UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________________
FORM 6-K
_______________________________
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of October 2015
Commission File No. 001-36675
_______________________________
FIAT CHRYSLER AUTOMOBILES N.V.
(Translation of Registrant’s Name Into English)
_______________________________
25 St. James’s Street
London SW1A 1HA
United Kingdom
Tel. No.: +44 (0)20 7766 0311
(Address of Principal Executive Offices)
_______________________________
(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)
Form 20-F x Form 40-F o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule101(b)(1): o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule101(b)(7): o
Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes o No x
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g32(b): N/A
The following exhibits are furnished herewith:
Exhibit 99.1 | Press release issued by Fiat Chrysler Automobiles N.V. dated October 22, 2015. |
Exhibit 99.2 | Press release issued by Fiat Chrysler Automobiles N.V. dated October 22, 2015. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: October 23, 2015 | FIAT CHRYSLER AUTOMOBILES N.V. | ||
By: | /s/ Richard K. Palmer | ||
Name: Richard K. Palmer | |||
Title: Chief Financial Officer | |||
Index of Exhibits
Exhibit
Number Description of Exhibit
99.1 | Press release issued by Fiat Chrysler Automobiles N.V. dated October 22, 2015. |
99.2 | Press release issued by Fiat Chrysler Automobiles N.V. dated October 22, 2015. |
Exhibit 99.1
FCA Publishes Agenda for the EGM to Approve the Proposed Separation of Ferrari
Fiat Chrysler Automobiles N.V. (NYSE:FCAU / MI:FCA) (“FCA”) announced today that it has published the agenda and explanatory notes for the Extraordinary General Meeting of Shareholders of FCA (“EGM”) to be held on December 3, 2015 in Amsterdam.
The EGM is scheduled to approve a demerger pursuant to which FCA would transfer all of the shares held by it in Ferrari N.V. to FE Interim B.V., a newly-formed Dutch company, with FE Interim B.V. issuing common shares and special voting shares to holders of FCA’s corresponding shares (“Demerger”). The Demerger is part of a series of transactions intended to separate FCA’s remaining ownership interest in Ferrari N.V. and to distribute that ownership interest to holders of FCA shares and mandatory convertible securities, as further described in the EGM documentation.
The record date for the EGM will be November 5, 2015. The EGM Notice, the Agenda and Explanatory Notes and the other EGM materials are available on FCA’s Investor Relations website at: http://www.fcagroup.com, where they can be viewed and downloaded. Shareholders may request a hard copy of these materials free of charge, through the contact below.
London, 22 October 2015
This document does not constitute an offer to exchange, sell or buy securities. There shall not be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction
Forward Looking Statements
This press release includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995 - that is, statements related to future, not past, events. Forward-looking statements are based on current expectations and include any statement that does not directly relate to a current or historical fact. In this context, forward-looking statements often address our expected future business and financial performance, and often contain words such as “anticipate,” “believe,” “intend,” “expect,” “plan,” “will” or other similar words. These forward-looking statements involve certain risks and uncertainties that ultimately may not prove to be accurate. Actual results and future events could differ materially from those anticipated in such statements. For further discussion of risks and uncertainties, individuals should refer to FCA’s SEC filings. FCA undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after this press release. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. All forward-looking statements are qualified in their entirety by this cautionary statement.
Contacts:
Fiat Chrysler Automobiles
Joe Veltri, +1 248 57 69 257
Head of Investor Relations
joe.veltri@fcagroup.com
Fiat Chrysler Automobiles
Corporate Communications
tel.: +39 (011) 00 63088
Email: mediarelations@fcagroup.com
www.fcagroup.com
Exhibit 99.2
FCA Announces Full Exercise of Underwriters’ Option to Purchase Ferrari Shares
Fiat Chrysler Automobiles N.V. (NYSE: FCAU/MI: FCA) ("FCA") and its subsidiary Ferrari N.V. (NYSE: RACE) (“Ferrari”) announced today that the underwriters in Ferrari’s initial public offering have exercised in full the option to purchase 1,717,150 common shares of Ferrari from FCA at the initial public offering price of $52 per share less underwriting discounts. With the exercise of this option, the total offering will consist of 18,892,150 Ferrari shares and gross proceeds to FCA of $982.4 million.
The common shares of Ferrari began trading on the New York Stock Exchange on October 21, 2015 under the symbol “RACE” and the offering is expected to settle on October 26, 2015. Following completion of the offering, FCA expects to distribute its remaining ownership interest in Ferrari to FCA shareholders at the beginning of 2016.
UBS Investment Bank is acting as Global Coordinator for the offering. UBS Investment Bank and BofA Merrill Lynch are serving as bookrunners and representatives of the underwriters for the offering. Allen & Company LLC, Banco Santander, BNP Paribas, J.P. Morgan and Mediobanca are also acting as bookrunners for the offering.
A registration statement has been filed with, and declared effective by the U.S. Securities and Exchange Commission. This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
The offering of these securities will be made only by means of a prospectus. Copies of the prospectus can be obtained from:
UBS Securities LLC
Attn: Prospectus Department
1285 Avenue of the Americas
New York, NY, 10019
(888) 827-7275
BofA Merrill Lynch
Attn: Prospectus Department
222 Broadway,
New York, NY 10038
dg.prospectus_requests@baml.com
22 October 2015
About Ferrari
Ferrari is among the world’s leading luxury brands focused on the design, engineering, production and sale of the world’s most recognizable luxury performance sports cars. Ferrari brand symbolizes, exclusivity, innovation, state-of-the-art sporting performance and Italian design. Its history and the image enjoyed by its cars are closely associated with its Formula 1 racing team, Scuderia Ferrari, the most successful team in Formula 1 history. From the inaugural year of Formula 1 in 1950 through the present, Scuderia Ferrari has won 224 Grand Prix races, 16 Constructor World titles and 15 Drivers’ World titles, including most recently the Constructor World title in 2008. Ferrari designs, engineers and produces its cars in Maranello, Italy, and sells them in over 60 markets worldwide.
Forward Looking Statements
This press release includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995 - that is, statements related to future, not past, events. Forward-looking statements are based on current expectations and include any statement that does not directly relate to a current or historical fact. In this context, forward-looking statements often address our expected future business and financial performance, and often contain words such as “anticipate,” “believe,” “intend,” “expect,” “plan,” “will” or other similar words. These forward-looking statements involve certain risks and uncertainties that ultimately may not prove to be accurate. Actual results and future events could differ materially from those anticipated in such statements. For further discussion of risks and uncertainties, individuals should refer to Ferrari’s SEC filings. Ferrari undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after this press release. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. All forward-looking statements are qualified in their entirety by this cautionary statement.
Contacts:
Fiat Chrysler Automobiles
Joe Veltri, +1 248 57 69 257
Head of Investor Relations
joe.veltri@fcagroup.com
Ferrari
Nicoletta Russo, +39 05 36 94 96 95
Head of Investor Relations
nicoletta.russo@ferrari.com