Version 1: Iveco shareholders back Tata Motors' takeover bid as the bar drops to 80%

Tata now needs 80% of Iveco's shares, not 95%, by 26 October. Here is what a takeover offer and an acceptance threshold mean, and what is still pending.

Picture a giant truck company in Europe, with its own factories and its own famous name. Now picture an Indian company getting very close to owning it. That is the story right now. On Friday, 16 October 2026, the owners of Italian truck maker Iveco voted yes to all the plans linked to Tata Motors' takeover offer. They also made the finish line easier to reach: Tata now needs 80% of Iveco's common shares, not 95%.

The deal is not done yet. One big step is still left, and it has a deadline. Here is the whole story, in simple words.

First, who is Iveco?

Iveco is an Italian company that makes commercial vehicles, which means vehicles that do work: trucks, vans and buses, the kind that carry goods and people instead of a family on a weekend drive. Tata Motors first announced the plan in July 2025, agreeing to buy Iveco's commercial vehicle business for about EUR 3.8 billion. That is nearly Rs 38,240 crore, according to The Economic Times.

Iveco's defence business was not part of this deal. Mint reports that part was sold to Italian defence company Leonardo separately.

What is a takeover offer?

Imagine a popular samosa stall owned by 100 friends, each holding one small piece of it. Those pieces are called shares. If you want to own the stall, you cannot just walk in and take it. You have to go to each friend and say: "I will pay you this much for your piece." That is a takeover offer.

In the stock market, this is often called a tender offer. "Tender" here simply means "hand over." The buyer announces a price, and every shareholder decides on their own whether to hand over their shares at that price.

Tata Motors is making its offer through TML CV Holdings B.V., a company fully owned by Tata Motors through other group companies. The first price was EUR 14.10 for each share. On 9 October, Tata raised it to EUR 14.40, which values the deal at about EUR 3.91 billion. That is a jump of EUR 0.30 per share, or about 2%. Mint reports that Tata called this its best and final offer, so it says the price will not go up again.

Quick sum check: Mint says the offer covers 271.2 million shares. Multiply 271.2 million by EUR 14.40 and you get about EUR 3.91 billion. The numbers match.

Four steps of the Tata offer: price of EUR 14.40 per share, shareholder vote done, shares handed in by 26 October, deal goes ahead if 80% is reached — The four steps of Tata's offer for Iveco. Step two happened on 16 October.

What did the shareholders approve on Friday?

Iveco held an extraordinary general meeting, or EGM, in Amsterdam. "Extraordinary" just means it is a special meeting called for one big topic, not the usual yearly one. Think of it as a surprise class meeting called only to decide the school trip.

Shareholder approval means the owners voted to accept a list of changes. According to Business Standard and The Economic Times, the approved changes include:

Lowering the minimum acceptance level from 95% to 80% of the common shares.
Changes to Iveco's rule book, called the articles of association.
New board members, who join only after the offer is settled.
Ending Iveco's loyalty voting system, which gave extra votes to some long-term shareholders.
Turning Iveco into a private company if it is removed from the stock market later.
A possible split of the business after the offer, called a demerger, which Tata can use only if it owns at least 80% of the common shares.

Business Standard notes that this vote ticks off several conditions Tata needs, but the deal remains subject to other conditions.

What is an acceptance threshold?

An acceptance threshold is the minimum number of shares the buyer must collect for the deal to go ahead. Go back to the samosa stall. Say you promise to buy it only if at least 95 of the 100 friends sell to you. If only 70 agree, the deal is off and everyone keeps their piece.

Collecting 95 out of 100 is very hard. A few stubborn friends can block everything. Dropping the target to 80 out of 100 makes the job much easier. That is exactly what Iveco's shareholders agreed to on Friday.

Before and after panels: 95% of shares needed before 16 October, 80% needed after the vote — The finish line moved from 95% to 80% of Iveco's common shares.

So how close is Tata?

Not close yet. Mint reports that the offer has received acceptances for 28.4% of Iveco's shares so far, as per the latest update. Iveco's largest shareholder, Exor, owns about 27.06% and has already handed in its stake.

That leaves a gap of 51.6 percentage points between 28.4% and 80%. Mint adds that the number has not moved much since the price was raised.

Some big investors are being watched closely. Hedge funds Davidson Kempner and Syquant Capital, and activist investor Petrus Advisers, together hold about 20.4% of Iveco's common shares. As per Mint, none of the three had handed in their shares yet. Petrus had opposed the first EUR 14.10 offer on 29 September, saying it was too low for Iveco.

Bar chart comparing Exor's 27.06% stake, 28.4% accepted so far, and the 80% target — Shares handed in so far are still far from the 80% target.

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Who joins Iveco's board if it works?

A board is like the captain and vice captains of a team. They make the big calls. If the deal goes through, Tata Sons chairperson N Chandrasekaran will become Iveco's chairperson. Jaguar Land Rover's chief executive P B Balaji and Tata Motors' managing director Girish Wagh will join as directors too.

Olof Persson will stay on as Iveco's CEO, and two independent directors will also join, making a six-member board. All these appointments depend on the deal actually closing.

What is still pending?

The 80% target. The offer is open from 7 September to 26 October 2026. Business Standard says it closes on 26 October unless extended.
Other conditions. The deal still depends on the remaining offer conditions being met.
The new board. It takes charge only after the offer is settled.
Delisting. Removing Iveco from Euronext Milan, the Italian stock market, depends on how many shares Tata ends up owning.

Why should anyone in India care?

If it closes, Mint says the combined business would have annual revenue of about EUR 21 billion (Rs 2.28 trillion) and sell more than 590,000 vehicles a year. For Tata Motors, it would mean a bigger presence in Europe and other markets, plus Iveco's products and factories.

The trucks you see on Indian highways every day could soon share a family tree with trucks on European roads. The next ten days decide it.