NSEPress Release4d ago · 1 Sept 2026, 09:58 pm
Press Release
Tata Motors Limited · TMCV
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Tata Motors' wholly-owned subsidiary TML CV Holdings B.V. has obtained all necessary authorizations for a voluntary totalitarian tender offer for all common shares of Iveco Group N.V. The offer document will be published after Consob's review.
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Full Announcement
Tata Motors Limited has informed the Exchange regarding a press release dated September 01, 2026, titled "TML CV Holdings B.V., an Indirect Wholly Owned Subsidiary of Tata Motors Limited Voluntary Totalitarian Tender Offer for all the common shares of Iveco Group N.V.".
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TMLCOMMERCIAL_01092026215742_NSEBSELETTERIVECOSIGNEDFINAL.pdf
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BSE Limited National Stock Exchange of India Ltd.
First Floor, New Trading Ring Listing Compliance Department
Rotunda Building, P J Towers, Exchange Plaza, Bandra Kurla Complex,
Dalal Street, Fort, Mumbai 400 001 Bandra (E), Mumbai 400 051
September 1, 2026
Sc no – 113
Dear Sirs/Madam,
Sub: Disclosure under Regulation 30 of the Securities Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing
Regulations’)
TML CV Holdings B.V., an Indirect Wholly Owned Subsidiary of Tata Motors Limited
(Formerly TML Commercial Vehicles Limited) (“the Company’) – Voluntary Totalitarian
Tender Offer for all the common shares of Iveco Group N.V.
Pursuant to Regulation 30 of the SEBI Listing Regulations and our prior intimations on the
captioned subject matter, we wish to inform you that TML CV Holdings Pte. Ltd., a wholly owned
subsidiary of the Company, has informed the Company that its wholly owned subsidiary,
TML CV Holdings B.V., has today published a communication confirming that all prior
authorisations required by the sector regulatory framework relating to the Voluntary Totalitarian
Tender Offer for all the common shares of Iveco Group N.V., have been obtained.
In this regard, please find enclosed herewith a Press Release issued pursuant to Article 36 of the
Regulation adopted by Consob with Resolution No. 11971 dated 14 May 1999, the contents of
which are self-explanatory.
The Italian version of the aforesaid Press Release is also enclosed herewith for reference.
This communication is for the information of the Exchanges and the Members.
Yours faithfully,
Tata Motors Limited
(Formerly TML Commercial Vehicles Limited)
Ranjan Kumar
General Counsel & Company Secretary
Encl: as above
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY
OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH
JURISDICTION
VOLUNTARY TOTALITARIAN TENDER OFFER FOR ALL OF THE COMMON SHARES OF
IVECO GROUP N.V.
* * *
PRESS RELEASE
pursuant to Article 36 of the Regulation adopted by Consob with resolution no. 11971 of 14
May 1999, as subsequently amended and supplemented (the “Issuer’s Regulation”)
ALL PRIOR AUTHORISATIONS REQUIRED BY THE SECTOR REGULATORY FRAMEWORK
RELATING TO THE OFFER HAVE BEEN OBTAINED
Amsterdam, 1 September 2026 – With reference to the voluntary totalitarian tender offer under
Articles 102 et seq. of the Italian Legislative Decree no. 58 of 24 February 1998, as further amended
and supplemented (the "CFA") and Article 37 of the Issuers' Regulation (the "Offer") promoted by
TML CV Holdings Pte. Ltd. ("TML CV HS"), through TML CV Holdings B.V., a company wholly-owned
by TML CV HS (the "Offeror") on all the common shares of Iveco Group N.V. ("IVG" or the "Issuer"),
we inform that:
(a) on 5 January 2026, the Financial Conduct Authority of the United Kingdom issued the
authorisation for a change in control with respect to each of IVECO Retail Limited and IC
Financial Services UK Limited (in accordance with Section 178 of the Financial Services and
Markets Act 2000 and the Financial Services and Markets Act 2000 (Controllers) (Exemption)
Order 2009, as subsequently amended and supplemented);
(b) on 24 June 2026, the Bank of Spain issued its non-opposition to the acquisition of an indirect
qualifying holding in TRANSOLVER FINANCE, ESTABLECIMIENTO FINANCIERO DE
CREDITO, S.A., financial credit establishment (establecimiento financiero de crédito) (in
accordance with Article 17.1 of Act 10/2014 of 26 June, on control, supervision and solvency
of credit institutions); and
(c) on the date hereof, the European Central Bank issued the authorisation for the Offeror's
acquisition of an indirect qualifying holding in each of IC Financial Services SA and CNH
Industrial Capital Europe S.A.S., both authorised in France as specialised credit institutions (in
accordance with Articles 7 and 10 of the French Arrêté du 4 décembre 2017 relatif à l'agrément,
aux modifications de situation et au retrait de l'agrément des établissements de crédit, as
subsequently amended and supplemented).
As a result of the issuance of the above authorisations, as of today all prior authorisations required
by the sector regulatory framework in relation to the Offer were obtained.
Therefore, the offer document will be published upon completion of the review by Consob pursuant
to and for the purposes of Article 102, paragraph 4, of the CFA.
For any further information regarding the Offer, pending publication of the offer document, unless
otherwise specifically stated, reference is made to the communication of 30 July 2025, by which TML
CV HS, pursuant to and for the purposes of Article 102, paragraph 1, of the CFA and Article 37 of
the Issuers' Regulation, informed Consob and disclosed to the market and to the Issuer its decision
to promote the Offer through the Offeror, published, on behalf of TML CV HS, on the website of Tata
Motors at (www.tatamotors.com) and on the website of the Issuer at (www.ivecogroup.com), which
sets forth the legal requirements, the terms and the essential elements of the Offer.
* * *
The voluntary totalitarian tender offer referred to in this press release (the "Offer") is promoted by TML CV Holdings Pte.
Ltd. ("TML CV HS"), through TML CV Holdings B.V., a company wholly-owned by TML CV HS (the "Offeror") on all issued
common shares (the "Common Shares") of Iveco Group N.V. ("IVG" or the "Issuer"). This press release does not
constitute either a purchase offer or a solicitation to sell the Common Shares of IVG.
Prior to the beginning of the tender period of the Offer, the Offeror will publish an offer document (the "Offer Document"),
which IVG's shareholders must carefully review. The Offer is addressed, on equal conditions, to all the holders of the
Common Shares and will be launched in Italy and extended to the United States of America in compliance with Section
14(e) and Regulation 14E of the U.S. Securities Exchange Act of 1934 (the "U.S. Securities Exchange Act"), subject to
the applicable exemptions set forth in Rule 14d-1(d) of the U.S. Securities Exchange Act. Except as indicated below, the
Offer is subject to disclosure obligations and procedural requirements provided for by Italian law. US IVG shareholders
should be aware that such requirements may differ materially from those applicable under US domestic tender offer law
and practice.
In accordance with the laws of, and practice in, Italy and to the extent permitted by applicable law, including Rule 14e-5
under the U.S. Exchange Act, the Offeror, the Offeror's affiliates or any nominees or brokers of the foregoing (acting as
agents, or in a similar capacity, for IVG or any of its affiliates, as applicable) may from time to time, and other than pursuant
to the Offer, directly or indirectly, purchase, or arrange to purchase, outside of the United States of America, Common
Shares in IVG or any securities that are convertible into, exchangeable for or exercisable for such Common Shares in IVG
before or during the period in which the Offer remains open for acceptance. These purchases may occur either in the open
market at prevailing prices or in private transactions at negotiated prices. To the extent information about such purchases
or arrangements to purchase is made public in Italy, such information will be disclosed by means of a press release or
other means reasonably calculated to inform US shareholders of IVG of such information. In addition, subject to the
applicable laws of Italy and US securities laws, including Rule 14e-5 under the U.S. Exchange Act, the financial advisers
to the Offeror or their respective affiliates may also engage in ordinary course trading activities in securities of IVG, which
may include purchases or arrangements to purchase such securities.
In order to comply with the rules and exemptions provided by US law, an Offer Document translated into
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