Tech Mahindra Limited, part of India-based Mahindra Group, and Mahindra & Mahindra jointly entered into an agreement with Pincar S.r.l. to purchase a controlling stake in Italian Pininfarina.
Under the lead of Italian law firm Gianni Origoni Grippo Capelli, Rome, Heuking Kühn Lüer Wojtek advised Mahindra Group and accompanied the German part of the transaction.
Pininfarina is the legendary independent car design company, founded and run by the Pininfarina family since 1930. Pininfarina has designed vehicles for renowned manufacturers such as Ferrari, Alfa Romeo, Peugeot, M&M, Fiat, GM, Lancia, Maserati, and Hyundai.
Subject to the occurrence of the conditions precedent provided in the agreement, the controlling shareholder, Pincar S.r.l. in liquidation, will sell its entire stake in Pininfarina, equal to 76.06 percent of its share capital, at a price of EUR 1.10 per share., the acquisition will be completed by a joint venture company, in which Tech Mahindra will hold 60% and Mahindra & Mahindra 40%. A takeover offer at the same share price will be made to the remaining shareholders following the closing of the acquisition.
Pininfarina, listed on the Milan Stock Exchange, will continue to remain independent within the new company and Paolo Pininfarina will be the Chairman of the board of directors. The acquisition of this legendary brand allows Tech Mahindra excellent access to Italian car brands such as Ferrari, Alfa Romeo, Maserati, but also to German and U.S. brands and to the fast-growing automotive market in China.
Counsel to Mahindra Group
Heuking Kühn Lüer Wojtek, Hamburg:
Dr. Stefan Duhnkrack (Lead, M&A)
Tim Petermann (Lead Due Diligence, Commercial)
Dr. Søren Pietzcker, LL.M. (IP)