Fiat Industrial S.p.A. and CNH Global N.V. announced the name of FI CBM Holdings N.V., the subsidiary of Fiat into which Fiat and CNH are proposed to be merged, will change to CNH Industrial N.V., pending approval by Fiat and CNH shareholders.
If the mergers are approved by the requisite votes of the Fiat Industrial shareholders and the CNH shareholders, Fiat Industrial and CNH will each be merged into CNH Industrial. CNH Industrial’s shares will be listed on the New York Stock Exchange and shortly after the closing of the merger on the Mercato Telematico Azionario managed by Borsa Italiana.
The merger agreement contains customary representations and warranties and the mergers are subject to customary closing conditions, including a condition capping the exercise of withdrawal rights by Fiat Industrial shareholders and opposition rights by Fiat Industrial creditors, at €325 million in the aggregate. The mergers are also subject to approval by the shareholders of each of Fiat Industrial and CNH. Fiat Industrial, as 87 percent shareholder of CNH, has agreed to vote its CNH shares in favor of the merger at the CNH shareholders’ meeting. The merger is expected to close during the third quarter of 2013.