NSEPress Release19h ago · 5 Sept 2026, 01:25 am
Press Release
Tata Motors Limited · TMCV
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Tata Motors' wholly-owned subsidiary TML CV Holdings B.V. has announced a voluntary totalitarian tender offer for all common shares of Iveco Group N.V. The offer document has been approved by Consob and is available to the public. The acceptance period starts on September 7, 2026, and ends on October 26, 2026.
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Full Announcement
Tata Motors Limited has informed the Exchange regarding a press release dated September 05, 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_05092026012505_IVECOPUBLICATION.pdf
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BSE Limited National Stock Exchange of India Ltd.
Phiroze Jeejeebhoy Towers, Exchange Plaza, C-1, Block G,
Dalal Street, Fort, Bandra-Kurla Complex,
Mumbai 400 001 Bandra (East), Mumbai 400 051
September 5, 2026
Sc no – 116
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 with further reference to our letters
bearing sc no. 113 & 114 dated September 1, 2026 and September 4, 2026, respectively, 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 announced the publication of the Offer Document approved by CONSOB
by resolution no. 24119 of September 3, 2026 relating to the Voluntary Totalitarian Tender Offer
for all the common shares of Iveco Group N.V.
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 38, paragraph 2, of the Resolution no. 11971 of 14 May 1999, as further
amended and supplemented (the "Issuers' Regulation")
PUBLICATION OF THE OFFER DOCUMENT
ACCEPTANCE PERIOD FROM 7 SEPTEMBER 2026 TO 26 OCTOBER 2026 (UNLESS
EXTENDED)
Amsterdam, 4 September 2026 – TML CV Holdings B.V. (the "Offeror"), a company wholly-owned
by TML CV Holdings Pte. Ltd. (“TML CV HS”), hereby announces pursuant to Article 38, paragraph
2, of the Issuers' Regulation, that on the date hereof it has published the offer document (the "Offer
Document"), approved by Consob by resolution no. 24119 of 3 September 2026 and relating 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 HS, through the Offeror, on all the common
shares (the "Common Shares") of Iveco Group N.V. ("IVG" or the "Issuer").
The Offer Document is available to the public at:
• the registered office of the Offeror at Basisweg 10, 1043AP Amsterdam, The Netherlands;
• the registered office of the Issuer at Via Puglia 35, 10156 Turin, Italy;
• the registered office of BNP Paribas, Italian Branch, as intermediary responsible for
coordinating the collection of the acceptances, at Piazza Lina Bo Bardi 3, 20124 Milan, Italy;
• the website of Tata Motors at https://cv.tatamotors.com/;
• the website of the Issuer at https://www.ivecogroup.com/; and
• the website of the Georgeson S.r.l., as global information agent, at www.georgeson.com/it.
The Issuer's position statement pursuant to Article 103, paragraph 3, of the TUF, Article 39 of the
Issuers' Regulation, Article 2(2) jo. Article 18 of the Dutch Public Offers Decree (Besluit openbare
biedingen Wft) is attached to the Offer Document, together with its annexes (the Issuer's independent
directors' opinion drafted pursuant to Article 39-bis of the Issuers' Regulation, together with the
fairness opinion issued by Rothschild & Co Italia S.p.A., as financial advisor appointed by the
independent directors, as well as the fairness opinion issued by Goldman Sachs Bank Europe SE,
Succursale Italia, as financial advisor appointed by the board of directors of the Issuer1).
1 On 4 September 2026, Goldman Sachs Bank Europe SE, Succursale Italia delivered its opinion to the board of directors of the Issuer
as to the fairness, from a financial point of view, (i) to the holders (other than the Offeror and any of its affiliates) of the Common Shares
of the Consideration to be paid to such holders for each Common Share accepted in the Offer, and (ii) in connection with a Share Sale,
The Offer is subject to the fulfilment (or waiver, as the case may be) of each of the effectiveness
conditions indicated under Warning A.1, of the Section A of the Offer Document.
Pursuant to Article 40, paragraph 2, of the Issuers' Regulation, the acceptance period of the Offer,
agreed with Borsa Italiana S.p.A., will start at 8:30 a.m. (CE(S)T) on 7 September 2026 and will end
at 5:30 p.m. (CE(S)T) on 26 October 2026 (first and last day included) (the "Acceptance Period"),
unless extended.
The consideration relating to the Common Shares of the Issuer tendered to the Offer, equal to Euro
14.10 (cum dividend) per Common Share (the "Consideration"), will be paid by the Offeror to each
shareholder having accepted the Offer during the Acceptance Period on the fourth trading day
following the end of the Acceptance Period, i.e. – unless extended – on 30 October 2026 (the
"Payment Date").
If the legal requirements are met, pursuant to Article 40-bis, paragraph 1, lit. a), of the Issuers'
Regulation, the Acceptance Period will be reopened for five trading days (the "Reopening of the
Terms") starting from the trading day following the Payment Date and, therefore (unless the
Acceptance Period is extended) for the sessions of 2 November, 3 November, 4 November, 5
November and 6 November 2026, from 8:30 a.m. (CE(S)T) to 5:30 p.m. (CE(S)T). The payment date
of the Consideration relating to the Common Shares tendered to the Offer during the potential
Reopening of the Terms will be the fifth trading day following the end of the Reopening of the Terms,
i.e. – unless the Acceptance Period is extended – on 13 November 2026.
In order to be able to make a well-founded judgment on the Offer, the shareholders of IVG are invited
to read the Offer Document, to which reference is made.
It should be noted that Georgeson S.r.l., the global information agent, has activated the following
information channels in relation to the Offer: the e-mail address opa-iveco@georgeson.com, the toll-
free number 800 189040 (for callers from Italy), and a direct number +39 06 45229395 (for callers
from abroad). These telephone numbers will be active for the entire duration of the Acceptance
Period (including any possible extension under the applicable law as well as the Reopening of the
Terms, if applicable), on weekdays, from 9:00 a.m. (CE(S)T) to 6:00 p.m. (CE(S)T).
* * *
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.
The Offeror has published 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
Ex
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