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Zurich
/ Detroit / Turin - General Motors Corp. and Fiat S.p.A. announced they
have completed equity investments in one another's global automotive
enterprises, finalizing their strategic industrial alliance in two of
the world's largest automotive markets, Europe and Latin America. This
alliance was originally announced in March of this year.
GM
has underwritten a capital increase equal to a 20-percent equity stake
in Fiat Auto Holdings, B.V., a new holding company that controls Fiat
Group's automobile and light-commercial vehicle operations, except for
Ferrari and Maserati. Fiat has received approximately 32 million shares
of GM $1-2/3 par value common stock, or approximately 5.6 percent of
GM's common stock currently outstanding.
General
Motors will partially offset the effect of the newly issued shares of GM
common stock resulting from this transaction with a $1.4 billion cash
repurchase of GM stock, as previously announced. An increase in the
number of GM $1-2/3 shares repurchased during GM's recently completed
exchange offer, through which a total of approximately 86.4 million
shares were repurchased, further offsets the effect.
Since
the beginning of the year, GM has reduced the number of GM $1-2/3 common
stock shares outstanding by approximately 14 percent.
In
addition, General Motors and Fiat Auto have signed the agreements on the
establishment of two 50/50 joint ventures in the areas of purchasing and
powertrain. The agreements provide the legal basis for the
reorganization of GM-owned and Fiat Auto-owned powertrain and purchasing
businesses in Europe and Latin America. The transfer of assets,
employees and businesses from member companies to the joint ventures is
expected to proceed during the rest of this year, after which the two
joint ventures will become fully operational.
GM's
and Fiat Auto's European and Latin American management and employee
representatives have established guidelines for the implementation of
the two joint ventures. Their intent is to guide local transition of
employees to the joint ventures such that no one is disadvantaged with
respect to existing terms and conditions of employment. Major
relocations of employees are not foreseen.
Operational
headquarters of the powertrain joint venture will be located in Turin,
Italy. Nunzio Pulvirenti, currently general manager, Powertrain, of Fiat
Auto, was appointed chairman; Daniel Hancock, currently president of
GM's Allison Transmission division, was appointed chief executive
officer. Approximately 13,000 GM, Opel, Vauxhall and Saab employees will
transfer to the new company. Around 14,000 Fiat Auto employees will be
part of the joint venture.
The
new powertrain venture is one of the largest automotive engines and
transmissions companies worldwide, with a total production of
approximately 5 million engines and transmissions, respectively.
Operational
headquarters of the purchasing joint venture will be located in Rüsselsheim,
Germany. Robert E. Socia, currently GM Europe vice president, Supply,
and member of the Management Board of Adam Opel AG, was appointed
chairman, while Tommaso Le Pera, currently vice president, Purchasing,
and a member of Fiat Auto's Management Board, was named chief executive
officer. In this area, around 1,400 employees of GM's purchasing
organization will become part of the new company, joining forces with
about 800 colleagues from Fiat Auto.
The
scope of the purchasing joint-venture is extended to a total of
approximately US$32 billion worth of material purchases currently done
by the two companies.
Fiat
as well as GM and its major brands will be represented on the Board of
the two joint ventures. The management team for each of the two
companies will coordinate the purchasing and powertrain business in the
spirit of the joint venture agreement.
Furthermore,
both companies' financing arms, GMAC and Fiat's Fidis, have signed a
Credit Cooperation Agreement. The document formalizes the commitment of
both companies to proceed with a joint assessment of potential areas for
cooperation such as geographic footprint, IT, back office activities,
wholesale management, and others.
(July
24, 2000)
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