U.S. Treasury Offers GM Bondholders Incentives to Support Bankruptcy Sale
DETROIT — In a statement and SEC filing released today, General Motors announced that the U.S. Treasury has offered a proposal that provides incentives for the automaker's unsecured bondholders to support a 363 sale as part of a bankruptcy proceeding.
And initial feedback from bondholders is positive. This means the automaker appears to be one step closer to bankruptcy.
According to the SEC filing, "We have been informed by the advisers to the unofficial committee of unsecured GM noteholders, Houlihan Lokey Howard & Zukin Capital and Paul Weiss, Rifkind, Wharton & Garrison LLP (legal counsel), that the unofficial committee and other large noteholders (who collectively hold approximately 20 percent in aggregate principal amount of the notes) support the economic terms of the proposal."
More specifically, the U.S. Treasury indicated that if a "satisfactory" amount of noteholders issue statements to the Treasury by 5 p.m. on May 30 saying they will not oppose the 363 sale via bankruptcy, then the department would propose the "new GM" issue to the "old GM" 10 percent of the common equity of the new company and warrants to purchase an aggregate of 15 percent of equity in the new company.
Generally speaking, the new deal would be structured so that GM assets remaining in bankruptcy would receive a 10-percent stake in the ‘new GM' to pay bondholders.
So basically, bondholders would gain 10 percent of the new company and have the opportunity to purchase 15 percent more in stock at a low price.
"The U.S. Treasury has indicated that if these statements of support are not received, the amount of common equity and warrants that it would propose be issued by ‘new GM' to ‘old GM' would be substantially reduced or eliminated," the SEC filing stated.
In a statement released today by GM, the company said, "Implementation of this proposal would result in a ‘new GM' with a healthy balance sheet, putting the new company on a clear path toward long-term viability and success.
"GM appreciates the unwavering support of the U.S. Treasury and the President Task Force on Autos and thanks the unofficial committee of bondholders for their support of the proposal," the company concluded.
GMAC Names Non-Executive Chairman, New Board Directors
Meanwhile, GMAC Financial Services announced late yesterday that Michael Carpenter, Mayree Clark and Franklin "Fritz" Hobbs were named as independent directors to its board of directors, effective immediately. Hobbs was also elected to serve as non-executive chairman.
Hobbs, Carpenter and Clark join GMAC's newly reconstituted board and will serve alongside GMAC chief executive officer Alvaro de Molina, Cerberus appointee Stephen Feinberg and the previously announced two appointees by the U.S. Department of the Treasury, which are Robert Blakely and Kim Fennebresque.
"GMAC has achieved remarkable milestones recently, and I share great enthusiasm with the other new directors in serving the organization at this critical time in its history," said Hobbs. "I look forward to working with this newly appointed board and GMAC's leadership team as we strive to restore financial performance and strengthen the enterprise for the long term.
"I especially want to thank the former GMAC board directors who guided the company to this point with their dedicated service and invaluable contributions, especially its three independent directors, Bob Scully, T. K. Duggan and Doug Hirsch," he added.
Hobbs is currently an adviser to One Equity Partners LLC, which manages investments and commitments for JPMorgan Chase & Co. in direct private equity transactions. Previously, Hobbs was the CEO of Houlihan Lokey Howard & Zukin.
Interestingly enough, Houlihan Lokey Howard & Zukin is a part of the unofficial committee of unsecured GM bondholders, which came out in support of the Treasury incentives today.
During his career, Hobbs also held the position of chairman at UBS AG's Warburg Dillon Read unit. Prior to that, he was president and CEO of Dillon, Read & Co. Inc.
Carpenter is chairman of Southgate Alternative Investments and has served in that role since 2006. Previously, he held management positions at Citigroup, first as CEO of Salomon Smith Barney, then as chairman and CEO of the Global Corporate and Investment Bank and most recently as chairman and CEO of Alternative Investments.
Carpenter also held roles at The Travelers Group, General Electric Company and The Boston Consulting Group.
As for Clark, she is currently affiliated with Aetos Capital Asia. During her career, Clark has been a partner and member of the executive committee at AEA Holdings and held various positions at Morgan Stanley over a span of nearly 25 years.