Tata Motors arm launches tender offer to acquire Iveco Group.

Tata Motors has announced that its subsidiary, TML CV Holdings B.V., has launched a tender offer to acquire Italian commercial vehicle manufacturer, Iveco Group at EUR 14.1 per common share in cash.

The acceptance period for the offer will run from 7 September 2026 to 26 October 2026. Iveco Group?s Board of Directors has unanimously supported the transaction and recommended that shareholders accept the offer. The board has also recommended that shareholders vote in favour of the resolutions related to the offer at the Extraordinary General Meeting (EGM), scheduled for 16 October 2026.

The proposed transaction will bring together Iveco Group and Tata Motors? commercial vehicle business, whose product portfolios and capabilities are considered complementary, with limited overlap in their industrial and geographical operations. The combined entity is expected to have a significant global presence, with annual sales of more than 590,000 vehicles and combined revenues of around EUR 21 billion (over Rs 2.28 lakh crore).

The combination is expected to create operating efficiencies by allowing the businesses to spread capital investments across larger volumes, improve operating leverage and reduce cash-flow volatility associated with the commercial vehicle industry. The transaction is also expected to provide opportunities to further strengthen Iveco Group?s powertrain business, FPT.

Exor N.V., Iveco Group?s largest shareholder, has irrevocably committed to support the offer and tender its stake, representing approximately 27.06% of Iveco Group?s common shares and 43.19% of total voting rights.

The offer is subject to customary conditions, including a minimum acceptance threshold of 95% of the common shares. This threshold will automatically be reduced to 80% if shareholders approve the Back-End Resolution at the EGM.

If TML CV Holdings secures 95% or more of Iveco Group?s common shares, it intends to commence a Dutch legal squeeze-out process. If its holding reaches between 80% and 95%, the company intends to pursue a post-offer demerger and liquidation, subject to shareholder approval at the EGM.

Girish Wagh, managing director and CEO of Tata Motors, said, ?The commencement of the tender offer marks an important milestone in bringing together two highly complementary organizations with a shared commitment to excellence, innovation and customer success. By combining our respective strengths, capabilities and market presence, we have the opportunity to build a stronger, more globally competitive commercial vehicle business that is better positioned to serve customers, invest in future technologies and create sustainable value for all stakeholders. We have immense respect for Iveco Group?s heritage, talented people and trusted brands, and we look forward to supporting their continued growth and success. We believe the tender offer presents a compelling value proposition for Iveco Group shareholders and look forward to its successful completion.

Olof Persson, CEO of Iveco Group: ?The many benefits of this transformational combination are clear. By creating a major new force in global commercial vehicles, we will unlock the significant advantages of increased scale and reach, accelerate innovation and bring even more industry-leading products to customers worldwide. The complementary nature of our two businesses further enhances the rationale of the transaction, supporting long-term opportunities for our employees, strengthening prospects for our suppliers and partners, and reinforcing the foundations for continued growth. Given these strategic benefits, together with the attractive value offered to shareholders, our Board unanimously supports and recommends the tender offer.?

Tata Motors is India?s largest and a globally renowned manufacturer of utility vehicles, pick-ups, trucks, and buses. The company reported 83% increase in consolidated net profit to Rs 2,556 crore on a 19.3% rise in revenue to Rs 20,667 crore in Q1 FY27 as compared with Q1 FY26.

The counter shed 0.59% to end at Rs 458.10 on the BSE.

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