Tag Archives: Investment Bank

The Saab Spyker Deal Is Expected To Close With GM Today

Posted on 15. Feb, 2010 by .

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Today, the long awaited Saab Spyker deal is expected to close with GM as originally scheduled.

Radio West have recently indicated that the deal is expected to be done by the end of the day. Whether that is the end of the business day for Sweden, or the United States is uncertain. If history tells us anything then perhaps it will be before noon EST in the United States as Sweden will be wrapping up the end of their business day.

In the meantime, here’s the article below:

Today Spykers purchase of Saab Automobile’s will be clear. All of pieces of the puzzle are now in place so it’s all about GM and Spyker closing the deal.

Spykers initial payment: 350 million Swedish kronor.

The plan indicates that Spyker will complete negotiating with GM on the sale of Saab Automobile by the end of the day.

Some of the last pieces of the puzzle fell into place in the course last Friday when Spykers extraordinary congress voted for the purchase, the Swedish National Debt Office said yes to the loan guarantees and the European Investment Bank gave the green light to the loan.

If everything goes according to plan, Spyker’s first installment will be 50 million U.S. dollars to GM, equivalent to just over 350 million Swedish kronor.

Spykers CEO Victor Muller provided clarity recently about his funding a week ago with his business acquaintance, Pieter Heerema, the offshore company set up with a loan.

The rest of the money to purchase 24 million U.S. dollars is to be paid under the agreement July 15.

But most of the money that GM will want to remain in the Saab Spyker as the reference shares and paid in due course.

And an agreement between Spyker and GM must be done as soon as possible.

As long as the situation is presently, Saab can not go further and conclude agreements with its suppliers, making it impossible to get started with production.

So once a purchase agreement is completed, the Saab staff will finally begin to see a glimpse of the future where it will start building cars again, perhaps as before.

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Saab Cars North America Post Q & A On Website

Posted on 29. Jan, 2010 by .

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Saab Cars North America Post Q & A on their website.

Updated January 28, 2010
GLOBAL BRAND NEWS

Q: What is happening with the sale of Saab?

A: Good news! General Motors and Spyker Cars NV have confirmed that they have reached a binding agreement on the purchase of Saab Automobile AB.

Q: When will the sale be completed?

A: The next step in the process is approval by the European Investment Bank of loans to fund the operation of the new company during the transition. The sale is expected to close in mid-February, and is subject to customary closing conditions, including receipt of applicable regulatory, government and court approvals.

Q: Will there be any impact to current customers?

A: Our end goal is a seamless transition for current and future customers.

Q: What is the situation with dealers in the USA?

A: All current Saab dealers will be requested to become franchise dealers of Saab Cars NA.
SERVICE AND WARRANTY

Q: I’ve heard that Saab will be under new ownership. What happens to my Saab vehicle warranty and no-charge scheduled maintenance?

A: Saab vehicle coverage will be unchanged. Saab vehicles will continue to be covered by current warranty and service plans, and customers should continue to have their vehicles serviced at Saab dealerships.

Q: Will parts continue to be available for my Saab product?

A: Yes, Saab genuine parts will continue to be available through your authorized Saab dealer and authorized service point. This includes models: 9-2X, 9-3, 9-5, and 9-7X.

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GENERAL MOTORS AND SPYKER CARS REACH AGREEMENT ON SAAB

Posted on 26. Jan, 2010 by .

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News Release
spykerheader

• GM and Spyker Cars announce a binding agreement over the transfer of ownership
of Saab
• Terms are agreed and the deal is expected to close in February
• Saab’s future as an independent company is secured
• Saab will exit the orderly wind-down process
• Spyker shareholders will restructure at closure of the deal
• Swedish Government issues guarantee in favour of EIB

ZEEWOLDE, The Netherlands (26 January, 2010) – General Motors Company and Spyker Cars N.V, today confirmed the details of a binding agreement over the transfer of ownership of Saab Automobile AB of Trollhättan, Sweden. The transaction is expected to close in February and Saab Automobile will exit the orderly wind down process in line with that timetable.

The transaction will be accomplished as follows:

• Spyker acquires from Saab Automobile Investering AB, a subsidiary of General Motors (“GM”), all the issued and outstanding ordinary shares in the capital of Saab Automobile A.B. (“Saab”) for a consideration of USD 74 million (“Purchase Price”).

• The Purchase Price will be paid in two instalments. The first instalment of USD 50 million will be paid on the date of completion of the transaction, expected to take place on or before February 15, 2010 (“the Closing”). The second instalment of USD 24 million will be paid on July 15, 2010.

• The Share Purchase Agreement is subject to the execution of a EUR 400 million loan agreement between Saab and the European Investment Bank (“EIB”), guaranteed by the
Swedish Government. Today, the Swedish government announced approval of this guarantee. The guarantee is subject to approval by the European Commission, which is expected shortly.

• Upon completion of the transaction GM will retain redeemable preference shares of USD 326 million. The preference shares represent less than 1% of the voting rights in the capital of Saab. The mandatory redemption date is 31 December 2016 and Saab has the right to request voluntary redemption at any time prior to this date. The preference shares carry a dividend entitlement of 6% starting from January 2012, increasing to 12% as from July 1, 2014. The dividend over 2012 will be added to the principal, but as from January 1, 2013 the dividend is payable in cash. Should Saab have insufficient distributable reserves to pay the cash dividend it will be added to principal increased with a penalty factor.

• In order to allow Saab to operate on a stand-alone basis outside GM, Saab and GM will enter into a number of ancillary agreements. As part of the transaction, Spyker intends to negotiate the acquisition of all the outstanding shares in Saab Great Britain Limited, the UK distribution, marketing and sales company for Saab from General Motors UK Limited.

• Spyker will issue a corporate guarantee not exceeding USD 10 million for Saab’s obligations to and for the benefit of the financing company GMAC.

• Spyker will as soon as practically possible convene a general meeting of shareholders to approve the transaction. Spyker obtained irrevocable voting undertakings to vote in favour of the transaction representing the voting majority of its current shareholders.

• It is the intention to change the name of Spyker Cars N.V. at that general meeting of shareholders to Saab Spyker Automobiles N.V.

• As back-up financing, Spyker entered into a EUR 150 million Equity Credit Line Facility with GEM Global Yield Fund Limited (“GEM”) for a term of 3 years. According to this facility, Spyker may issue shares to GEM at 90 per cent of the volume weighted average price of the shares over a period of 15 trading days following a draw down notice sent to GEM by Spyker. In relation to the GEM facility, Spyker has issued to GEM share warrants in respect of 1,570,000 ordinary shares at an exercise price of EUR 4 per ordinary share. The warrants have a 5 year
term.

The object of acquisition
• In spite of media reports that certain parts have already been sold off, the object is Saab as a complete entity and going concern with all IP rights, trademarks, facilities and other infrastructures. The sale of pre 2003 Saab 9-3 and current Saab 9-5 technology to BAIC in December 2009 did not result in any part of Saab’s business being divested or devalued. On the contrary, Saab has already started the production of the new generation Saab 9-5 in Trollhättan.

• Both Saab management and Saab GB management prepared an estimated balance sheet as at 31 December 2009 for the purpose of this transaction. These estimated balance sheets are
still subject to final account closing and audit procedures.

• Spyker Cars does not yet have a balance sheet as at 31 December 2009 ready for reporting purposes. As such, it would be premature to show a pro-forma combined balance sheet for
Spyker, Saab and Saab GB as at 31 December 2009.

• Therefore Spyker only disclose an indicative combined balance sheet of Saab and Saab GB as at Closing date based on the estimated balance sheets for both entities as at 31 December
2009, adjusted for the impact of the transaction items as at Closing date.

• It should be noted that the indicative closing balance sheet is based on the latest estimated balance sheets of both entities by Saab and Saab GB management which are subject to final closing and audit procedures and therefore subject to change, and does not reflect any potential fair value or purchase price allocation adjustments. The indicative closing balance sheet should therefore not be considered as the actual closing balance sheet, but only as an indication for the assets and liabilities to be acquired at closing date.

stats

Saab’s and Saab GB’s combined revenue amounted to some EUR 1.0 billion in 2009 (2008:
EUR 1.6 billion). Earnings before interest, taxes and depreciation amounted to EUR 0.4 billion
negative in 2009 (2008: EUR 0.3 billion negative). In 2009 Saab sold 39.903 cars and
produced 20.791 cars versus selling 94.751 cars in 2008 and producing 89.086 cars.

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RESTRUCTURING AND MANAGEMENT BUY-OUT

As from Closing of the Saab acquisition, the ownership structure of Spyker will change as follows:

• Tenaci Capital B.V. (“Tenaci”), a company wholly owned by Mr. V.R. Muller has made a successful bid on Mr. V. Antonov’s current shareholding in Spyker consisting of 4.6 million ordinary shares. As agreed in 2007, when Mr V. Antonov acquired his shares in Spyker, Mr. V. Antonov will cause the transfer of the priority share to Spyker if and when he would dispose of his shareholding. A resolution to cancel the priority share will be proposed at the upcoming EGM.

• Messrs. N. Stancikas, M. Bondars and Mr. V. Antonov will retire as members of Spyker’s Supervisory Board effective as per the date of Closing.

• Tenaci will grant to Spyker two loans. One for an amount of USD 25 million towards payment of part of the Purchase Price for Saab upon completion of the transaction. A second loan for an amount of EUR 57 million for repayment of all of Spyker’s current outstanding loans to banks and other financial institutions controlled directly, or indirectly by Mr. V. Antonov. This loan mirrors the existing terms (including the lender’s right to convert EUR 9.5 million into ordinary shares at a conversion price of EUR 4.00 per share).

• The sale will be subject to customary closing conditions, including receipt of applicable regulatory, governmental and court approvals. Other terms and conditions specific to the sale are not being disclosed at this time. Victor R. Muller, Spyker’s CEO, stated: “We are very much looking forward to being part of the next chapter in Saab’s illustrious history. Saab is an iconic brand that we are honoured to shepherd. We are delighted to have secured the jobs and livelihoods of thousands of loyal Saab employees, suppliers and dealers and to have given reassurance to the 1.5 million Saab drivers and enthusiasts around the world. It was breathtaking to see so much support from the global Saab community over the last months which not only shows the strength of the brand but also helped us in our relentless determination to get the deal done.”

“Spyker Cars will provide Saab with the backing required to compete as a competitive global brand along with an entrepreneurial leadership team sensitive to the uniqueness, heritage and individuality of the Saab brand. I would like to extend my sincere gratitude to Vladimir Antonov for his formidable support during the past two years. His contribution has allowed Spyker to get to the point that this
transaction was made possible. I also want to extend my gratitude to Messrs. Stancikas and Bondars as Members of the Supervisory Board. They have made very valuable contributions to our company
during their respective terms.”

“Finally I would like to thank the Swedish Government for its constant support for our efforts culminating in granting the Guarantee in favour of the European Investment Bank today for an EUR
400 Million loan to Saab which we hope to secure in the coming weeks.”

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Jan Åke Jonsson, CEO of Saab Automobile AB said: “It has been a challenging 15 months for Saab but our global organization has shown a fighting spirit that will serve us well going forward. The
agreement with Spyker Cars has secured Saab’s future and will enable us to maximize the brand’s potential through an exciting new product line-up with a distinctly Saab character.”

“Today’s news is great for Saab’s customers, dealers, suppliers and employees around the globe. The level of passion and support shown to Saab over recent months has been remarkable and I would like
to take this opportunity to thank all of those people who continued to believe that Saab deserved a future. Now we aim to get back to the execution of our business plan and with the continued support
of our employees and business partners I am confident we will succeed.”

Nick Reilly, President GM Europe, added: “As a responsible corporate citizen in Europe, and throughout the entire period, GM has always had the hope to find a positive solution for Saab that
would avoid a wind-down of the brand. We have worked very hard with many parties, including governments and investors, and I’m very pleased that we could come to such a positive conclusion
that preserves jobs in Sweden and elsewhere. GM will continue to support Saab and Spyker Cars on their way forward.”

-Ends-

Note for the media, not for publication
For further media information, please contact:

Saab Automobile Press Office
Tel: +46 (0)520 279797

Spyker Cars Europe, PFPR Communications:
Mike Stainton
T: +44 (0) 1622 77 66 87
M: +44 (0) 7739 891 040
E: mike.stainton@pfpr.com

Tom Housley
T: +44 (0) 1622 766510
M: +44 (0) 7746 646 356
E: thomas.housley@pfpr.com

Peter Rawlinson
T: +44 (0) 1622 691 361
M: +44 (0) 7971 472 715
E: peter.rawlinson@pfpr.com

Spyker Cars North America, PCG Campbell:
Shane Smith
T: +1 310 224 4965
M: +1 310 224 4965
E: ssmith@pcgcampbell.com

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Saab History To GM: Please Accept Spykers Renewed Offer

Posted on 20. Dec, 2009 by .

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Saab History To GM: Please Accept Spyker’s Renewed Offer.

After the global outcry and response to your unexpected decision on Friday morning, here is the chance for you to redeem yourself.

This morning, Spyker Cars has submitted to a renewed 11-point offer to purchase Saab Automobile by the end of the year.

This offer removes all obstacles including the European Investment Bank loan and everything else that stood in the way of you accepting the earlier offer.

There are no reasons now to disregard this offer as Spyker Cars are now working hard to meet your terms. As the wind down does not officially begin until January 1st, staying true to your word, this offer once you agree to it, has been submitted to you prior to December 31st meeting your original terms all along.

Saab Automobile, Spyker Cars and the entire Global Saab Community including so many of your own GM employees want this deal to be completed, so please sign the papers Monday and complete it so that Saab’s future is secured with their new owner.

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TTELA Reports: Spyker To Proceed To Next Stage

Posted on 15. Dec, 2009 by .

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According to TTELA, Spyker is to proceed to the next stage in the process to buy Saab Automobile.

General Motors’ process to sell Saab Automobile has taken another step. The European Investment Bank (EIB) and the government have received support to go in depth with one of the stakeholders.

– I know that the bank has given a name to work with and we have also begun to look at the candidate who is the main track, says Joran Hagglund, state secretary at the Economy Ministry, told TT.

For Saab to be able to get the loan from Bank of 400 million, approximately SEK 4.2 billion, the new owner must meet the Bank’s review. Government and SNDO review is to examine whether the state should provide the necessary loan guarantees.

– We will include an economic analysis and see where Saab will enter the business image of stakeholders. For us, the same requirements apply as before – the taxpayers should not suffer,” said Joran Hagglund.

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The Saab Automobile & GM Meeting In Detroit Is Underway

Posted on 01. Dec, 2009 by .

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swedengroup.jpg

The primary meeting between GM and the Swedish Government at the Rennaissance Center in Detroit, Michigan is taking a while, so the 13-member GM board meeting is going to be starting a little later than planned, according to Sweden’s Expression.

It should also be known that once a determination is made, GM will not be doing a press conference where questions & answers can be made, instead they will be issuing a press release according to Tom Wilkinson, GM’s Press coordinator. I’m not sure what to say about that.

Here’s the piece below from Swedish Radio, translated.

The meeting with the GM people were booked for 23 o’clock Swedish time, at GM’s headquarters. In the official Swedish delegation, there were five people, including Joran Hagglund, State Secretary in the Ministry of Industry.

In addition, Jan Ã…ke Jonsson, Saab-head, in Detroit. Although he hits GM’s management and at least one party.

GM’s press officer Tom Wilkinson told TT that GM will not have a press conference in conjunction with the Board. If something new comes out that GM will be sending out a press release, according to Wilkinson.

Meanwhile in Trollhättan representatives from Chinese BAIC to review Saab technology.

Who would participate in the Swedish meeting with GM management would not say Frank Nilsson. Nor what was the Swedish message more than the desire to get the proper opportunity to present their views and clarify what the Swedish government can do and can not do.

Hit by GM management was before the meeting that GM’s board would later start and where it might be a decision on the Saab. Closures, new sales process or maintain the issue.

The meeting was held in the huge Renaissance Center – the skyscrapers in the middle of Detroit, where GM has its headquarters. So far, even Saab’s U.S. office there.

13 people are included in the Board. Four are appointed by the U.S. government, which owns around 60 percent of GM. A delegate of the Canadian government, which also has a stake after GM’s reorganization.
They have Saab’s fate in their hands.

– I hope they take the time to familiarize themselves with everything so that it becomes a business decision based on facts and nothing to rush for years to keep a deadline, “said Kjell ac Bergstrom, CEO of Saab Automobile Powertrain, which was involved in producing the base, which Saab Chief had with them.

Among those said to have retained an interest group covers Chinese Beijing Auto (BAIC), which was intended as part of the Koenigsegg Group.

According to information provided to TT technicians came from BAIC to Saab in Trollhättan, as late as Sunday, to continue to see the technology and intellectual property company wants. BAIC has plans to produce older models of Saab in China.

While Beijing Auto’s CEO Wang Dazong suggested continued purchasing interest, he stated that the company does not need a new plant, reported Reuters.

Merbanco investment bank based in Wyoming would also continue to be in the match. The company’s CEO Christopher Johnston has confirmed to several media that you can think of a purchase, but believes that the Swedish government should provide more support.

Renewed speculators is also stated U.S. financial group Renco Group to be.

Among the group that the government and GM management is expected to discuss before the board meeting started was also to find out more about speculators and talk about the government’s ability to provide state guarantees. The process of EIB loan need not be taken on a new Saab Owners.

– The more you can use the previous plans, the faster it can go, “says Bengt Wenner Stein, scientific councils of the Economy Ministry.

GM’s board meeting resumed on Tuesday morning, local time. When the decision is taken on Saab is not known. It may come as early as after Monday’s meeting. It can also delay the meeting until the entire course.

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Swedish Government Still Prepared To Guarantee EIB Loan

Posted on 28. Nov, 2009 by .

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The Wall Street Journal indicates that the Swedish Government is still prepared to Guarantee EIB loans.

In addition, Jöran Hägglund, Sweden’s state secretary that has been fighting for Saab’s success since January, will be heading to Detroit again early this week to talk with GM prior to their board meeting on Tuesday.

Here’s hoping all is going to be positive early week as it sounds like support systems are in place short of a secured buyer.

STOCKHOLM (Dow Jones)-

A Swedish government delegation will travel to Detroit early next week to discuss Saab Automobile AB’s future with General Motors Co., an official said. State Secretary Joran Hagglund, the Swedish government’s main liaison to the auto industry, said Friday that Sweden was still prepared to act as Saab’s guarantor to loans from the European Investment Bank if required by the EIB. Hagglund himself will be part of the delegation to Detroit next week.
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Saab Automobile Re-Hires Employees Back In Sweden

Posted on 23. Nov, 2009 by .

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rehire.jpg

Photo Credit: TTELA / Jerry Lovberg

Trollhattan, Sweden’s TTELA reports that Saab Automobile continues to re-hire their employees that they layed off back in April.

Here is the piece below translated by google.

New times. Elin Karlsson has returned to a company that is no longer in American hands and slowly reach a green twig after the worst slump in its history – in the background is an advertising slogan for the new 9-5: an who says that ” A new era has begun “.
[…]

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