The board of directors of Autoliv Inc. has approved the completion of the previously announced spin-off of Autoliv’s subsidiary Veoneer Inc., its electronics segment, into an independent publicly traded company. The company further announced additional members expected to serve on the Veoneer board of directors following completion of the spin-off.
Separately, Autoliv also announced an agreement with Cevian Capital relating to its ownership in Autoliv and Veoneer. The Autoliv board set the distribution ratio and record and distribution date for spin-off of Veoneer Inc. The spin-off is on track to be completed on June 29, with trading in Veoneer to begin on July 2. The distribution date for Veoneer stock will be June 29, and Veoneer will begin “regular way” trading on the New York Stock Exchange under the symbol “VNE” and on Nasdaq Stockholm under the symbol “VNE SDB” on July 2. Autoliv will continue to trade on the New York Stock Exchange under the ticker “ALV” and on Nasdaq Stockholm under the symbol “ALIV SDB.”
In addition, the Autoliv board announced that Mary Cummings, Mark Durcan and Jonas Synnergren are expected to join Veoneer’s board following completion of the spin-off. Cummings is a professor at the Duke University Pratt School of Engineering, the Duke Institute of Brain Sciences, and is the director of the Humans and Autonomy Laboratory and Duke Robotic. Durcan is the former CEO of Micron Technology. Synnergren is a partner at Cevian Capital and head of Cevian’s Swedish office.
“The board approval of the spin-off and decision of the timing for the start of trading for Veoneer are key milestones in the project and we look forward to launching Veoneer as a trusted expert partner to the mobility industry and see a focused Autoliv thrive as the worldwide leader in passive safety. I would further like to welcome the new members to the Veoneer board of directors. They each bring unique competencies that will support Veoneer’s value creation in the years to come,” said Jan Carlson, chairman, president and CEO of Autoliv.
Changes to Autoliv Audit Committee
As previously announced, Robert Alspaugh and Wolfgang Ziebart, current members of the Autoliv board and members of the audit committee of Autoliv, will resign from the Autoliv board to serve on the Veoneer board following completion of the spin-off. The Autoliv board announced that Ted Senko will serve as chairman of the audit committee upon the resignation of Alspaugh, and that Hasse Johansson will join the audit committee upon the resignation of Ziebart.
Financing
In connection with the spin-off and to support its intended cash injection into Veoneer, Autoliv has entered into an $800 million bridge facility agreement with J.P. Morgan Securities PLC and SEB. The facility has a six-month maturity, which, subject to the banks’ approval, can be extended for an additional six months. The coordinators and bookrunners are J.P. Morgan Securities PLC and SEB and the facility agent is SEB.
