Determination of Viability Summary March 30, 2009 General Motors Corporation. GM February 17 Plan Viability Determination

Transcription

1 Determinatin f Viability Summary March 30, 2009 General Mtrs Crpratin Summary GM February 17 Plan Viability Determinatin The Lan and Security Agreement f December 31, 2008 between the General Mtrs Crpratin and the United States Department f the Treasury ( LSA ) laid ut cnditins that needed t be met by March 31, including the apprval f Labr Mdificatins, VEBA Mdificatins, and the cmmencement f a Bnd Exchange (all as defined in the LSA). As f the date f this mem, the abve steps have nt been cmpleted, nr are they expected t be cmpleted by March 31. As a result, General Mtrs has nt satisfied the terms f its lan agreement. Additinally, after substantial effrt and review, the President s Designee¹ has cncluded that the GM plan, in its current frm, is nt viable and will need t be restructured substantially while GM perates under an amendment t the existing LSA. It is strngly believed, hwever, that such a substantial restructuring will lead t a viable GM. This determinatin f viability was based n a thrugh review, as cnducted by the Task Frce and its utside advisrs and as summarized belw, f the Cmpany s submitted plan and prspects. While there were many individual cnsideratins, n single factr was critical t the assessment. Rather, the ultimate determinatin f viability was based upn a ttal cnsideratin f all relevant factrs, taken as a whle. General Mtrs is in the early stages f an peratinal turnarund in which the Cmpany has made material prgress in a number f areas, including purchasing, prduct design, manufacturing, brand ratinalizatin and its dealer netwrk. Despite these steps, a great deal mre prgress needs t be made, and GM s plan cntemplates initiatives that will take many years t cmplete. In the end, GM s plan is based n a number f assumptins that will be very challenging t meet withut a mre dramatic restructuring in which many f its planned changes are accelerated. A few highlights: Market Share: GM has been lsing market share t its cmpetitrs fr decades, yet its plan assumes nly a very mderate decline, despite reducing fleet sales and shuttering brands that represent 1.8% f its current market share. Price: The plan assumes imprvement in net price realizatin despite a severely distressed market, lingering cnsumer quality perceptins, and an increase in smaller vehicles (where the Cmpany has previusly struggled t maintain pricing pwer). Brands/Dealers: The Cmpany is currently burdened with underperfrming brands, nameplates and an excess f dealers. The plan des nt act aggressively enugh t curb these prblems. Prduct mix: GM earns a large share f its prfits frm high-margin trucks and SUVs, which are vulnerable t a cntinuing shift in cnsumer preference t smaller vehicles. Additinally, while the Chevy Vlt hlds prmise, it will likely be t expensive t be cmmercially successful in the shrt-term. Legacy liabilities: In GM s plan, its cash needs assciated with legacy liabilities grw t unsustainable levels, reaching apprximately $6 billin per year in 2013 and Mrever, even under the Cmpany s ptimistic assumptins, the Cmpany cntinues t experience negative free cash flw (befre financing but after legacy bligatins) thrugh the prjectin perid, failing a fundamental test f viability. In shrt, while the Cmpany has made meaningful prgress in its turnarund plan ver the last few years, the prgress has been far t slw, allwing the Cmpany t cntinue t lag the best-in-class cmpetitrs. As a result, the President s Designee has fund that General Mtrs plan is nt viable as it is currently structured. Hwever, because f GM's scale, franchise and prgress t date, we believe that there culd be a viable business within GM if the Cmpany and its stakehlders engage in a substantially mre aggressive restructuring plan. 1

2 Determinatin f Viability Summary March 30, 2009 General Mtrs Crpratin Detailed Determinatin The Lan and Security Agreement f December 31, 2008 between the General Mtrs Crpratin and the United States Department f the Treasury ( LSA ) laid ut varius cnditins that needed t be met by March 31, including: (a) Apprval f the Labr Mdificatins (Cmpensatin Reductins, the Severance Ratinalizatin and the Wrk Rule Mdificatins) by the members f the Unins; (b) Receipt f all necessary apprvals f the VEBA Mdificatins ther than regulatry and judicial apprvals; prvided, that the Brrwer must have filed and be diligently prsecuting applicatins fr any necessary regulatry and judicial apprvals; and (c) The cmmencement f an exchange ffer t implement a Bnd Exchange. As f the date f this mem, nne f the abve steps has been cmpleted. As a result, General Mtrs has nt satisfied the terms f its lan agreement. The LSA als requires that the President s Designee review the Restructuring Plan Reprt in rder t determine whether General Mtrs has taken all necessary steps t achieve and sustain the lng-term viability, internatinal cmpetitiveness and energy efficiency f the Cmpany and its subsidiaries Since receiving the Cmpany s plan n February 17 th, the Gvernment has engaged in substantial effrts t assess its viability. This wrk has invlved staff frm the Department f the Treasury, Natinal Ecnmic Cuncil, Cuncil f Ecnmic Advisrs as well as the numerus ther Cabinet agencies invlved in the President s Task Frce n the Aut Industry. The wrking grup has als wrked extensively with several dzen individuals at industry-leading cnsulting, financial advisry and law firms. Numerus utside experts and affected stakehlders have been cnsulted. As a result f this wrk, the President s Designee has cncluded that the General Mtrs plan, in its current frm, is nt viable and will need t be restructured substantially in rder t lead t a viable General Mtrs. It is strngly believed, hwever, that such a substantial restructuring will lead t a viable General Mtrs. While the President s Designee cnsidered many factrs when assessing viability, the mst fundamental benchmark was the fllwing: fr a business t be viable, it must be able after accunting fr spending n research and develpment and capital expenditures necessary t maintain and enhance the cmpany s cmpetitive psitin -- t generate psitive cashflw and earn an adequate return n capital ver the curse f a nrmal business cycle. Prgress t date: General Mtrs is in the early stages f an peratinal turnarund in which GM has made material prgress in a number f areas: Purchasing: GM has rganized its purchasing glbally, with its purchasing rganizatin taking advantage f GM s glbal scale, and has put int place a rigrus, metric-riented apprach t drive supplier quality and cst imprvements. Prduct design: GM has refined its prduct design prcess t create glbal vehicle platfrms, thus allwing GM t reduce engineering csts and imprve the cntent f its cars. These glbal platfrms leverage the scale f the business and allw GM t amrtize prduct develpment csts ver a large range 2

3 Determinatin f Viability Summary March 30, 2009 General Mtrs Crpratin f mdels. GM has als, since 2005, fcused n custmer needs, interir designs, styling and quality t prvide mre attractive prducts. Examples f successes f this initiative include the 2008 Nrth American Car f the Year Chevy Malibu and the 2008 Mtr Trend Car f the Year Cadillac CTS (thugh they cnstitute a mdest share f GM s prtfli tday). Manufacturing: GM has wrked t create greater flexibility within its facilities, allwing fr increased capacity utilizatin and an enhanced ability t spread its significant fixed csts acrss a brader car base. Brand ratinalizatin: The recently annunced decisins t divest r shut dwn Saab, Saturn and Hummer, while late, were imprtant steps in reducing the Cmpany s brand prtfli and allwing it t fcus its financial and human resurces n a smaller number f higher quality brands. Dealer netwrk: GM has been eliminating dealers frm markets where it is versaturated, as well as eliminating dealers wh are either unprfitable r create a pr custmer experience. Hwever, it is imprtant t recgnize that a great deal mre prgress needs t be made, and that GM s plan is based n fairly ptimistic assumptins that will be challenging in the absence f a mre aggressive restructuring. The plan cntemplates that each f its restructuring initiatives will cntinue well int the future, in sme cases until 2014, befre they are cmplete. The slw pace at which this turnarund is prgressing undermines the Cmpany s ability t cmpete against large, highly capable and well-funded cmpetitrs. GM s plan frecasts it t catch up t (and, in sme cases, surpass) its cmpetitrs current perfrmance metrics; hwever, its key cmpetitrs are cnstantly wrking t imprve as well, ptentially leaving GM further behind ver time. Given the slw pace f the turnarund, the assumptins in GM s business plan are t ptimistic. Market Share GM has been lsing market share slwly t its cmpetitrs fr decades. In 1980, GM s US market share was 45%; in 1990, GM s US share was 36%, in 2000, its share was 29%. In 2008, its share was 22%. In shrt, GM has been lsing 0.7% per year fr the last 30 years. Yet, in its frecast, GM assumes a much slwer rate f decline, 0.3% per year until 2014, even thugh it is reducing fleet sales and shuttering brands which represent a lss f 1.8% market share, f which nly a fractin will be retained. Management s plan t achieve this is driven by a reductin in nameplates and an ensuing increase in marketing spend per nameplate. Furthermre, in the current plan, GM has retained t many unprfitable nameplates that tarnish its brands, distract the fcus f its management team, demand increasingly scarce marketing dllars and are a lingering drag n cnsumer perceptin, market share and margin. Price In 2006 and 2007, GM Nrth America achieved a 30.4% cntributin margin. Then, the plan assumes, despite a severely distressed market, that margins increase t 30.8% in 2009 and 30.7% in These figures remain at 30.9% in 2013 and 30.3% in 2014, despite GM s plan t increase its fcus n passenger cars and crssvers, which have traditinally earned lwer margins. Fundamentally, the lingering cnsumer perceptin is that GM makes lwer-quality cars (despite meaningful imprvements in the last few years), which in turn leads t greater discunting, which harms GM s price realizatins and depresses prfitability. These lwer price pints are an imprtant impediment t enhanced GM prfitability and need t be reversed ver time in rder fr GM t bring its margins int line with its best-in-class peers. 3

4 Determinatin f Viability Summary March 30, 2009 General Mtrs Crpratin Brands/dealers GM has been successfully pruning unprfitable r underperfrming dealers fr several years. Hwever, its current pace will leave it with t many such dealers fr a lng perid f time while requiring significant clsure csts that its cmpetitrs will nt incur. These underperfrming dealers create a drag n the verall brand equity f GM and hurt the prspects f the many strnger dealers wh culd help GM drive incremental sales. Eurpe GM s Eurpean peratins have experienced negative results fr at least the last decade with a sharp decline in market share frm 12.9% t 9.3% between 1995 and 2008, leaving the Cmpany with high fixed csts and lw capacity utilizatin. The Eurpean business is seeking additinal capital beynd the funds requested frm the Treasury. These funds have nt been allcated and thus represent a risk t the viability f GM s current plan. Prduct mix and CAFE cmpliance GM earns a disprprtinate share f its prfits frm high-margin trucks and SUVs and is thus vulnerable t energy cst-driven shifts in cnsumer demand. Fr example, f its tp 20 prfit cntributrs in 2008, nly nine were cars. GM is at least ne generatin behind Tyta n advanced, green pwertrain develpment. In an attempt t leapfrg Tyta, GM has devted significant resurces t the Chevy Vlt. While the Vlt hlds prmise, it is currently prjected t be much mre expensive than its gasline-fueled peers and will likely need substantial reductins in manufacturing cst in rder t becme cmmercially viable Absent the successful intrductin f a number f new-generatin nameplates, as described in the Cmpany s plan, GM s prduct prtfli is mre vulnerable t CAFE standard increases than the prtflis f many f its cmpetitrs (althugh GM is in cmpliance tday with current standards). Many f its prducts fail t meet the minimum threshld n fuel ecnmy and rank in the bttm quartile f fuel ecnmy achievement. Legacy liabilities cash csts As GM mves thrugh its frecast perid, its cash needs assciated with legacy liabilities grw, reaching apprximately $6 billin per year in 2013 and T meet this cash utflw, GM needs t sell 900,000 additinal cars per year, creating a difficult burden that leaves it fighting t maximize vlume rather than return n investment. Even under the Cmpany s ptimistic assumptins, the Cmpany remains breakeven, at best, n a free cash flw basis thrughut the prjectin perid, thus failing the fundamental test f viability. Under its wn plan, GM generates $14.5bn f negative free cash flw ver its 6 year frecast perid. Even in 2014, n its wn assumptins, GM generates negative free cash flw after servicing legacy bligatins. Given the highly challenging current market, the Cmpany is already behind plan in its verall vlume expectatins and market share fr calendar year Since the Cmpany has built a plan with little margin fr errr, even slight swings in its assumptins prduce significant and nging negative cash flws. Fr example, a 1% share miss in verall glbal sales, all else being equal, in 2014 wuld lead t a $2 billin cash flw reductin in that year. In shrt, while the Cmpany has made meaningful prgress in its turnarund plan ver the last few years, the prgress has been far t slw, allwing the Cmpany t cntinue t lag the best-in-class cmpetitrs. Furthermre, even if the prjected plan is achieved, the cash flw frecast is quite mdest, leaving the Cmpany little margin fr errr in what will 4

5 Determinatin f Viability Summary March 30, 2009 General Mtrs Crpratin be a very difficult turnarund. As a result, the President s Designee has fund that General Mtrs plan is nt viable as it is currently structured. Hwever, given the imprvements that have been made t date, and the path n which these imprvements place GM, we believe that there culd be a viable business within GM if the Cmpany and its stakehlders engage in a substantially mre aggressive restructuring plan. 5