MILAN -- An option allowing Italian automaker Fiat to force General Motors to buy its loss-making car unit has been put back a year while the two groups settle a disagreement over whether it is still valid, they said on Sunday.

Top Fiat managers have regularly said they have no intention of selling Fiat Auto but the "put" option is key to the group's debt ratings and value, while it is an on-going headache for GM, which is still trying to squeeze profit from its European unit.

In a statement, the groups said GM believed the "put" has been rendered invalid by moves Fiat took to keep the carmaker afloat, selling its consumer credit arm Fidis and recapitalizing Fiat Auto Holding, diluting GM's stake to 10 percent from 20 percent.

But GM spokeswoman Toni Simonetti told Reuters "This does not waive any of our legal rights."

She noted that the so-called standstill agreement extending the put option for one year did not mean GM won't pursue any legal remedy.

"We believe they have breached the master agreement," she said, citing Fiat's recent recapitalization and the sale of some assets of its finance arm.

Fiat said its actions were "wholly proper" and did not violate the Master Agreement of 2000 when GM bought 20 percent of Fiat Auto for $2.4 billion in stock and set up money-saving joint ventures to build powertrains and buy car parts with Fiat.

At that stage, GM agreed to buy the rest of Fiat Auto from January 2004 if Fiat decided to sell. Sunday's agreement shifts the put forward by a year and the option period will now run from Jan. 24, 2005, to July 24, 2010.

The two companies also agreed they would not start legal proceedings against each other in relation to the Master Agreement until Dec. 15, 2004.

"We now have a year to renegotiate our agreement with GM," Fiat Chief Executive Giuseppe Morchio said in a statement.

Fiat said it believed the put option was still "effective and exercisable."

KEEPING FIAT ON THE ROAD

Since GM bought into the maker of the Punto city car and Alfa Romeo Spider, sales have slumped, dragging Fiat Auto deep into loss and forcing Fiat to sell profitable assets and raise money to keep the former icon of Italian industry alive.

As part of that plan, Fiat sold 51 percent of Fiat Auto's European and Latin American customer credit unit Fidis to a group of Italian banks, easing its debt burden by 6 billion euros. Fiat has an option to buy the stake back from 2006.

Fiat also decided to recapitalize Fiat Auto by 5 billion euros and put up 3 billion earlier this year by canceling debts owed to other parts of its components-to-robotics empire.

GM refused to put up its 1 billion euro share of the recapitalization, diluting its stake to 10 percent. Since then, GM has said in official filings the "put" option could be "unenforceable by reason of actions Fiat has taken or may take."

But while lawyers battle over the "put," GM has little to gain from antagonizing Fiat as their joint ventures are due to save both groups 1 billion euros a year, money GM desperately needs as it struggles to pull its European unit into the black.

Under the joint ventures, mirror models like the Opel and Vauxhall Corsa and the Fiat Punto should share most of their development costs and parts, creating economies of scale.

"General Motors and Fiat continue to believe that the joint ventures ... are working well, generating synergies and that both parties would like to see expanded cooperation," they said on Sunday, reiterating comments from GM last week.


--------------------------------------------------------------------------------------------------------

At a glance

Following are details of the ties between Fiat and GM.

MASTER AGREEMENT:
In March 2000, Fiat swapped a 20 percent stake in its Fiat Auto unit, comprising the Fiat, Lancia and Alfa Romeo brands, for 5.1 percent of GM stock, worth $2.4 billion at the time.

The agreement gave Fiat the right to sell the remainder of Fiat Auto to GM from 2004 to 2009 at "fair market value". On the day of the transaction GM shares were trading at just under $78 and Fiat at 35.5 euros. Currently, GM shares trade at about $41.80 and Fiat at around 6.60 euros.

RECAPITALISATION

After mounting losses at Fiat Auto and the downgrading of the Italian group's debt by credit rating agencies, Fiat in February 2003 announced a five-billion euro recapitalisation of its car unit but GM declined to put up its one billion euro share, diluting its stake to 10 percent.

Fiat put up three billion euros by cancelling some of Fiat Auto's debts to other parts of its robotics-to-components empire, which GM says breaks a clause of the Master Agreement preventing any transactions with Fiat affiliates "except on an arm's length basis".
Fiat said in March it hoped to avoid ever forcing GM to buy the rest of the car unit, a position reiterated by top management recently.

NEW AGREEMENT:

The put option now runs from Jan 24, 2005 to July 24, 2010.
The companies will not start legal proceedings against each other about the Master Agreement until Dec 15, 2004.

Until then, they will try to renegotiate the agreement.
Fiat believes the put option is still "effective and exercisable".
GM alleges the sale of Fiat's consumer credit arm Fidis and the capital increase of Fiat Auto Holdings constitute breaches of the Master Agreement and entitle GM to terminate it and the put option.

FIAT SELLS OUT

In December 2002, Fiat sold its entire stake in GM for about $1.16 billion, a move that helped the Italian group meet debt-cutting targets agreed with its creditor banks.

The two carmakers said the sale would not affect the put option or the joint ventures.

GM WRITE-DOWN

In October 2002, GM wrote down the value of its stake in Fiat Auto by nearly $2.2 billion to $220 million.

INDUSTRIAL JOINT VENTURES

In 2000, the companies set up joint ventures in purchasing and powertrain, or engines and transmissions. They have said they are on track with planned annual cost savings of $1.2 billion by 2003 and $2 billion by 2005.

Both companies say the joint activities will remain regardless of what happens to the ownership structure.

The companies have developed shared components for Saab (GM) and Alfa Romeo (Fiat) and are working on parts to be shared by the small Opel Corsa and Fiat Punto.

They are looking at sharing components sets for the C-segment Opel Astra and Fiat Stilo, possibly by the end of the decade.
In May 2003, Fiat agreed to sell around 20,000 cars in Mexico via a new network managed by GM.

MILAN -- Fiat could seek compensation if General Motors does not accept an option allowing the Italian industrial group to force GM to buy out its carmaker, Chairman Umberto Agnelli said on Monday.

GM has argued that a "put" option allowing Fiat to foist its share of Fiat Auto on to the U.S. giant has been rendered void by steps the Italian firm has taken to pull the 104-year-old car unit out of its worst ever crisis.

On Sunday, GM and Fiat pushed back the start of the "put" option by a year to January 2005 and froze any legal action until the end of 2004 to give them time to sort out the spat.

"If they (GM) are determined not to accept the put, we need to work out if we can find some form of practical compensation," Umberto Agnelli told reporters on the sidelines of a conference.

GM declined to comment on Monday.

Analysts say it is in GM's favor to work out a new deal with Fiat to protect two joint ventures in parts buying and powertrain development which are saving much needed cash at its loss-mired European arm Opel.

"We now have a year's grace to discuss with GM those things they say could render the put invalid," Agnelli said, adding he would meet GM Chief Executive Rick Wagoner in Shanghai soon.

GM bought 20 percent of Fiat Auto in 2000 and since then, the maker of the Punto city car and Alfa Romeo Spider has tumbled deep into loss as sales of an old model line-up hit the brakes.

Fiat has shored up its core unit by selling assets, raising 1.8 billion euros in a capital increase and recapitalizing Fiat Auto by cancelling debts owed to other parts of its robotics-to-components empire.

GM argues the recapitalization -- which diluted its stake to 10 percent after it refused to stump up more cash -- and the sale of client financing arm Fidis broke the terms of the 2000 deal and released it from having to buy out Fiat Auto.

TIME IN HAND

Earlier on Monday, analysts said delaying the put option would give Fiat time to pull its car unit back to profit and strengthen its hand in any negotiations to become part of a bigger autos group, seen as an inevitable goal for Fiat.

"We knew Fiat wasn't keen to sell at a depressed price so they had to wait a few more quarters anyway," said Cyril Benayoun, an auto credit analyst at BNP Paribas. "The worst risk to Fiat and its ratings would be if the put was canceled."

Fiat managers have said they do not want to sell Fiat Auto and are focused on nursing it to operating breakeven by 2005.

On Monday, Agnelli left the door open for a sale further down the road. Asked if the put could be exercised, he said: "Certainly not in 2004 but then we need to talk to GM (about the put and possible compensation)".

The put option has been key to Fiat's valuation and was instrumental in persuading banks to give it a three billion-euro loan last year. Agnelli said its creditors had agreed to the 12-month delay on the put.

Fiat's decision not sell its car unit was one of the reasons all three major credit rating agencies cut Fiat's debt deep into "junk" or non-investment territory over the past year.

Standard & Poor's said the put delay did not alter its BB- rating on Fiat as it had not expected Fiat Auto to be sold soon. Fitch said Fiat intended to "use the put option in the context of a strengthening of cooperation (with GM) in the medium term".

Moody's analyst Falk Frey said Fiat was unlikely to exercise the put while it was working through the restructuring plan but said "we assume it remains a valid option".

Originally posted by 351MachOne
Failure In Automotive Technology

Thats my favorite. Why would GM even offer ?

Originally posted by 351MachOne
Failure In Automotive Technology

Thats my favorite. Why would GM even offer ?

Brands under FIATS wing include Alfa, Ferrari, Lancia, Autobianci and IVECO.

Originally posted by 351MachOne
Failure In Automotive Technology

Thats my favorite. Why would GM even offer ?

Originally posted by charliemike
Because Fiat is essentially the entire automotive production in Italy?

Just as GM bought Saab and put the 9-3 on a global platform and charged a premium for it, they could do the same for a Fiat or Alfa Romeo or even Lancia.

If you think the Evo or WRX STi is hot, you should have seen the mid-to-late 80's Lancia Delta Integrale rally car ...



Just FYI

Originally posted by gavriil
I like the acronym.

Why would GM even offer? They have to. There was a recapitalization so in order to keep some of the 20% they used to own, they have to offer money. That 20% is already dangerously diluted.

Originally posted by charliemike
Because Fiat once was a proud marque that made interesting cars?

[i]Not that I've ever driven or ridden in a Fiat. [/B]

Originally posted by 351MachOne
I see, I didn't know that they owned 20%...

Originally posted by 351MachOne
key words, ONCE PROUD...

Past tense, fella... Not even GM's multimillions will help.

Not that I've ever driven or ridden in a Fiat. Im sure they were ONCE a cool car and PROUD manufacturer. In order to avoid another war, I'll stay out of this one.

Originally posted by Astroboy
Guys, the WRX is a GM car.

Originally posted by charliemike
Ok, you go sit down in the corner and think about what you just said.

Originally posted by gavriil
I have driven European sold FIATs in Europe several times. You are not missing anything.

Here is what I drove 2 summers ago as a rental for 2 weeks:

Originally posted by 351MachOne
Is everyone on this forum freaking retarded?

You're not making any sense.

The long-developing saga of the relationship between GM and Fiat could take a turn into court if Fiat sues GM next week, as is being reported by the Financial Times. The London paper says that Fiat will take General Motors to court to protect what it sees as its right to force GM to buy its carmaking operations. Four years ago, GM and Fiat swapped stakes in the others' companies, with GM agreeing to a clause that would have compelled it to purchase Fiat Auto if the Italian company demanded it after a certain date. Last year, GM and Fiat agreed to postpone any legal actions until Jan. 24, 2005, so that Fiat's critical financial problems could be attended to. The suit to be filed, the Times reports, would not end with Fiat exercising the option to sell itself to GM, only to preserve the "put" option as a remedy to its ills. GM, for its part, says the option can no longer be legally exercised since Fiat has been pumped up with cash from other sources, nullifying GM's obligation.

Chrysler Group is planning one of the largest auto-show exhibits ever built at the 2005 Chicago Auto Show, schedule for early February. In tandem with another expansion at the show's McCormick Center digs, Chrysler will expand its display to a whopping 156,000 square feet, the biggest the company has ever put together. Sized about as big as four football fields, the exhibit will run a test track around the Chrysler show stand, requiring 115 semi-trailers of track material and 1100 cubic yards of dirt, rocks, concrete and timber that will be used to lay out a "Camp Jeep"-style environment.