Groupe PSA and FCA announce Stellantis Board membership

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IMPORTANT NOTICE

By reading the following communication, you agree to be bound by the following limitations and qualifications:

This communication is for informational purposes only and is not intended to and does not constitute an offer or invitation to exchange or sell or solicitation of an offer to subscribe for or buy, or an invitation to exchange, purchase or subscribe for, any securities, any part of the business or assets described herein, or any other interests or the solicitation of any vote or approval in any jurisdiction in connection with the proposed transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. This communication should not be construed in any manner as a recommendation to any reader of this document.     

This communication is not a prospectus, product disclosure statement or other offering document for the purposes of Regulation (EU) 2017/1129 of the European Parliament and of the Council of June 14th 2017.

An offer of securities in the United States pursuant to a business combination transaction will only be made, as may be required, through a prospectus which is part of an effective registration statement filed with the U.S. Securities and Exchange Commission (“SEC”). Shareholders of Peugeot S.A. (“PSA”) and Fiat Chrysler Automobiles N.V. (“FCA”) who are U.S. persons or are located in the United States are advised to read the registration statement when and if it is declared effective by the SEC because it will contain important information relating to the proposed transaction. A registration statement on Form F-4 in connection with the combination of FCA and PSA through a cross-border merger was filed with the SEC on July 24, 2020 but has not yet been declared effective.  You may obtain copies of all documents filed with the SEC regarding the proposed transaction, documents incorporated by reference, and FCA’s SEC filings at the SEC’s website at http://www.sec.gov. In addition, the effective registration statement will be made available for free to shareholders in the United States.



Fiat Chrysler Automobiles N.V. (“FCA”) (NYSE: FCAU / MTA: FCA) and Peugeot S.A. (“Groupe PSA”) announce the composition of the Board of Directors of Stellantis, the new company that will result from the combination of their respective businesses.

 

Consistent with the terms of their Combination Agreement, announced on December 18, 2019, the Board of Directors of Stellantis will be comprised of 11 members, the majority of the non-executive directors being independent. The independent board members are drawn from diverse professional backgrounds and will bring with them significant relevant perspectives and experience, in line with the dynamic and innovative spirit that characterizes the creation of this new enterprise.

 

They will help Stellantis capitalize fully on its unique strengths and capabilities, in a new era of mobility, with the purpose of creating superior value for all of its stakeholders.

 

FCA and its reference shareholder Exor have nominated 5 members (including John Elkann as Chairman) and Groupe PSA and two of its reference shareholders (EPF/FFP and BPIfrance) have nominated 5 members (including the Senior Independant Director and the Vice Chairman). Carlos Tavares, Stellantis’ Chief Executive Officer, will also be a member of the Board of Directors.

 

The full composition of the Stellantis Board of Directors will be as follows, subject to shareholder vote:

 

John Elkann (Chairman),      

Robert Peugeot (Vice Chairman)         

Henri de Castries (Senior Independent Director)

Andrea Agnelli (Non-Executive Director)                             

Fiona Clare Cicconi (Non-Executive Director)     

Nicolas Dufourcq, (Non-Executive Director)

Ann Frances Godbehere, (Non-Executive Director)

Wan Ling Martello (Non-Executive Director)       

Jacques de Saint-Exupéry, (Non-Executive Director)         

Kevin Scott (Non-Executive Director),                 

Carlos Tavares (Chief Executive Officer)

Completion of the proposed combination is expected to take place by the end of the first quarter of 2021, subject to the previously agreed conditions to closing in the Combination Agreement.

 

Investor Relations:

FCA                                                                            Groupe PSA

 

Joe Veltri, +1 248 576 9257                                          Andrea Bandinelli, + 33 6 82 58 86 04

Investor.relations@fcagroup.com                                 communication-financiere@mpsa.com

 

For more information:

FCA

 

Groupe PSA

Andrea Pallard: +39 335 8737298

andrea.pallard@fcagroup.com

Shawn Morgan: +1 248 760 2621

shawn.morgan@fcagroup.com

Bertrand Blaise: +33 6 33 72 61 86

bertrand.blaise@mpsa.com

Pierre Olivier Salmon: +33 6 76 86 45 48

pierreolivier.salmon@mpsa.com

 

 

 

Consult the biographies of the members by downloading this press release

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