Stellantis N : 2021 Annual Report

Stellantis N.V.

Annual Report and Form 20-F

for the year ended December 31, 2021

TABLE OF CONTENTS
	Page
Board of Directors and Independent Auditor	3
Message from the Chairman and the CEO	4
BOARD REPORT	6
INTRODUCTION	6
MANAGEMENT REPORT	10
FCA-PSA Merger	10
Unaudited Pro Forma Consolidated Financial Information	11
Stellantis Overview	19
Expected Merger Synergies	22
Overview of Our Business	23
Sales Overview	30
Environmental and Other Regulatory Matters	44
Financial Overview	53
Results of Operations	61
Liquidity and Capital Resources	81
Risk Management	88
Risk Factors	92
CORPORATE GOVERNANCE	117
Remuneration Report	159
NON-FINANCIAL INFORMATION	176
CONTROLS AND PROCEDURES	216
2022 STELLANTIS GUIDANCE	219
Consolidated Financial Statements at December 31, 2021	220
Consolidated Income Statement	221
Consolidated Statement of Comprehensive Income	222
Consolidated Statement of Financial Position	223
Consolidated Statement of Cash Flows	224
Consolidated Statement of Changes in Equity	225
Notes to the Consolidated Financial Statements	226
STELLANTIS N.V. Company Financial Statements at December 31, 2021	345
Income Statement	346
Statement of Financial Position	347
Notes to the Company Financial Statements	348
OTHER INFORMATION	363
Additional information for Netherlands Corporate Governance	363
Additional Information for U.S. Listing Purposes	367
Independent Auditor's Report	381
FORM 20-F CROSS REFERENCE	393

This copy of the annual financial reporting of Stellantis N.V. for the year ended December 31, 2021 is not presented in the ESEF-format as specified in the Regulatory Technical Standards on ESEF (Delegated Regulation (EU) 2019/815). The ESEF single reporting package is available at: https://www.afm.nl/en/professionals/registers

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BOARD OF DIRECTORS

Chairman

John Elkann

Vice Chairman

Robert Peugeot(3)

Chief Executive Officer

Carlos Tavares

Directors

Andrea Agnelli(1),(3)

Henri de Castries(1),(2),(3)

Fiona Clare Cicconi(1),(3)

Nicolas Dufourcq(1)

Ann Frances Godbehere(2)

Wan Ling Martello(2),(3)

Jacques de Saint-Exupéry

Kevin Scott(1)

INDEPENDENT AUDITOR

Ernst & Young Accountants LLP (AFM annual report filing)(4)

EY S.p.A (SEC Form 20-F filing)(4)

________________________________________________________________________________________________________________________________________________

1. Member of the Environmental, Social Governance Committee ("ESG")
2. Member of the Audit Committee
3. Member of the Remuneration Committee
4. Refer to "About this Report" for additional information relating to these regulatory filings.

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MESSAGE FROM THE CHAIRMAN AND THE CEO

MESSAGE FROM THE CHAIRMAN

When I wrote to you a year ago, Stellantis was on the starting line, ready to begin a new and exciting journey defined by truly innovative mobility services.

We were still deep in the challenges created by the pandemic and the resulting global shutdown, but we began to take the lead in shaping the future.

First, at our EV Day and then at our Software Day we lifted the veil on the extent of our ambitions across our 14 brands and the 100 products they represent. We took brave, forward-looking actions to spark additional growth, beginning the process of building an innovative ecosystem with leading partners.

And thanks to the incredible resilience and passion of our people - the 300,000 women and men of Stellantis, representing 170 nationalities across 130 countries - I can say with confidence that we have emerged even stronger from this challenging first year.

Throughout, our leadership team has remained focused on our operations and continued to invest in technology, innovative thinking and quality right across our Company.

Our strategy is clear: offering the very best products to our customers while shaping a 21st century organization that while maintaining the focus on our success in the market strives just as hard to protect and enhance our communities and our planet.

As we now move into our second year, we hit the road with confidence, conscious that the future will be shaped by the clarity and courage of our choices.

And as we do, my thanks go to you dear shareholders for your continuing and precious support.

February 25, 2022

/s/

John Elkann

Chairman

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MESSAGE FROM THE CEO

This annual report begins with a "thank you." It has been an exceptionally challenging year for everyone at Stellantis. Yet despite all the disruption that the pandemic has taken on us, in 2021 we have built our foundation and set the course for our transformation into a sustainable mobility tech company.

Powered by our diversity, we've stayed true to our purpose of providing customers with sustainable and affordable solutions that will change the way the world moves.

We have done so alongside all the demands of these difficult 12 months, while achieving record financial results. We delivered Pro Forma Net revenues of €152 billion, which is up 14%. We registered a Pro Forma Adjusted operating income that nearly doubled to €18 billion with a 11.8% margin, all segments profitable, and a Pro Forma Net profit from continuing operations of €13.4 billion, which is nearly tripled year-on-year.

Everyone involved, in each part of the business, deserves my gratitude.

Building a financially sound Company is a significant milestone along our journey. It's not the only one though.

In 2021, we defined our Purpose and Values, pledging to care for the planet, our employees and the communities in which we operate. We planned investments of more than €30 billion through 2025 to execute our electrification and software strategies, launching in the meantime more than 10 new products. We built partnerships with game-changing partners to drive top-line growth in the coming years.

These actions give us the platform to go on with our transformation of the business, following an ambitious strategy that will drive sustainable growth and ensure the future of Stellantis.

We will continue to build on the quality of our products and services, relying on the global strength of our brands.

We will keep championing progress, competing with tech players on software and services, offer new and more integrated technology-led solutions to our customers, and to create value for all our stakeholders.

We will continue to learn, adapt, and execute, as the next phase of the journey will not be any easier.

During the last year, we relied on an unbreakable team spirit.

I would like to thank every colleague across all the regions, brands and functions for their extraordinary efforts. The customer-centric mindset and the capacity to be agile and innovative are reflected in our strong performance.

Finally, I am grateful to our shareholders for supporting Stellantis through this challenging first year.

A bright future is ahead of us. We will shape it together.

February 25, 2022

/s/

Carlos Tavares

Chief Executive Officer

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