SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549-1004
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report
(Date of earliest event reported) March 13, 2000
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GENERAL MOTORS CORPORATION
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(Exact name of registrant as specified in its charter)
STATE OF DELAWARE 1-143 38-0572515
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
300 Renaissance Center, Detroit, Michigan 48265-3000
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (313) 556-5000
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ITEM 5. OTHER EVENTS
On July 24, 2000, General Motors Corporation (GM) issued a press release
announcing that GM and Fiat S.p.A. (Fiat) finalized their strategic industrial
alliance. The release is as follows:
General Motors and Fiat Move Alliance Forward
* Strategic Alliance Finalized
* Agreements for Setup of Joint Venture Companies Signed
* Contract Provides Legal Basis for the Implementation of the Partnership
Zurich / Detroit / Turin. General Motors Corp. (NYSE: GM, GMH) and Fiat
S.p.A. (Milan: F; NYSE: FIA) today announced they have completed equity
investments in one another's global automotive enterprises, finalizing their
strategic industrial alliance in two of the world's largest automotive markets,
Europe and Latin America. This alliance was originally announced in March of
this year.
GM has underwritten a capital increase equal to a 20-percent equity stake in
Fiat Auto Holdings, B.V., a new holding company that controls Fiat Group's
automobile and light-commercial vehicle operations, except for Ferrari and
Maserati. Fiat has received approximately 32 million shares of GM $1-2/3 par
value common stock, or approximately 5.6 percent of GM's common stock currently
outstanding.
General Motors will partially offset the effect of the newly issued shares of GM
common stock resulting from this transaction with a $1.4 billion cash repurchase
of GM stock, as previously announced. An increase in the number of GM $1-2/3
shares repurchased during GM's recently completed exchange offer, through which
a total of approximately 86.4 million shares were repurchased, further offsets
the effect.
Since the beginning of the year, GM has reduced the number of GM $1-2/3 common
stock shares outstanding by approximately 14 percent.
In addition, General Motors and Fiat Auto have signed the agreements on the
establishment of two 50/50 joint ventures in the areas of purchasing and
powertrain. The agreements provide the legal basis for the reorganization of
GM-owned and Fiat Auto-owned powertrain and purchasing businesses in Europe and
Latin America.
The transfer of assets, employees and businesses from member companies to the
joint ventures is expected to proceed during the rest of this year, after which
the two joint ventures will become fully operational.
GM's and Fiat Auto's European and Latin American management and employee
representatives have established guidelines for the implementation of the two
joint ventures. Their intent is to guide local transition of employees to the
joint ventures such that no one is disadvantaged with respect to existing terms
and conditions of employment. Major relocations of employees are not foreseen.
Operational headquarters of the powertrain joint venture will be located in
Turin, Italy. Nunzio Pulvirenti, currently general manager, Powertrain, of Fiat
Auto, was appointed chairman; Daniel Hancock, currently president of GM's
Allison Transmission division, was appointed chief executive officer.
Approximately 13,000 GM, Opel, Vauxhall and Saab employees will transfer to the
new company. Around 14,000 Fiat Auto employees will be part of the joint
venture.
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The new powertrain venture is one of the largest automotive engines and
transmissions companies worldwide, with a total production of approximately 5
million engines and transmissions, respectively.
Operational headquarters of the purchasing joint venture will be located in
Russelsheim, Germany. Robert E. Socia, currently GM Europe vice president,
Supply, and member of the Management Board of Adam Opel AG, was appointed
chairman, while Tommaso Le Pera, currently vice president, Purchasing, and a
member of Fiat Auto's Management Board, was named chief executive officer. In
this area, around 1,400 employees of GM's purchasing organization will become
part of the new company, joining forces with about 800 colleagues from Fiat
Auto.
The scope of the purchasing joint-venture is extended to a total of
approximately US$32 billion worth of material purchases currently done by the
two companies.
Fiat as well as GM and its major brands will be represented on the Board of the
two joint ventures. The management team for each of the two companies will
coordinate the purchasing and powertrain business in the spirit of the joint
venture agreement.
Furthermore, both companies' financing arms, GMAC and Fiat's Fidis, have signed
a Credit Cooperation Agreement. The document formalizes the commitment of both
companies to proceed with a joint assessment of potential areas for cooperation
such as geographic footprint, IT, back office activities, wholesale management,
and others.
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SIGNATURE
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
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(Registrant)
Date July 24, 2000
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By
s/Peter R. Bible
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(Peter R. Bible,
Chief Accounting Officer)
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