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Fiat board makes Chrysler merger official, approves $5.4B bond sale

Fiat's board of directors has officially approved the merger plan that will see the conglomerate's automotive operations merged with Chrysler into the new Fiat Chrysler Automobiles.
The plan essentially provides a road map for the structure of the new company. It includes provisions for Fiat shareholders - one Fiat share will translate to one share of FCA common stock. The new company will also include a loyalty voting structure, which will provide for shareholders of Fiat stock or those that have held FCA stock for at least three years. According to the plan, these shareholders would see their voting power double, with two votes for every share of FCA's common stock. The overall merger plan still needs to be approved by the company's shareholders.
In other Fiat-related news, the company's board has announced a bond issuance of four billion euro ($5.4 billion). The new bonds should provide the company with a degree of flexibility in refinancing debts associated with the merger plan.

Fiat To Pay $3.65 Billion For Remaining Chrysler Shares

Italian automaker Fiat SpA announced Wednesday that it reached an agreement to acquire the remaining shares of Chrysler for $3.65 billion in payments to a union-controlled trust fund. Fiat already owns 58.5 percent of Chrysler's shares, with the remaining 41.5 percent held by a United Auto Workers union trust fund that pays health care bills for retirees. Under the deal, Fiat will make an initial payment of $1.9 billion to the fund, plus an additional $1.75 billion upon closing the deal. Chrysler will also make additional payments totaling $700 million to the fund as part of an agreement with the UAW. The deal is expected to close on or before Jan. 20, according to a statement from Chrysler. Sergio Marchionne, CEO of both Fiat and Chrysler, has long sought to acquire the union's shares in order to combine the two companies. "The unified ownership structure will now allow us to fully execute our vision of creating a global automaker that is truly unique in terms of mix of experience, perspective and know-how, a solid and open organization," Marchionne said in a statement issued by Turin, Italy-based Fiat. The deal eliminates the need for an initial public offering of the union fund's stake, which analysts had previously valued at $5.6 billion. Fiat went to court last year seeking a judgment on the price, but the trial date was set for next September. Marchionne can't spend Chrysler's cash on Fiat's operations unless the companies merge. In recent months he made it clear that he preferred to settle the dispute without an IPO, but filed the paperwork for the offering in September at the trust's request. Chrysler's profits have helped prop up Fiat on the balance sheet as the Italian automaker struggles in a down European market. The Auburn Hills, Mich., automaker earned $464 million in the third quarter on U.S. sales of the Ram pickup and Jeep Grand Cherokee, its ninth-straight profitable quarter. The results boosted Fiat, which earned $260 million in the quarter. Without Chrysler's contribution, Fiat would have lost $340 million. UAW/Unions Chrysler Fiat

China own a Detroit automaker? Would the U.S. let that happen?

The news that several Chinese automakers want to buy Fiat Chrysler Automobiles, and that one has even made an offer, elicits some mixed feelings. On one hand, as some have pointed out, it could be a win-win both for China and for FCA's American workers, ensuring the company's survival and opening new markets. On the other hand, this is China, whose trade relationship with the U.S. is the source of considerable scrutiny from the Trump administration — and whose not-a-friend, not-an-enemy status is particularly difficult to gauge right now during heightened tensions with its client state North Korea. So would such a deal pass regulatory muster? One reason that springs to mind for blocking any sale has to do with national security. Chrysler's role as a military supplier dates back to Dodge trucks used by Gen. Blackjack Pershing to chase Pancho Villa in Mexico, and shortly thereafter by American forces in World War I. The Detroit Three automakers were, of course, mainstays of the Arsenal of Democracy of World War II. Even before U.S. entry into the war in December 1941, America's industrial machinery went into overdrive, and Chrysler was one of the biggest cogs. It engineered and built the M3, Sherman and Pershing tanks and trucks for Gen. George Patton's Redball Express. It helped develop a radar-guided antiaircraft gun that knocked German bombers and V1 rockets out of the sky — on one day, shooting down 97 of 101 V1s headed for London. On D-Day, the radar system helped thwart Luftwaffe counterattacks on the beaches of Normandy, and it later helped Allied forces break out at the Battle of the Bulge. Chrysler redesigned the Wright Cyclone engines used by the Boeing B-29 Superfortress, the plane that firebombed Tokyo and dropped the atomic bombs that ended the war. Chrysler even played a secret role refining uranium in Oak Ridge, Tenn., that was used in the Hiroshima bomb and in the ensuing Cold War arms race. It worked on military missiles and was NASA's prime contractor for the Saturn V rocket that put men on the moon. More recently, Chrysler produced the M1 Abrams tank. And of course Chrysler is the keeper of the flame for Jeep, a 75-plus-years military legacy handed down from Bantam and Willys to Kaiser to AMC to Chrysler. The point of this history lesson is to note that in times of war or national emergency, America's industrial might has been called to serve, and may well be called on again.