UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OF THE SECURITIES EXCHANGE ACT OF
--- 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2000, OR
TRANSITION REPORT PURSUANT TO SECTION 13 OF THE SECURITIES EXCHANGE ACT OF
--- 1934 FOR THE TRANSITION PERIOD FROM ------- TO -------
Commission file number 1-3754
GENERAL MOTORS ACCEPTANCE CORPORATION
--------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 38-0572512
-------------------------------------- ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
200 Renaissance Center P.O. Box 200
Detroit, Michigan 48265-2000
----------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 313-556-5000
------------
The registrant meets the conditions set forth in General Instruction H(1) (a)
and (b) of Form 10-Q and is therefore filing this Form with the reduced
disclosure format.
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 of the Securities Exchange Act of 1934 during the
preceding 12 months, and (2) has been subject to such filing requirements for
the past 90 days. Yes X . No .
--- ---
As of September 30, 2000, there were outstanding 10 shares of the issuer's
common stock.
Documents incorporated by reference. None.
----
<PAGE>
This quarterly report, filed pursuant to Rule 13a-13 of the General Rules and
Regulations under the Securities Exchange Act of 1934, consists of the following
information as specified in Form 10-Q:
PART 1. FINANCIAL INFORMATION
The required information is given as to the registrant, General Motors
Acceptance Corporation and subsidiaries (the Company or GMAC).
ITEM 1. FINANCIAL STATEMENTS
In the opinion of management, the interim financial statements reflect all
adjustments, consisting of only normal recurring items which are necessary
for a fair presentation of the results for the interim periods presented.
The results for interim periods are unaudited and are not necessarily
indicative of results which may be expected for any other interim period or
for the full year. These financial statements should be read in conjunction
with the consolidated financial statements, the significant accounting
policies, and the other notes to the consolidated financial statements
included in the Company's 1999 Annual Report filed with the Securities and
Exchange Commission on Form 10-K.
The Financial Statements described below are submitted herein as Exhibit 20.
1. Consolidated Balance Sheet, September 30, 2000 and December 31, 1999.
2. Consolidated Statement of Income, Net Income Retained for
Use in the Business and Comprehensive Income for the Third
Quarter and Nine Months Ended September 30, 2000 and 1999.
3. Consolidated Statement of Cash Flows for the Nine Months Ended
September 30, 2000 and 1999.
4. Notes to Consolidated Financial Statements.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
EARNINGS
GMAC earned record third quarter consolidated net income of $401.0 million, up
from the previous record of $392.3 million earned in the third quarter of 1999.
Net income for the first nine months of 2000 was $1,193.4 million, up 1.5% from
the $1,175.7 million reported in the same period a year ago.
<TABLE>
<CAPTION>
Period Ended September 30,
-------------------------------------------------
Third Quarter Nine Months
2000 1999 2000 1999
------- ------- ---------- ---------
(in millions of dollars)
<S> <C> <C> <C> <C>
Automotive and other financing operations $ 272.4 $ 286.5 $ 812.5 $ 790.6
Insurance operations * 50.3 54.8 169.9 169.9
Mortgage operations** 78.3 51.0 211.0 215.2
------- ------- --------- ---------
Consolidated net income $ 401.0 $ 392.3 $ 1,193.4 $ 1,175.7
======= ======= ========= =========
* GMAC Insurance Holdings, Inc. (GMACI)
** GMAC Mortgage Group, Inc. (GMACMG)
</TABLE>
For the quarter, net income from automotive and other financing operations
totaled $272.4 million, down $14.1 million from the $286.5 million earned in the
third quarter of last year. Higher asset levels were more than offset by the
negative impact stemming from the higher level of market interest rates and the
corresponding increased cost of funds over the past year.
Insurance operations generated net income of $50.3 million in the third quarter
of 2000, down 8.2% from the $54.8 million earned in the third quarter of 1999.
Third quarter earnings were down year-over-year reflecting lower realized
capital gains in the quarter.
Mortgage operations earned $78.3 million in the third quarter of 2000, up 54%
from the $51.0 million earned for the same period last year. Mortgage operations
increased quarter-over-quarter primarily as a result of an increase in mortgage
servicing and processing fees due to significant growth in the servicing
portfolio over the last twelve months and to the revaluation to fair value of
mortgage servicing rights and retained interests in securities. Additionally,
investment income increased due to an increase in the international investment
portfolio.
UNITED STATES NEW PASSENGER CAR AND TRUCK DELIVERIES
U.S. deliveries of new General Motors (GM) vehicles during the first nine months
of 2000 were unchanged compared to the first nine months of 1999. The decrease
in financing penetration in the third quarter of 2000 was primarily the result
of reduced leasing incentives.
<TABLE>
<CAPTION>
Period Ended September 30,
--------------------------------------------------
Third Quarter Nine Months
------------------------- ------------------------
2000 1999 2000 1999
-------- ------ ------ ------
(in millions of units)
<S> <C> <C> <C> <C>
Industry 4.6 4.5 13.9 13.3
General Motors 1.2 1.3 3.9 3.9
New GM vehicle deliveries financed by GMAC
Retail (installment sale contracts and operating leases) 40.6% 43.3% 43.7% 42.4%
Fleet transactions (lease financing) 1.4% 1.1% 1.6% 1.6%
Total 32.2% 36.6% 34.5% 34.2%
</TABLE>
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
FINANCING VOLUME
The number of new vehicle deliveries financed for GM and other dealers are
summarized below:
<TABLE>
<CAPTION>
Period Ended September 30,
------------------------------------------
Third Quarter Nine Months
-------------------- --------------------
2000 1999 2000 1999
--------- --------- --------- ---------
(in thousands of units)
<S> <C> <C> <C> <C>
United States
Retail installment sale contracts 242 235 739 701
Operating leases 153 239 582 615
Leasing 5 3 18 18
--------- --------- --------- ---------
New deliveries financed 400 477 1,339 1,334
========= ========= ========= =========
Other Countries
Retail installment sale contracts 110 141 373 352
Operating leases 57 79 197 230
Leasing 17 17 49 50
--------- --------- --------- ---------
New deliveries financed 184 237 619 632
========= ========= ========= =========
Worldwide
Retail installment sale contracts 352 376 1,112 1,053
Operating leases 210 318 779 845
Leasing 22 20 67 68
--------- --------- --------- ---------
New deliveries financed 584 714 1,958 1,966
========= ========= ========= =========
</TABLE>
The number of new vehicles financed in the U.S. during the third quarter of 2000
was lower than the comparable period in 1999, primarily due to a decline in
operating lease units in the U.S. which resulted from a decrease in GM
incentives on this product line during the third quarter of 2000.
GMAC also provides wholesale financing for GM and other dealers' new and used
vehicle inventories. In the United States, inventory financing was provided for
826,000 and 2,696,000 new GM vehicles during the third quarter and first nine
months of 2000, respectively, compared with 852,000 and 2,580,000 new GM
vehicles during the respective periods in 1999. GMAC's wholesale financing
represented 70.3% of all GM vehicle sales to U.S. dealers during the first nine
months of 2000, up from 66.9% for the comparable period a year ago. The increase
in wholesale penetration levels was attributable to marketing initiatives and
competitive pricing strategies offered by the Company.
INCOME AND EXPENSES
Financing revenue totaled $3,906.7 million and $11,514.0 million in the third
quarter and first nine months of 2000, respectively, compared to $3,480.0
million and $10,118.3 million for the comparable periods in 1999. The growth was
mainly due to higher average retail and other loan receivable balances, which
resulted primarily from strong GM sales levels and continued GM-sponsored
special financing programs. Financing revenue also increased due to an increase
in asset earning rates compared to the same periods in 1999.
The Company's worldwide cost of borrowing, including the effects of derivatives,
for the third quarter and first nine months of 2000 averaged 6.71% and 6.43%,
respectively, compared to 5.62% and 5.55% for the same periods in 1999. Total
borrowing costs for U.S. operations averaged 6.84% and 6.57% for the third
quarter and first nine months of 2000, respectively, compared to 5.61% and 5.50%
for the third quarter and first nine months of 1999, respectively. The increase
in average borrowing costs was mainly a result of the continued increase in
market interest rates beginning in the third quarter of 1999.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
INCOME AND EXPENSES (concluded)
Other income totaled $500.1 million and $1,298.9 million for the third quarter
and nine months ended September 30, 2000, respectively, compared to $339.5
million and $790.0 million during the comparable 1999 periods. The change from
the comparable periods in 1999 was mainly attributable to increases in interest
and servicing fees earned on receivables due from GM and the inclusion of GMAC
Commercial Credit LLC, which was acquired in July 1999, resulting in only three
months of income in 1999. Additionally, other income related to sales of
receivables increased mainly due to the increase in service fees received on
secured notes and an increase in other income related to the sale of wholesale
finance receivables.
Consolidated salaries and other operating expenses totaled $1,471.1 million and
$4,071.6 million for the third quarter and first nine months of 2000,
respectively, compared to $1,198.5 million and $3,326.7 million for the
comparable periods last year. The increase was mainly attributable to continued
growth and acquisitions at GMAC and GMACMG during the last two quarters of 1999
and during the first three quarters of 2000. Additionally, these acquisitions
contributed to a rise in goodwill amortization.
The provision for credit losses, most of which relates to retail receivables,
totaled $135.3 million and $373.0 million for the third quarter and first nine
months of 2000, respectively, compared to $97.8 million and $327.5 million for
the comparable periods last year. The increases were due to higher outstanding
finance receivables compared to the same periods in 1999. Annualized net retail
losses were 0.60% and 0.58% of total average serviced automotive receivables
during the third quarter and first nine months of 2000, respectively, compared
to 0.50% and 0.57% for the same periods last year.
The effective income tax rate for the first nine months of 2000 was 37.4%,
compared to 38.6% and 39.3% for the periods ended December 31, 1999 and
September 30, 1999, respectively. The decline in the effective tax rate can be
attributed to decreases in accruals from prior years based upon periodic
assessment of the adequacy of such accruals primarily for tax liabilities of
non-U.S. operations.
INSURANCE OPERATIONS
Net premiums earned by GMACI and its subsidiaries totaled $486.2 million and
$1,414.3 million for the third quarter and nine months ended September 30, 2000,
respectively, compared to $449.7 million and $1,338.5 million for the same
periods during 1999. This increase was primarily a result of higher policies in
force and higher average premiums for the mechanical repair protection and
personal auto lines, partially offset by a loss of premiums due to the July 1999
termination of a commercial auto dealership program.
Pre-tax capital gains and investment and other income at GMACI totaled $135.3
million and $440.6 million for the third quarter and first nine months of 2000,
compared to $143.9 million and $432.9 million for the same periods in 1999. The
decrease from quarter-to-quarter was a result of lower capital gains, partially
offset by higher investment income and higher service fee income related to the
mechanical repair protection line of business. On a year-to-year basis, higher
investment income and service fee income exceeded the decline in capital gains.
Period to period fluctuations in realized capital gains are largely due to the
timing of sales of marketable securities.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
INSURANCE OPERATIONS (concluded)
Insurance losses and loss adjustment expenses totaled $392.0 million and
$1,122.1 million during the third quarter and nine months of 2000, respectively,
compared to $358.8 and $1,044.1 million for the comparable periods in 1999. The
quarter-to-quarter increase in 2000 was primarily due to higher loss severity in
the mechanical repair protection line while loss severity and frequency were
higher for personal auto. On a year-to-year basis, mechanical repair protection
loss severity was also up, in addition to higher storm-related losses in
personal auto, commercial auto and property and casualty reinsurance lines of
business.
Net income was $50.3 million and $169.9 million for the third quarter and nine
months ended September 30, 2000, respectively, compared to $54.8 million and
$169.9 million for the same periods in 1999. Third quarter earnings were down
year-over-year reflecting lower realized capital gains.
MORTGAGE OPERATIONS
Mortgage revenue totaled $1,038.6 million and $2,775.4 million for the third
quarter and first nine months of 2000, respectively, compared to $789.2 million
and $2,247.7 million for the comparable periods in 1999. The growth in revenue
can be attributed to increases in mortgage servicing and processing fees and
other income. In addition, there were significant portfolio acquisitions made
during 2000, as well as continued growth in investment revenues.
During the third quarter and first nine months of 2000, GMACMG loan origination,
production and correspondent loan volume totaled $18.5 billion and $49.1
billion, respectively, compared to $20.9 billion and $60.0 billion for the same
periods in 1999. The decline can be attributed to volume reduction and increased
inventory due to interest rate fluctuations. The combined GMACMG servicing
portfolio, excluding GMAC term loans to dealers, totaled $313.0 billion at
September 30, 2000, compared with $292.2 billion serviced at December 31, 1999.
The increase was the result of significant servicing portfolio acquisitions made
during 2000.
Net income was $78.3 million and $211.0 million for the third quarter and nine
months ended September 30, 2000, respectively, compared to $51.0 million and
$215.2 million for the same periods in 1999. Mortgage operations increased
quarter-over-quarter primarily as a result of an increase in mortgage servicing
and processing fees due to significant growth in the servicing portfolio over
the last twelve months and to the revaluation to fair value of mortgage
servicing rights and retained interests in securities. Additionally, investment
income increased due to an increase in the international investment portfolio.
FINANCIAL CONDITION AND LIQUIDITY
At September 30, 2000, the Company owned assets and serviced automotive
receivables totaling $174.9 billion, $12.6 billion above December 31, 1999. The
increase over year-end 1999 was principally the result of higher serviced retail
receivables, commercial and other loan receivables, other assets, receivables
with GM, mortgage loans held for investment, mortgage lending receivables,
mortgage servicing rights and factored receivables.
Finance receivables serviced by the Company, including sold receivables, totaled
$104.9 billion at September 30, 2000, $7.9 billion above December 31, 1999
levels. This increase was primarily a result of a $4.7 billion increase in
serviced retail receivables and a $4.2 billion increase in commercial and other
loan receivables. Continued GM-sponsored retail financing incentives contributed
to the rise in serviced retail receivables. The change in commercial and other
loan receivables was primarily attributable to increases in secured notes as
well as continued growth at Commercial Credit LLC and GMAC Business Credit.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
FINANCIAL CONDITION AND LIQUIDITY (continued)
Other assets at September 30, 2000 totaled $11.6 billion, compared with $9.6
billion at December 31, 1999. The increase over year-end 1999 was partially the
result of GMAC and GM entering into a lease arrangement during the first quarter
of 2000. Under this transaction, GM transferred to GMAC three properties located
in Michigan totaling $479.1 million, representing an equity contribution. Also
contributing to this increase, other mortgage related assets totaled $3.3
billion at September 30, 2000, compared to $2.2 billion at December 31, 1999.
The increase in other mortgage related assets was primarily due to the GMACMG
acquisition of Nippon Asset Management, a Japanese real estate holding company,
during the second quarter of 2000. In addition, GMACMG increased activity in its
Purchased Model Homes program, which is the financing of builder's model homes,
in the first quarter of 2000.
Receivables due from GM amounted to $4.8 billion at September 30, 2000 compared
with $4.0 billion at December 31, 1999. The source of the growth over year-end
is primarily attributable to an increase of $0.7 billion related to a $2.0
billion revolving line of credit that GM has available with GMAC. In addition,
there were additional loans from GMAC of Canada, Limited, a wholly-owned
subsidiary, to GM of Canada (GMCL), a wholly-owned subsidiary of GM. The loans
are used to fund GMCL's vehicle leasing program.
Mortgage lending receivables amounted to $2,175.2 million and $1,800.6 million
at September 30, 2000 and December 31, 1999, respectively. The increase relates
to the continued increase in construction and warehouse lending activity in 2000
compared to 1999.
The mortgage loans held for investment amounted to $1,892.5 million at September
30, 2000 compared to $1,497.4 million at December 31, 1999. The increase is
partially attributable to portfolio acquisitions that occurred during the third
quarter of 2000. Additionally, non-performing assets were reclassified from held
for sale to held for investment to more accurately reflect the nature of this
asset.
Mortgage servicing rights amounted to $3,754.7 million at September 30, 2000
compared to $3,421.8 million at December 31, 1999. The increase is primarily a
result of significant portfolio acquisitions made during the third quarter and
first nine months of 2000.
Factored receivables totaled $1,069.0 million and $764.9 million at September
30, 2000 and December 31, 1999, respectively. This growth relates to Commercial
Credit LLC's acquisition of the assets of Finova Capital Corporation during the
third quarter of 2000.
The Company's due and deferred from receivable sales (net) totaled $1,022.0
million at September 30, 2000, compared with $742.2 million at December 31,
1999. The increase over year-end was mainly due to an increase in cash deposits
held for trusts related to two sales of wholesale receivables and one sale of
retail receivables that occurred during the second and third quarters of 2000,
partially offset by the elimination of cash deposits held for trusts in
conjunction with the buyback of three retail receivables sales and the wind down
of one wholesale receivables sale during the first nine months of 2000.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
FINANCIAL CONDITION AND LIQUIDITY (concluded)
As of September 30, 2000, GMAC's total borrowings were $127.7 billion, compared
with $121.2 billion at December 31, 1999. The increased borrowings since
December 31,1999 were used to fund increased asset levels. GMAC's ratio of
consolidated debt to total stockholder's equity at September 30, 2000 was 9.4:1,
compared to 10.9:1 at December 31, 1999. The decline was due to capital
contributions from GM totaling $1,479.1 million during the first quarter of 2000
and an increase of $1,193.4 million in retained earnings from consolidated net
income for the first nine months of 2000.
The Company maintains substantial bank lines of credit, which totaled $47.4
billion at September 30, 2000, compared to $46.2 billion at year-end 1999. The
unused portion of these credit lines increased by $2.5 billion from December 31,
1999 to $38.1 billion at September 30, 2000. Included in the unused credit lines
at September 30, 2000, is a $14.7 billion syndicated multi-currency global
credit facility available for use in the U.S. by GMAC and in Europe by GMAC
International Finance B.V. and GMAC (UK) plc. The entire $14.7 billion is
available to GMAC in the U.S., $0.9 billion is available to GMAC (UK) plc and
$0.8 billion is available to GMAC International Finance B.V. The syndicated
credit facility serves primarily as back up for the Company's unsecured
commercial paper programs. Also included in the unused credit lines is a $12.3
billion U.S. asset-backed commercial paper liquidity and receivables facility
for New Center Asset Trust ("NCAT"), a non-consolidated limited purpose business
trust established to issue asset-backed commercial paper.
In June 1999, GMAC modified its existing syndicated revolving credit facilities
to combine the U.S. and certain European facilities into one syndicated
multi-currency global facility. Modified terms consisted of five years on
one-half of the facility, with a 364-day term (including a provision that allows
GMAC to draw down a one year term loan on the termination date) on the remaining
facility. The 364-day portion of the facility was renewed for another 364-day
period in June 2000, including the provision that allows GMAC to draw down a one
year term loan on the termination date. The remainder of the facility which had
an original term of five years expires in June 2004. Additionally, there is a
leverage covenant restricting the ratio of consolidated debt to total
stockholder's equity to no greater than 11.0:1. This covenant is only applicable
under certain conditions. Those conditions are not in effect now and were not in
effect during the quarter ended September 30, 2000.
As discussed in the Company's 1999 Annual Report on Form 10-K, the Company
utilizes a variety of interest rate and currency derivative instruments in
managing its interest rate and foreign exchange exposures. The notional amount
of derivatives increased from $77.6 billion at December 31, 1999 to $95.5
billion at September 30, 2000. The change is partially attributable to an
increase in financial instruments associated with GMACs increased debt levels.
ACQUISITIONS AND MERGERS
On August 28, 2000 Commercial Credit LLC acquired the assets of Finova Capital
Corporation. The acquired factoring business provides a wide array of accounts
receivable management services and financial products to traditional industries
(i.e. apparel, textiles and home furnishings) and non-traditional industries
(i.e. services, food, electronics and computers).
Additionally, GMAC continued its growth through the acquisition of a variety of
operations during the year, none of which were individually significant.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
EURO CONVERSION
On January 1, 1999, eleven of fifteen member countries of the European Monetary
Union established fixed conversion rates between their existing currencies and
adopted the euro as their new common currency. The euro trades on currency
exchanges and the legacy currencies remain legal tender in the participating
countries for a transition period until January 1, 2002. Beginning on January 1,
2002, euro denominated bills and coins will be issued and legacy currencies will
be withdrawn from circulation.
The Company has established plans to assess and address the potential impact to
GMAC that may result from the euro conversion. These issues include, but are not
limited to: 1) the technical challenges to adapt information systems to
accommodate euro transactions; 2) the competitive impact of cross-border price
transparency; 3) the impact on currency exchange rate risks; 4) the impact on
existing contracts; and 5) tax and accounting implications. The Company expects
that the euro conversion will not have a material adverse impact on its
financial condition or results of operations.
ACCOUNTING STANDARDS
In June 1998, the FASB issued SFAS No. 133, Accounting for Derivative
Instruments and Hedging Activities, effective for fiscal years beginning after
June 15, 1999. During the second quarter of 1999, the FASB issued SFAS No. 137,
Accounting for Derivative Instruments and Hedging Activities-Deferral of the
Effective Date of FASB Statement No. 133, which delayed implementation until
fiscal years beginning on or after June 15, 2000. The new standard requires that
all companies record derivatives on the balance sheet as assets or liabilities,
measured at fair value. Gains or losses resulting from changes in the values of
those derivatives would be accounted for depending on the use of the derivative
and whether it qualifies for hedge accounting. In June 2000, the FASB issued
SFAS No. 138, Accounting for Certain Derivative Instruments and Certain Hedging
Activities - an Amendment of FASB Statement No. 133. This statement amends
issues in SFAS 133 to ease implementation difficulties. The Company is currently
in the process of implementing systems to perform the accounting for its
derivative instruments under the new standards. System testing and completion is
expected to take place in the fourth quarter of 2000. Until the system
implementation is complete, management is unable to reasonably estimate the
impact of adopting SFAS 133. The Company will adopt this accounting standard on
January 1, 2001, as required.
In September 2000, the FASB issued SFAS No. 140, Accounting for Transfers and
Servicing of Financial Assets and Extinguishments of Liabilities, which
supersedes SFAS No. 125, Accounting for Transfers and Servicing of Financial
Assets and Extinguishments of Liabilities. SFAS No. 140 is effective for
transfers occurring after March 31, 2001, with its disclosure requirements
relating to securitization transactions and collateral effective for fiscal
years ending after December 15, 2000. Management is currently assessing the
impact of SFAS No. 140 on the financial statements of the Company.
<PAGE>
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company did not become a party to any material pending legal proceedings
during the third quarter ended September 30, 2000, or prior to the filing of
this report.
ITEM 5. OTHER INFORMATION
RATIO OF EARNINGS TO FIXED CHARGES
Nine Months Ended
September 30,
----------------------------
2000 1999
---- ----
1.31 1.40
The ratio of earnings to fixed charges has been computed by dividing earnings
before income taxes and fixed charges by the fixed charges. This ratio includes
the earnings and fixed charges of the Company and its consolidated subsidiaries.
Fixed charges consist of interest, debt discount and expense and the portion of
rentals for real and personal properties in an amount deemed to be
representative of the interest factor.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-
(a) EXHIBITS
20 General Motors Acceptance Corporation and Subsidiaries Consolidated
Financial Statements for the Nine Months Ended September 30, 2000.
(b) REPORTS ON FORM 8-K.
The Company filed Forms 8-K on July 18, 2000, September 12, 2000 and
October 12, 2000 reporting matters under Item 5, Other Events.
<PAGE>
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 thereunto duly authorized.
GENERAL MOTORS ACCEPTANCE CORPORATION
-------------------------------------
(Registrant)
s/ WILLIAM S. MUIR
-----------------------------------------
Dated: November 8, 2000 William F. Muir, Executive Vice
President and Principal Financial Officer
s/ GERALD E. GROSS
-----------------------------------------
Dated: November 8, 2000 Gerald E. Gross, Comptroller and
Principal Accounting Officer
<PAGE>
<TABLE>
<CAPTION>
Exhibit 20
Page 1 of 8
GENERAL MOTORS ACCEPTANCE CORPORATION
CONSOLIDATED BALANCE SHEET
September 30, December 31,
2000 1999
------------------ ------------------
Assets (in millions of dollars)
<S> <C> <C>
Cash and cash equivalents $ 894.7 $ 704.3
Investments in securities 9,209.4 8,984.7
Finance receivables, net (Note 1) 88,106.5 81,288.9
Investment in operating leases, net 30,242.7 30,242.4
Notes receivable from General Motors Corporation 4,816.7 4,025.0
Real estate mortgages - held for sale 5,481.3 5,678.4
- held for investment 1,892.5 1,497.4
- lending receivables 2,175.2 1,800.6
Factored receivables 1,069.0 764.9
Due and deferred from receivable sales, net 1,022.0 742.2
Mortgage servicing rights, net 3,754.7 3,421.8
Other 11,588.9 9,638.6
------------------ ------------------
Total Assets $ 160,253.6 $ 148,789.2
================== ==================
Liabilities and Stockholder's Equity
------------------------------------
Liabilities
General Motors Corporation and affiliated companies $ 104.2 $ 216.0
Interest 1,802.8 1,550.8
Insurance losses and loss expense reserve 1,763.4 1,861.9
Unearned insurance premiums 2,118.8 1,949.5
Deferred income taxes 3,468.7 3,496.7
United States and foreign income and other taxes payable 832.8 521.9
Other postretirement benefits 734.1 704.3
Other 8,111.6 6,207.5
Debt (Note 2) 127,733.3 121,158.2
------------------ ------------------
Total liabilities 146,669.7 137,666.8
------------------ ------------------
Commitments and contingencies
Stockholder's Equity
Common stock, $.10 par value (authorized 10,000
shares, outstanding 10 shares) and paid-in capital (Note 3) 3,679.1 2,200.0
Retained earnings 9,997.3 8,803.9
Net unrealized gains on securities 296.1 356.8
Unrealized accumulated foreign currency translation adjustment (388.6) (238.3)
------------------ ------------------
Accumulated other comprehensive income (92.5) 118.5
------------------ ------------------
Total stockholder's equity 13,583.9 11,122.4
------------------ ------------------
Total Liabilities and Stockholder's Equity $ 160,253.6 $ 148,789.2
================== ==================
Certain amounts for 1999 have been reclassified to conform with 2000 classifications.
Reference should be made to the Notes to Consolidated Financial Statements
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Exhibit 20
Page 2 of 8
GENERAL MOTORS ACCEPTANCE CORPORATION
CONSOLIDATED STATEMENT OF INCOME,
NET INCOME RETAINED FOR USE IN THE BUSINESS AND
COMPREHENSIVE INCOME
Period Ended September 30,
--------------------------------------------------------------------
Third Quarter Nine Months
--------------------------------- ---------------------------------
2000 1999 2000 1999
---------------- --------------- --------------- ----------------
(in millions of dollars)
<S> <C> <C> <C> <C>
Financing Revenue
Retail and lease financing $1,237.0 $1,095.2 $3,508.8 $3,170.3
Operating leases 1,967.5 1,902.1 5,975.7 5,494.4
Wholesale, commercial and term loans 702.2 482.7 2,029.5 1,453.6
---------------- --------------- --------------- ----------------
Total financing revenue 3,906.7 3,480.0 11,514.0 10,118.3
Interest and discount 2,158.5 1,666.9 6,095.4 4,717.8
Depreciation on operating leases 1,262.9 1,225.7 3,875.6 3,575.9
---------------- --------------- --------------- ----------------
Net financing revenue 485.3 587.4 1,543.0 1,824.6
Insurance premiums earned 486.2 449.7 1,414.3 1,338.5
Mortgage revenue 1,038.6 789.2 2,775.4 2,247.7
Other income 635.4 483.4 1,739.5 1,222.9
---------------- --------------- --------------- ----------------
Net financing revenue and other 2,645.5 2,309.7 7,472.2 6,633.7
---------------- --------------- --------------- ----------------
Expenses
Salaries and benefits 474.4 431.0 1,397.0 1,225.1
Other operating expenses 996.7 767.5 2,674.6 2,101.6
Insurance losses and loss adjustment expenses 392.0 358.8 1,122.1 1,044.1
Provision for credit losses 135.3 97.8 373.0 327.5
---------------- --------------- --------------- ----------------
Total expenses 1,998.4 1,655.1 5,566.7 4,698.3
---------------- --------------- --------------- ----------------
Income before income taxes 647.1 654.6 1,905.5 1,935.4
United States, foreign and other income taxes 246.1 262.3 712.1 759.7
---------------- --------------- --------------- ----------------
Net Income 401.0 392.3 1,193.4 1,175.7
Retained earnings at beginning of the period 9,201.2 8,060.0 8,803.9 7,351.6
---------------- --------------- --------------- ----------------
Total 9,602.2 8,452.3 9,997.3 8,527.3
Cash dividends -- -- -- 75.0
---------------- --------------- --------------- ----------------
Retained Earnings At End Of The Period $9,602.2 $8,452.3 $9,997.3 $8,452.3
================ =============== =============== ================
Total Comprehensive Income $ 325.0 $ 347.6 $ 982.5 $1,004.8
================ =============== =============== ================
Reference should be made to the Notes to Consolidated Financial Statements
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Exhibit 20
Page 3 of 8
GENERAL MOTORS ACCEPTANCE CORPORATION
CONSOLIDATED STATEMENT OF CASH FLOWS
Nine Months Ended
September 30,
------------------------------
-------------- --------------
2000 1999
-------------- --------------
(in millions of dollars)
<S> <C> <C>
Cash Flows From Operating Activities
Net Income $ 1,193.4 $ 1,175.7
Depreciation and amortization 4,483.0 3,666.6
Provision for credit losses 373.0 327.5
Gains on sales of finance receivables (4.6) (64.2)
Gains on sales of available-for-sale investment securities (125.9) (137.0)
Mortgage loans - originations/purchases (33,502.2) (39,107.5)
- proceeds on sale 34,028.3 42,362.8
Mortgage-related securities held for trading
- acquisitions (942.0) (989.9)
- liquidations 677.7 1,283.8
Changes in the following items:
Due to General Motors Corporation and affiliated companies (0.5) (377.3)
Taxes payable and deferred 450.9 504.1
Interest payable 272.8 379.8
Other assets (1,074.0) (576.2)
Other liabilities 803.0 1,202.7
Other 35.3 301.2
-------------- --------------
Net cash provided by operating activities 6,668.2 9,952.1
-------------- --------------
Cash Flows From Investing Activities
Finance receivables - acquisitions (140,265.2) (138,717.9)
- liquidations 88,559.8 100,272.0
Notes receivable from General Motors Corporation (882.7) (1,167.3)
Operating leases - acquisitions (12,146.4) (13,947.6)
- liquidations 7,811.9 8,601.7
Investments in available-for-sale securities:
- acquisitions (16,994.7) (15,570.1)
- maturities 14,693.0 13,453.3
- proceeds from sales 2,411.4 1,760.4
Investments in held to maturity securities:
- acquisitions (13.9) (107.4)
- liquidations -- --
Mortgage servicing rights - acquisitions (698.3) (1,198.9)
- liquidations -- 33.6
Proceeds from sales of receivables - wholesale 41,242.9 30,600.8
- retail 2,163.7 4,519.0
Net increase in short-term factored receivables (64.6) (225.3)
Due and deferred from receivable sales (288.6) (387.9)
Acquisitions of subsidiaries, net of cash acquired (406.0) (2,120.4)
Other (1,181.0) (116.1)
-------------- --------------
Net cash used in investing activities (16,058.7) (14,318.1)
-------------- --------------
Cash Flows From Financing Activities
Proceeds from issuance of long-term debt 19,450.3 21,671.9
Principal payments on long-term debt (11,482.3) (10,536.1)
Change in short-term debt, net 609.6 (6,988.2)
Capital contribution from GM 1,000.0 --
Dividends paid -- (75.0)
-------------- --------------
Net cash provided by financing activities 9,577.6 4,072.6
-------------- --------------
Effect of exchange rate changes on cash and cash equivalents 3.3 0.9
-------------- --------------
Net increase/(decrease) in cash and cash equivalents 190.4 (292.5)
Cash and cash equivalents at the beginning of the period 704.3 618.1
-------------- --------------
Cash and cash equivalents at the end of the period $ 894.7 $ 325.6
============== ==============
Supplementary Cash Flows Information
Interest paid $ 5,753.8 $ 4,245.3
Income taxes paid 340.4 124.1
Non-Cash Financing Activity
Capital contribution of property from GM (Note 3) $ 479.1 $ --
Certain amounts for 1999 have been reclassified to conform with 2000 classifications.
Reference should be made to the Notes to Consolidated Financial Statements
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Exhibit 20
Page 4 of 8
GENERAL MOTORS ACCEPTANCE CORPORATION
CONSOLIDATED STATEMENT OF CASHFLOWS (concluded)
Supplementary Cash Flows Information (concluded)
During the nine months ended September 30, 2000 and 1999, assets acquired,
liabilities assumed, and consideration paid for the acquisitions of businesses
were as follows:
Nine Months Ended
September 30,
--------------------------
2000 1999
------------ ------------
(in millions of dollars)
<S> <C> <C>
Fair value of assets acquired $ 1,209.7 $ 6,622.1
Cash acquired (8.2) (43.9)
Liabilities assumed (795.5) (4,457.8)
------------ ------------
Net acquisitions $ 406.0 $ 2,120.4
============ ============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Exhibit 20
Page 5 of 8
GENERAL MOTORS ACCEPTANCE CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1. FINANCE RECEIVABLES
The composition of finance receivables outstanding is summarized as follows:
September 30, December 31,
2000 1999
------------------ ---------------
(in millions of dollars)
<S> <C> <C>
United States
Retail $39,714.3 $35,607.9
Wholesale 17,970.6 17,716.5
Commercial 3,646.5 2,382.7
Leasing and lease financing 633.3 627.3
Other 11,491.9 8,841.4
------------------ ---------------
Total United States 73,456.6 65,175.8
------------------ ---------------
Europe
Retail 5,383.7 5,684.6
Wholesale 2,924.9 3,904.9
Commercial 1,098.0 997.2
Leasing and lease financing 425.8 452.9
Other 444.9 490.9
------------------ ---------------
Total Europe 10,277.3 11,530.5
------------------ ---------------
Canada
Retail 3,176.5 2,344.5
Wholesale 2,119.8 2,086.8
Commercial 339.3 169.5
Leasing and lease financing 710.8 771.6
Other 207.7 170.9
------------------ ---------------
Total Canada 6,554.1 5,543.3
------------------ ---------------
Other Countries
Retail 2,326.4 2,398.9
Wholesale 893.1 1,011.6
Leasing and lease financing 475.9 693.5
Other 207.4 202.8
------------------ ---------------
Total Other Countries 3,902.8 4,306.8
------------------ ---------------
Total finance receivables 94,190.8 86,556.4
------------------ ---------------
Deductions
Unearned income 4,813.0 4,153.1
Allowance for credit losses 1,271.3 1,114.4
------------------ ---------------
Total deductions 6,084.3 5,267.5
------------------ ---------------
Finance receivables, net $88,106.5 $81,288.9
================== ===============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Exhibit 20
Page 6 of 8
GENERAL MOTORS ACCEPTANCE CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 2. DEBT
Weighted Average September 30, December 31,
Interest Rate 2000 1999
---------------------- ------------------- ------------------
<S> <C> <C> <C> <C>
Short-Term Debt
Commercial paper $ 33,721.7 $ 33,224.0
Demand notes 4,710.2 4,301.3
Master notes and other 5,921.7 4,503.9
Bank loans and overdrafts 7,324.1 9,010.0
------------------- ------------------
Total principal amount 51,677.7 51,039.2
Unamortized discount (254.3) (200.7)
------------------- ------------------
Total short-term debt 51,423.4 50,838.5
------------------- ------------------
Long-Term Debt
Current portion of long-term debt 17,120.4 14,995.9
United States
2001 6.9% 3,803.4 12,656.0
2002 6.2% 14,474.2 12,074.4
2003 6.3% 10,461.3 7,225.7
2004 6.7% 5,787.7 4,449.8
2005 to 2049 7.1% 15,592.4 9,235.2
------------------ -------------------
Total United States 50,119.0 45,641.1
Other countries
2000 - 2008 5.9% 9,669.4 10,310.5
------------------- ------------------
Total United States and other countries 76,908.8 70,947.5
Unamortized discount (598.9) (627.8)
------------------- ------------------
Total long-term debt 76,309.9 70,319.7
------------------- ------------------
Total debt $ 127,733.3 $ 121,158.2
=================== ==================
</TABLE>
<PAGE>
Exhibit 20
Page 7 of 8
GENERAL MOTORS ACCEPTANCE CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 3. TRANSACTIONS WITH AFFILIATES
During the first quarter of 2000, GMAC received capital contributions from GM
totaling $1,479.1 million. The Company and GM entered into a lease arrangement
during the first quarter of 2000. Under this transaction, GM transferred to GMAC
three properties located in Michigan totaling $479.1 million, representing an
equity contribution. As part of the lease arrangement, the Company will fund and
capitalize improvements to these properties totaling $1.2 billion over the next
four years. The lease arrangement also provides for the properties to be leased
to GM for sixteen years. In addition, GMAC received a cash contribution from GM
for $1.0 billion during the first quarter of 2000.
<PAGE>
<TABLE>
<CAPTION>
Exhibit 20
Page 8 of 8
GENERAL MOTORS ACCEPTANCE CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 4. SEGMENT INFORMATION
GMAC's reportable operating segments include GMAC North American Financing Operations (GMAC-NAO), GMAC International
Financing Operations (GMAC-IO), Insurance Operations (GMACI) and Mortgage Operations (GMACMG). GMAC-NAO consists of the United
States and Canada, and GMAC-IO consists of all other countries and Puerto Rico.
Financial results of GMAC's operating segments for the quarters and nine months ended September 30, 2000 and 1999 are summarized
below:
(in millions of dollars)
Eliminations/
GMAC-NAO GMAC-IO GMACI GMACMG Reclassifications Total
--------------- ------------- ------------- ------------ ----------------- ---------------
For the Quarters Ended:
September 30, 2000
------------------
<S> <C> <C> <C> <C> <C> <C>
Total assets $ 135,553.4 $ 16,534.6 $ 7,238.8 $20,838.3 $ (19,911.5) $ 160,253.6
Net financing revenue 262.6 235.3 0.0 0.0 (12.6) 485.3
Other revenue 666.3 93.3 621.3 774.5 4.8 2,160.2
Net income 221.3 51.1 50.3 78.3 0.0 401.0
September 30, 1999
------------------
Total assets $117,248.1 $18,202.9 $7,131.5 $16,980.9 $(16,972.5) $142,590.9
Net financing revenue 344.4 216.3 0.0 0.0 26.7 587.4
Other revenue 503.8 40.7 590.5 618.9 (31.6) 1,722.3
Net income 235.6 50.9 54.8 51.0 0.0 392.3
For the Nine Months Ended:
September 30, 2000
------------------
Total assets $ 135,553.4 $16,534.6 $7,238.8 $20,838.3 $ (19,911.5) $160,253.6
Net financing revenue 793.5 751.1 0.0 0.0 (1.6) 1,543.0
Other revenue 1,859.4 155.6 1,849.5 2,081.6 (16.9) 5,929.2
Net income 641.8 170.7 169.9 211.0 0.0 1,193.4
September 30, 1999
------------------
Total assets $117,248.1 $18,202.9 $7,131.5 $16,980.9 $(16,972.5) $142,590.9
Net financing revenue
1,097.9 665.4 0.0 0.0 61.3 1,824.6
Other revenue 1,300.2 65.9 1,761.4 1,756.7 (75.1) 4,809.1
Net income 640.4 150.2 169.9 215.2 0.0 1,175.7
</TABLE>
