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EX-99.1 - EXHIBIT 99.1 - FCA US LLCd276921dex991.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 4, 2012

 

 

CHRYSLER GROUP LLC

(Exact name of registrant as specified in its charter)

 

 

Delaware

(State or other jurisdiction of incorporation)

 

000-54282   27-0187394
(Commission File Number)   (IRS Employer Identification No.)
1000 Chrysler Drive, Auburn Hills, Michigan   48326
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (248) 512-2950

Former name or former address, if changed since last report: N/A

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 3.02. Unregistered Sales of Equity Securities.

 

Item 7.01. Regulation FD Disclosure.

On January 4, 2012, Chrysler Group LLC (the “Company”) notified the U.S. Department of the Treasury that it had achieved the third and final performance-related milestone set forth in its June 10, 2009 LLC Operating Agreement (the “Operating Agreement”). As a result of this achievement and in accordance with the provisions of the Operating Agreement, the rights associated with Fiat S.p.A.’s Class B Membership Interests in the Company increased by 5% and diluted the outstanding Class A Membership Interests in the Company. Fiat S.p.A.’s total equity interest in the Company is now 58.5%. No new membership interests were issued in connection with this event. A copy of the Company’s January 5, 2012 press release announcing this event is furnished as Exhibit 99.1 hereto and incorporated into Items 3.02 and 7.01 by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

99.1    Press Release issued by Chrysler Group LLC dated January 5, 2012.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: January 5, 2012

 

CHRYSLER GROUP LLC

(Registrant)

/s/ Richard K. Palmer

Richard K. Palmer

Senior Vice President and Chief Financial Officer


EXHIBIT INDEX

 

Exhibit

Number

  

Description

99.1    Press Release issued by Chrysler Group LLC dated January 5, 2012.