Fiat Industrial sweetens CNH merger offer

Wed November 21, 2012 - National Edition
Construction Equipment Guide

MILAN (AP) — Capital goods maker Fiat Industrial SpA said Monday that it has sweetened its offer for a full merger with its U.S. subsidiary, the farm equipment maker CNH Global N.V., raising the value of the deal by more than 25 percent.

Fiat Industrial said its "best and final offer" to buy the 12 percent of CNH that it does not already control adds a cash dividend of $10 per CNH share to the terms of the deal. Under the deal proposed last spring, each CNH shareholder would receive 3.828 shares of the merged company while each Fiat Industrial shareholder would receive one share.

Fiat Industrial improved the offer after CNH advisers failed to back the original deal. Fiat Industrial, which already controls 88 percent of CNH, said the deal will be revoked if the advisers don’t recommend it by a minute before midnight EST Wednesday. It wants a merger agreement by Sunday.

If this offer is rejected, Fiat Industrial said it would go ahead anyway with plans to create a new capital goods company based in the Netherlands, listing shares in New York and Milan. It would further integrate operations with CNH while being respectful of CNH’s minority shareholders.

Fiat Industrial, which is comprised of CNH and truck maker Iveco, earlier this month announced a new management structure aimed at making it easier to merge with CNH, based in the Chicago suburb of Burr Ridge, Illinois.