Chrysler 2015 Annual Report Download - page 250

250 2015 | ANNUAL REPORT
Company Financial
Statements
Notes to the Company
Financial Statements
Share capital
At December 31, 2015, the fully paid-up share capital of FCA amounted to €17 million (€17 million at December 31,
2014) and consisted of 1,288,956,011 common shares and of 408,941,767 special voting shares, all with a par
value of €0.01 each (1,284,919,505 common shares and of 408,941,767 special voting shares, all with a par value of
€0.01 each at December 31, 2014). On December 12, 2014, FCA issued 65,000,000 new common shares and sold
35,000,000 of treasury shares for aggregate net proceeds of U.S.$1,065 million (€849 million) comprised of gross
proceeds of U.S.$1,100 million (€877 million) less U.S.$35 million (€28 million) of transaction costs.
Upon the completion of the Merger, which took the form of a reverse merger resulting in FCA being the surviving
entity, all Fiat ordinary shares outstanding as of the Merger date (1,167,181,255 ordinary shares) were canceled and
exchanged. FCA allotted one new FCA common share (each having a nominal value of €0.01) for each Fiat ordinary
share (each having a nominal value of €3.58). The original investment of FCA in Fiat which consisted of 35,000,000
common shares was not canceled, resulting in 35,000,000 treasury shares in FCA. On December 12, 2014, FCA
completed the placement of these treasury shares on the market.
The following table provides the detail for the number of Fiat ordinary shares outstanding at December 31, 2013, and
the number of FCA common shares outstanding at December 31, 2014:
Fiat S.p.A. FCA
Thousand of shares
At
December
31, 2013
Share-
based
payments
and
exercise
of stock
options
Exit
Rights
Cancellation
of treasury
shares upon
the Merger
At the
date of the
Merger
FCA
share
capital
at the
Merger
Issuance
of FCA
Common
shares
and sale
of treasury
shares
Exercise
of Stock
Options
At
December
31, 2014
Shares issued 1,250,688 320 (53,916) (29,911) 1,167,181 35,000 65,000 17,738 1,284,919
Less: treasury
shares (34,578) 4,667 — 29,911 — (35,000) 35,000 — —
Shares issued
and outstanding 1,216,110 4,987 (53,916) — 1,167,181 — 100,000 17,738 1,284,919
On October29, 2014, the Board of Directors of FCA resolved to authorize the issuance of up to a maximum of
90,000,000 common shares under the framework equity incentive plan which had been adopted before the closing of
the Merger. Awards granted during 2015 under the framework equity incentive plan are detailed in Note 20
Share-based compensation in the Consolidated Financial Statements.
Capital reserves
At December 31, 2015, capital reserves amounting to €3,805 million (€3,742 million at December 31, 2014) consisted
mainly of the effects of the Merger, resulting in a different par value of FCA common shares (€0.01 each) as compared
to Fiat S.p.A. ordinary shares (€3.58 each) where the consequent difference between the share capital before and
after the Merger was recognized as an increase to the capital reserves.