TYPE: 425
SEQUENCE: 1
DESCRIPTION: FILING OF COMMUNICATION
Filed by General Motors Corporation (GM)
Subject Company - General Motors Corporation
Pursuant to Rule 425 under the Securities Act of 1933
File No. 333-30826
The following communication contains forward-looking statements within the
meaning of the Safe Harbor Provisions of the Private Securities Litigation
Reform Act of 1995. Reference made in the following is based on management's
current expectations or beliefs and are subject to a number of factors and
uncertainties that could cause actual results to differ materially from those
described in the forward-looking statements.
The principal risk factors that may cause actual results to differ materially
from those expressed in forward-looking statements contained in this
communication are described in various documents filed by GM with the U.S.
Securities and Exchange Commission (SEC), including GM's Annual Report on Form
10-K for the year ended December 31, 1999.
* * * * * * * * *
Th following is a Morgan Stanley Dean Witter/GM/Hughes Electronics press
release issued on May 5, 2000:
MORGAN STANLEY DEAN WITTER, GM AND HUGHES ELECTRONICS
LAUNCH VIRTUAL PRESENTATION FOR RETAIL INVESTORS
First Internet Presentation Open to the Public
NEW YORK, May 5, 2000-- Morgan Stanley Dean Witter (NYSE: MDW), General Motors
Corp. (NYSE: GM, GMH), and Hughes Electronics Corporation today announced the
launch of the first Internet management presentation open to retail investors in
a transaction of this type. The presentation involves GM's exchange offer of
shares of its Class H common stock for outstanding shares of its $1 2/3 par
value common stock up to about $9bn of Class H common stock (as of the time of
commencement). The exchange offer, currently underway, is being used by GM to
repurchase up to 14 percent of its GM $1-2/3 par value common stock.
The Internet presentation features 19 minutes of slides and streaming
audio narrated by Hughes' Chief Executive Officer, Michael T. Smith, and Roxanne
Austin, Hughes' Chief Financial Officer. The site also allows viewers to
download the prospectus, read through questions and answers on the exchange
offer, and view the speakers' biographies.
Investors in the United States may view the virtual management
presentation at www.msdw.com/gm-gmh-exchange. The site will be available live
until midnight on Friday, May 19, when the exchange offer is scheduled to
expire.
MSDW, which is acting as dealer-manager for the offer, worked in
conjunction with NextVenue to broadcast the presentation on behalf of GM and its
Hughes subsidiary.
"MSDW is committed to delivering value-added content to our retail
investor base, and we intend to use this technology more broadly going forward,"
said Jon Anda, a managing director and co-head of Global Equity Capital Markets
at MSDW.
In addition to the information contained on the website, GM has filed with
the SEC a prospectus and other documents and information relating the exchange
offer.
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Morgan Stanley Dean Witter & Co. is a global financial services firm and a
market leader in securities, asset management, and credit services. The Company
has offices in New York, London, Tokyo, Hong Kong, and other principal financial
centers around the world and has 488 securities branch offices throughout the
United States.
GM urges holders of the GM $1-2/3 par value common stock to read the final
registration statement on Form S-4, including the final prospectus, regarding
the exchange offer referred to above, as well as the other documents which
General Motors has filed or will file with the SEC, because they contain or will
contain important information for making an informed investment decision.
Holders of GM $1 2/3 par value common stock may obtain a free copy of the final
prospectus and other documents filed by General Motors at the SEC's website at
www.sec.gov, at General Motors' website www.gm.com, or from General Motors by
directing such request in writing or by telephone to: GM Fulfillment Center,
30200 Stephenson Hwy (MC 480-000-FC1), Madison Heights, Michigan 48071,
telephone: (313) 667-1500, menu option #2. This communication shall not
constitute an offer to sell, or a solicitation of any offer to buy, nor shall
there be any sale of securities in any jurisdiction in which an offer,
solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of any such jurisdiction. No offering of securities
shall be made except by means of a prospectus meeting the requirements of
Section 10 of the Securities Act of 1933, as amended. Inquiries from the news
media should be directed to GM Corporate Communications at 212-418-6380.
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