SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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) June 20, 2003
-------------
GENERAL MOTORS CORPORATION
-----------------------------------------------------
(Exact name of registrant as specified in its charter)
STATE OF DELAWARE 1-143 38-0572515
---------------------------- ----------------------- -------------------
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
300 Renaissance Center, Detroit, Michigan 48265-3000
-------------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (313)-556-5000
--------------
ITEM 5. OTHER EVENTS
On June 20, 2003 General Motors Corporation (GM) announced plans to accelerate
improvements in GM's balance sheet and financial flexibility. The release is as
follows:
GM To Accelerate Balance Sheet Strengthening Initiative
NEW YORK - General Motors Corp. (NYSE: GM, GMH) today announced plans to offer
an aggregate of approximately $10 billion in debt securities and convertible
debentures as part of an overall effort to accelerate improvements in GM's
balance sheet and financial flexibility.
GM plans to raise approximately $10 billion with the new offerings, effectively
doubling the company's original balance-sheet-strengthening target for 2003 - to
$20 billion from $10 billion - and increasing the company's near-term liquidity
to more than $30 billion. GM currently expects that substantially all of the
proceeds will be used over time to partially fund GM's U.S. pension funds and
other retiree benefit obligations. GM expects to make significant cash
contributions to these funds by late 2003.
In addition, General Motors Acceptance Corp. (GMAC) will seek to raise
approximately $3 billion as part of its ongoing funding plan for 2003, intended
to be used for general corporate purposes. GMAC also decided to undertake these
debt offerings in order to satisfy funding of ongoing operations.
"The general cost of borrowing in U.S. markets is at historic lows and we are
acting quickly to take advantage of the favorable capital markets environment,"
said GM Vice Chairman and Chief Financial Officer John Devine. "These offerings
give GM the opportunity to strengthen its balance sheet while freeing up cash
and improving financial flexibility.
"One important purpose of these offerings is that they will allow General Motors
to use cost-efficient, long-term debt to provide near-term funding of some of
its pension and retiree benefit obligations," said Devine.
GM's offerings are expected to include intermediate- and long-term debt in U.S.
dollars and euros, as well as U.S. dollar debentures that are convertible into
GM $1-2/3 par value common stock.
As a result of these offerings by GM, the company now expects that it will be in
a position to accelerate efforts to fund its U.S. pension plans - which were
$19.3 billion underfunded at the end of 2002. GM previously stated that it would
contribute about $15 billion to its U.S. pension and retiree benefit plans by
2007. Contributions to the plans help to reduce the unfunded position by
increasing the asset base, which earns tax-free returns. GM contributed $5.8
billion to its U.S. pension and retiree benefit plans during 2002 and an
additional $1.2 billion in GM Class H common stock in 2003.
The improved equity markets have resulted in asset returns for the GM pension
plans of about 9 percent so far this year. Over the same time period, however,
the discount rate used to measure liabilities for accounting purposes has
declined by an estimated 75 - 100 basis points, resulting in an increase to the
unfunded portion of GM's employee benefit plan liabilities.
GM currently anticipates that substantially all of the proceeds of its offerings
will be used over time to partially fund GM's U.S. pension funds and other
retiree benefit obligations, although no determination has yet been made as to
the amount of proceeds that would be used for such purposes and the allocation
of any contribution of proceeds among its various retiree benefit programs.
2
The offerings of U.S. dollar denominated debt securities by GM and GMAC will be
registered under the Securities Act of 1933, as amended, with the Securities and
Exchange Commission. GM and GMAC expect that certain of the debt securities will
be offered outside the United States in transactions not registered under the
Securities Act, which securities may not be offered or sold in the United States
absent registration or an applicable exemption from the registration
requirements.
# # #
This press release shall not constitute an offer to sell or the solicitation of
an offer to buy, nor shall there be any sale of these securities in any state in
which such offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such state.
In this press release, our use of the words "expect," "anticipate," "estimate,"
"forecast," "objective," "plan," "goal," "pursue" 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, including those described in GM's most recent report on SEC
Form 10-K (at page II-18), which may be revised or supplemented in subsequent
reports on SEC Forms 10-Q and 8-K. Such factors include, among others, the
following: changes in economic conditions, currency exchange rates or political
stability; shortages of fuel, labor strikes or work stoppages; market acceptance
of the corporation's new products; 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.
SIGNATURE
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 June 20, 2003
-------------
By
/s/Peter R. Bible
--------------------------
(Peter R. Bible,
Chief Accounting Officer)
3