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Tata Motors’ Iveco Offer Becomes Unconditional as Final Tenders Reach 87.81%

Holders tendered 238,157,212 shares valued at about €3.43 billion. Payment is scheduled for Oct. 30, before a five-day reopening Nov. 2-6.

Updated 2 min read
Commuters cross Piazza Affari outside Palazzo Mezzanotte, home of Euronext Milan, in Milan. / EconoTimes.ai
Commuters cross Piazza Affari outside Palazzo Mezzanotte, home of Euronext Milan, in Milan. / EconoTimes.ai

Tata Motors’ offer for Iveco Group became unconditional after TML CV Holdings B.V. said in an announcement published by Iveco Group that remaining conditions were met; tendered shares reached 87.81%, above the revised 80% threshold.

Final tenders totaled 238,157,212 common shares, unchanged from the provisional result. At €14.40 per share, cum dividend, those shares amount to €3,429,463,852.80, or about €3.43 billion. TML CV Holdings B.V., Tata Motors’ offer vehicle, is scheduled to pay tendering shareholders on Oct. 30. The offer vehicle raised the price from €14.10 on Oct. 9.

The €3.43 billion is consideration for shares tendered in this offer. The companies’ July 2025 announcement valued the offer at about €3.8 billion for Iveco Group, excluding its defense business and the net proceeds from that separation. The figures cover different scopes.

Iveco shareholders approved the lower 80% minimum at an extraordinary general meeting on Oct. 16; the original threshold was 95%. After settlement, TML CV Holdings expects to own 89.42% of Iveco’s common share capital when treasury shares are excluded. Iveco reported 4,868,597 treasury shares, about 1.8% of its common share capital, so the 89.42% figure uses a smaller base than the 87.81% tender result.

The transaction is designed to transfer the remaining shares to the bidder and take Iveco out of public trading on Euronext Milan. If other specified purchase or squeeze-out requirements are not met, the offer terms allow the bidder to pursue a post-offer demerger followed by liquidation. Iveco shareholders approved the related resolution at the Oct. 16 meeting.

The offer is scheduled to reopen for five trading days from Nov. 2-6. Payment for shares tendered during that period is scheduled for Nov. 13.

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