0001209191-11-040700.txt : 20110722
0001209191-11-040700.hdr.sgml : 20110722
20110722205055
ACCESSION NUMBER: 0001209191-11-040700
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20110721
FILED AS OF DATE: 20110722
DATE AS OF CHANGE: 20110722
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Chrysler Group LLC
CENTRAL INDEX KEY: 0001513153
STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLES & PASSENGER CAR BODIES [3711]
IRS NUMBER: 270187394
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1000 CHRYSLER DRIVE
CITY: AUBURN HILLS
STATE: MI
ZIP: 48326
BUSINESS PHONE: 800-247-9753
MAIL ADDRESS:
STREET 1: 1000 CHRYSLER DRIVE
CITY: AUBURN HILLS
STATE: MI
ZIP: 48326
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FIAT S P A
CENTRAL INDEX KEY: 0000842317
STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLES & PASSENGER CAR BODIES [3711]
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-54282
FILM NUMBER: 11983428
BUSINESS ADDRESS:
STREET 1: VIA NIZZA 250
CITY: TURIN
STATE: L6
ZIP: 10126
BUSINESS PHONE: 390110061111
MAIL ADDRESS:
STREET 1: VIA NIZZA 250
CITY: TURIN
STATE: L6
ZIP: 10126
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Fiat North America LLC
CENTRAL INDEX KEY: 0001518840
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-54282
FILM NUMBER: 11983426
BUSINESS ADDRESS:
STREET 1: 7 TIMES SQUARE TOWER, SUITE 4306
CITY: NEW YORK
STATE: NY
ZIP: 10036
BUSINESS PHONE: 212-207-0908
MAIL ADDRESS:
STREET 1: 7 TIMES SQUARE TOWER, SUITE 4306
CITY: NEW YORK
STATE: NY
ZIP: 10036
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Fiat Group Automobiles S.p.A.
CENTRAL INDEX KEY: 0001518841
STATE OF INCORPORATION: L6
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-54282
FILM NUMBER: 11983427
BUSINESS ADDRESS:
STREET 1: CORSO AGNELLI 200
CITY: TORINO
STATE: L6
ZIP: 10135
BUSINESS PHONE: 39-001100311111
MAIL ADDRESS:
STREET 1: CORSO AGNELLI 200
CITY: TORINO
STATE: L6
ZIP: 10135
4
1
c20332_4x0.xml
MAIN DOCUMENT DESCRIPTION
X0303
4
2011-07-21
0001513153
Chrysler Group LLC
NONE
0000842317
FIAT S P A
250 VIA NIZZA
TORINO
L6
10126
ITALY
1
0
1
0
0001518841
Fiat Group Automobiles S.p.A.
CORSO AGNELLI 200
TORINO
L6
10135
ITALY
1
0
1
0
0001518840
Fiat North America LLC
7 TIMES SQUARE TOWER
SUITE 4306
NEW YORK
NY
10036
1
0
1
0
Class A LLC Membership Interests
2011-07-21
4
P
0
24615
A
285840
I
Held directly by Fiat North America LLC
Class A LLC Membership Interests
2011-07-21
4
P
0
98461
A
384301
I
Held directly by Fiat North America LLC
Option under Equity Recapture Agreement
2011-07-21
4
P
0
1
75000000
A
2018-12-31
Class A Member-ship Interests
676924
1
I
Held directly by Fiat North America LLC
The securities are owned by Fiat North America LLC, which is a wholly-owned subsidiary of Fiat Group Automobiles S.p.A., which is a wholly-owned subsidiary of Fiat S.p.A. Fiat Group Automobiles S.p.A. and Fiat S.p.A. are indirect beneficial owners of the reported securities.
The securities were acquired for an aggregate purchase price of $125,000,000.
The securities were acquired for an aggregate purchase price of $500,000,000.
Option under the Equity Recapture Agreement, dated June 10, 2009, by and among The U.S. Department Of The Treasury (or its successors or transferees), UAW Retiree Medical Benefits Trust ("VEBA"), and the VEBA holding companies identified therein to acquire all 676,924 Class A LLC Membership Interest (the "Interests") in Chrysler Group LLC (the "Issuer") acquired by the VEBA on June 10, 2009 and not previously disposed of. In addition, to the extent that VEBA receives aggregate proceeds in respect of the Interests that exceed $4,250 million, increasing at a rate equal to 9% per annum compounded annually from January 1, 2010, calculated on an actual days elapsed basis (the "Threshold Amount"), then the VEBA is obligated to transfer to the holder of the option (i) an amount in cash equal to the aggregate proceeds, if any, received by VEBA in respect of the Interests in excess of the Threshold Amount and (ii) all remaining Interests held by the VEBA.
The exercise price is equal to the Threshold Amount less amounts previously received by VEBA in respect of the Interests.
The right to acquire the Interests (to the extent not previously disposed) can be exercised at any time, subject to the limitations set forth in the Issuer's Limited Liability Company Operating Agreement.
Each of Fiat S.p.A., Fiat Group Automobiles S.p.A. and Fiat North America LLC is a director by deputization.
By: /s/ Rajesh N. Choudhary Attorney-in-Fact
2011-07-22