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) January 11, 2005
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 of (Commission (I.R.S. Employer
Incorporation or Organization) File Number) Identification No.)
300 Renaissance Center, 48265-3000
Detroit, Michigan (Zip Code)
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(Address of Principal Executive Offices)
Registrant's telephone number, including area code (313) 556-5000
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Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 2.05. COSTS ASSOCIATED WITH EXIT OR DISPOSAL ACTIVITIES
With respect to Form 8-K, Item 2.05, Costs Associated with Exit or Disposal
Activities:
(a) On January 11, 2005 management of General Motors Corporation (GM) and a
group of investors reached a definitive agreement for the sale of GM's
Electro-Motive Division to the investor group;
(b) GM expects to incur no material net charges in connection with this
transaction.
(c) GM expects to incur no material net charges or losses
in connection with this transaction.
(d) GM expects to incur no material net charges that will result in future
cash expenditures in connection with this transaction.
On January 12, 2005, GM issued the following press release:
GM Agrees To Sell Electro-Motive Division
DETROIT - General Motors Corp. (NYSE: GM), Greenbriar Equity Group LLC and
Berkshire Partners LLC today announced that they have reached a definitive
agreement in which GM will sell its Electro-Motive Division (EMD) to an investor
group led by Greenbriar and Berkshire Partners. Terms of the transaction will
not be disclosed.
The sale agreement covers substantially all of the Electro-Motive businesses,
including North American and international locomotives; power, marine and
industrial products; the spare parts and parts rebuild business; and all of
Electro-Motive's locomotive maintenance contracts worldwide. Both the LaGrange,
Illinois and London, Ontario manufacturing facilities are included in the
agreement.
The proposed sale is contingent on completing negotiations with the United Auto
Workers Union (UAW) and the subsequent ratification by its members. The
transaction is expected to close in the first quarter of 2005.
"Greenbriar and Berkshire Partners have a long-term commitment to creating value
in the railroad industry that extends back to the 1980s. Electro-Motive has
outstanding products, employees and a truly global franchise, and we believe the
company's prospects are bright," stated Reginald Jones, a managing partner of
Greenbriar Equity Group.
"GM is pleased to have Greenbriar and Berkshire Partners acquiring the company,"
said William Happel, GM vice president and general manager of Electro-Motive.
"These groups have a long-established reputation for excellence as rail industry
investors and financiers. As an independent company with access to the resources
of the new owners, Electro-Motive will be well positioned to continue to service
its customers and grow the business."
Electro-Motive employs approximately 2,600 hourly and salaried people. The
company designs, manufactures, markets, sells, and services freight and
passenger diesel-electric locomotives and diesel marine and power generation
products for use worldwide. Since the early 1930's, Electro-Motive and its
associates have produced more than 58,000 diesel-electric locomotives for
customers in 73 countries. Electro-Motive diesel engines are used in over 100
countries worldwide. Additional information may be found at www.gmemd.com.
General Motors, the world's largest vehicle manufacturer, employs about 325,000
people globally. Founded in 1908, GM has been the global automotive sales leader
since 1931. GM today has manufacturing operations in 32 countries and its
vehicles are sold in 192 countries.
Greenbriar Equity Group LLC is focused exclusively on making private equity
investments in the global transportation industry, including companies in
freight and passenger transport, commercial aerospace, automotive, logistics,
and related sectors. Greenbriar and Berkshire Partners LLC have entered into a
strategic joint venture and co-investment agreement to address transportation
and related investment opportunities. Greenbriar manages $700 million of
committed limited partner capital and co-investment commitments and, together
with Berkshire, has access to more than $1 billion for investment in privately
negotiated equity investments within the transportation industry. Additional
information may be found at www.greenbriarequity.com.
Berkshire Partners has invested in mid-sized private companies for the past
twenty years through six investment funds with aggregate capital commitments of
approximately $3.5 billion. The firm's investment strategy is to seek companies
that have strong growth prospects and to partner with talented management teams
who are interested in being owners of the companies they operate. Berkshire has
developed specific industry experience in several areas including consumer
products, industrial manufacturing, transportation, communications, business
services, and retailing and related services. Berkshire has been an investor in
over 80 operating companies with more than $11.0 billion of acquisition value
and combined revenues in excess of $15.0 billion. Additional information may be
found at www.berkshirepartners.com.
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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
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(Registrant)
Date: January 12, 2005 By: /s/PETER R. BIBLE
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(Peter R. Bible,
Chief Accounting Officer)