ARTICLE
20 December 2012

Industrial Equipment Giants CNH Global And Fiat Industrial Merge Into New Dutch Top Holding

DB
De Brauw Blackstone Westbroek N.V.

Contributor

De Brauw Blackstone Westbroek is a leading international law firm, trusted by clients for over 150 years due to its deep engagement with their businesses and a clear understanding of their ambitions. While rooted in Dutch society, the firm offers global coverage through its network of top-tier law firms, ensuring seamless, tailored legal solutions. De Brauw’s independence enables it to choose the best partners while remaining a trusted, strategic advisor to clients worldwide.

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On 26 November 2012, CNH Global N.V. and Fiat Industrial S.p.A. announced their contemplated merger into a new Dutch top holding.
Netherlands Corporate/Commercial Law

On 26 November 2012, CNH Global N.V. and Fiat Industrial S.p.A. announced their contemplated merger into a new Dutch top holding. Fiat Industrial currently owns 88 % of CNH and the merger will create the world's third-largest capital goods group by sales. The deal is especially noteworthy for involving the first introduction of loyalty voting shares in the Netherlands. Existing shareholders and new shareholders that hold their shares continuously for at least three years become entitled to double-vote shares. Other noteworthy features include a European cross-border legal merger into a new Dutch top holding (Fiat Industrial effectively leaving Italy through this transaction), a new listing of the combined new entity on the NYSE in New York with a secondary listing in Milan, and intricate tax planning.

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