RENAULT GROUP: Renault and Nissan conclude definitive agreements
26 Julho 2023 - 2:08AM
RENAULT GROUP: Renault and Nissan conclude definitive agreements
20230726_Press Release_Alliance Definitive Agreement
Renault and
Nissan conclude definitive agreements
PARIS and
YOKOHAMA (July
26, 2023)
- Renault Group and
Nissan Motor Co., Ltd today announced that they have entered into
the definitive agreements contemplated by the
binding framework agreement executed and
announced on February 6, 2023. The transactions contemplated in
these definitive agreements are subject to a limited number of
conditions precedent, including regulatory approvals, and
completion is expected to occur in the fourth
quarter of 2023.
Jean-Dominique Senard, Chairman of The
Alliance, said: “The agreements that have been signed
today allow us to step into the next chapter of the Alliance. They
strengthen our long-standing partnership and will maximize value
creation for each Alliance member. This also lays the foundations
for a new balanced, fair, and effective governance.”
Makoto Uchida,
President and CEO, Nissan Motor Co. Ltd., said:
“With the finalization of the definitive agreements, we have
entered the next phase of collaboration with Renault and Mitsubishi
Motors in mutually beneficial areas of innovations. This will
create additional value through initiatives aligned to Nissan's
Ambition 2030 and electrification strategy. The investment
opportunity in Ampere complements and strengthens Nissan’s ongoing
electric push in Europe and will deliver numerous synergies,
including cost efficiencies, regulatory compliance, and a broader
range of EV products and powertrains.”
Luca de Meo, CEO of Renault
Group, said: “These agreements provide us with a solid
base to reactivate business operations worldwide in key markets,
with the potential to generate hundreds of millions in value for
Renault, Nissan, Mitsubishi and stakeholders. They give us the
strategic agility that we need more than ever in today’s rapidly
evolving environment. We are all engaged with the right mindset and
welcome Nissan as a strong partner in our upcoming EV and Software
pure player Ampere. It confirms the attractiveness of the project
to be front runner in Europe, allowing Renault and its Alliance
partners to position themselves ahead of the starting grid for the
EV and software race in Europe.”
The agreements focus on extending the Alliance
collaboration in three areas:
- High-value-creation
operational projects in India, Latin America and Europe;
- Enhanced strategic agility with new
initiatives that partners can join; and
- Rebalanced Renault
Group-Nissan cross-shareholdings and reinforced Alliance
governance.
In the first area, the partners are considering
new key projects in Latin America, India and Europe that aim to
deliver win-win, large-scale and actionable benefits. Among these,
Renault Group and Nissan have already announced their renewed
commitment to Indian operations through new investment and
vehicles.
In the second area of enhanced cooperation, the
partners agreed to explore their existing strategies in
electrification and low-emission technologies by investing and
collaborating in respective member-company projects that could
provide incremental value to each individual business.
As part of this cooperation, Nissan has
confirmed its intention to become a strategic investor in Ampere,
Renault Group’s new EV and software entity in Europe. Accordingly,
Nissan has committed to invest in Ampere up to Euro 600 million
consistent with being a strategic investor in Ampere and securing a
board seat. This investment opportunity aligns with Nissan's
electrification strategy, creating multiple potential benefits and
synergies that complement Nissan's own goals and initiatives in
Europe and other potential markets.
The definitive agreements also formalize the
rebalancing of the Renault Group-Nissan cross-shareholdings and the
reinforcement of the governance of the Alliance. Renault Group and
Nissan entered into a new Alliance agreement that will replace the
current agreements governing the Alliance (namely, the Restated
Alliance Master Agreement, the Alliance Equity Participation
Agreement and the Memorandum of Understanding of March 12,
2019).
As announced on February 6, 2023, Renault Group
and Nissan will retain cross-shareholdings of 15% with lock-up and
standstill obligations. Renault will transfer 28.4% of its Nissan
shares into a French trust, where the entrusted shares will be
voted neutrally, subject to limited exceptions. Renault Group would
continue to fully benefit from the economic rights (dividends and
proceeds of share sales) from the entrusted shares until such
shares are sold. The transfer to the trust would trigger no
impairment in Renault Group financial statements.
As a result of the transfer of the 28.4% of
Nissan shares to the trust, Nissan would be able to exercise its
voting rights attached to its shareholding in Renault Group. The
voting rights of Renault Group and Nissan would be capped at 15% of
the exercisable voting rights, with both companies able to freely
exercise their voting rights within such limit.
Renault Group would instruct the trustee to sell
the entrusted Nissan shares if commercially reasonable for Renault
Group, but it has no obligation to sell the shares within a
specific pre-determined period of time. Renault Group would have
full flexibility to sell the Nissan shares held in the trust,
within a coordinated and orderly process with Nissan, in which
Nissan would benefit from a right of first offer, to its or the
benefit of a designated third party.
MEDIA CONTACTS
Renault GroupFrédéric TexierTel: +33 6 10 78 49
20frederic.texier@renault.com Rie Yamane Tel:
+33.6.03.16.35.20 rie.yamane@renault.com |
Nissan Motor Co., Ltd.Shiro NagaiTel: +81
(0)45-523-5552nissan_japan_communications@mail.nissan.co.jp |
INVESTOR RELATIONS
CONTACTS |
|
Renault GroupPhilippine de Schonen+33 6 13
45 68 39philippine.de-schonen@renault.com |
Nissan Motor Co., Ltd.Tak Ishikawa or Tomoko
ShimizuTel.: +81
(0)45-523-5520nissan_ir@mail.nissan.co.jp |
- 20230726_Press Release_Alliance Definitive Agreement
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