UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549-1004
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) October 17, 2005
GENERAL MOTORS CORPORATION
--------------------------
(Exact Name of Registrant as Specified in its Charter)
STATE OF DELAWARE 1-143 38-0572515
----------------- ----- ----------
(State or other jurisdiction of (Commission (I.R.S. Employer
Incorporation or Organization) File Number) Identification No.)
300 Renaissance Center, Detroit, Michigan 48265-3000
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (313) 556-5000
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================================================================================
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITIONS
On October 17, 2005, a news release was issued on the subject of third quarter
consolidated earnings for General Motors Corporation (GM). The news release did
not include certain financial statements, related footnotes and certain other
financial information that will be filed with the Securities and Exchange
Commission as part of GM's Quarterly Report on Form 10-Q. The following is the
third quarter earnings release for GM.
GM Reports Third-Quarter Financial Results
DETROIT - General Motors Corp. (NYSE: GM) today reported a loss of $1.1 billion,
or $1.92 per diluted share, in the third quarter of 2005, excluding special
items and a tax-rate adjustment. These results compare with net income of $315
million, or $0.56 per share, in the third quarter of 2004. Revenue rose more
than 5 percent to $47.2 billion.
Including special items, GM reported a loss of $1.6 billion, or $2.89 per share
in the third quarter of 2005. The special items include a non-cash charge of
$805 million for asset impairments primarily in North America and Europe and
restructuring charges at GM Europe of $56 million. These were partially offset
by a tax-rate normalization totaling $311 million.
"Today we are announcing a significant update on our plan to address our
health-care burden, which is the cornerstone of our efforts to reduce structural
costs by a $5 billion run rate by the end next year," GM Chairman and Chief
Executive Officer Rick Wagoner said. "These actions represent an acceleration of
the pace and scope of our North American turnaround plan."
GM financial results described throughout the remainder of this release exclude
special items unless otherwise noted. See Highlights for reconciliation of
adjusted results to results based on Generally Accepted Accounting Principles
(GAAP).
GM Automotive Operations
GM's global-automotive operations reported a loss of $1.6 billion in the third
quarter of 2005, as profitable results in GM's Asia-Pacific and Latin
America/Africa/Mid-East regions were more than offset by losses in North America
and Europe. GM's global-automotive operations lost $219 million in the
prior-year period.
GM's global market share was 14.6 percent in the third quarter of 2005, compared
with 15.4 percent in the year-ago period. Through the first nine months of 2005,
GM sold more than 7 million vehicles worldwide, up 3.7 percent, with market
share gains in three out of four business regions. Through September, GM's
global market share was 14.4 percent compared to 14.5 percent a year ago.
"Our global brands - Chevrolet, Hummer, Saab and Cadillac - continue to grow
around the world; we have plans to further leverage these strong brands as we
expand and update their product line-ups," Wagoner said. "So far this year,
Chevrolet sold nearly 3.4 million cars and trucks, accounting for 1 out of every
14 vehicles sold in the industry worldwide, and Cadillac, Hummer and Saab also
continue to increase sales volumes."
GM North America (GMNA) reported a loss of $1.6 billion in the third quarter of
2005, compared with a loss of $88 million a year ago. Results were adversely
affected by lower production volumes, continued increases in health care costs,
higher material costs, and a shift in vehicle mix away from full-sized sport
utility vehicles. The year-ago period also included a favorable one-time
adjustment for product-liability reserves.
GM's market share in North America was 25.6 percent in the third quarter of
2005, compared with 28.5 percent a year ago. Dealer inventories ended the
quarter at 818,000 units, down 319,000 units or 28 percent, from the year-ago
period. Through the first nine months of 2005, GM's market share in North
America was 26.1 percent, compared with 27 percent in the year-ago period.
"We're confident that we have the right product plan in place to improve our
performance in North America," Wagoner said. "GM is introducing a broader range
of new vehicles this year and next, including a number of crossover vehicles and
hybrids. And our new full-sized sport utilities due out soon will feature
substantial improvements in fuel economy along with new and emotionally
compelling designs and best-in-class interiors."
2
GM's launch vehicles continue to gain momentum in the market. Sales of the Chevy
HHR are off to a strong start, particularly in important markets like Houston,
Dallas and the West Coast. The Pontiac G6 had its best sales ever in September,
and the Chevrolet Cobalt, Buick LaCrosse, Cadillac DTS, Hummer H3 and Chevrolet
Impala all continue to do well.
GM Europe (GME) reported a loss of $150 million in the third quarter of 2005,
compared with a loss of $236 million in the year-ago quarter, as continued
improvement in structural and material costs more than offset lower production
volumes and higher start-up costs associated with the launch of the new Opel
Zafira and redesigned Vectra/Signum family. GM's market share was down slightly
in the third quarter of 2005 to 9.3 percent, but for the first nine months of
2005, GM's market share in Europe was up slightly to 9.6 percent.
"GM Europe is making significant and necessary progress improving its
productivity and strengthening its overall competitiveness," Wagoner said. "We
recently introduced the Chevrolet brand across Europe with products that are
especially competitive in key growth segments. The good news is that Chevy sales
are up 27 percent so far this year in Europe. Looking ahead, we're optimistic
about the prospects for all of our brands, as we see strong dealer orders for
new entries such as the Saab 9-3 SportCombi, the Opel/Vauxhall Zafira and the
Chevrolet Matiz."
GM Asia Pacific (GMAP) earned $176 million in the third quarter of 2005, more
than double the $78 million earned in the year-ago quarter. GM's market share in
the Asia-Pacific region rose to 5.9 percent in the third quarter from 5.1
percent a year ago, led by gains in China and Thailand.
"We had a strong quarter in the Asia-Pacific region. Our growth strategy in
China continues to gain momentum as we expand our product offerings," Wagoner
said. "With sales up 160 percent this year, Cadillac is proving to be a strong
complement to the successful Buick and Chevrolet brands in China. And GM Daewoo
continues to increase its worldwide sales volumes with gains in both the
domestic and export markets.
GM's market share in China rose 2.6 percentage points in the third quarter of
2005 to 11.7 percent and in Thailand, GM's market share rose 1.4 percentage
points to 5.3 percent.
On Oct. 11, 2005, GM completed the sale of its 20 percent equity interest in
Fuji Heavy Industries (FHI). As a result, GM will recognize cash proceeds of
approximately $800 million in the fourth quarter of 2005 and report a gain of
approximately $70 million in the same period. GM revised its second-quarter 2005
results to include a $788 million write-down associated with the reduced
carrying value of the FHI investment.
GM Latin America/Africa/Mid-East (GMLAAM) earned $25 million in the third
quarter of 2005, compared with net income of $27 million a year ago. The results
reflect strong improvements in revenue and profitability in most countries in
the region, slightly offset by the unfavorable effect of a strengthening
currency on export profitability in Brazil.
"GM's sales volume in the LAAM region rose 20 percent in the quarter to a record
223,000 vehicles, with gains in Argentina, Brazil, Venezuela and South Africa,"
Wagoner said. "We expect record industry sales in the LAAM region this year,
surpassing the previous record of 4.4 million sales in 1997."
GM's market share in the LAAM region rose to 17.5 percent in the third quarter
of 2005 from 17.2 percent a year ago.
GMAC
General Motors Acceptance Corp. (GMAC) reported record third-quarter net income
of $675 million, up from $620 million in the third quarter of 2004, as strong
results from mortgage operations more than offset lower earnings from financing
and a modest decline in insurance earnings. In addition, losses from Hurricane
Katrina reduced GMAC's third-quarter earnings by approximately $161 million,
with the majority related to credit losses in GMAC's auto-finance and
mortgage-lending businesses, with less significant losses in the insurance
business.
"Despite losses from Hurricane Katrina and higher funding costs, GMAC had
another strong quarter, with record third-quarter net income and strong
liquidity," Wagoner said. "This is particularly impressive in light of GMAC's
challenging funding environment." GM also indicated today in a separate
announcement that the company is exploring options to further enhance GMAC's
liquidity position and its ability to support GM/GMAC synergies.
3
"These potential actions are intended to restore GMAC's investment-grade credit
rating and to renew its access to low-cost funding," Wagoner said. "In addition,
these actions are designed to preserve and to grow the synergies between GM and
GMAC, especially cost-effective auto financing, and sustaining GMAC's
diversified earnings growth."
GMAC's financing operations earned $178 million in the third quarter of 2005,
down from $259 million a year ago, reflecting the unfavorable effect of
financing losses related to Hurricane Katrina and lower net interest margins as
a result of increased borrowing costs. These factors were somewhat offset by
improved used vehicle prices on terminating leases and favorable consumer credit
provisions primarily as a result of lower asset levels in the third quarter of
2005.
Mortgage operations earned a record $408 million in the third quarter of 2005,
up from the $266 million in the third quarter of 2004. GMAC's residential
mortgage businesses benefited from increased gains on sales of mortgages as well
as certain investment securities. In addition, improved servicing results, net
of hedging activities, contributed to the increase in third-quarter earnings.
GMAC's commercial mortgage business also experienced an increase in
third-quarter earnings largely due to increases in fee and investment income. In
August 2005, GMAC entered into a definitive agreement to sell a 60-percent
interest in the commercial mortgage business. The transaction, which would
protect its investment grade credit rating and enable GMAC to achieve superior
returns, is on track to close around year-end.
Insurance operations reported earnings of $89 million in the third quarter of
2005, down from $95 million in the third quarter of 2004. Strong net
underwriting revenue and favorable non-weather related loss experience was
somewhat offset by increased reserves for insurance losses related to Hurricane
Katrina.
GMAC continued to maintain strong liquidity, with a total of $24.3 billion in
cash and certain marketable securities as of Sept. 30, 2005. GMAC also provided
a significant source of cash flow to GM through the payment of a $500 million
dividend in the third quarter, bringing total year to date dividends paid to its
parent to $1.5 billion. GMAC continues to expect net income in excess of $2.5
billion for the full year while continuing to be a significant contributor to
GM's cash flow with expected dividends to GM in excess of $2 billion in 2005.
Cash and Liquidity
Cash, marketable securities, and readily available assets of the Voluntary
Employees' Beneficiary Association (VEBA) trust, excluding financing and
insurance operations, totaled $19.2 billion at Sept. 30, 2005, down from $20.2
billion on June 30, 2005. In the third quarter of 2005, GM withdrew $1 billion
from the VEBA trust to pay for retiree health care, and on Oct. 3, 2005, GM
withdrew an additional $1 billion.
In this press release and in related comments by General Motors management, our
use of the words "expect", "anticipate", "design", "estimate", "forecast",
"initiative", "objective", "plan", "goal", "project", "outlook", "priorities,"
"targets", "intend", "evaluate." "seek" and similar expressions is intended to
identify forward looking statements. While these statements represent our
current judgment on what the future may hold, and we believe these judgments are
reasonable, actual results may differ materially due to numerous important
factors that are described in GM's most recent report on SEC Form 10-K which may
be revised or supplemented in subsequent reports on SEC Forms 10-Q and 8-K. Such
factors include, among others, the following: the ability of GM to complete a
transaction with a strategic investor regarding a controlling interest in GMAC
while maintaining a significant stake in GMAC, securing separate credit ratings
and low cost funding to sustain growth for GMAC and ResCap and maintaining the
mutually beneficial relationship between GMAC and GM; changes in relations with
unions and employees/retirees and the legal interpretations of the agreements
with those unions with regard to employees/retirees; changes in economic
conditions, currency exchange rates or political stability; shortages of and
price increases for fuel, labor strikes or work stoppages; health care costs;
market acceptance of the corporation's new products; pace of product
introductions; significant changes in the competitive environment; changes in
laws, regulations and tax rates; and, the ability of the corporation to achieve
reductions in cost and employment levels to realize production efficiencies and
implement capital expenditures at levels and times planned by management.
4
GM is recording the remarks and visuals presented today which are copyrighted by
GM and may not be reproduced, transcribed, or distributed in any way without the
express written consent of General Motors. Therefore, this conference may not be
recorded by attendees. We consider your participation to constitute your consent
to being recorded today.
Additionally, in accordance with Regulation G, supplemental financial disclosure
is included which provides a quantitative reconciliation of non-GAAP financial
disclosures addressed in the context of the following chart set to GM's GAAP
financial results and provides definition around non-GAAP terminology addressed.
###
5
General Motors Corporation
List of Special Items - After Tax
(dollars in millions except per share amounts)
(unaudited)
Management believes that the adjusted information set forth
herein is useful to investors as it represents how Management
views the results of operations and cash of the Corporation and,
therefore, is the basis on which internal evaluation metrics are
determined. The internal evaluation metrics are those used by the
Corporation's Board of Directors to evaluate Management.
Three Months Ended Year to Date
Sept. 30, 2005 Sept. 30, 2005
--------------- --------------
Net $1-2/3 Net $1-2/3
Income EPS Income EPS
------ ----- ------ -----
REPORTED
--------
Net income $(1,633) $(2.89) $(3,811) $(6.74)
===== ==== ===== ====
ADJUSTMENTS
-----------
Salaried Attrition Program (A) 148 0.26
Plant and Facility
Impairments (B) 805 1.42 889 1.57
Impairment of investment in
Fuji Heavy Industries (C) 788 1.39
GME Restructuring Charge (D) 56 0.10 604 1.07
Tax Items (E) (311) (0.55) (858) (1.51)
--- ---- ----- ----
Subtotal 550 0.97 1,571 2.78
ADJUSTED
--------
----- ---- ----- ----
Adjusted (loss) $(1,083) $(1.92) $(2,240) $(3.96)
===== ==== ===== ====
(A) Salaried Attrition Program relates to voluntary early retirement
and other separation programs in the U.S. in the first quarter
of 2005.
(B) Plant and Facility Impairments reflects the results of third
quarter reviews of the carrying value of long-lived assets held
and used, other than goodwill and intangible assets with
indefinite lives. Impairments primarily relate to product-specific
assets but also include amounts related to office and production
facilities. In addition, year to date results include the first
quarter 2005 write-down to fair market value of various plant
assets in connection with the cessation of production at
the Lansing assembly plant.
(C) Relates to the write-down to fair market value, as of June 30,
2005, of GM's investment in approximately 20% of the common stock
of Fuji Heavy Industries (FHI). The book value of GM's investment
in FHI was approximately $1.5 billion prior to the write-down.
(D) In the fourth quarter of 2004, GM Europe announced a restructuring
plan targeting a reduction in annual structural costs of an
estimated $600 million by 2006. A total reduction of 12,000
employees, including 10,000 in Germany, from 2005-2007 through
separation programs, early retirements, and selected outsourcing
initiatives is expected. The restructuring charge of $56 million
in the third quarter of 2005 relates to approximately 500
additional separations in the third quarter, as well as charges
related to previous separations that are required to be amortized
over future periods. The year-to-date charge of $604 million
also includes costs related to the separation of approximately
6,200 people in the first two quarters. The Corporation's plan
6
General Motors Corporation
List of Special Items - After Tax
(dollars in millions except per share amounts)
(unaudited)
is on track and anticipates further separations and associated
charges in the fourth quarter of 2005 and into 2006 and 2007.
The amount of such future separation charges will be recognized
in the respective periods, and will depend both on the type of
separations and associated workforce demographics.
(E) Tax Items relate to tax benefits (including the Medicare Part D
benefit in the U.S), in excess of GM's previously communicated
annual effective tax rate of 15%, which do not vary with the
level of pre-tax income. Adjusted loss reflects an effective
tax rate of 15%.
7
General Motors Corporation
List of Special Items - After Tax
(dollars in millions except per share amounts)
(unaudited)
Restated Restated
Three Months Ended Year to Date
Sept. 30, 2004 Sept. 30, 2004
-------------- --------------
Net Net
Income EPS Income EPS
------ ----- ------ -----
REPORTED
--------
Net income $315 $0.56 $2,900 $5.11
=== ==== ===== ====
There were no special items in the three or nine months ended
September 30, 2004.
8
General Motors Corporation
Summary Corporate Financial Results
(unaudited)
Third Quarter Year to Date
-------------- --------------
Restated Restated
2005 2004 2005 2004
---- ---- ---- ----
(dollars in millions except per share amounts)
Total net sales and
revenues $47,226 $44,899 $141,468 $141,983
Adjusted $47,226 $44,899 $141,468 $141,983
Net income (loss) $(1,633) $315 $(3,811) $2,900
Adjusted $(1,083) $315 $(2,240) $2,900
Net margin
(Net income / Total net
sales and revenues) (3.5%) 0.7% (2.7%) 2.0%
Adjusted (2.3%) 0.7% (1.6%) 2.0%
Earnings (losses) per share
- basic
$1-2/3 par value $(2.89) $0.56 $(6.74) $5.14
Earnings (losses) per share
- diluted
$1-2/3 par value $(2.89) $0.56 $(6.74) $5.11
Earnings (losses) per share
- adjusted diluted
$1-2/3 par value $(1.92)(1) $0.56 $(3.96) $5.11
GM $1-2/3 par value average
shares outstanding (Mil's)
Basic shares 566 565 565 565
Diluted shares 566 567 565 568
Cash dividends per share
of common stocks
GM $1-2/3 par value $0.50 $0.50 $1.50 $1.50
See reconciliation of adjusted financial results on pages 11-16, and
footnotes on page 19.
9
General Motors Corporation
Summary Corporate Financial Results
(unaudited)
Third Quarter Year to Date
-------------- --------------
2005 2004 2005 2004
---- ---- ---- ----
Book value per share of
common stocks at September 30
GM $1-2/3 par value $39.65 $48.90
Auto & Other total cash
& marketable securities
at Sept. 30 ($Bil's) $15.1 $21.0
Readily-available assets
in VEBA $4.1(2) $3.5
--- ---
Total Auto & Other cash
& marketable securities
plus readily-available
assets in VEBA $19.2 $24.5
==== ====
Auto & Other Operations
($Mil's)
Depreciation $1,256 $1,117 $3,818 $3,706
Amortization of special
tools 1,907 737 3,526 2,237
Amortization of intangible
assets 14 9 37 25
----- ----- ----- -----
Total $3,177 $1,863 $7,381 $5,968
===== ===== ===== =====
GM's share of nonconsolidated
affiliates' net income (loss)
($Mil's)
Italy* NA $30 $32 $59
Japan $45 $32 $140 $191
China $86 $74 $218 $384
South Korea# NA $(25) $17 $(18)
* During the second quarter of 2005, GM and Fiat S.p.A. completed
the liquidation and termination of all joint ventures between
them in existence at that time. As a result, GM regained complete
ownership of all assets it originally contributed to each joint
venture.
# Effective for the third quarter 2005, the results of GM Daewoo's
operations are consolidated by GM. 2004 amounts are restated;
previously reported amounts for the third quarter and year-to-date
2004 were $(2) and $(18), respectively.
See footnotes on page 19.
10
General Motors Corporation
Summary Corporate Financial Results
(unaudited)
Third Quarter
2005 and 2004
--------------
(dollars in millions) Reported Special Items Adjusted
-------- ------------- --------
Restated Restated
2005 2004 2005 2004 2005 2004
---- ---- ---- ---- ---- ----
Total net sales
and revenues
GMNA $24,788 $26,306 $ - $ - $24,788 $26,306
GME 7,149 6,935 - - 7,149 6,935
GMLAAM 2,991 2,166 - - 2,991 2,166
GMAP 3,752 1,601 - - 3,752 1,601
------ ------ -- -- ------ ------
Total GMA 38,680 37,008 - - 38,680 37,008
Other(3) (317) 57 - - (317) 57
------ ------ -- -- ------ ------
Total Auto &
Other 38,363 37,065 - - 38,363 37,065
------ ------ -- -- ------ ------
GMAC 8,754 7,691 - - 8,754 7,691
Other Financing(3) 109 143 - - 109 143
------ ------ -- -- ------ ------
Total FIO 8,863 7,834 - - 8,863 7,834
------ ------ -- -- ------ ------
Total net sales
and revenues $47,226 $44,899 $ - $ - $47,226 $44,899
====== ====== == == ====== ======
Income (loss)
before income
taxes, equity
income, and
minority interests
GMNA $(2,688) $(198) $743 $ - $(1,945) $(198)
GME (602) (439) 348 - (254) (439)
GMLAAM (114) 45 150 - 36 45
GMAP (7) (18) 89 - 82 (18)
----- --- ----- -- ----- ---
Total GMA (3,411) (610) 1,330 - (2,081) (610)
Other (362) (149) - - (362) (149)
----- --- ----- -- ----- ---
Total Auto &
Other (3,773) (759) 1,330 - (2,443) (759)
----- --- ----- -- ----- ---
GMAC 1,052 935 - - 1,052 935
Other Financing (1) (2) - - (1) (2)
----- --- ----- -- ----- ---
Total FIO 1,051 933 - - 1,051 933
----- --- ----- -- ----- ---
Total income (loss)
before income
taxes, equity
income, and
minority
interests $(2,722) $174 $1,330 $ - $(1,392) $174
===== === ===== == ===== ===
See footnotes on page 19.
11
General Motors Corporation
Summary Corporate Financial Results
(unaudited)
Third Quarter
2005 and 2004
--------------
(dollars in millions) Reported Special Items Adjusted
-------- ------------- --------
Restated Restated
2005 2004 2005 2004 2005 2004
---- ---- ---- ---- ---- ----
Net income (loss)
GMNA $(2,095) $(88) $468 $ - $(1,627) $(88)
GME (382) (236) 232 - (150) (236)
GMLAAM (74) 27 99 - 25 27
GMAP 114 78 62 - 176 78
----- --- -- -- --- ---
Total GMA (2,437) (219) 861 (1,576) (219)
Other 122 (83) (311) - (189) (83)
----- --- --- -- ----- ---
Total Auto &
Other (2,315) (302) 550 - (1,765) (302)
----- --- --- -- ----- ---
GMAC 675 620 - - 675 620
Other Financing 7 (3) - - 7 (3)
--- --- --- -- --- ---
Total FIO 682 617 - - 682 617
----- --- --- -- ----- ---
Net income (loss)$(1,633) $315 $550 $ - $(1,083) $315
===== === === == ===== ===
Income tax expense
(benefit)
GMNA $(611) $(76) $275 - $(336) $(76)
GME (213) (167) 116 - (97) (167)
GMLAAM (42) 13 51 - 9 13
GMAP (12) (9) 27 - 15 (9)
--- --- --- -- --- ---
Total GMA (878) (239) 469 - (409) (239)
Other (479) (66) 311 - (168) (66)
----- --- --- -- --- ---
Total Auto &
Other (1,357) (305) 780 - (577) (305)
----- --- --- -- --- ---
GMAC 376 313 - - 376 313
Other Financing (8) 1 - - (8) 1
--- --- --- -- --- ---
Total FIO 368 314 - - 368 314
--- --- --- -- --- ---
Income tax expense
(benefit) $(989) $9 $780 $ - $(209) $9
=== = === == === =
12
General Motors Corporation
Summary Corporate Financial Results
(unaudited)
Third Quarter
2005 and 2004
--------------
(dollars in millions) Reported Special Items Adjusted
-------- ------------- --------
Restated Restated
2005 2004 2005 2004 2005 2004
---- ---- ---- ---- ---- ----
Effective tax rate
Total GM Corp. 36% 5% 59% - 15% 5%
GMNA 23% 38% 37% - 17% 38%
GME 35% 38% 33% - 38% 38%
GMAC 36% 34% - - 36% 34%
Equity income (loss)
and minority interests
GMNA $(18) $34 $ - $ - $(18) $34
GME 7 36 - - 7 36
GMLAAM (2) (5) - - (2) (5)
GMAP 109 87 - - 109 87
--- --- -- -- --- ---
Total GMA $96 $152 $ - $ - $96 $152
== === == == == ===
13
General Motors Corporation
Summary Corporate Financial Results
(unaudited)
Year to Date
2005 and 2004
--------------
(dollars in millions) Reported Special Items Adjusted
-------- ------------- --------
Restated Restated
2005 2004 2005 2004 2005 2004
---- ---- ---- ---- ---- ----
Total net sales
and revenues
GMNA $77,291 $84,838 $ - $ - $77,291 $84,838
GME 23,569 22,572 - - 23,569 22,572
GMLAAM 8,225 5,908 - - 8,225 5,908
GMAP 7,368 4,893 - - 7,368 4,893
------- ------- -- -- ------- -------
Total GMA 116,453 118,211 - - 116,453 118,211
Other (609) 193 - - (609) 193
------- ------- -- -- ------- -------
Total Auto &
Other 115,844 118,404 - - 115,844 118,404
------- ------- -- -- ------- -------
GMAC 25,294 22,964 - - 25,294 22,964
Other Financing 330 615 - - 330 615
------- ------- -- -- ------- -------
Total FIO 25,624 23,579 - - 25,624 23,579
------- ------- -- -- ------- -------
Total net sales
and revenues $141,468 $141,983 $ - $ - $141,468 $141,983
======= ======= == == ======= =======
Income (loss)
before income
taxes, equity
income, and
minority interests
GMNA $(6,025) $821 $1,100 $ - $(4,925) $821
GME (1,636) (758) 1,205 - (431) (758)
GMLAAM 5 64 150 - 155 64
GMAP (856) 28 902 - 46 28
----- --- ----- -- ----- ---
Total GMA (8,512) 155 3,357 - (5,155) 155
Other (1,247) (717) 13 - (1,234) (717)
----- --- ----- -- ----- ---
Total Auto &
Other (9,759) (562) 3,370 - (6,389) (562)
----- ----- ----- -- ----- -----
GMAC 3,370 3,493 - - 3,370 3,493
Other Financing (18) (27) - - (18) (27)
----- ----- ----- -- ----- -----
Total FIO 3,352 3,466 - - 3,352 3,466
----- ----- ----- -- ----- -----
Total income (loss)
before income
taxes, equity
income, and
minority
interests $(6,407) $2,904 $3,370 $ - $(3,037) $2,904
===== ===== ===== == ===== =====
14
General Motors Corporation
Summary Corporate Financial Results
(unaudited)
Year to Date
2005 and 2004
--------------
(dollars in millions) Reported Special Items Adjusted
-------- ------------- --------
Restated Restated
2005 2004 2005 2004 2005 2004
---- ---- ---- ---- ---- ----
Net income (loss)
GMNA $(4,849) $668 $692 $ - $(4,157) $668
GME (996) (397) 780 - (216) (397)
GMLAAM 5 38 99 - 104 38
GMAP (438) 612 850 - 412 612
----- --- ----- -- ----- ---
Total GMA (6,278) 921 2,421 - (3,857) 921
Other 248 (234) (850) - (602) (234)
----- --- ----- -- ----- ---
Total Auto &
Other (6,030) 687 1,571 - (4,459) 687
----- ----- ----- -- ----- -----
GMAC 2,219 2,230 - - 2,219 2,230
Other Financing - (17) - - - (17)
----- ----- ----- -- ----- -----
Total FIO 2,219 2,213 - - 2,219 2,213
----- ----- ----- -- ----- -----
Net income (loss)$(3,811) $2,900 $1,571 $ - $(2,240) $2,900
===== ===== ===== == ===== =====
Income tax expense
(benefit)
GMNA $(1,259) $132 $408 $ - $(851) $132
GME (590) (288) 425 - (165) (288)
GMLAAM 1 16 51 - 52 16
GMAP (54) (4) 52 - (2) (4)
----- --- --- -- --- ---
Total GMA (1,902) (144) 936 - (966) (144)
Other (1,481) (486) 863 - (618) (486)
----- --- --- -- ----- ---
Total Auto &
Other (3,383) (630) 1,799 - (1,584) (630)
----- ----- ----- -- ----- ---
GMAC 1,147 1,259 - - 1,147 1,259
Other Financing (18) (10) - - (18) (10)
----- ----- ----- -- ----- -----
Total FIO 1,129 1,249 - - 1,129 1,249
----- ----- ----- -- ----- -----
Income tax expense
(benefit) $(2,254) $619 $1,799 $ - $(455) $619
===== === ===== == === ===
15
General Motors Corporation
Summary Corporate Financial Results
(unaudited)
Year to Date
2005 and 2004
--------------
(dollars in millions) Reported Special Items Adjusted
-------- ------------- --------
Restated Restated
2005 2004 2005 2004 2005 2004
---- ---- ---- ---- ---- ----
Effective tax rate
Total GM Corp. 35% 21% 53% - 15% 21%
GMNA 21% 16% 37% - 17% 16%
GME 36% 38% 35% - 38% 38%
GMAC 34% 36% - - 34% 36%
Equity income (loss)
and minority interests
GMNA $(83) $(21) $ - $ - $(83) $(21)
GME 50 73 - - 50 73
GMLAAM 1 (10) - - 1 (10)
GMAP 364 580 - - 364 580
--- --- -- -- --- ---
Total GMA $332 $622 $ - $ - $332 $622
=== === == == === ===
16
General Motors Corporation
Operating Statistics
Third Quarter Year to Date
-------------- --------------
2005 2004 2005 2004
---- ---- ---- ----
(units in thousands)
Worldwide Production Volume
GMNA - Cars 424 463 1,352 1,531
GMNA - Trucks 722 746 2,224 2,412
----- ----- ----- -----
Total GMNA 1,146 1,209 3,576 3,943
GME 412 411 1,415 1,387
GMLAAM 207 185 587 516
GMAP 409 314 1,142 947
----- ----- ----- -----
Total Worldwide 2,174 2,119 6,720 6,793
===== ===== ===== =====
Vehicle Unit Deliveries
Chevrolet - Cars 218 265 680 701
Chevrolet - Trucks 494 531 1,440 1,407
Pontiac 128 122 341 378
GMC 154 175 463 458
Buick 82 87 231 249
Oldsmobile 0 3 2 27
Saturn 63 58 168 171
Cadillac 61 63 183 169
Other 34 21 79 60
----- ----- ----- -----
Total United States 1,234 1,325 3,587 3,620
Canada, Mexico, and Other 181 169 548 519
----- ----- ----- -----
Total GMNA 1,415 1,494 4,135 4,139
GME 460 461 1,526 1,500
GMLAAM 223 186 632 520
GMAP 262 209 774 659
----- ----- ----- -----
Total Worldwide 2,360 2,350 7,067 6,818
===== ===== ===== =====
Market Share
United States - Cars 22.6% 26.9% 23.1% 25.4%
United States - Trucks 28.8% 31.1% 29.2% 29.4%
Total United States 26.1% 29.3% 26.5% 27.6%
Total North America 25.6% 28.5% 26.1% 27.0%
Total Europe 9.3% 9.5% 9.6% 9.5%
Total LAAM 17.5% 17.2% 17.2% 16.9%
Asia and Pacific 5.9% 5.1% 5.7% 5.2%
Total Worldwide 14.6% 15.4% 14.4% 14.5%
U.S. Retail/Fleet Mix
% Fleet Sales - Cars 34.6% 36.2% 36.1% 37.1%
% Fleet Sales - Trucks 19.4% 12.7% 18.2% 16.1%
Total Vehicles 25.2% 22.0% 25.1% 24.6%
GMNA Capacity Utilization
(2 shift rated, annualized) 84.8% 79.0% 88.3% 86.7%
GMNA Vehicle Revenue
Per Unit $19,157 $18,310
17
General Motors Corporation
Operating Statistics
Third Quarter Year to Date
-------------- --------------
2005 2004 2005 2004
---- ---- ---- ----
GMAC's Worldwide Cost of
Borrowing (4) 5.22% 3.87% 4.74% 3.69%
GMAC Period End Debt Spreads
Over U.S. Treasuries
2 Year 310 bp 120 bp
5 Year 535 bp 200 bp
10 Year 550 bp 250 bp
GMAC Cash Reserve Balance
($Bil's) (5) $24.3 $24.4
GMAC Automotive Finance
Operations Consumer
Credit (North America)
Net charge-offs as a % of
managed receivables 1.19% 1.13% 1.01% 1.12%
Retail contracts 30 days
delinquent - % of average
number of contracts
outstanding (6) 2.40% 2.19% 2.14% 2.08%
Retail Penetration (U.S. only)
Total consumer volume (retail
and lease) as % of retail sales 31% 42% 39% 39%
SmartLease and SmartBuy
as % of retail sales 15% 11% 18% 14%
Off-lease Vehicle
Remarketing (U.S. only)
Average net gain per vehicle $1,017 $459 $1,160 $504
Off-lease vehicles
terminated (units in 000s) 69 98 225 330
GMAC Mortgage Operations ($Bil's)
Origination volume $59.2 $41.2 $151.1 $124.9
Mortgage servicing rights,
net $4.4 $3.8
GMAC Insurance Operations ($Mil's)
Premium revenue written $1,053 $1,061 $3,209 $3,107
Investment portfolio
market value $7,800 $6,625
After-tax net unrealized
capital gains $563 $424
GMAC Consolidated ($Mil's, after tax)
Estimated financing and insurance
losses from Hurricane Katrina (7)
Financing $70 $- $70 $-
Mortgage 73 - 73 -
Insurance 18 - 18 -
--- -- -- --
Total $161 - $161 -
=== == === ==
18
General Motors Corporation
Third Quarter Year to Date
-------------- --------------
2005 2004 2005 2004
---- ---- ---- ----
Worldwide Employment
at Sept. 30 (in 000's)
United States Hourly 106 112
United States Salary 36 38
--- ---
Total United States 142 150
Canada, Mexico, and Other 31 31
--- ---
GMNA 173 181
GME 56 62
GMLAAM 32 28
GMAP (8) 27 14
GMAC 34 33
Other 3 5
--- ---
Total 325 323
=== ===
Worldwide Payrolls ($Bil's) $5.2 $4.9 $15.6 $15.9
Footnotes:
---------
(1) This amount is comparable to First Call analysts' consensus.
(2) The increase in readily-available assets results from higher
withdrawal capacity from the hourly VEBA trust due to increased
other postretirement employee benefit payments, and the addition of
withdrawal capacity from the salaried VEBA that was funded in 2004.
(3) Other Operations and Other Financing include intercompany
eliminations.
(4) Calculated by dividing total interest expense (excluding mark to
market adjustments) by total debt.
(5) Balance at September 30, 2005 comprises $21.8 billion of cash
and cash equivalents and $2.5 billion in marketable securities
with maturities greater than 90 days. Balance at September 30,
2004 consisted entirely of cash and cash equivalents.
(6) Excludes accounts in bankruptcy.
(7) Represents the best estimate of accrued losses based on the most
current information available.
(8) 2005 includes approximately 13,000 employees added as a result of
GM Daewoo consolidation.
19
GENERAL MOTORS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
Three Months Ended Nine Months Ended
September 30, September 30,
----------------------------------------------
(As (As
restated) restated)
2005 2004 2005 2004
---- ---- ---- ----
(dollars in millions except per share amounts)
Total net sales and
revenues $47,226 $44,899 $141,468 $141,983
------ ------ ------- -------
Cost of sales and other
expenses 40,372 37,373 120,587 115,924
Selling, general, and
administrative expenses 5,517 4,342 15,838 14,522
Interest expense 4,059 3,010 11,450 8,633
----- ----- ------ ------
Total costs and expenses 49,948 44,725 147,875 139,079
------ ------ ------- -------
Income (loss) before income
taxes, equity income
and minority interests (2,722) 174 (6,407) 2,904
Income tax expense (benefit) (989) 9 (2,254) 619
Equity income (loss) and
minority interests 100 150 342 615
----- --- ----- -----
Net income (loss) $(1,633) $315 $(3,811) $2,900
===== === ===== =====
Basic earnings (loss) per
share attributable to
common stock $(2.89) $0.56 $(6.74) $5.14
==== ==== ==== ====
Earnings (loss) per share
attributable to
common stock assuming
dilution $(2.89) $0.56 $(6.74) $5.11
==== ==== ==== ====
20
GENERAL MOTORS CORPORATION AND SUBSIDIARIES
SUPPLEMENTAL INFORMATION TO THE CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
Three Months Ended Nine Months Ended
September 30, September 30,
----------------------------------------------
(As (As
restated) restated)
2005 2004 2005 2004
---- ---- ---- ----
(dollars in millions)
AUTOMOTIVE AND OTHER
OPERATIONS
Total net sales and
revenues $38,363 $37,065 $115,844 $118,404
------ ------ ------- -------
Cost of sales and other
expenses 38,009 34,913 113,776 108,603
Selling, general, and
administrative expenses 3,285 2,212 9,442 8,379
------ ------ ------- -------
Total costs and expenses 41,294 37,125 123,218 116,982
------ ------ ------- -------
Interest expense 746 622 2,102 1,780
Net expense from
transactions with
Financing and Insurance
Operations 96 77 283 204
----- --- ----- -----
(Loss) before income
taxes,equity income, and
minority interests (3,773) (759) (9,759) (562)
Income tax (benefit) (1,357) (305) (3,383) (630)
Equity income (loss) and
minority interests 101 152 346 619
----- --- ----- ---
Net income (loss) -
Automotive and Other
Operations $(2,315) $(302) $(6,030) $687
===== === ===== ===
FINANCING AND INSURANCE
OPERATIONS
Total revenues $8,863 $7,834 $25,624 $23,579
----- ----- ------ ------
Interest expense 3,313 2,388 9,348 6,853
Depreciation and
amortization expense 1,440 1,338 4,242 4,001
Operating and other
expenses 2,177 2,136 6,272 6,245
Provisions for financing
and insurance losses 978 1,116 2,693 3,218
----- ----- ------ ------
Total costs and expenses 7,908 6,978 22,555 20,317
Net income from
transactions with
Automotive and
Other Operations (96) (77) (283) (204)
----- ----- ------ ------
Income before income
taxes, equity income,
and minority interests 1,051 933 3,352 3,466
Income tax expense 368 314 1,129 1,249
Equity income (loss) and
minority interests (1) (2) (4) (4)
----- --- ----- -----
Net income - Financing
and Insurance Operations $682 $617 $2,219 $2,213
=== === ===== =====
21
GENERAL MOTORS CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(As
restated)
Sept.30, Sept. 30,
2005 Dec. 31, 2004
(Unaudited) 2004 (Unaudited)
---------- ------- ----------
ASSETS (dollars in millions)
Cash and cash equivalents $35,598 $35,993 $37,589
Marketable securities 20,229 21,737 21,034
------ ------ ------
Total cash and marketable securities 55,827 57,730 58,623
Finance receivables - net 180,464 199,600 193,755
Loans held for sale 26,029 19,934 20,116
Accounts and notes receivable (less
allowances) 16,799 21,236 17,379
Inventories (less allowances) 14,175 12,247 12,544
Deferred income taxes 28,499 26,241 27,219
Net equipment on operating leases
(less accumulated depreciation) 37,972 34,214 33,016
Equity in net assets of
nonconsolidated affiliates 4,260 6,776 6,637
Property - net 39,701 39,020 37,432
Intangible assets - net 4,955 4,925 4,732
Other assets 60,430 57,680 57,182
------- ------- -------
Total assets $469,111 $479,603 $468,635
======= ======= =======
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable (principally trade) $30,150 $28,830 $26,404
Notes and loans payable 285,128 300,279 290,920
Postretirement benefits other than
pensions 32,101 28,111 31,948
Pensions 9,982 9,455 7,824
Deferred income taxes 6,749 7,078 6,134
Accrued expenses and other
liabilities 81,645 77,727 77,417
------- ------- -------
Total liabilities 445,755 451,480 440,647
Minority interests 932 397 369
Stockholders' equity
$1-2/3 par value common stock
(outstanding, 565,504,852;
565,132,021; and 564,804,464
shares) 943 942 941
Capital surplus (principally
additional paid-in capital) 15,281 15,241 15,209
Retained earnings 9,754 14,428 14,804
------ ------ ------
Subtotal 25,978 30,611 30,954
Accumulated foreign currency
translation adjustments (1,630) (1,194) (1,678)
Net unrealized gains on derivatives 406 589 215
Net unrealized gains on securities 742 751 610
Minimum pension liability adjustment (3,072) (3,031) (2,482)
------ ------ ------
Accumulated other
comprehensive loss (3,554) (2,885) (3,335)
------ ------ ------
Total stockholders' equity 22,424 27,726 27,619
------- ------- -------
Total liabilities and stockholders'
equity $469,111 $479,603 $468,635
======= ======= =======
22
GENERAL MOTORS CORPORATION AND SUBSIDIARIES
SUPPLEMENTAL INFORMATION TO THE CONSOLIDATED BALANCE SHEETS
(As
restated)
Sept.30, Sept. 30,
2005 Dec. 31, 2004
(Unaudited) 2004 (Unaudited)
---------- ------- ----------
ASSETS (dollars in millions)
Automotive and Other Operations
Cash and cash equivalents $13,695 $13,148 $12,984
Marketable securities 1,437 6,655 7,969
------ ------ ------
Total cash and marketable securities 15,132 19,803 20,953
Accounts and notes receivable (less
allowances) 7,800 6,713 6,542
Inventories (less allowances) 13,755 11,717 12,035
Net equipment on operating leases
(less accumulated depreciation) 7,302 6,488 6,764
Deferred income taxes and other
current assets 9,859 10,794 10,813
------ ------ ------
Total current assets 53,848 55,515 57,107
Equity in net assets of
nonconsolidated affiliates 4,260 6,776 6,637
Property - net 37,860 37,170 35,583
Intangible assets - net 1,674 1,599 1,445
Deferred income taxes 20,343 17,399 18,086
Other assets 41,101 40,844 41,251
------- ------- -------
Total Automotive and Other
Operations assets 159,086 159,303 160,109
Financing and Insurance Operations
Cash and cash equivalents 21,903 22,845 24,605
Investments in securities 18,792 15,082 13,065
Finance receivables - net 180,464 199,600 193,755
Loans held for sale 26,029 19,934 20,116
Net equipment on operating leases
(less accumulated depreciation) 30,670 27,726 26,252
Other assets 32,167 35,113 30,733
Net receivable from Automotive and
Other Operations 3,399 2,426 2,548
------- ------- -------
Total Financing and Insurance
Operations assets 313,424 322,726 311,074
------- ------- -------
Total assets $472,510 $482,029 $471,183
======= ======= =======
LIABILITIES AND STOCKHOLDERS' EQUITY
Automotive and Other Operations
Accounts payable (principally trade) $26,784 $24,257 $23,287
Loans payable 1,509 2,062 2,540
Accrued expenses 43,040 46,147 45,420
Net payable to Financing and
Insurance Operations 3,399 2,426 2,548
------- ------ ------
Total current liabilities 74,732 74,892 73,795
Long-term debt 30,929 30,460 30,065
Postretirement benefits other than
pensions 27,380 23,406 27,996
Pensions 9,891 9,371 7,755
Other liabilities and deferred
income taxes 15,764 15,657 15,402
------- ------- -------
Total Automotive and Other
Operations liabilities 158,696 153,786 155,013
Financing and Insurance Operations
Accounts payable 3,366 4,573 3,117
Debt 252,690 267,757 258,315
Other liabilities and deferred
income taxes 34,402 27,790 26,750
------- ------- -------
Total Financing and Insurance
Operations liabilities 290,458 300,120 288,182
------- ------- -------
Total liabilities 449,154 453,906 443,195
Minority interests 932 397 369
Total stockholders' equity 22,424 27,726 27,619
------- ------- -------
Total liabilities and stockholders'
equity $472,510 $482,029 $471,183
======= ======= =======
23
GENERAL MOTORS CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Nine Months Ended
September 30,
------------------------
(As
restated)
2005 2004
---- ----
(dollars in millions)
Net cash provided by operating activities $3,775 $12,108
Cash flows from investing activities
Expenditures for property (5,048) (4,762)
Investments in marketable securities -
acquisitions (14,473) (9,503)
Investments in marketable securities -
liquidations 16,091 10,095
Net originations and purchases of mortgage
servicing rights (1,057) (1,151)
Increase in finance receivables (15,975) (31,731)
Proceeds from sales of finance receivables 27,802 16,811
Operating leases - acquisitions (12,372) (10,522)
Operating leases - liquidations 5,029 5,831
Investments in companies, net of cash
acquired 1,367 (85)
Other (1,546) 808
----- -----
Net cash provided by (used in) investing
activities (182) (24,209)
Cash flows from financing activities
Net (decrease) increase in loans payable (6,289) 1,559
Long-term debt - borrowings 49,194 57,505
Long-term debt - repayments (50,834) (44,822)
Cash dividends paid to stockholders (863) (847)
Other 4,924 3,763
----- ------
Net cash (used in) provided by financing
activities (3,868) 17,158
Effect of exchange rate changes on cash and
cash equivalents (120) (22)
--- ------
Net (decrease) increase in cash and cash
equivalents (395) 5,035
Cash and cash equivalents at beginning of
the period 35,993 32,554
------ ------
Cash and cash equivalents at end of the
period $35,598 $37,589
====== ======
24
GENERAL MOTORS CORPORATION AND SUBSIDIARIES
SUPPLEMENTAL INFORMATION TO THE CONDENSED CONSOLIDATED STATEMENTS OF
CASH FLOWS
(Unaudited)
Automotive and Financing and
Other Insurance
-------------- -------------
Nine Months Ended September 30,
-----------------------------------------
(As
restated)
2005 2004 2005 2004
---- ---- ---- ----
(dollars in millions)
Net cash (used in) provided
by operating activities $(2,482) $1,273 $6,257 $10,835
Cash flows from investing
activities
Expenditures for property (4,878) (4,502) (170) (260)
Investments in marketable
securities - acquisitions (289) (1,817) (14,184) (7,686)
Investments in marketable
securities - liquidations 5,319 2,915 10,772 7,180
Net change in mortgage
services rights - - (1,057) (1,151)
Increase in finance receivables - - (15,975) (31,731)
Proceeds from sales of
finance receivables - - 27,802 16,811
Operating leases -
acquisitions - - (12,372) (10,522)
Operating leases -
liquidations - - 5,029 5,831
Net investing activity with
Financing and Insurance
Operations 1,500 - - -
Investments in companies, net
of cash acquired 1,367 (94) - 9
Other (52) 348 (1,494) 460
----- ----- ----- ------
Net cash provided by (used
in) investing activities 2,967 (3,150) (1,649) (21,059)
Cash flows from financing
activities
Net increase (decrease) in
loans payable 8 (498) (6,297) 2,057
Long-term debt - borrowings 97 845 49,097 56,660
Long-term debt - repayments (21) (72) (50,813) (44,750)
Net financing activity with
Automotive & Other - - (1,500) -
Cash dividends paid to
stockholders (863) (847) - -
Other (96) - 5,020 3,763
---- ---- ----- -----
Net cash (used in) provided
by financing activities (875) (572) (4,493) 17,730
Effect of exchange rate
changes on cash and
cash equivalents (36) (47) (84) 25
Net transactions with
Automotive/Financing
Operations 973 1,056 (973) (1,056)
Net decrease in cash and cash
equivalents 547 (1,440) (942) 6,475
Cash and cash equivalents at
beginning of the period 13,148 14,424 22,845 18,130
------ ------ ------ ------
Cash and cash equivalents at
end of the period $13,695 $12,984 $21,903 $24,605
====== ====== ====== ======
25
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
GENERAL MOTORS CORPORATION
--------------------------
(Registrant)
Date: October 17, 2005 By: /s/PETER R. BIBLE
--- -----------------
(Peter R. Bible,
Chief Accounting Officer)
26