Tupy acquires Teksid´s cast iron components business from Fiat Chrysler Automobiles

Deal will allow Companies to provide better solutions to their clients through world-class practices in manufacturing and R&D, enhancing Tupy's presence in strategic segments of the global capital goods industry and expanding the growth potential for machining and engineering services

JOINVILLE, Brazil, Dec. 20, 2019 /PRNewswire/ -- Tupy S.A. ("Tupy"), a Brazilian-based supplier dedicated to the development and manufacturing of engineered cast iron structural components, today announced that it has entered into an agreement for the acquisition of FCA's global cast iron automotive components business, which is operated through FCA's subsidiary Teksid S.p.A. ("Teksid"). The proposed transaction includes Teksid's production facilities in Brazil, Mexico, Poland and Portugal, in addition to Teksid's interest in a joint venture in China, Teksid's engineering office in Italy and the sales office in the United States. Teksid's aluminum business is not included in the transaction and will remain part of FCA.

The amount payable by Tupy to FCA at closing is EUR210 million, subject to customary purchase price adjustments, to be paid after. In addition, Tupy will grant commercial bonuses and discounts, typical of the industry, in connection with the agreed long-term supply arrangements.

The proposed transaction is subject to customary closing conditions, including the receipt of antitrust approvals.

The acquisition will provide substantial opportunities for sharing best practices in key processes, enabling Tupy to expand its business and more successfully manage future industry challenges. Together, the combined companies would have had more than EUR1.5 billion in revenues in 2018 and employed over 20,000 employees.

The resulting structure will benefit from a competitive and flexible manufacturing base. This coupled with the combined strengths of both companies will lead to more efficient asset utilization and faster responses to the global capital goods industry cyclicality, key factors in creating value for customers and ensuring long-term sustainability of the value chain.

The deal will also solidify company's presence in strategic segments of the global capital goods industry, while significantly expanding the growth potential for its machining, assembly and engineering services. Additionally, it represents an important step towards the Asian market, which presents significant growth opportunities.

"Teksid is globally recognized for the quality of its products and the superior talent and technical expertise of its teams. We are looking forward to welcoming our colleagues from Teksid to build together an even stronger company for the future," said Fernando de Rizzo, Tupy's CEO. "The proposed combination of assets, people and knowledge will enable a significant increase in our ability to develop new technologies and deliver superior value-added products and services to our customers worldwide."

The transaction is also expected to strengthen Tupy's strategic partnership with FCA, which will remain a significant customer of the combined Tupy and Teksid group following closing of the acquisition.

Advisors Banco Morgan Stanley S.A. acted as exclusive financial advisor to Tupy,whilst J.P. Morgan provided the acquision financing to the company. Cleary Gottlieb Steen & Hamilton acted as legal counsel to Tupy.

About Tupy

Tupy is a Brazilian company specialized in developing and manufacturing highly-engineered structural cast iron components applied to complex metallurgical and geometrical components extensively used in capital goods that serve freight transport, construction industry, agriculture and many others industrial applications. These solutions contribute to the improvement of life standards such as, sanitation, drinking water, health, housing and the production and distribution of food. The technological innovation involved in our production and development processes is the company's specialty that dates back more than 80 years. Tupy's manufacturing facilities are located in Brazil and Mexico.

CONTACT: Investor Demands: Hugo Giuliano Zierth, +55 11 2763 7844, Hugo.zierth@tupy.com.br; Press Demands: Engaje Comunicação - Guilhermo Benitez, + 55 11 98309 9890, Guilhermo.benitez@engajecomunicacao.com; Sayonara Moreira, + 55 47 4009 8039, Sayonara.silva@tupy.com.br

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