In a deal poised to reshape the global commercial vehicle industry, Tata Motors has announced its plan to acquire Italy’s Iveco Group for €3.8 billion in an all-cash transaction, creating a formidable global player with vast reach, complementary capabilities, and a unified strategic vision.
The deal, unveiled jointly by Tata Motors and Iveco Group on July 30, will be executed through a voluntary tender offer by TML CV Holdings PTE LTD, a new Dutch-incorporated entity wholly owned by Tata Motors.
The offer targets all issued common shares of Iveco Group following the separation of its defense business, a condition explicitly required for the acquisition to proceed.
At the heart of the offer is a price of €14.1 per share in cash, excluding an extraordinary dividend of €5.5–6.0 per share to be paid from the proceeds of Iveco’s defense unit sale. This represents a 22–25% premium over the three-month volume-weighted average share price of €16.02, adjusted for the dividend. Without the dividend adjustment, the premium rises to an eye-catching 34–41%.
Iveco’s Board of Directors has unanimously recommended the offer, and Exor N.V.—Iveco’s largest shareholder with 27.06% of shares and 43.11% of voting rights—has irrevocably committed to tender its stake. Financing is fully secured, with Tata Motors promising certainty of deal completion and robust post-deal support for Iveco’s operations, employees, and strategic direction.
The deal excludes Iveco’s defense businesses, which are valued at €1.7 billion and are expected to be sold off separately by March 31, 2026. The extraordinary dividend of €5.5–6.0 per share will be paid to Iveco shareholders as part of this divestment.
Tata Motors has agreed to extensive non-financial covenants, ensuring stability for two years after closing. The offer is subject to regulatory approvals including merger control, foreign direct investment, and EU foreign subsidy rules, with completion expected in the first half of 2026.
The transaction aims to combine Tata’s manufacturing scale and innovation with Iveco’s European market strength and advanced product lineup, unlocking significant long-term growth and value. Together, the two companies will create a global commercial vehicle champion positioned to lead in emerging mobility trends.
