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 19, 2005 GENERAL MOTORS CORPORATION -------------------------- (Exact Name of Registrant as Specified in its Charter) STATE OF DELAWARE 1-143 38-0572515 ----------------- ----- ---------- (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) ---------------------------------------------------------------------- (Address of Principal Executive Offices) Registrant's telephone number, including area code (313) 556-5000 -------------- ================================================================================ 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 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITIONS On January 19, 2005, a news release was issued on the subject of fourth quarter consolidated earnings for General Motors Corporation (GM). The news release did not include certain financial statements, related footnotes and certain other financial information that will be filed with the Securities and Exchange Commission as part of GM's Annual Report on Form 10-K. The following is the fourth quarter earnings release for GM. GM Reports 2004 Financial Results - GMAC Posts Record 2004 Earnings, 10th Year of Net Income Growth - Global Automotive Earnings Rise in 2004, Sales Volumes Gain 4.3 Percent - Record 2004 Revenue of $193 billion DETROIT - General Motors Corp. (NYSE: GM) today reported adjusted 2004 earnings from continuing operations of $3.6 billion, or $6.40 per diluted share, led by record earnings from financial services and a 12-percent improvement in automotive earnings. These results, which were in line with GM's original guidance, compare to earnings of $3.2 billion, or $5.62 per share, in 2003. Adjusted revenue rose 4.5 percent to a record $193 billion. Consolidated net income for 2004, including special items, totaled $3.7 billion, or $6.51 per share, compared with $3.8 billion, or $7.14 per share, in 2003. "GM reported solid overall results in 2004, despite challenging competitive conditions in many markets around the globe," said GM Chairman and Chief Executive Officer Rick Wagoner. "For the tenth-consecutive year, General Motors Acceptance Corp. (GMAC) reported annual earnings growth, posting a record profit of $2.9 billion. And, our automotive operations recorded their second-highest vehicle-sales volume in history, with market-share gains in three out of four automotive regions last year. "We believe strongly that the auto business is a growth business and we intend to fully participate in that growth with a steady cadence of new, best-in-segment cars and trucks in all major markets around the globe," Wagoner said. Fourth Quarter GM's adjusted earnings from continuing operations totaled $569 million, or $1.01 per share in the fourth quarter of 2004, down from $838 million, or $1.47 per share in the fourth quarter of 2003. Including special items and discontinued operations, GM reported net income of $630 million, or $1.11 per share in the fourth quarter of 2004, down from $1.0 billion, or $2.13 per share in the year- ago period. Adjusted revenue rose 4.7 percent to $51.2 billion. The results for the fourth quarter of 2004 include special items with a net favorable effect of $61 million, or $0.10 per share (see "Highlights"). The results for the fourth quarter of 2003 include net-favorable special items totaling $339 million, or $0.72 per share. GM financial results described throughout the remainder of this release exclude special items unless otherwise noted (see "Highlights"). 2 GMAC GMAC earned a record $2.9 billion in 2004, up from $2.8 billion in 2003. In the fourth quarter of 2004, GMAC earned $611 million, down slightly from record earnings of $630 million in the fourth quarter of 2003. "GMAC has done a terrific job transforming itself from an auto-finance unit into a broad-based financial-services company that is focused on producing sustainable, long-term earnings," Wagoner said. "In addition, GMAC has diversified its sources of funding to strengthen its balance sheet in the face of a higher-interest-rate environment. Going forward, we expect GMAC to continue to be a significant source of income for GM, and an important partner in our drive to grow sales volumes around the world." GMAC's financing operations reported net income of $1.5 billion in calendar-year 2004, up from $1.4 billion in 2003. The increase reflects considerable improvement in earnings from international operations, lower credit-loss provisions, improved proceeds from the sale of off-lease vehicles in North America, and the impact of favorable tax settlements, partially offset by lower net-interest margins. Mortgage operations earned $1.1 billion in 2004, a decline from record net income of $1.3 billion in 2003 as residential-mortgage industry volumes declined by approximately 30 percent. Despite the lower industry volumes, GMAC's mortgage operations experienced market-share gains, asset growth, improved mortgage-servicing results and an increase in fee-based revenue. GMAC's insurance operations generated record net income of $329 million in 2004, up from $179 million in 2003. The increase reflects a combination of strong results achieved through increased premium revenue, favorable loss experience, and improved investment-portfolio performance. GM Automotive Operations GM's automotive operations earned $1.2 billion in 2004, up from $1.1 billion in 2003. Worldwide production totaled 9.1 million units in 2004, up from 8.8 million in 2003. GM's global automotive business reported earnings of $235 million in the fourth quarter of 2004, down from $396 million in the year-ago quarter. The latest fourth-quarter results reflect a significant improvement at GM's Latin America/Africa/Mid-East (GMLAAM) region and improved earnings at GM North America (GMNA), offset by losses at GM Europe (GME) and reduced earnings at GM Asia Pacific (GMAP). GM reported market-share gains in three out of four automotive regions in 2004. GM ended 2004 with a global market share of 14.5 percent, down slightly from 14.6 percent in 2003. GMNA earned $1.2 billion in 2004, in line with 2003 results. GM's market share in North America declined to 26.7 percent in 2004 from 27.4 percent in 2003. GMNA earned $416 million in the fourth quarter of 2004, up from $397 million in the fourth quarter of 2003, as continued cost reduction and favorable tax settlements were partially offset by lower production volumes and unfavorable product mix. "While we fell short of our goal to gain market share in North America in 2004, we had a solid finish to the year," Wagoner said. "Sales volumes for our newest vehicles gained momentum throughout the year and we continued to make progress in the key areas of productivity, quality, and cost reduction." Among the highlights for 2004: - GM set U.S. industry records in total truck and sport-utility-vehicle sales for the fourth-consecutive year and once again sold more full-size pickups than any other manufacturer. - Chevrolet sold more passenger cars in the United States than any other brand and had its best sales year since 1988. - Cadillac's U.S. sales rose 8.4 percent in 2004, marking its best annual sales performance since 1990. - GMC sold a record 602,064 vehicles in 2004, the eleventh time in a dozen years that GMC has established a new sales record. 3 "We're encouraged by the success of Cadillac, Chevrolet and GMC, and we're determined to build on that success with our other brands," Wagoner said. "In 2005, our product portfolio includes a number of new high-volume vehicles that are continuing to ramp, such as the Pontiac G6, the Chevrolet Cobalt, the Buick LaCrosse and the Cadillac STS. In addition, we are also introducing later this year the Pontiac Solstice, the Hummer H3, the Chevrolet HHR and the Cadillac DTS, among others." GME posted a loss of $742 million in 2004, compared with a loss of $286 million in 2003. In the fourth quarter of 2004, GME reported a loss of $345 million, compared with a loss of $66 million in the year-ago quarter. "GM Europe reached an important milestone in December when we agreed with our European labor unions on the framework for a restructuring plan that will help GME reduce its cost footprint," Wagoner said. "But, we're also focused on improving revenue. In 2004, GME increased its market share to 9.5 percent, its highest level in five years. We plan to build on that success with the introduction of the Opel Astra 3-door next month, followed by the Saab 9-3 sport hatch, and the Opel Zafira later this year. The expansion of the Chevrolet brand in Europe is well underway and already contributing to market share gains." GMAP reported record net income of $729 million in 2004, up from $577 million in 2003. The region's market share rose to 5.2 percent in 2004, up from 4.9 percent in 2003. GMAP earned $117 million in the fourth quarter of 2004, compared with earnings of $177 million in the year-ago quarter. "GM's Asia Pacific operations again delivered solid results in a more-challenging environment," Wagoner said. "While sales in China slowed in the second half of the year, after the government took actions to slow rapid growth, GM China sold almost half a million vehicles in 2004, a gain of 27 percent. We're also pleased with the improved results in Thailand and India, and the steady progress we're making at GM Daewoo Auto & Technology Co. (GM-Daewoo). "GM-Daewoo continues to be a global force," Wagoner said. "Besides giving us a major presence in the Korean market, and a strong addition to our global product-development capability, GM Daewoo is helping us grow our market position all around the world. In 2005, GM-Daewoo is expected to produce more than one million vehicles." GMLAAM earned $85 million in 2004, a significant improvement from the year-ago loss of $331 million. GMLAAM's market share rose to 17.4 percent in 2004 from 16.3 percent in 2003. GMLAAM earned $47 million in the fourth quarter of 2004, compared with a year-ago loss of $112 million. "GMLAAM returned to profitability in 2004, reflecting a lot of hard work on the cost side of the business and some very successful product introductions," Wagoner said. "We're particularly pleased with our performance in Brazil, where GM became the leading automaker for the first time in its 79-year history of operations there. Volume was also strong in the Mid-East region, where we sold nearly 100,000 units in 2004, an increase of 60 percent from 2003." Cash and Liquidity Cash, marketable securities, and short-term assets of the Voluntary Employees' Beneficiary Association (VEBA) Trust totaled $23.3 billion at Dec. 31, 2004, excluding financing and insurance operations, down from $24.5 billion on Sept. 30, 2004. During the fourth quarter of 2004, GM pre-funded its retiree-health-care obligation by an additional $4 billion, bringing the year-end funding balance for retiree-health-care obligations to approximately $20 billion. Automotive operating cash flow for the year ended Dec. 31, 2004 totaled $4.2 billion. GM's U.S. hourly and salaried pension plans were $3 billion over-funded at the end of 2004, a significant improvement from the previous year when the plans were $300 million over-funded. Asset returns of approximately 14 percent more than offset a decline in the discount rate to 5.75 percent at the end of 2004 from 6.00 percent at the end of 2003. 4 Profit Sharing Approximately 119,000 hourly employees in the United States will receive a profit-sharing payment in 2005. A typical U.S. hourly employee, eligible under the profit-sharing program, would qualify for a payment of approximately $195. Looking Ahead GM expects solid, worldwide economic growth in 2005 with global industry sales surpassing 62 million units. GM expects North American industry sales of approximately 20 million units, about flat with 2004 results. Industry sales in Europe are expected to total approximately 20 million units, on par with 2004, while industry sales in the Asia-Pacific region are expected to rise to approximately 17.7 million units. Industry sales in the GMLAAM region are expected to increase to approximately 4.4 million units in 2005. GM expects 2005 earnings to be approximately $4.00 to $5.00 per share, excluding any special items and at current dilution levels. GM expects to increase global sales volumes, generate $2 billion in operating cash flow and increase capital expenditures to approximately $8 billion in 2005. GM estimates break-even or better results in the first quarter of 2005, excluding any special items, reflecting lower production volumes and less-favorable product mix. ### In this press release and related comments by General Motors management, our use of the words "expect," "anticipate," "estimate," "project," "forecast," "outlook," "target," "objective," "plan," "goal," "pursue," "on track," and similar expressions is intended to identify forward-looking statements. While these statements represent our current judgment on what the future may hold, and we believe these judgments are reasonable, actual results may differ materially due to numerous important factors that are described in GM's most recent report on SEC Form 10-K (at page II-20) which may be revised or supplemented in subsequent reports on SEC Forms 10-Q and 8-K. Such factors include, among others, the following: changes in economic conditions; currency-exchange rates or political stability; shortages of fuel, labor strikes or work stoppages; market acceptance of the corporation's new products; significant changes in the competitive environment; changes in laws, regulations and tax rates; and, the ability of the corporation to achieve reductions in cost and employment levels to realize production efficiencies and implement capital expenditures at levels and times planned by management. # # # 5 General Motors Corporation List of Special Items - After Tax (dollars in millions except per share amounts) Management believes that the adjusted information set forth herein is useful to investors as it represents how Management views the results of operations and cash of the Corporation and, therefore, is the basis on which internal evaluation metrics are determined. The internal evaluation metrics are those used by the Corporation's Board of Directors to evaluate Management. Three Months Ended Year to Date Dec. 31, 2004 Dec. 31, 2004 --------------- --------------- Net $1-2/3 Net $1-2/3 Income EPS Income EPS ------ ----- ------ ----- REPORTED Net income $630 $1.11 $3,691 $6.51 === ==== ===== ==== ADJUSTMENTS Gain on Sale of XM Stock (A) (118) (0.21) (118) (0.21) Plant & Facility Impairments (B) 78 0.14 78 0.14 Asset Impairments (C) 383 0.68 383 0.67 Write-down of Fiat Investment (D)136 0.24 136 0.24 Tax Items (E) (540) (0.95) (540) (0.95) --- ---- ----- ---- Subtotal (61) (0.10) (61) (0.11) ADJUSTED --- ---- ----- ---- Adjusted income $569 $1.01 $3,630 $6.40 === ==== ===== ==== (A) In December 2004, GM contributed 11 million shares of XM Satellite Radio Holdings Inc. Class A common stock valued at $432 million to its Voluntary Employees' Beneficiary Association (VEBA). The contribution resulted in a pre-tax gain of $190 million ($118 million after tax). (B) Includes charges for previously announced facilities rationalization actions at GM's Baltimore, MD and Linden, NJ plants. (C) Reflects the results of GM's annual review of the carrying value of its long-lived assets held and used, other than goodwill and intangible assets with indefinite lives. Impairments relate to product-specific assets and facilities. (D) Relates to GM's investment in Fiat Auto Holdings, B.V. and reflects completion of an impairment study relating to the carrying value of that investment, which resulted in the write-off of the remaining balance of $220 million pre-tax ($136 million after tax). (E) Reflects various adjustments resulting from changes in tax laws both in the U.S. and overseas and capital loss carryforwards. 6 General Motors Corporation List of Special Items - After Tax (dollars in millions except per share amounts) Three Months Ended Year to Date Dec. 31, 2003 Dec. 31, 2003 --------------- --------------- Net $1-2/3 Net $1-2/3 Income EPS Income EPS ------ ----- ------ ----- REPORTED -------- Income (loss) from continuing operations $(2) $ - $2,862 $5.03 (Loss) from discontinued operations (164) (0.06) (219) (0.09) Gain on sale of discontinued operations 1,179 2.19 1,179 2.20 ----- ---- ----- ---- Net income 1,013 2.13 3,822 7.14 ADJUSTMENTS ----------- Hourly Retiree Lump Sum/ Vouchers (A) 725 1.27 725 1.28 Reserve for Idled Workers (B) (103) (0.18) (103) (0.18) GME Restructuring Charge (C) 218 0.38 218 0.38 Gain on Sale of GM Defense (D) - - (505) (0.89) Gain on sale of Hughes (1,179) (2.19) (1,179) (2.20) ----- ---- ----- ---- Subtotal (339) (0.72) (844) (1.61) ADJUSTED -------- Income from continuing operations $838 $1.47 $3,197 $5.62 (Loss) from discontinued operations (164) (0.06) (219) (0.09) --- ---- ----- ---- Adjusted income $674 $1.41 $2,978 $5.53 === ==== ===== ==== (A) The October 2003 contract with the United Auto Workers provided for lump-sum payments and vehicle discount vouchers for retirees, accounted for in GMNA and Other. (B) The Reserve for Idled Workers primarily relates to adjustments to previously established reserves for the Janesville, Wis. Plant, accounted for in GMNA. (C) The GME Restructuring Charge relates to the initiative implemented in the fourth quarter of 2003 to improve competitiveness of GM's automotive operations in Europe. (D) The Gain on Sale of GM Defense relates to the sale of GM's light armored vehicle business to General Dynamics Corporation for net proceeds of approximately $1.1 billion. 7 General Motors Corporation Summary Corporate Financial Results (unaudited) Fourth Quarter Year to Date -------------- -------------- 2004 2003 2004 2003 ---- ---- ---- ---- (dollars in millions except per share amounts) Total net sales and revenues $51,344 $48,839 $193,452 $185,837 Adjusted $51,154 $48,839 $193,262 $185,023 Income (loss) from continuing operations $630 $(2) $3,691 $2,862 Adjusted $569 $838 $3,630 $3,197 (Loss) from discontinued operations - $(164) - $(219) Adjusted - $(164) - $(219) Net income $630 $1,013 $3,691 $3,822 Adjusted $569 $674 $3,630 $2,978 Net margin from continuing operations (Income from continuing operations/Total net sales and revenues) 1.2% - 1.9% 1.5% Adjusted 1.1% 1.7% 1.9% 1.7% Earnings per share - basic $1-2/3 par value Continuing operations $1.12 $ - $6.54 $5.10 Discontinued operations - 2.17 - 2.14 ---- ---- ---- ---- Earnings per share $1.12 $2.17 $6.54 $7.24 Earnings per share - diluted $1-2/3 par value Continuing operations $1.11 $ - $6.51 $5.03 Discontinued operations - 2.13 - 2.11 ---- ---- ---- ---- Earnings per share $1.11 $2.13 $6.51 $7.14 Earnings per share - adjusted diluted $1-2/3 par value Continuing operations $1.01 $ 1.47 $6.40 $5.62 Discontinued operations - (0.06) - (0.09) ---- ---- ---- ---- Earnings per share $1.01(1) $1.41 $6.40 $5.53 GM $1-2/3 par value average shares outstanding (Mil's) Basic shares 565 561 565 561 Diluted shares 566 571 567 569 Cash dividends per share of common stocks GM $1-2/3 par value $0.50 $0.50 $2.00 $2.00 See reconciliation of adjusted financial results on pages 10 - 15 and footnotes on page 17. 8 General Motors Corporation Summary Corporate Financial Results (unaudited) Fourth Quarter Year to Date -------------- -------------- 2004 2003 2004 2003 ---- ---- ---- ---- Book value per share of common stocks at Dec. 31 GM $1-2/3 par value $50.63 $44.96 Auto & Other Operations total cash & marketable securities at Dec. 31 ($Bil's) $19.8 $23.5 Cash in short-term VEBA 3.5 3.4 ---- ---- Total Auto & Other cash & marketable securities plus short-term VEBA $23.3 $26.9 ==== ==== Auto & Other Operations ($Mil's) Depreciation $1,322 $1,380 $5,028 $4,526 Amortization of special tools 1,325 1,362 3,562 3,391 Amortization of intangible assets 14 10 39 29 ----- ----- ----- ----- Total $2,661 $2,752 $8,629 $7,946 ===== ===== ===== ===== GM's share of nonconsolidated affiliates' net income (loss) ($Mil's) Italy $28 $71 $87 $95 Japan $64 $71 $255 $196 China $33 $104 $417 $414 South Korea $(35) $(24) $(53) $(74) 9 General Motors Corporation Summary Corporate Financial Results (unaudited) Fourth Quarter 2004 and 2003 -------------- (dollars in millions) Reported Special Items Adjusted -------- ------------- -------- 2004 2003 2004 2003 2004 2003 ---- ---- ---- ---- ---- ---- Total net sales and revenues GMNA $29,707 $30,979 $(190) $ - $29,517 $30,979 GME 8,248 7,283 - - 8,248 7,283 GMLAAM 2,884 1,919 - - 2,884 1,919 GMAP 2,085 1,540 - - 2,085 1,540 ------ ------ --- -- ------ ------ Total GMA 42,924 41,721 (190) - 42,734 41,721 Other 179 108 - - 179 108 ------ ------ --- -- ------ ------ Total Auto & Other 43,103 41,829 (190) - 42,913 41,829 ------ ------ --- -- ------ ------ GMAC 8,071 6,804 - - 8,071 6,804 Other Financing 170 206 - - 170 206 ------ ------ --- -- ------ ------ Total FIO 8,241 7,010 - - 8,241 7,010 ------ ------ --- -- ------ ------ Total net sales and revenues $51,344 $48,839 $(190) $ - $51,154 $48,839 ====== ====== === == ====== ====== Income (loss) from continuing operations before income taxes, equity income, and minority interests GMNA $197 $(114) $125 $556 $322 $442 GME (975) (510) 372 311 (603) (199) GMLAAM 63 (188) - - 63 (188) GMAP 24 31 - - 24 31 ----- ----- --- ----- --- ----- Total GMA (691) (781) 497 867 (194) 86 Other (627) (820) 269 447 (358) (373) ----- ----- --- ----- --- ----- Total Auto & Other (1,318) (1,601) 766 1,314 (552) (287) ----- ----- --- ----- --- ----- GMAC 803 1,002 - - 803 1,002 Other Financing (12) 63 - - (12) 63 --- ----- --- --- --- ----- Total FIO 791 1,065 - - 791 1,065 --- ----- --- --- --- ----- Total income (loss) from continuing operations before income taxes, equity income, and minority interests $(527) $(536) $766 $1,314 $239 $778 === === === ===== === === 10 General Motors Corporation Summary Corporate Financial Results (unaudited) Fourth Quarter 2004 and 2003 --------------- (dollars in millions) Reported Special Items Adjusted -------- ------------- -------- 2004 2003 2004 2003 2004 2003 ---- ---- ---- ---- ---- ---- Income (loss) from continuing operations GMNA $878 $52 $(462) $345 $416 $397 GME (579) (284) 234 218 (345) (66) GMLAAM 47 (112) - - 47 (112) GMAP 117 177 - - 117 177 --- --- --- --- --- --- Total GMA 463 (167) (228) 563 235 396 Other (442) (511) 167 277 (275) (234) --- --- --- --- --- --- Total Auto & Other 21 (678) (61) 840 (40) 162 --- --- --- --- --- --- GMAC 611 630 - - 611 630 Other Financing (2) 46 - - (2) 46 --- --- -- -- --- --- Total FIO 609 676 - - 609 676 --- --- -- -- --- --- Income (loss) from continuing operations $630 $(2) $(61) $840 $569 $838 (Loss) from discontinued operations - (164) - - - (164) Gain on sale of discontinued operations - 1,179 - (1,179) - - --- ----- --- ----- --- --- Net income (loss) $630 $1,013 $(61) $(339) $569 $674 === ===== === === === === Income tax expense (benefit) GMNA $(691) $(97) $587 $211 $(104) $114 GME (367) (151) 138 93 (229) (58) GMLAAM 15 (66) - - 15 (66) GMAP (7) 18 - - (7) 18 ----- --- --- --- --- --- Total GMA (1,050) (296) 725 304 (325) 8 Other (198) (329) 102 170 (96) (159) ----- --- --- --- --- --- Total Auto & Other (1,248) (625) 827 474 (421) (151) ----- --- --- --- --- --- GMAC 188 283 - - 188 283 Other Financing (10) 13 - - (10) 13 ----- --- --- --- --- --- Total FIO 178 296 - - 178 296 ----- --- --- --- --- --- Income tax expense (benefit) $(1,070) $(329) $827 $474 $(243) $145 ===== === === === === === 11 General Motors Corporation Summary Corporate Financial Results (unaudited) Fourth Quarter 2004 and 2003 --------------- (dollars in millions) Reported Special Items Adjusted -------- ------------- -------- 2004 2003 2004 2003 2004 2003 ---- ---- ---- ---- ---- ---- Effective tax rate Total GM Corp. 203% 61% 108% 36% (102%) 19% GMNA (351%) 85% 470% 38% (32%) 26% GME 38% 30% 37% 30% 38% 29% GMAC 23% 28% - - 23% 28% Equity income (loss) and minority interests GMNA $(10) $69 $ - $ - $(10) $69 GME 29 75 - - 29 75 GMLAAM (1) 10 - - (1) 10 GMAP 86 164 - - 86 164 --- --- -- -- --- --- Total GMA $104 $318 $ - $ - $104 $318 === === == == === === 12 General Motors Corporation Summary Corporate Financial Results (unaudited) Year to Date 2004 and 2003 -------------- (dollars in millions) Reported Special Items Adjusted -------- ------------- -------- 2004 2003 2004 2003 2004 2003 ---- ---- ---- ---- ---- ---- Total net sales and revenues GMNA $114,582 $116,310 $(190) $ - $114,392 $116,310 GME 30,820 27,478 - - 30,820 27,478 GMLAAM 8,792 5,387 - - 8,792 5,387 GMAP 6,978 5,338 - - 6,978 5,338 ------- ------- --- --- ------- ------- Total GMA 161,172 154,513 (190) - 160,982 154,513 Other 373 1,318 - (814) 373 504 ------- ------- --- --- ------- ------- Total Auto & Other 161,545 155,831 (190) (814) 161,355 155,017 ------- ------- --- --- ------- ------- GMAC 31,123 29,348 - - 31,123 29,348 Other Financing 784 658 - - 784 658 ------- ------- --- --- ------ ------- Total FIO 31,907 30,006 - - 31,907 30,006 ------- ------- --- --- ------ ------- Total net sales and revenues $193,452 $185,837 $(190) $(814)$193,262 $185,023 ======= ======= === === ======= ======= Income (loss) from continuing operations before income taxes, equity income, and minority interests GMNA $1,137 $915 $125 $556 $1,262 $1,471 GME (1,733) (909) 372 311 (1,361) (598) GMLAAM 127 (474) - - 127 (474) GMAP 52 61 - - 52 61 ----- ----- --- --- ----- ----- Total GMA (417) (407) 497 867 80 460 Other (1,343) (1,101) 269 (367) (1,074) (1,468) ----- ----- --- --- ----- ----- Total Auto & Other (1,760) (1,508) 766 500 (994) (1,008) ----- ----- --- --- ----- ----- GMAC 4,368 4,442 - - 4,368 4,442 Other Financing (39) 47 - - (39) 47 ----- ----- --- --- ----- ----- Total FIO 4,329 4,489 - - 4,329 4,489 ----- ----- --- --- ----- ----- Total income (loss) from continuing operations before income taxes, equity income, and minority interests $2,569 $2,981 $766 $500 $3,335 $3,481 ===== ===== === === ===== ===== 13 General Motors Corporation Summary Corporate Financial Results (unaudited) Year to Date 2004 and 2003 -------------- (dollars in millions) Reported Special Items Adjusted -------- ------------- -------- 2004 2003 2004 2003 2004 2003 ---- ---- ---- ---- ---- ---- Income (loss) from continuing operations GMNA $1,635 $811 $(462) $345 $1,173 $1,156 GME (976) (504) 234 218 (742) (286) GMLAAM 85 (331) - - 85 (331) GMAP 729 577 - - 729 577 ----- --- --- --- ----- ----- Total GMA 1,473 553 (228) 563 1,245 1,116 Other (676) (518) 167 (228) (509) (746) ----- --- --- --- ----- ----- Total Auto & Other 797 35 (61) 335 736 370 ----- ----- --- --- ----- ----- GMAC 2,913 2,793 - - 2,913 2,793 Other Financing (19) 34 - - (19) 34 ----- ----- --- --- ----- ----- Total FIO 2,894 2,827 - - 2,894 2,827 ----- ----- --- --- ----- ----- Income (loss) from continuing operations $3,691 $2,862 $(61) $335 $3,630 $3,197 (Loss)from discontinued operations - (219) - - - (219) Gain on sale of discontinued operations - 1,179 - (1,179) - - ----- ----- --- ----- ----- ----- Net income (loss) $3,691 $3,822 $(61) $(844) $3,630 $2,978 ===== ===== === === ===== ===== Income tax expense (benefit) GMNA $(529) $171 $587 $211 $58 $382 GME (655) (303) 138 93 (517) (210) GMLAAM 31 (149) - - 31 (149) GMAP (11) 44 - - (11) 44 ----- --- --- --- --- --- Total GMA (1,164) (237) 725 304 (439) 67 Other (683) (632) 102 (139) (581) (771) ----- --- --- --- --- --- Total Auto & Other (1,847) (869) 827 165 (1,020) (704) ----- ----- --- --- ----- ----- GMAC 1,447 1,591 - - 1,447 1,591 Other Financing (20) 9 - - (20) 9 ----- ----- --- --- ----- ----- Total FIO 1,427 1,600 1,427 1,600 ----- ----- --- --- ----- ----- Income tax expense (benefit) $(420) $731 $827 $165 $407 $896 === === === === === === 14 General Motors Corporation Summary Corporate Financial Results (unaudited) Year to Date 2004 and 2003 -------------- (dollars in millions) Reported Special Items Adjusted -------- ------------- -------- 2004 2003 2004 2003 2004 2003 ---- ---- ---- ---- ---- ---- Effective tax rate Total GM Corp. (16%) 25% 108% 33% 12% 26% GMNA (47%) 19% 470% 38% 5% 26% GME 38% 33% 37% 30% 38% 35% GMAC 33% 36% - - 33% 36% Equity income (loss) and minority interests GMNA $(31) $67 $ - $ - $(31) $67 GME 102 102 - - 102 102 GMLAAM (11) (6) - - (11) (6) GMAP 666 560 - - 666 560 --- --- -- -- --- --- Total GMA $726 $723 $ - $ - $726 $723 === === == == === === 15 General Motors Corporation Operating Statistics Fourth Quarter Year to Date -------------- -------------- 2004 2003 2004 2003 ---- ---- ---- ---- (units in thousands) Worldwide Wholesale Sales United States - Cars 452 522 1,853 1,961 United States - Trucks 740 766 2,901 2,971 ----- ----- ----- ----- Total United States 1,192 1,288 4,754 4,932 Canada, Mexico, and Other 186 196 710 675 ----- ----- ----- ----- Total GMNA 1,378 1,484 5,464 5,607 GME 421 412 1,717 1,657 GMLAAM 235 183 769 561 GMAP 86 70 291 273 ----- ----- ----- ----- Total Worldwide 2,120 2,149 8,241 8,098 ===== ===== ===== ===== Vehicle Unit Deliveries Chevrolet - Cars 217 189 918 801 Chevrolet - Trucks 439 460 1,845 1,855 Pontiac 96 123 474 476 GMC 144 153 602 579 Buick 60 79 310 337 Oldsmobile 2 30 29 126 Saturn 41 54 212 271 Cadillac 65 62 234 216 Other 23 24 83 96 ----- ----- ----- ----- Total United States 1,087 1,174 4,707 4,757 Canada, Mexico, and Other 187 169 705 683 ----- ----- ----- ----- Total GMNA 1,274 1,343 5,412 5,440 GME 454 430 1,954 1,821 GMLAAM 216 182 737 584 GMAP 228 217 887 775 ----- ----- ----- ----- Total Worldwide 2,172 2,172 8,990 8,620 ===== ===== ===== ===== Market Share United States - Cars 23.5% 26.8% 24.9% 25.7% United States - Trucks 27.8% 30.2% 29.0% 30.0% Total United States 26.0% 28.8% 27.2% 28.0% Total North America 25.7% 28.0% 26.7% 27.4% Total Europe 9.4% 9.2% 9.5% 9.3% Total LAAM 18.9% 18.1% 17.4% 16.3% Asia and Pacific 5.3% 5.4% 5.2% 4.9% Total Worldwide 14.2% 15.0% 14.5% 14.6% U.S. Retail/Fleet Mix % Fleet Sales - Cars 35.1% 36.9% 36.7% 31.7% % Fleet Sales - Trucks 17.4% 15.6% 16.4% 13.6% Total Vehicles 24.2% 23.9% 24.5% 21.1% GMNA Capacity Utilization (2 shift rated) 83.0% 94.3% 85.8% 89.7% GMNA Vehicle Revenue Per Unit $19,698 $19,311 16 General Motors Corporation Operating Statistics Fourth Quarter Year to Date -------------- -------------- 2004 2003 2004 2003 ---- ---- ---- ---- GMAC's Worldwide Cost of Borrowing (3) 4.11% 3.48% Period-end Debt Spreads Over U.S. Treasuries 2 Year 170 bp 120 bp 5 Year 225 bp 140 bp 10 Year 270 bp 165 bp GMAC Automotive Finance Operations Consumer credit (North America) Net charge-offs as a % of managed receivables 1.07% 1.14% 1.11% 1.07% Retail contracts 30 days delinquent - % of average number of contracts outstanding (4) 2.20% 2.03% 2.11% 1.99% Retail penetration (U.S. only) Total retail (SmartLease, SmartBuy and Retail) as % of retail sales 63.6% 36.4% 45.0% 41.5% SmartLease and SmartBuy as % of retail sales 13.3% 8.5% 12.9% 8.8% Off-lease vehicle remarketing (U.S. only) Average net gain per vehicle $22 $(83) $406 $73 Off-lease vehicles remarketed (units in 000s) 84 107 414 611 GMAC Mortgage Operations Origination volume($Bil's) $47.1 $42.9 $174.1 $218.2 Worldwide Employment at December 31 (in 000's) United States Hourly 111 118 United States Salary 39 40 --- --- Total United States 150 158 Canada, Mexico, and Other 31 32 --- --- GMNA 181 190 GME 61 62 GMLAAM (2) 29 23 GMAP 15 14 GMAC 34 32 Other 4 5 --- --- Total 324 326 === === Worldwide Payrolls ($Bil's) $5.6 $5.6 $21.5 $20.9 Footnotes: --------- (1) This amount is comparable to First Call analysts' consensus. (2) 2004 includes 3,000 employees as a result of the consolidation of GM South Africa. (3) Includes external debt for U.S. automotive finance, mortgage operations, and insurance operations. Calculated by dividing total interest expense (excluding mark to market adjustments and inter-company interest) by total debt. (4) Excludes accounts in bankruptcy. 17 GENERAL MOTORS CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (Unaudited) Three Months Ended December 31, ------------------------------- 2004 2003 ---- ---- (dollars in millions except per share amounts) Total net sales and revenues $51,344 $48,839 ------ ------ Cost of sales and other expenses 42,664 41,962 Selling, general, and administrative 5,868 4,753 expenses Interest expense 3,339 2,660 ------- ------ Total costs and expenses 51,871 49,375 ------ ------ Income (loss) from continuing operations before income taxes and minority interests (527) (536) Income tax (benefit) (1,070) (329) Equity income and minority interests 87 205 ----- --- Income (loss) from continuing operations 630 (2) Income (loss) from discontinued operations - (164) Gain on sale of discontinued operations - 1,179 ----- ----- Earnings attributable to common stocks $630 $1,013 === ===== Basic earnings (losses) per share attributable to $1-2/3 par value common stock Continuing operations $1.12 $- Discontinued operations - $2.17 ---- ---- Net income $1.12 $2.17 ==== ==== Income from discontinued operations attributable to Class H common stock $- $(0.18) = ==== Earnings per share attributable to $1-2/3 par value common stock assuming dilution Continuing operations $1.11 $- Discontinued operations - $2.13 ---- ---- Net income $1.11 $2.13 ==== ==== Income (loss) from discontinued operations attributable to Class H common stock $- $(0.18) = ==== 18 GENERAL MOTORS CORPORATION AND SUBSIDIARIES SUPPLEMENTAL INFORMATION TO THE CONSOLIDATED STATEMENTS OF INCOME (Unaudited) Three Months Ended December 31, ------------------------------- 2004 2003 ---- ---- (dollars in millions) AUTOMOTIVE AND OTHER OPERATIONS Total net sales and revenues $43,103 $41,829 ------- ------ Cost of sales and other expenses 40,168 39,192 Selling, general, and administrative expense 3,484 3,468 ------- ------- Total costs and expenses 43,652 42,660 Interest expense 700 688 Net expense from transactions with Financing and Insurance Operations 69 82 ------- -------- Income (loss) from continuing operations before income taxes and minority interests (1,318) (1,601) Income tax (benefit) (1,248) (625) Equity income and minority interests 91 298 -- ---- Income (loss) from continuing operations 21 (678) Income (loss) from discontinued operations - (164) Gain on sale of discontinued operations - 1,179 -- ----- Net income - Automotive and Other Operations $21 $337 == === FINANCING AND INSURANCE OPERATIONS Total revenues $8,241 $7,010 ----- ----- Interest expense 2,639 1,972 Depreciation and amortization expense 1,409 1,323 Operating and other expenses 2,342 1,702 Provisions for financing and insurance losses 1,129 1,030 ----- ----- Total costs and expenses 7,519 6,027 Net income from transactions with Automotive and Other Operations (69) (82) ----- ----- Income before income taxes and minority interests 791 1,065 Income tax expense 178 296 Equity income (loss) and minority interests (4) (93) --- --- Net income - Financing and Insurance operations $609 $676 === === 19 GENERAL MOTORS CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME Years Ended December 31, -------------------------- 2004 2003 2002 ---- ---- ---- (dollars in millions except per share amounts) GENERAL MOTORS CORPORATION AND SUBSIDIARIES Total net sales and revenues $193,452 $185,837 $177,867 ------- ------- ------- Cost of sales and other expenses 158,587 152,435 147,192 Selling, general, and administrative expenses 20,397 20,957 20,834 Interest expense 11,899 9,464 7,503 ------- ------- ------- Total costs and expenses 190,883 182,856 175,529 ------- ------- ------- Income from continuing operations before income taxes, equity income and minority interests 2,569 2,981 2,338 Income tax (benefit) expense (420) 731 644 Equity income (loss) and minority interests 702 612 281 ----- ----- ----- Income from continuing operations 3,691 2,862 1,975 Loss from discontinued operations - (219) (239) Gain on sale of discontinued operations - 1,179 - ----- ----- ----- Net income 3,691 3,822 1,736 Dividends on preference stocks - - (46) ----- ----- ----- Earnings attributable to common stocks $3,691 $3,822 $1,690 ===== ===== ===== Basic earnings (loss) per share attributable to common stocks $1-2/3 par value Continuing operations $6.54 $5.10 $3.53 Discontinued operations - $2.14 $(0.16) ---- ---- ---- Earnings per share attributable to $1-2/3 par value $6.54 $7.24 $3.37 ==== ==== ==== Losses per share from discontinued operations attributable to Class H $- $(0.22) $(0.21) = ==== ==== Earnings (loss) per share attributable to common stocks assuming dilution $1-2/3 par value Continuing operations $6.51 $5.03 $3.51 Discontinued operations - $2.11 $(0.16) ---- ---- ---- Earnings per share attributable to $1-2/3 par value $6.51 $7.14 $3.35 ==== ==== ==== Losses per share from discontinued operations attributable to Class H $- $(0.22) $(0.21) = ==== ==== 20 GENERAL MOTORS CORPORATION AND SUBSIDIARIES SUPPLEMENTAL INFORMATION TO THE CONSOLIDATED STATEMENTS OF INCOME Years Ended December 31, ------------------------ 2004 2003 2002 ---- ---- ---- (dollars in millions) AUTOMOTIVE AND OTHER OPERATIONS Total net sales and revenues $161,545 $155,831 $150,250 ------- ------- ------- Cost of sales and other expenses 148,689 143,525 138,397 Selling, general, and administrative expense 11,863 11,737 11,680 ------- ------- ------- Total costs and expenses 160,552 155,262 150,077 Interest expense 2,480 1,780 479 Net expense from transactions with Financing and Insurance Operations 273 297 327 --- --- --- (Loss) from continuing operations before income taxes, equity income, and minority interests (1,760) (1,508) (633) Income tax (benefit) (1,847) (869) (378) Equity income (loss) and minority interests 710 674 348 --- --- --- Income (loss) from continuing operations 797 35 93 (Loss) from discontinued operations - (219) (239) Gain on sale of discontinued operations - 1,179 - --- ----- --- Net income (loss) - Automotive and Other Operations $797 $995 $(146) === === === FINANCING AND INSURANCE OPERATIONS Total revenues $31,907 $30,006 $27,617 ------ ------ ------ Interest expense 9,419 7,684 7,024 Depreciation and amortization expense 5,523 5,567 5,245 Operating and other expenses 8,594 8,604 8,519 Provisions for financing and insurance losses 4,315 3,959 4,185 ------ ------ ------ Total costs and expenses 27,851 25,814 24,973 ------ ------ ------ Net income from transactions with Automotive and Other Operations (273) (297) (327) ----- ----- ----- Income before income taxes, equity income and minority interests 4,329 4,489 2,971 Income tax expense 1,427 1,600 1,022 Equity income (loss) and minority interests (8) (62) (67) ----- ----- ----- Net income - Financing and Insurance Operations $2,894 $2,827 $1,882 ===== ===== ===== 21 GENERAL MOTORS CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS December 31, ----------------- 2004 2003 ------ ----- ASSETS (dollars in millions) Cash and cash equivalents $35,993 $32,554 Other marketable securities 21,737 22,215 ------ ------ Total cash and marketable securities 57,730 54,769 Finance receivables - net 199,600 174,769 Loans held for sale 19,934 19,609 Accounts and notes receivable (less allowances) 21,236 20,532 Inventories (less allowances) 11,717 10,960 Deferred income taxes 25,804 27,190 Net equipment on operating leases (less accumulated depreciation) 34,214 32,751 Equity in net assets of nonconsolidated affiliates 6,776 6,032 Property - net 39,020 38,211 Intangible assets - net 4,929 4,760 Other assets 58,165 58,924 ------- ------- Total assets $479,125 $448,507 ======= ======= LIABILITIES AND STOCKHOLDERS' EQUITY Accounts payable (principally trade) $28,830 $25,422 Notes and loans payable 301,188 271,756 Postretirement benefits other than pensions 28,111 36,292 Pensions 9,455 8,024 Deferred income taxes 7,119 7,508 Accrued expenses and other liabilities 75,413 73,930 ------- ------- Total liabilities 450,116 422,932 Minority interests 397 307 Stockholders' equity $1-2/3 par value common stock (outstanding, 565,132,021 and 561,997,725 shares) 942 937 Capital surplus (principally additional paid-in capital) 15,241 15,185 Retained earnings 15,314 12,752 ------ ------ Subtotal 31,497 28,874 Accumulated foreign currency translation adjustments (1,194) (1,815) Net unrealized gains (losses) on derivatives 589 51 Net unrealized gains on securities 751 618 Minimum pension liability adjustment (3,031) (2,460) ----- ----- Accumulated other comprehensive loss (2,885) (3,606) ----- ----- Total stockholders' equity 28,612 25,268 ------- ------- Total liabilities and stockholders' equity $479,125 $448,507 ======= ======= 22 GENERAL MOTORS CORPORATION AND SUBSIDIARIES SUPPLEMENTAL INFORMATION TO THE CONSOLIDATED BALANCE SHEETS December 31, ---------------- GENERAL MOTORS CORPORATION AND SUBSIDIARIES 2004 2003 ---- ---- ASSETS (dollars in millions) Automotive and Other Operations Cash and cash equivalents $13,148 $14,424 Marketable securities 6,655 9,067 ------ ------ Total cash and marketable securities 19,803 23,491 Accounts and notes receivable (less allowances) 6,713 5,380 Inventories (less allowances) 11,717 10,960 Net equipment on operating leases (less accumulated depreciation) 6,488 7,173 Deferred income taxes and other current assets 10,794 10,851 ------ ------ Total current assets 55,515 57,855 Equity in net assets of nonconsolidated affiliates 6,776 6,032 Property - net (Note 12) 37,170 36,071 Intangible assets - net 1,603 1,479 Deferred income taxes 16,921 18,086 Other assets 40,840 42,262 ------- ------- Total Automotive and Other Operations assets 158,825 161,785 Financing and Insurance Operations Cash and cash equivalents 22,845 18,130 Investments in securities 15,082 13,148 Finance receivables - net 199,600 174,769 Loans held for sale 19,934 19,609 Net equipment on operating leases (less accumulated depreciation) 27,726 25,578 Other assets 35,113 35,488 Net receivable from Automotive and Other Operations 2,426 1,492 ------- ------- Total Financing and Insurance Operations assets 322,726 288,214 ------- ------- Total assets $481,551 $449,999 ======= ======= LIABILITIES AND STOCKHOLDERS' EQUITY Automotive and Other Operations Accounts payable (principally trade) $24,257 $21,542 Loans payable 2,062 2,813 Accrued expenses 44,783 45,417 Net payable to Financing and Insurance Operations 2,426 1,492 ------- ------- Total current liabilities 73,528 71,264 Long-term debt 30,460 29,593 Postretirement benefits other than pensions 23,406 32,285 Pensions 9,371 7,952 Other liabilities and deferred income taxes 15,657 15,567 ------- ------- Total Automotive and Other Operations liabilities 152,422 156,661 Financing and Insurance Operations Accounts payable 4,573 3,880 Debt 268,666 239,350 Other liabilities and deferred income taxes 26,881 24,533 ------- -------- Total Financing and Insurance Operations liabilities 300,120 267,763 ------- ------- Total liabilities 452,542 424,424 Minority interests 397 307 Total stockholders' equity 28,612 25,268 ------- ------- Total liabilities and stockholders' equity $481,551 $449,999 ======= ======= 23 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 -------------------------- (Registrant) Date: January 19, 2005 By: /s/PETER R. BIBLE --- ----------------- (Peter R. Bible, Chief Accounting Officer) 24