General Motors, the largest automaker based in the United States, has officially filed paperwork with the Securities and Exchange Commission for an Initial Public Offering.
By offering preferred stock along with its IPO, GM is looking to allow the U.S. Treasury (and by extension, American taxpayers) the chance to reduce its stake in the automaker as much as possible. Unlike common stock, preferred stock carries both debt and equity, is rated by the world's credit rating companies and typically has priority over common stock in the event that the company goes into bankruptcy.
According to Bloomberg, the U.S. Treasury intends to sell a fifth of its 304 million common shares as part of the IPO, which will make the government a minority shareholder.
If GM raises the expected $16 billion in its IPO, it will rank as the second-largest in U.S. history behind Visa's $19.7 billion in 2008. The offering will be led by Morgan Stanley, JPMorgan Chase & Co., Bank of America Corp. and Citigroup Inc. Official GM fine print is available below:
GM Files Registration Statement with United States Securities and Exchange Commission for Proposed Initial Public Offering
DETROIT – General Motors Company today announced that it has filed a registration statement on Form S-1 with the U.S. Securities and Exchange Commission (SEC) for a proposed initial public offering consisting of common stock to be sold by certain of its stockholders and the issuance by the company of its Series B mandatory convertible junior preferred stock.
The amount of securities offered will be determined by market conditions and other factors at the time of the offering. The number of shares to be offered and the price range for the offering have not yet been determined.
Morgan Stanley and J.P. Morgan (representatives of the underwriters), BofA Merrill Lynch, Citi, Goldman, Sachs & Co., Barclays Capital, Credit Suisse, Deutsche Bank Securities, RBC Capital Markets, and UBS Investment Bank will be the joint book-running managers for the offering. When available, copies of the preliminary prospectus relating to the offering may be obtained for free, by visiting the SEC website at http://www.sec.gov. Alternatively, you may obtain a copy of the preliminary prospectus, by contacting:
* Morgan Stanley & Co. Incorporated, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York 10014, telephone 1-866-718-1649, or by sending email to email@example.com
* J.P. Morgan Securities Inc., Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, telephone 1-866-803-9204
A registration statement relating to these securities has been filed with the SEC but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
In this press release and in related comments by our management, our use of the words "expect," "anticipate," "possible," "potential," "target," "believe," "commit," "intend," "continue," "may," "would," "could," "should," "project," "projected," "positioned" or similar expressions is intended to identify forward-looking statements that represent our current judgment about possible future events. We believe these judgments are reasonable, but these statements are not guarantees of any events or financial results, and our actual results may differ materially due to a variety of important factors. Among other items, such factors might include: our ability to realize production efficiencies and to achieve reductions in costs as a result of our restructuring initiatives and labor modifications; our ability to maintain quality control over our vehicles and avoid material vehicle recalls; our ability to maintain adequate liquidity and financing sources and an appropriate level of debt, including as required to fund our planning significant investment in new technology; our ability to realize successful vehicle applications of new technology; and our ability to comply with the continuing requirements related to U.S. and other government support.
GM's most recent annual report on Form 10-K and quarterly report on Form 10-Q provides information about these and other factors, which we may revise or supplement in future reports to the SEC.