-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SFC5iqVtXaK2P0qH4sLSk3FxFNXO8pjRKfxBP4XjDYdVi6eih8xBD4enugGskNeV avNdCEdtnlVmH1Q78TwMzQ== 0000040730-04-000051.txt : 20040420 0000040730-04-000051.hdr.sgml : 20040420 20040420114002 ACCESSION NUMBER: 0000040730-04-000051 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040420 ITEM INFORMATION: FILED AS OF DATE: 20040420 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENERAL MOTORS CORP CENTRAL INDEX KEY: 0000040730 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLES & PASSENGER CAR BODIES [3711] IRS NUMBER: 380572515 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00043 FILM NUMBER: 04742140 BUSINESS ADDRESS: STREET 1: 300 RENAISSANCE CTR STREET 2: MAIL CODE: 482-C34-D71 CITY: DETROIT STATE: MI ZIP: 48265-3000 BUSINESS PHONE: 3135565000 MAIL ADDRESS: STREET 1: 300 RENAISSANCE CTR STREET 2: MAIL CODE: 482-C34-D71 CITY: DETROIT STATE: MI ZIP: 48265-3000 8-K 1 gmq104er042003.txt FIRST QUARTER 2004 EARNINGS RELEASE FOR GMC 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) April 20, 2004 GENERAL MOTORS CORPORATION -------------------------- (Exact Name of Registrant as Specified in its Charter) STATE OF DELAWARE 38-0572515 ----------------- ---------- (State or other jurisdiction of (I.R.S. Employer Incorporation or Organization) 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 12. Disclosure of information on financial conditions On April 20, 2004, a news release was issued on the subject of first 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 first quarter earnings release for GM. GM EARNS $1.3 BILLION OR $2.25 PER SHARE IN FIRST QUARTER 2004 - GM first-quarter earnings rise 24 percent versus adjusted 2003 results - GMAC reports record first-quarter results, driven by financing and insurance - GM increases 2004 earnings forecast to approximately $7.00 per share DETROIT - General Motors Corp. (NYSE: GM) today reported earnings of $1.3 billion, or $2.25 per diluted share of GM common stock, in the first quarter of 2004. These results represent an increase of 24 percent from the year-ago period, when GM earned $1.0 billion, or $1.84 per share, from continuing operations and before special items. Revenue rose 3.1 percent to $47.8 billion. The year-ago results exclude a gain of $505 million, or $0.90 per share, from the sale of GM Defense. The year-ago results also exclude Hughes Electronics (Hughes), which was split off from GM in late 2003 and is now reported for 2003 as a discontinued operation. Including the gain from GM Defense, GM earned $1.5 billion, or $2.74 per share, in the first quarter of 2003 from continuing operations. There were no special items in the first quarter of 2004. "Our financial results in the first quarter reflect continued progress," said GM Chairman and Chief Executive Officer Rick Wagoner. "General Motors Acceptance Corp. had yet another record quarter, and our automotive operations, led by very strong results at GM Asia Pacific, reported a 12-percent increase in earnings. "GM continues to improve in key areas such as productivity and quality. Even more important, our many new products around the world are being well received," Wagoner said. "But, we still have more work to do to improve our profitability, as we face a challenging competitive environment, continuing high health-care costs and the effects of the artificially weakened Japanese yen." GM financial results described throughout the remainder of this release exclude special items and Hughes 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 earnings increased 12 percent in the first quarter of 2004 to $611 million from $546 million in the prior-year period, despite lower production levels in North America and Europe. The increase was driven by improved results in the GM Latin America/Africa/Mid-East and Asia Pacific regions, offset by lower earnings in North America and higher losses in Europe. GM's global market share increased in the first quarter of 2004 to 13.7 percent from 13.6 percent in the year-ago period, with three out of four regions gaining share. GM North America (GMNA) earned $451 million in the first quarter of 2004, compared with $548 million in the first quarter of 2003, principally reflecting a tough pricing environment, lower production volumes, and continued high pretax health-care costs of approximately $1.5 billion per quarter. GM's market share in North America rose to 26.4 percent in the first quarter of 2004, from 26.1 percent in the year-earlier period. "The automotive market in North America remains very competitive, and our results reflect that," Wagoner said. "We're pleased with our new vehicles and our progress in rebuilding many of our brands, such as Cadillac and Chevrolet. But, improving market share and profitability remain an important priority." GM's aggressive product assault so far this model year includes the Chevrolet Malibu, Equinox and Aveo, the Pontiac GTO, the Cadillac CTS-V, and the GMC Canyon and Chevrolet Colorado. The rollout continues with the introduction of additional new and important vehicles later this year, such as Saab 9-2X, the Hummer H2 SUT, the Cadillac STS, the next-generation Chevrolet Corvette, the Buick LaCrosse, the Chevrolet Cobalt and the Pontiac G6. 2 GM Europe (GME) reported a loss of $116 million in the first quarter of 2004 compared with a loss of $65 million in the year-ago quarter, reflecting continued pricing pressure, higher foreign-exchange losses and launch costs for the new Opel Astra. GM's market share in Europe declined slightly to 9.5 percent in the first quarter of 2004 from 9.6 percent in the year-ago period. "Our first-quarter financial results in Europe were below expectations," Wagoner said. "Going forward, we expect to see improved results through the balance of the year as we ramp up production of the new Astra, which has been well received." GM Asia Pacific (GMAP) earned $275 million in the first quarter of 2004, up from $75 million in the year-ago quarter. Continued strong performance by Shanghai GM in China, Holden in Australia, smaller losses at GM-Daewoo Auto & Technology Co. and improved results from GM's equity alliances in Japan contributed to GMAP's overall performance. GM's market share in the Asia Pacific region rose to 4.7 percent in the first quarter from 4.3 percent a year ago, led by gains in China and India. "GM Asia Pacific continues to deliver impressive growth and financial results," Wagoner said. "I'm especially pleased that our position in the rapidly growing China market continues to strengthen as we expand our vehicle lineup, production capacity, sales and market share." GM Latin America/Africa/Mid-East (GMLAAM) earned $1 million in the first quarter of 2004, an improvement from the year-ago loss of $12 million. Higher production volumes and improved results in Venezuela and South Africa offset continued losses in Brazil. GM's market share in the GMLAAM region rose to 17.1 percent in the first quarter of 2004 from 15.7 percent a year ago. GMAC ---- General Motors Acceptance Corporation (GMAC) reported record first-quarter earnings of $786 million, up from $699 million a year ago, as increased profitability in GMAC's financing and insurance operations offset moderating earnings at its mortgage unit. Both GMAC's North American and international financing operations posted strong performances with combined earnings of $442 million in the quarter, up $140 million from a year ago, reflecting lower credit-loss provisions and improved off-lease remarketing results. First quarter earnings at the insurance group were $91 million, up $65 million from a year ago, due to continued growth in underwriting income and improved investment-portfolio performance. Earnings at the mortgage group totaled $253 million, down from last year's record earnings of $371 million; this was a result of lower mortgage-origination volume versus the prior year and decreased pricing margins resulting from reduced mortgage-refinancing activity. "GMAC remains a critical contributor to GM's business and financial results," Wagoner said. "The benefit of GMAC's balanced business portfolio was clear in the first quarter, as increased profitability in its financing and insurance sectors more than offset lower profits in its mortgage activities." Cash and Liquidity ------------------ GM generated approximately $1.4 billion in automotive cash in the first quarter of 2004. Cash, marketable securities, and assets of the Voluntary Employees' Beneficiary Association (VEBA) trust invested in short-term fixed-income securities totaled $23.5 billion at March 31, 2004, excluding financing and insurance operations, compared with $26.9 billion on Dec. 31, 2003. As previously announced, GM contributed $5 billion to its VEBA trust in the first quarter of 2004. 3 Looking Ahead ------------- GM continues to expect improved economic conditions in the United States in 2004, resulting in total U.S. industry vehicle sales of approximately 17.3 million units. Reflecting this robust U.S. market, GM's strong first-quarter results, the positive environment in Asia Pacific and GMAC, and a lower corporate tax rate, GM is increasing its 2004-calendar-year earnings estimate to approximately $7.00 per share, excluding special items and at current dilution levels. This compares with the previous target of $6.00 to $6.50 per share and represents a further step toward GM's mid-decade target of earning at least $10 per share. For the second quarter of 2004, GM expects to earn approximately $2.00 to $2.25 per share, excluding special items. In the first quarter of 2004, GM's effective tax rate was 21 percent and GM expects a lower effective tax rate in the second quarter due to anticipated tax settlements. Excluding these settlements, GM's effective tax rate is expected to be about 21 percent on an ongoing quarterly basis. # # # In this press release and related comments by General Motors management, our use of the words "expect," "anticipate," "estimate," "project," "forecast," "outlook," "target," "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 that are described in GM's most recent report on SEC Form 10-K (at page II-20) 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. 4 General Motors Corporation List of Special Items - After Tax (dollars in millions except per share amounts) 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 March 31, 2004 ------------------ (Unaudited) Net $1-2/3 Income EPS ------ ----- REPORTED -------- Income from continuing operations $1,280 $2.25 ===== ==== There were no special items in the First Quarter of 2004. 5 General Motors Corporation List of Special Items - After Tax (dollars in millions except per share amounts) Three Months Ended March 31, 2003 ------------------ (Unaudited) Net $1-2/3 Income EPS ------ ----- REPORTED -------- Income from continuing operations $1,537 $2.74 Loss from discontinued operations (54) (0.03) ----- ---- Net income 1,483 2.71 ADJUSTMENTS ----------- Gain on Sale of GM Defense (A) (505) (0.90) ----- ---- Subtotal (505) (0.90) ----- ---- ADJUSTED -------- Income from continuing operations $1,032 $1.84 Loss from discontinued operations (54) (0.03) ----- ---- Adjusted income $978 $1.81 ===== ==== (A) The Gain on Sale of GM Defense relates to the sale of GM's light armored vehicle business to General Dynamics Corporation for net proceeds of approximately $1.1 billion. 6 General Motors Corporation Summary Corporate Financial Results First Quarter -------------- (Unaudited) 2004 2003 ---- ---- (Dollars in millions except per share amounts) Total net sales and revenues $47,779 $47,146 Adjusted $47,779 $46,332 Income from continuing operations $1,280 $1,537 Adjusted $1,280 $1,032 Loss from discontinued operations - $(54) Adjusted - $(54) Net income $1,280 $1,483 Adjusted $1,280 $978 Net margin from continuing operations (Income from continuing operations/Total net sales and revenues) 2.7% 3.3% Adjusted 2.7% 2.2% Earnings per share - basic $1-2/3 par value Continuing operations $2.27 $2.74 Discontinued operations $ - $(0.03) ---- ---- Earnings per share $2.27 $2.71 Earnings per share - diluted $1-2/3 par value Continuing operations $2.25 $2.74 Discontinued operations $ - $(0.03) ---- ---- Earnings per share $2.25 $2.71 Earnings per share - adjusted $1-2/3 par value Continuing operations $2.25 $1.84 Discontinued operations $ - $(0.03) ---- ---- Earnings per share $2.25 (1) $1.81 GM $1-2/3 par value average shares outstanding (Mil's) Basic shares 564 561 Diluted shares 569 561 Cash dividends per share of common stocks GM $1-2/3 par value $0.50 $0.50 See reconciliation of adjusted financial results on pages 9 - 11 and footnotes on page 13. 7 General Motors Corporation Summary Corporate Financial Results First Quarter -------------- (Unaudited) 2004 2003 ---- ---- Book value per share of common stocks at March 31 GM $1-2/3 par value $46.71 $11.98 Auto & Other total cash & marketable securities at March 31 ($Bil's) $20.0 $17.2 Cash in short-term VEBA $3.5 $3.4 ---- ---- Total Auto & Other cash & marketable securities plus short-term VEBA $23.5 $20.6 ==== ==== Auto & Other Operations ($Mil's) Depreciation $1,148 $986 Amortization of special tools 726 702 Amortization of intangible assets 7 5 ----- ----- Total $1,881 $1,693 ===== ===== See reconciliation of adjusted financial results on pages 9 - 11. 8 General Motors Corporation Summary Corporate Financial Results First Quarter 2004 and 2003 -------------- (Unaudited) (Dollars in millions) Reported Special Items Adjusted -------- ------------- -------- 2004 2003 2004 2003 2004 2003 ---- ---- ---- ---- ---- ---- Total net sales and revenues GMNA $29,103 $29,963 $ - $ - $29,103 $29,963 GME 7,543 6,622 - - 7,543 6,622 GMLAAM 1,833 1,045 - - 1,833 1,045 GMAP 1,599 1,147 - - 1,599 1,147 ------ ------ -- --- ------ ------ Total GMA 40,078 38,777 - - 40,078 38,777 Other 59 1,038 - (814) 59 224 ------ ------ -- --- ------ ------ Total Auto & Other 40,137 39,815 - (814) 40,137 39,001 ------ ------ -- --- ------ ------ GMAC 7,634 7,338 - - 7,634 7,338 Other Financing 8 (7) - - 8 (7) ------ ------ -- --- ------ ------ Total FIO 7,642 7,331 - - 7,642 7,331 ------ ------ -- --- ------ ------ Total net sales and revenues $47,779 $47,146 $ - $(814) $47,779 $46,332 ====== ====== == === ====== ====== Income (loss) from continuing operations before before income taxes and minority interest GMNA $586 $739 $ - $ - $586 $739 GME (223) (114) - - (223) (114) GMLAAM 8 (17) - - 8 (17) GMAP 13 19 - - 13 19 --- ----- -- --- --- --- Total GMA 384 627 - - 384 627 Other (320) 449 - (814) (320) (365) --- ----- -- --- --- --- Total Auto & Other 64 1,076 - (814) 64 262 ----- ----- -- --- ----- ----- GMAC 1,238 1,147 - - 1,238 1,147 Other Financing (1) (25) - - (1) (25) ----- ----- -- --- ----- ----- Total FIO 1,237 1,122 - - 1,237 1,122 ----- ----- -- --- ----- ----- Total income (loss) from continuing operations before income taxes and minority interest $1,301 $2,198 $ - $(814) $1,301 $1,384 ===== ===== == === ===== ===== 9 General Motors Corporation Summary Corporate Financial Results First Quarter 2004 and 2003 -------------- (Unaudited) (Dollars in millions) Reported Special Items Adjusted -------- ------------- -------- 2004 2003 2004 2003 2004 2003 ---- ---- ---- ---- ---- ---- Income (loss) from continuing operations GMNA $451 $548 $ - $ - $451 $548 GME (116) (65) - - (116) (65) GMLAAM 1 (12) - - 1 (12) GMAP 275 75 - - 275 75 --- --- -- --- --- --- Total GMA 611 546 - - 611 546 Other (117) 309 - (505) (117) (196) --- --- -- --- --- --- Total Auto & Other 494 855 - (505) 494 350 --- --- -- --- --- --- GMAC 786 699 - - 786 699 Other Financing - (17) - - - (17) --- --- -- --- --- --- Total FIO 786 682 - - 786 682 --- --- -- --- --- --- Income (loss) from continuing operations $1,280 $1,537 $ - $(505) $1,280 $1,032 Loss from discontinued operations - (54) - - - (54) ----- ----- -- --- ----- --- Net income (loss) $1,280 $1,483 - $(505) $1,280 $978 ===== ===== == === ===== === Income tax expense (benefit) GMNA $102 $191 $ - $ - $102 $191 GME (85) (43) - - (85) (43) GMLAAM 5 (7) - - 5 (7) GMAP 6 11 - - 6 11 --- --- -- --- --- --- Total GMA 28 152 - - 28 152 Other (204) 100 - (309) (204) (209) --- --- -- --- --- --- Total Auto & Other (176) 252 - (309) (176) (57) --- --- -- --- --- --- GMAC 450 438 - - 450 438 Other Financing (1) (8) - - (1) (8) --- --- -- --- --- --- Total FIO 449 430 - - 449 430 --- --- -- --- --- --- Income tax expense (benefit) $273 $682 $ - $(309) $273 $373 === === == === === === 10 General Motors Corporation Summary Corporate Financial Results First Quarter 2004 and 2003 -------------- (Unaudited) (Dollars in millions) Reported Special Items Adjusted -------- ------------- -------- 2004 2003 2004 2003 2004 2003 ---- ---- ---- ---- ---- ---- Effective tax rate Total GM Corp. 21% 31% - 38% 21% 27% GMNA 17% 26% - - 17% 26% GME 38% 38% - - 38% 38% GMAC 36% 38% - - 36% 38% Equity income and minority interests GMNA $(33) $ - $ - $ - $(33) $ - GME 22 6 - - 22 6 GMLAAM (2) (2) - - (2) (2) GMAP 268 67 - - 268 67 --- -- -- -- --- -- Total GMA $255 $71 $ - $ - $255 $71 === == == == === == 11 General Motors Corporation Operating Statistics First Quarter ---------------- 2004 2003 ---- ---- (units in thousands) Worldwide Wholesale Sales United States - Cars 482 500 United States - Trucks 726 756 ----- ----- Total United States 1,208 1,256 Canada, Mexico, and Other 175 182 ----- ----- Total GMNA 1,383 1,438 GME 433 427 GMLAAM 167 121 GMAP 62 62 ----- ----- Total Worldwide 2,045 2,048 ===== ===== Vehicle Unit Deliveries Chevrolet - Cars 214 171 Chevrolet - Trucks 387 373 Pontiac 120 107 GMC 130 108 Buick 78 83 Oldsmobile 17 33 Saturn 52 75 Cadillac 51 46 Other 18 22 ----- ----- Total United States 1,067 1,018 Canada, Mexico, and Other 163 151 ----- ----- Total GMNA 1,230 1,169 GME 501 475 GMLAAM 160 132 GMAP 215 179 ----- ----- Total Worldwide 2,106 1,955 ===== ===== Market Share United States - Cars 25.9% 24.9% United States - Trucks 27.3% 28.2% Total United States 26.7% 26.7% Total North America 26.4% 26.1% Total Europe 9.5% 9.6% Total LAAM 17.1% 15.7% Asia and Pacific 4.7% 4.3% Total Worldwide 13.7% 13.6% U.S. Retail/Fleet Mix % Fleet Sales - Cars 37.8% 30.3% % Fleet Sales - Trucks 18.2% 14.7% Total Vehicles 26.7% 21.6% Retail Lease as % of Retail Sales Total Smartlease and Smartbuy 13.6% 13.9% Days Supply of Inventory at March 31 United States - Cars 78 88 United States - Trucks 117 109 GMNA Capacity Utilization (2 shift rated) 83.6% 90.9% GMNA Vehicle Revenue Per Unit $19,084 $19,089 12 General Motors Corporation Operating Statistics First Quarter ---------------- 2004 2003 ---- ---- GMAC's U.S. Cost of Borrowing 3.33% 3.53% Current Debt Spreads Over U.S. Treasuries 2 Year 140 bp 290 bp 5 Year 175 bp 310 bp 10 Year 220 bp 350 bp Worldwide Employment at March 31 (in 000's) United States Hourly 114 121 United States Salary 40 41 --- --- Total United States 154 162 Canada, Mexico, and Other 32 32 --- --- GMNA 186 194 GME 63 66 GMLAAM 22 23 GMAP 14 12 GMAC 33 31 Other 5 7 --- --- Total 323 333 === === Worldwide Payrolls ($Bil's) $5.5 $5.3 Footnotes: --------- (1) This amount is comparable to First Call analysts' consensus. 13 GENERAL MOTORS CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (Unaudited) Three Months Ended March 31, ---------------------- 2004 2003 ---- ---- (dollars in millions except per share amounts) Total net sales and revenues $47,779 $47,146 ------ ------ Cost of sales and other expenses 38,663 37,762 Selling, general, and administrative expenses 5,048 5,106 Interest expense 2,767 2,080 ------ ------ Total costs and expenses 46,478 44,948 Income from continuing operations before income taxes, equity income and minority interests 1,301 2,198 Income tax expense 273 682 Equity income (loss) and minority interests 252 21 ----- ----- Income from continuing operations 1,280 1,537 Loss from discontinued operations - (54) ----- ----- Net income $1,280 $1,483 ===== ===== Basic earnings (loss) per share attributable to common stocks $1-2/3 par value Continuing Operations $2.27 $2.74 Discontinued Operations $ - $(0.03) ---- ---- Earnings per share attributable to $1-2/3 par value $2.27 $2.71 ==== ==== Losses per share from discontinued operations attributable to Class H $ - $(0.04) ==== ==== Earnings (loss) per share attributable to common stocks assuming dilution $1-2/3 par value Continuing Operations $2.25 $2.74 Discontinued Operations $ - $(0.03) ---- ---- Earnings per share attributable to $1-2/3 par value $2.25 $2.71 ==== ==== Losses per share from discontinued operations attributable to Class H $ - $(0.04) === ==== 14 GENERAL MOTORS CORPORATION AND SUBSIDIARIES SUPPLEMENTAL INFORMATION TO THE CONSOLIDATED STATEMENTS OF INCOME (Unaudited) Three Months Ended March 31, ---------------------- 2004 2003 ---- ---- (dollars in millions AUTOMOTIVE AND OTHER OPERATIONS Total net sales and revenues $40,137 $39,815 ------ ------ Cost of sales and other expenses 36,440 35,824 Selling, general, and administrative expenses 3,036 2,625 ------ ------ Total costs and expenses 39,476 38,449 ------ ------ Interest expense 562 249 Net expense from transactions with Financing and Insurance Operations 35 41 ------ ------ Income (loss) from continuing operations before income taxes, equity income, and minority interests 64 1,076 Income tax expense (benefit) (176) 252 Equity income (loss) and minority interests 254 31 --- ----- Income from continuing operations 494 855 (Loss) from discontinued operations - (54) --- ----- Net income - Automotive and Other Operations $494 $801 === === FINANCING AND INSURANCE OPERATIONS Total revenues $7,642 $7,331 ----- ----- Interest expense 2,205 1,831 Depreciation and amortization expense 1,455 1,506 Operating and other expenses 1,943 2,161 Provisions for financing and insurance losses 837 752 ----- ----- Total costs and expenses 6,440 6,250 ----- ----- Net income from transactions with Automotive and Other Operations (35) (41) ----- ----- Income before income taxes, equity income, and minority interests 1,237 1,122 Income tax expense 449 430 Equity income (loss) and minority interests (2) (10) ---- ---- Net income - Financing and Insurance Operations $786 $682 === === 15 GENERAL MOTORS CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS Mar. 31, Mar. 31, 2004 Dec. 31, 2003 (Unaudited) 2003 (Unaudited) --------- --------- --------- ASSETS (dollars in millions) Cash and cash equivalents $28,535 $32,554 $24,020 Marketable securities 21,036 22,215 16,841 ------ ------ ------ Total cash and marketable securities 49,571 54,769 40,861 Finance receivables - net 184,563 173,137 140,764 Loans held for sale 18,285 19,609 12,496 Accounts and notes receivable (less allowances) 19,515 20,532 16,784 Inventories (less allowances) 11,718 10,960 10,479 Assets of discontinued operations - - 20,414 Deferred income taxes 27,357 27,190 38,915 Net equipment on operating leases - (less accumulated depreciation) 33,624 34,383 35,068 Equity in net assets of nonconsolidated associates 6,054 6,032 5,027 Property - net 37,664 38,211 36,133 Intangible assets - net 4,727 4,760 10,821 Other assets 61,149 58,924 14,729 ------- ------- ------- Total assets $454,227 $448,507 $382,491 ======= ======= ======= LIABILITIES AND STOCKHOLDERS' EQUITY Accounts payable (principally trade) $27,163 $25,422 $22,489 Notes and loans payable 278,972 271,756 208,151 Liabilities of discontinued operations - - 9,773 Postretirement benefits other than 31,512 36,292 38,205 pensions Pensions 7,795 8,024 22,446 Deferred income taxes 7,660 7,508 6,738 Accrued expenses and other liabilities 74,440 73,930 65,052 ------- ------- ------- Total liabilities 427,542 422,932 372,854 Minority interests 319 307 271 Stockholders' equity $1-2/3 par value common stock (outstanding, 564,488,127; 561,997,725; and 560,616,422 shares) 961 937 934 Class H common stock (outstanding 1,107,517,793 shares at March 31, 2003 - - 111 Capital surplus (principally additional paid-in capital) 15,135 15,185 22,808 Retained earnings 13,750 12,752 11,234 ------ ------ ------ Subtotal 29,846 28,874 35,087 Accumulated foreign currency translation adjustments (1,788) (1,815) (2,665) Net unrealized gains (losses) on derivatives (8) 51 (196) Net unrealized gains on securities 762 618 344 Minimum pension liability adjustment (2,446) (2,460) (23,204) ------- ------- ------- Accumulated other comprehensive loss (3,480) (3,606) (25,721) ------- ------- ------- Total stockholders' equity 26,366 25,268 9,366 ------- ------- ------- Total liabilities and stockholders' equity $454,227 $448,507 $382,491 ======= ======= ======= 16 GENERAL MOTORS CORPORATION AND SUBSIDIARIES SUPPLEMENTAL INFORMATION TO THE CONSOLIDATED BALANCE SHEETS Mar. 31, Mar. 31, 2004 Dec. 31, 2003 (Unaudited) 2003 (Unaudited) --------- -------- --------- ASSETS (dollars in millions) Automotive and Other Operations Cash and cash equivalents $11,262 $14,424 $14,015 Marketable securities 8,763 9,067 3,239 ------- ------ ------ Total cash and marketable securities 20,025 23,491 17,254 Accounts and notes receivable (less allowances) 6,868 5,380 4,975 Inventories (less allowances) 11,718 10,960 10,479 Assets of discontinued operations - - 20,414 Net equipment on operating leases - (less accumulated depreciation) 6,519 7,173 5,661 Deferred income taxes and other current assets 10,855 10,851 9,858 ------ ------ ------ Total current assets 55,985 57,855 68,641 Equity in net assets of nonconsolidated associates 6,054 6,032 5,027 Property - net 35,768 36,071 34,308 Intangible assets - net 1,438 1,479 7,483 Deferred income taxes 18,302 18,086 30,473 Other assets 42,103 42,262 1,451 ------- ------- ------- Total Automotive and Other Operations assets 159,650 161,785 147,383 Financing and Insurance Operations Cash and cash equivalents 17,273 18,130 10,005 Investments in securities 12,273 13,148 13,602 Finance receivables - net 184,563 173,137 140,764 Loans held for sale 18,285 19,609 12,496 Net equipment on operating leases (less accumulated depreciation) 27,105 27,210 29,407 Other assets 35,078 35,488 28,834 Net receivable from Automotive and Other Operations 1,660 1,492 486 ------- ------- ------- Total Financing and Insurance Operations assets 296,237 288,214 235,594 ------- ------- ------- Total assets $455,887 $449,999 $382,977 ======= ======= ======= LIABILITIES AND STOCKHOLDERS' EQUITY Automotive and Other Operations Accounts payable (principally trade) $23,970 $21,542 $19,076 Loans payable 2,868 2,813 2,212 Liabilities of discontinued operations - - 9,773 Accrued expenses 45,255 45,417 40,412 Net payable to Financing and 1,660 1,492 486 ------- ------- ------- Insurance Operations Total current liabilities 73,753 71,264 71,959 Long-term debt 29,557 29,593 14,248 Postretirement benefits other than pensions 27,519 32,285 34,260 Pensions 7,731 7,952 22,398 Other liabilities and deferred income taxes 15,617 15,567 13,684 ------- ------- ------- Total Automotive and Other 154,177 156,661 156,549 Operations liabilities Financing and Insurance Operations Accounts payable 3,193 3,880 3,413 Debt 246,547 239,350 191,691 Other liabilities and deferred income taxes 25,285 24,533 21,687 ------- ------- ------- Total Financing and Insurance Operations liabilities 275,025 267,763 216,791 ------- ------- ------- Total liabilities 429,202 424,424 373,340 Minority interests 319 307 271 Total stockholders' equity 26,366 25,268 9,366 ------- ------- ------- Total liabilities and stockholders' equity $455,887 $449,999 $382,977 ======= ======= ======= 17 GENERAL MOTORS CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Three Months Ended March 31, ------------------------ 2004 2003 ---- ---- (dollars in millions) Net cash provided by operating activities $1,098 $8,938 Cash flows from investing activities Expenditures for property (1,399) (1,612) Investments in marketable securities - acquisitions (2,652) (2,830) Investments in marketable securities - liquidations 2,905 2,906 Net originations and purchases of mortgage servicing rights (300) (455) Increase in finance receivables (34,156) (33,947) Proceeds from sales of finance receivables 25,034 23,446 Proceeds from sale of business units - 1,076 Operating leases - acquisitions (3,163) (3,661) Operating leases - liquidations 2,028 2,510 Investments in companies, net of cash acquired 5 (21) Other (2,626) 78 ------ ------ Net cash used in investing activities (14,324) (12,510) Cash flows from financing activities Net increase (decrease) in loans payable 2,217 (19) Long-term debt - borrowings 20,677 16,832 Long-term debt - repayments (15,068) (10,019) Proceeds from issuing common stocks 34 - Cash dividends paid to stockholders (282) (280) Other 1,730 809 ----- ----- Net cash provided by financing activities 9,308 7,323 Effect of exchange rate changes on cash and cash equivalents (101) (51) ----- ----- Net (decrease) increase in cash and cash equivalents (4,019) 3,700 Cash and cash equivalents at beginning of the period 32,554 20,320 ------ ------ Cash and cash equivalents at end of the period $28,535 $24,020 ====== ====== 18 GENERAL MOTORS CORPORATION AND SUBSIDIARIES SUPPLEMENTAL INFORMATION TO THE CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Automotive and Financing and Other Insurance Three Months Ended March 31, ----------------------------------- 2004 2003 2004 2003 ---- ---- ---- ---- (dollars in millions) Net cash provided by operating activities $(1,809) $4,447 $2,907 $4,491 Cash flows from investing activities Expenditures for property (1,298) (1,508) (101) (104) Investments in marketable securities - acquisitions (700) (1,155) (1,952) (1,675) Investments in marketable securities - liquidations 1,004 90 1,901 2,816 Net change in mortgage services rights - - (300) (455) Increase in finance receivables - - (34,156) (33,947) Proceeds from sales of finance receivables - - 25,034 23,446 Proceeds from sale of business units - 1,076 - - Operating leases - acquisitions - - (3,163) (3,661) Operating leases - liquidations - - 2,028 2,510 Investments in companies, net of cash acquired (16) (21) 21 - Other (16) (176) (2,610) 254 ------ ------ ------ ------ Net cash used in investing activities (1,026) (1,694) (13,298) (10,816) Cash flows from financing activities Net (decrease) increase in loans payable (149) (23) 2,366 4 Long-term debt - borrowings 24 7 20,653 16,825 Long-term debt - repayments (26) (1) (15,042) (10,018) Proceeds from issuing common stocks 34 - - - Cash dividends paid to stockholders (282) (280) - - Other - - 1,730 809 --- --- ----- ----- Net cash (used in) provided by financing activities (399) (297) 9,707 7,620 Effect of exchange rate changes on cash and cash equivalents (96) 1 (5) (52) Net transactions with Automotive/Financing Operations 168 (604) (168) 604 ------ ------ --- ----- Net (decrease) increase in cash and cash equivalents (3,162) 1,853 (857) 1,847 Cash and cash equivalents at beginning of the period 14,424 12,162 18,130 8,158 ------ ------ ------ ------ Cash and cash equivalents at end of the period $11,262 $14,015 $17,273 $10,005 ====== ====== ====== ====== 19 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: April 20, 2004 By: /s/PETER R. BIBLE. --- ------------------ (Peter R. Bible, Chief Accounting Officer) 20 -----END PRIVACY-ENHANCED MESSAGE-----