Chrysler 2015 Annual Report Download - page 238

238 2015 | ANNUAL REPORT
Consolidated
Financial Statements
Notes to the Consolidated
Financial Statements
32. Subsequent events
The Group has evaluated subsequent events through February 29, 2016, which is the date the financial statements
were authorized for issuance.
Ferrari Spin-off
The transactions to separate Ferrari N.V. from the Group were completed on January 3, 2016. FCA shareholders
received one common share of Ferrari N.V. for every ten common shares of FCA and holders of the mandatory
convertible securities (Note 19) were entitled to receive 0.77369 common shares of Ferrari N.V. for each mandatory
convertible security of U.S.$100 notional amount held of record on January 5, 2016. In addition, FCA shareholders
participating in the FCA loyalty voting structure received one special voting share of Ferrari N.V. for every ten special
voting shares of FCA held of record on January 5, 2016. Furthermore, on January 13, 2016, holders of FCA shares
received a cash payment of €0.01, less any required applicable withholding tax, for each share held of record as of
January 5, 2016.
In accordance with the terms of the Mandatory Convertible Securities, certain economic provisions of the Mandatory
Convertible Securities (Note 19) were adjusted, effective as of January, 15, 2016, as a consequence of the spin-off of
Ferrari N.V. to the holders of the Mandatory Convertible Securities:
Initial Price was adjusted from U.S.$11.00 to U.S.$7.1244;
Threshold Appreciation Price was adjusted from U.S.$12.9250 to U.S.$8.3712;
Stated Amount was adjusted from U.S.$100.00 to U.S.$64.7675; and
The common share prices included within the definition of “Early Conversion Rate” applicable to a “fundamental
change” (as defined in the prospectus of the Mandatory Convertible Securities) were also adjusted.
The relevant fraction used to affect the adjustments noted above was calculated using the average of the daily Volume
Weighted Average Price (“VWAP”) from January 5, 2016 to January 15, 2016 for both FCA common shares and
Ferrari N.V. common shares.
On January 26, 2016, a conversion factor of 1.5440 was approved by the FCA Compensation Committee and applied
to outstanding FCA NV PSU and RSU awards (Note 20) as an equitable adjustment to make equity award holders
whole for the diminution in value of an FCA share resulting from the spin-off of Ferrari N.V..