Sunday, August 24, 2014

SEAT: a nation on wheels

 Carmakers have always been a relevant part of the life of each country, historically, economically and socially speaking, and they tend to represent the development, and even the character of their citizens. Spain underwent critical changes in the second part of the last century, and its principal carmaker represents accurately this evolution.

  SEAT (Sociedad Española de Automóviles de Turismo) was founded in 1950. Its first stakeholders were the Spanish Government (51%), seven Spanish banks (42%) and FIAT, who owned a 7% of the share capital, as a technological partner.

 FIAT deeply influenced SEAT; even the acronym SEAT is the Spanish equivalent of FIAT, which stands for “Fabbrica Italiana Automobili Torino”. Nevertheless, decisions were taken from Madrid, something that, as we will see, FIAT would regret. Back then, it was the custom that technological partners did not take part in the decision-making. This is easy to understand, since the Spanish Government leaded by Franco, wanted SEAT to represent the development and progress of Spain, in a time when the country was politically isolated and still pulling itself together from the not-so-distant Civil War.

 The parts were built in Italy, and shipped to the factories of Zona Franca, in Barcelona, where they were assembled as SEAT. They were mostly outdated models, allowing FIAT to sell them in the international market, and, simultaneously, hindering the possibilities of internationalization of the Spanish manufacturer. Later on, as a result of the experience gained, the whole production of the engines and chassis took place in Spain, as well as some Italian models which were subsequently exported to Italy.

  This technological partnership was not even exclusive, since FIAT licensed some of their model to FSO, a Polish car-maker.

  Years went by, and democracy was established, as well as a heavy set of economic measures which affected directly the industrial sector. This implied that the Spanish Government had to get rid of their share in SEAT, and make it a company owned by private shareholders. After such a long partnership, FIAT was expected to purchase it, and both parties agreed for a take-over in the summer of 1980.

 But in May 1980, when the managers of FIAT were granted permission to audit the financial statements of the company, previously to the purchase, they were surprised to find a 120-million-euro debt, which came from the Franco-administration, when the accounts were balanced according to political reasons and were unaware of external audits. When the Agnelli family knew about this, they flew from Torino to Madrid in their Dassault Falcon 20 and personally back out from the purchase contract. As a result, the Italians sold their share to the Spanish Government for the symbolic price of 1 peseta (0,006€).

  But such an operation in cannot be completed overnight. In order to make the transition easier to SEAT, and avoid letting them without technology, a new contract was signed, stating that SEAT was allowed to produce and export FIAT cars, as long as they were facelifted and modified, in both the interior and the external panels, that is, transformed into SEAT, at least esthetically. Thus, the FIAT Ritmo became a SEAT Ronda, as a good example of this situation.

 Soon, the Italians claimed that the contract had been violated, arguing that the car was practically the same. The Italian lawyers assured that previous designs by FIAT had been used, but failed to present any evidence. Still, their main argument was that the changes were not significant, and there had been an infringement of the contract. Finally, the Spanish lawyers presented this picture, which would be a coup de grâce:




 This was the ultimate evidence; the parts in yellow are the ones that were renovated by SEAT. The tribunal considered that the changes were significant and the claim was dismissed. The brilliant move executed by the Spanish lawyers is studied today in business schools specialized in IP.

  After the Italians bailed out, the Spanish Government was the principal shareholder, as opposed to their original porpoises of privatizing the company. Finally, they were able to sell it in 1986 to Volkswagen.

 To sum up, SEAT  represents the effort of Spain to catch up technologically, due to the industrial delay of Spain, a problem that has its roots in the 19th century, whereas countries like France or Italy (specially the latter, due to their similar characteristics) started developing cars in the first decades of the 20th century –actually, when cars started to be mass-produced in Europe. As a result, SEAT has always been under the shadow of a more powerful partner, a situation that has some advantages, but it is mostly undesired, as it puts the company in a situation of uncertainty and subject to changes in case the dominant company decides to leave, as it happened with FIAT in the early 80s.