SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report April 14, 2000
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(Date of earliest event reported)
FORD MOTOR COMPANY
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
1-3950 38-0549190
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(Commission File Number) (IRS Employer Identification No.)
One American Road, Dearborn, Michigan 48126
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 313-322-3000
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Item 5. Other Events.
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Our news release dated April 14, 2000 concerning shareholder value actions,
filed as Exhibit 20 to this Current Report on Form 8-K, is incorporated by
reference herein.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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EXHIBITS
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Designation Description Method of Filing
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Exhibit 20 News Release Filed with this Report
dated April 14, 2000
SIGNATURE
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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 thereunto duly authorized on the date indicated.
FORD MOTOR COMPANY
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(Registrant)
Date: April 14, 2000 By: /s/ Kathryn S. Lamping
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Kathryn S. Lamping
Assistant Secretary
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EXHIBIT INDEX
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DESIGNATION DESCRIPTION
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Exhibit 20 News Release dated
April 14, 2000
Ford News
Contact: Media Inquiries Securities Analysts Shareholder Inquiries
Karen Hampton Mike Holland (800) 555-5259 or
313-594-4410 (313) 323-8221 (313) 845-8540
FOR IMMEDIATE RELEASE
FORD MOTOR COMPANY ANNOUNCES MAJOR SHAREHOLDER VALUE ACTIONS, REFLECTING
COMPANY'S RAPID TRANSFORMATION AND CONFIDENCE IN OUTLOOK
- - Value Enhancement Plan, Including $20 Cash Per Share or Additional Stock
- - 100 Percent Distribution of Visteon Shares to Ford Shareholders
- - Expanding Casting Operations Partnership to Increase Focus and Drive Growth
DEARBORN, Mich., April 14, 2000 - The Board of Directors of Ford Motor Company
[NYSE: F] has approved three major actions to further the company's
transformation into a consumer-focused business and effectively reward
shareholders:
o A Value Enhancement Plan that offers Ford shareholders new Ford shares
plus either $20 cash per share or new Ford shares of equivalent value;
o An independence plan for Visteon Corporation, the company's $19 billion
automotive components and systems subsidiary, whereby Ford shareholders
will receive 100 percent of Visteon shares; and
o A plan to include Canada's Windsor and Essex aluminum plants in an
expanded version of its current joint venture with ALFA to increase focus
and drive new growth.
"This innovative and unprecedented Value Enhancement Plan reflects our
confidence in the outlook for our business and an absolute commitment to
rewarding our shareholders," said Ford Motor Company Chairman Bill Ford. "We
believe independence for Visteon will result in it being a stronger competitor
and is in the best long-term interest of both Visteon employees and Ford Motor
Company shareholders."
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"These pioneering actions will allow us to immediately reward our shareholders
and accelerate our transformation into a leading consumer-focused company,"
said Ford CEO and President Jac Nasser. "Over the past few years, we have
undertaken many efforts to improve our car and truck business, including
increasing customer satisfaction. In addition, we have positioned the company
for profitable growth in financial services, automotive consumer services, the
Premier Automotive Group, Hertz and e-business. We also have added strong
global brands such as Volvo and Kwik-Fit and, most recently, announced plans to
acquire Land Rover."
Value Enhancement Plan
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As part of the Value Enhancement Plan, Ford shareholders will exchange their
current Ford common and Class B shares for new Ford common and Class B shares.
In addition, shareholders will have the right to receive either $20 cash per
share or the equivalent value in new Ford common shares. The total cash
distribution will be limited to $10 billion.
Importantly, the proposed plan will allow shareholders to increase their equity
in the company by electing to receive additional Ford common shares. It is
expected that Ford Motor Company executives will make this election and more
fully align themselves with shareholders.
"This action is indicative of the new mindset at Ford Motor Company and our
confidence in the future," said Bill Ford. "It is shareholder-friendly because
it offers all shareholders an option, the choice of cash or increased
ownership."
The record and effective dates as well as other details regarding the plan will
be included in a proxy statement, which the company expects to mail to
shareholders in the early summer.
The Company plans to adjust its dividend so that those shareholders who choose
to receive the stock instead of cash will receive approximately the same amount
of annual dividends.
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This action is subject to review by the Securities and Exchange Commission and
shareholder approval. It is expected to be completed this summer.
Visteon Independence
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"The strength of Visteon will help Ford and the strength of Ford will help
Visteon," said Nasser. "We believe independence will allow Visteon to unleash
its entrepreneurial spirit, making it a very powerful force in the industry."
In a single step, Ford Motor Company will distribute its 100 percent interest
in Visteon to Ford common and Class B shareholders. Shareholders will receive a
distribution of Visteon stock based on the number of Ford shares they own and
the total number of Ford shares outstanding on the distribution record date.
The distribution ratio will be announced after the record date and the
distribution is expected to be made during the summer. Specific record and
distribution dates will be established after Securities and Exchange Commission
clearance of Visteon's Registration Statement, which is being filed today.
Visteon is well positioned to capitalize on key industry trends. The company,
with $19 billion in annual revenue, is recognized as a leader in the areas
where the industry is moving, such as systems integration and electronics.
Visteon's broad array of products and innovative technologies, along with its
global capabilities, provide strong opportunity for growth.
"I welcome the opportunity to lead Visteon as we move forward," said Visteon
Chairman and Chief Executive Officer Peter J. Pestillo. "I am convinced that
our people, technology and systems expertise position us well to be a leader in
a rapidly changing industry and to grow our business."
Expanding Casting Partnership
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Ford Motor Company's joint venture with ALFA will be expanded to include Ford's
Windsor Aluminum and Essex Aluminum plants. This transaction will increase
Ford's current 20
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percent stake in the joint venture and create a pre-eminent, global aluminum
castings company with operations renowned for technology and quality leadership.
The existing joint venture between the two companies, Nemak, was formed in 1979
and produced approximately six million aluminum castings in 1999 for a variety
of automakers. The Windsor and Essex plants currently produce cylinder heads,
pistons and cylinder blocks.
Dividend Declaration
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The Board also declared a second-quarter dividend of 50 cents a share on the
company's common and Class B stock - unchanged from the prior quarter.
The Board will maintain a dividend of 51.5625 cents a share on the depositary
shares representing the company's Series B Cumulative Preferred Stock. The
dividend on the Series B Preferred Stock equals the quarterly amount of the
annual cumulative dividend of $2.0625 per depositary share.
The second-quarter dividends are payable on June 1, 2000 to shareholders of
record on May 2, 2000.
"Today's actions reflect our intense effort to transform and strengthen our
overall business, unleash the spirit of the Ford team, better connect with
customers, and reward shareholders while maintaining strategic flexibility,"
Nasser said.
Goldman, Sachs and Co. served as financial advisors on the Value Enhancement
Plan and the Visteon distribution.
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4/14/2000
