreement foresees that the cash dividend for FCA shareholders will drop from 5.5 to 2.9 billion euros. The 46 percent of Faurecia, which is listed independently on the Paris Stock Exchange, will instead be distributed equally between the shareholders of FCA and those of Psa immediately after the approval of the merger by the shareholders’ meetings: overall the shareholders of the two current groups they will therefore have 23 per cent “pro quota”. To give an idea of ​​the values ​​involved, considering that on the French market Faurecia has a capitalization of 5.8 billion euros, at current prices it is as if the shareholders of the two groups received a share of 1.3 billion euros. euro, for each of the two aggregates.

The terms of the review also provide that, if conditions permit, the distribution of another extraordinary dividend will be considered, in the amount of 500 million to FCA shareholders and 500 million to PSA shareholders before the merger, or of a a total of one billion when the two groups have merged into the new Stellantis and the shareholder structure will then be indistinct. Before the eventual distribution of this potential dividend, the liquidity of the new aggregate will therefore be 2.6 billion higher than the old agreement, FCA and PSA state in a joint note.

However, the other steps envisaged by the initial agreement remain unchanged. Therefore, the autonomous destiny of Comau, the FCA company that produces robots for assembly lines should not change: its separation should therefore take place “as soon as possible after the completion of the transaction, for the benefit of the shareholders of the new group”, said the communiqué of last December 18. .

The two groups wrote in the note that they are increasingly convinced “of the logic and potential value creation of the merger”, arguing that Stellantis will be able to leverage a diversified and high-margin business in the “core” markets of Europe, the North America and Latin America and on a “unique and solid portfolio of iconic brands”. Among other things, the size of the new group will allow to accelerate the development of highly innovative mobility solutions and cutting-edge technologies in electrically powered, self-driving vehicles and connectivity.

The two groups communicated in a joint note that the works carried out by the teams that are deepening the project have come to the conclusion that the synergies when fully operational will be higher than expected: if last December they had been in 3.7 billion euros a year , are now estimated at € 5 billion. The one-off costs of implementing these synergies have been revised upwards, from 2.8 to 4 billion euros.

Psa number one, Carlo Tavares, said that “with this new and decisive milestone, we are moving together towards our goal in the best possible conditions with even greater prospects for Stellantis”. The CEO of FCA, Mike Manley, added that today’s announcement “is a further strong signal of the common determination” so that Stellantis can pursue “the creation of superior value to all its stakeholders”.

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