DETROIT, Mich. – General Motors Company announced today the pricing of a public offering of common and mandatory convertible junior preferred stock. The total offering size will be $20.1 billion or $23.1 billion if the underwriters’ over-allotment options are fully exercised.
“As we prepare to enter the equity markets, all of us at GM are excited about this historic milestone. We are especially appreciative of those who stood by us through the toughest times, and we are dedicated to creating value for all of our stakeholders,” said GM Vice Chairman and Chief Financial Officer Chris Liddell.
The issue included 478 million shares of common stock, for a total of $15.77 billion, and 87 million shares of mandatory convertible junior preferred stock, for a total of $4.35 billion. The underwriters have a 30-day option to purchase up to 71.7 million additional shares of common stock from the selling stockholders, for a total of $2.37 billion, and an additional 13 million shares of mandatory convertible junior preferred stock from the company on the same terms and conditions, for a total of $650 million, to cover over-allotments, if any.
The common stock has been priced at $33.00 per share. On the mandatory conversion date, December 1, 2013, each share of mandatory convertible junior preferred stock, unless previously converted, will automatically convert into shares of common stock. The Series B mandatory convertible junior preferred stock will have a 4.75% dividend rate and a liquidation preference of $50 per share.
GM’s common stock will begin trading on November 18, 2010, on the New York Stock Exchange under the ticker symbol “GM” and on the Toronto Stock Exchange under the symbol “GMM.” The mandatory convertible junior preferred stock will begin trading on November 18, 2010, subject to official notice of issuance, on the New York Stock Exchange under the symbol “GM Pr B.” The closing of both offerings is scheduled to take place on November 23, 2010. The closing of the mandatory convertible junior preferred stock offering is conditional upon the closing of the offering for GM’s common stock.
“With a new business model, centered around designing, building and selling the world's best vehicles, we're ready to compete and are confident about the company's future,” said Liddell.
A registration statement relating to these securities was declared effective by the Securities and Exchange Commission (SEC) on November 17, 2010. Any offer or sale of these securities will be made only by means of a written prospectus forming the effective registration statement. Copies of the prospectus relating to the offering may be obtained for free, by visiting the SEC website at http://www.sec.gov or by contacting:
About General Motors
General Motors (NYSE: GM, TSX: GMM), one of the world’s largest automakers, traces its roots back to 1908. With its global headquarters in Detroit, GM employs 209,000 people in every major region of the world and does business in more than 120 countries. GM and its strategic partners produce cars and trucks in 31 countries, and sell and service these vehicles through the following brands: Buick, Cadillac, Chevrolet, GMC, Daewoo, Holden, Isuzu, Jiefang, Opel, Vauxhall, and Wuling. GM’s largest national market is China, followed by the United States, Brazil, the United Kingdom, Germany, Canada, and Russia. GM’s OnStar subsidiary is the industry leader in vehicle safety, security and information services. General Motors acquired operations from General Motors Corporation on July 10, 2009, and references to prior periods in this and other press materials refer to operations of the old General Motors Corporation. More information on the new General Motors can be found at www.gm.com.
In this press release and in related comments by our management, our use of the words “expect,” “anticipate,” “possible,” “potential,” “target,” “believe,” “commit,” “intend,” “continue,” “may,” “would,” “could,” “should,” “project,” “projected,” “positioned” or similar expressions is intended to identify forward-looking statements that represent our current judgment about possible future events. We believe these judgments are reasonable, but these statements are not guarantees of any events or financial results, and our actual results may differ materially due to a variety of important factors. Among other items, such factors might include: our ability to realize production efficiencies and to achieve reductions in costs as a result of our restructuring initiatives and labor modifications; our ability to maintain quality control over our vehicles and avoid material vehicle recalls; our ability to maintain adequate liquidity and financing sources and an appropriate level of debt, including as required to fund our planning significant investment in new technology; our ability to realize successful vehicle applications of new technology; and our ability to continue to attract new customers, particularly for our new products. GM's most recent annual report on Form 10-K and quarterly reports on Form 10-Q provide information about these and other factors, which we may revise or supplement in future reports to the SEC.
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