Attached files
file | filename |
---|---|
EX-23.1 - EX-23.1 - Garrett Motion Inc. | d177029dex231.htm |
EX-5.1 - EX-5.1 - Garrett Motion Inc. | d177029dex51.htm |
S-1/A - S-1/A - Garrett Motion Inc. | d177029ds1a.htm |
Exhibit 8.1
[Letterhead of Sullivan & Cromwell LLP]
June 9, 2021
Garrett Motion Inc.,
La Pièce 16,
Rolle, Switzerland 1180.
Ladies and Gentlemen:
We have acted as the United States federal income tax counsel to Garrett Motion Inc., a Delaware corporation (the Company), in connection with the Companys filing of a registration statement on Form S-1, as amended (the Registration Statement) under the Securities Act of 1933, as amended (the Act). The Registration Statement registers (i) 52,471,709 shares of common stock, par value $0.001 per share (the Common Stock), (ii) 243,265,707 shares of Series A Cumulative Convertible Preferred Stock, par value $0.001 per share (the Series A Preferred Stock), and (iii) 243,265,707 shares of Common Stock issuable upon conversion of Series A Preferred Stock. We hereby confirm to you that our opinion as to United States federal income tax matters is as set forth under the heading Certain U.S. Federal Tax Considerations in the Prospectus forming part of the Registration Statement.
Garrett Motion Inc. |
-2- |
We hereby consent to the filing of this opinion as an exhibit to the Registration Statement filed with the Securities and Exchange Commission and to the reference to us under the heading Certain U.S. Federal Tax Considerations in the Prospectus forming part of the Registration Statement. In giving such consent, we do not thereby admit that we are in the category of persons whose consent is required under Section 7 of the Act.
Very truly yours, |
/s/ Sullivan & Cromwell LLP |