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Form 8-K General Motors Co For: Apr 26

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April 26, 2018 9:18 AM EDT



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) April 26, 2018
___________________
GENERAL MOTORS COMPANY
(Exact name of registrant as specified in its charter)
___________________
DELAWARE
(State or other jurisdiction of
incorporation)
001-34960
(Commission File Number)
27-0756180
(I.R.S. Employer
Identification No.)

300 Renaissance Center, Detroit, Michigan
(Address of principal executive offices)

48265-3000
(Zip Code)

(313) 667-1500
(Registrant's telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report)
__________________

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))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company  ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐





ITEM 2.02 Results of Operations and Financial Condition

On April 26, 2018 General Motors Company (GM) issued a news release and supplemental materials on the subject of its 2018 first quarter earnings. The news release and supplemental materials are attached as Exhibit 99.1 and Exhibit 99.2.

Charts furnished to securities analysts in connection with GM's 2018 first quarter earnings release are available on GM's website at www.gm.com/investors/earnings-releases.html.

ITEM 9.01 Financial Statements and Exhibits

EXHIBIT







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 COMPANY (Registrant)


 
By:
/s/ THOMAS S. TIMKO
Date: April 26, 2018
 
Thomas S. Timko, Vice President, Global Business Solutions and Chief Accounting Officer




FIRST-QUARTER 2018 EARNINGS • Income from continuing operations impacted by $0.9 billion pre-tax charge related to Korea restructuring. • EBIT-adj. reflects full-size truck launch-related downtime. The all-new truck launch is on plan. • GM North America EBIT-adj. margin of 8.0%; on track to sustain 10-percent full-year margin. EBIT-adj. Margin EBIT-adj. Adj. Auto FCF EPS Diluted-adj. Non-GAAP 7.2% $2.6 B $(3.5) B $1.43 Vs. Q1 2017 (2.3) pts (26.6) % $(2.8) B (18.3)% Q 1 2 0 1 8 R E S U LT S O V E R V I E W Net Revenue Income Auto Operating Cash Flow EPS-Diluted GAAP $36.1 B $1.1 B $(1.2) B $0.77 Vs. Q1 2017 (3.1) % (58.7) % $(2.3) B (56.0) % “Results this quarter were in line with our expectations with planned, lower production in North America related to the transition to our all-new Chevrolet Silverado and GMC Sierra. We are on plan to deliver another strong year in 2018.” – Mary Barra, Chairman and CEO FROM CONTINUING OPERATIONS IMPACT OF KOREA RESTRUCTURING Deliveries of GM’s newest crossovers in the U.S. and China doubled in the rst quarter year over year, led by the GMC Terrain, the Chevrolet Traverse and Equinox and the all-new Baojun 510 and 530. To build on this crossover success, Cadillac revealed the rst- ever XT4 in March, beginning the expansion of the brand’s successful SUV lineup. In the U.S., the Cadillac XT4 can be pre-ordered now, with the rst deliveries expected this fall. Cadillac will introduce, on average, one new model every six months through 2021. In March, adding to the strength of the GMC brand and Denali lineup, GM revealed the next-generation 2019 GMC Sierra Denali and SLT, and the all-new Sierra AT4 full-size pickups, which will go on sale later this year in North America. The Sierra AT4 introduces the all-terrain four-wheel drive AT4 sub-brand, which will be featured on every model in GMC’s lineup in the next two years. GM China, with its JV partners, plans to introduce 15 new and refreshed models in 2018, sharpening its focus on the strong SUV, MPV and luxury vehicle segments. About half of these products will be SUVs and MPVs. The rst of the 15 models, the Baojun 530 compact SUV, went on sale in March. PRODUCT MOMENTUM To continue to strengthen core business performance and address underper forming markets, GM announced its decision to cease production and close the Gunsan Korea plant by the end of May 2018. GM recorded a $942-million pre-tax charge, considered special for EBIT-adjusted and EPS diluted-adjusted, related to asset impairment and termination bene ts. The charge included $464 million in non-cash asset impairments. GM Reports Income of $1.1 Billion and EBIT-adjusted of $2.6 Billion As expected, rst-quarter free cash ow was meaningfully below the rst quarter of 2017 primarily due to planned, lower full-size truck production, and incremental capital spending to support the launches of GM’s all-new Chevrolet Silverado, GMC Sierra and GEM. GM continues to expect its 2018 core adjusted automotive free cash ow to be in line with 2017 results as the company bene ts from strong EBIT- adjusted performance and favorable seasonal cash ow factors later this year. ADJUSTED AUTOMOTIVE FREE CASH FLOW Exhibit 99.1

 
“ North America International GM Financial (EBT) Q1 18 Q1 17 Q1 18 Q1 17 Q1 18 Q1 17 2.2 3.5 0.2 0.2 0.4 0.2 EBIT-adj. and margin of 8.0% reect planned downtime in support of new full-size truck launches. Record EBT-adj. was driven by strong retail originations and stable credit and residual performance. S E G M E N T R E S U LT S ( E B I T- A D J U ST E D F R O M C O N T I N U I N G O P E R AT I O N S - $ B ) Results were driven by record equity income in China of $0.6 billion and continued improvement in South America. GM delivered 715,794 vehicles in the rst quarter in the United States, up 4 percent ahead of an estimated industry increase of about 2 percent. Year-over-year total crossover sales in the U.S. rose 23 percent across all brands: Q1 VEHICLE SALES LIQUIDITY ($B) Q1 18 Q4 17 Cash and Current Marketable Securities 17.2 19.6 Total Auto Liquidity 31.3 33.6 We were protable in all operating segments, including record performance in China and for GM Financial. Our Q1 results were on plan and we remain condent in the full-year guidance we announced in January.” – Chuck Stevens, Executive Vice President and CFO “ After more than a year of building test vehicles for development of its self-driving technology, GM announced it will build production versions of its Cruise AV at its Orion Township assembly plant in Michigan. Roof modules for GM’s self-driving vehicles will be assembled at its Brownstown plant. Having all AV capabilities under one roof has allowed GM to continue making signicant progress on its plans to achieve commercialization at scale in a dense, urban environment in 2019. DRIVING TO THE FUTURE OF MOBILITY The Chevrolet Bolt EV, Equinox, Traverse and Trax; Buick Encore and Envision; GMC Terrain; and Cadillac XT5 all set delivery records in the rst quarter. GM China’s rst-quarter sales reached an all-time high, delivering a record 986,052 units. Baojun’s growth of almost 20 percent in the quarter included the strong performance of its newest crossover, the Baojun 530, which sold 11,000 units after launching on March 11. For more details on GM’s global sales, click here. Chevrolet Buick GMC Cadillac + 28% + 17% + 21% + 10% Cruise AV

 
Cautionary Note on Forward-Looking Statements. This press release and related comments by management may include forward-looking statements. These statements are based on current expectations about possible future events and thus are inherently uncertain. Our actual results may dier materially from forward-looking statements due to a variety of factors, including: (1) our ability to deliver new products, services and experiences that attract new, and are desired by existing, customers and to eectively compete in autonomous, ride-sharing and transportation as a service; (2) sales of crossovers, SUVs and full-size pick-up trucks; (3) our ability to reduce the costs associated with the manufacture and sale of electric vehicles; (4) the volatility of global sales and operations; (5) our signicant business in China which subjects us to unique operational, competitive and regulatory risks; (6) our joint ventures, which we cannot operate solely for our benet and over which we may have limited control; (7) changes in government leadership and laws (including tax laws), economic tensions between governments and changes in international trade policies, new barriers to entry and changes to or withdrawals from free trade agreements, changes in foreign exchange rates, economic downturns in foreign countries, diering local product preferences and product requirements, compliance with U.S. and foreign countries' export controls and economic sanctions, diering labor regulations and diculties in obtaining nancing in foreign countries; (8) our dependence on our manufacturing facilities; (9) the ability of suppliers to deliver parts, systems and components without disruption and on schedule; (10) prices of raw materials; (11) our highly competitive industry; (12) the possibility that competitors may independently develop products and services similar to ours despite our intellectual property rights; (13) security breaches and other disruptions to our vehicles, information technology networks and systems; (14) compliance with laws and regulations applicable to our industry, including those regarding fuel economy and emissions; (15) costs and risks associated with litigation and government investigations; (16) compliance with the terms of the Deferred Prosecution Agreement; (17) the cost and eect on our reputation of product safety recalls and alleged defects in products and services; (18) our ability to successfully and cost-eciently restructure operations in various countries, including Korea, with minimal disruption to our supply chain and operations, globally; (19) our ability to realize production eciencies and to achieve reductions in costs; (20) our ability to develop captive nancing capability through GM Financial; and (21) signicant increases in pension expense or projected pension contributions. A further list and description of these risks, uncertainties and other factors can be found in our Annual Report on Form 10-K, and our subsequent lings with the Securities and Exchange Commission. GM cautions readers not to place undue reliance on forward-looking statements. GM undertakes no obligation to update publicly or otherwise revise any forward-looking statements. General Motors Co.(NYSE: GM), its subsidiaries and joint venture entities produce and sell vehicles under the Chevrolet, Cadillac, Baojun, Buick, GMC, Holden, Jiefang and Wuling brands. GM has leadership positions in several of the world'smost signicantautomotive markets and is committed to lead the future of personal mobility. More information on the company and its subsidiaries, including OnStar, a global leader in vehicle safety, security and information services, can be found at http://www.gm.com. Tom Henderson GM Finance Communications 313-410-2704 [email protected] Media Investors CONTACTS Michael Heifler GM Investor Relations 313-418-0220 [email protected]

 
Exhibit 99.2

General Motors Company and Subsidiaries
Supplemental Material
(Unaudited)

Unless otherwise indicated, General Motors Company's (GM) non-GAAP measures are related to our continuing operations and not our discontinued operations. GM's non-GAAP measures include earnings before interest and taxes (EBIT)-adjusted, presented net of noncontrolling interests, Core EBIT-adjusted, earnings per share (EPS)-diluted-adjusted, effective tax rate-adjusted (ETR-adjusted), return on invested capital-adjusted (ROIC-adjusted), adjusted automotive free cash flow and Core adjusted automotive free cash flow. GM's calculation of these non-GAAP measures may not be comparable to similarly titled measures of other companies due to potential differences between companies in the method of calculation. As a result, the use of these non-GAAP measures has limitations and should not be considered superior to, in isolation from, or as a substitute for, related U.S. GAAP measures.

These non-GAAP measures allow management and investors to view operating trends, perform analytical comparisons and benchmark performance between periods and among geographic regions to understand operating performance without regard to items we do not consider a component of our core operating performance. Furthermore, these non-GAAP measures allow investors the opportunity to measure and monitor our performance against our externally communicated targets and evaluate the investment decisions being made by management to improve ROIC-adjusted. Management uses these measures in its financial, investment and operational decision-making processes, for internal reporting and as part of its forecasting and budgeting processes. Further, our Board of Directors uses certain of these and other measures as key metrics to determine management performance under our performance-based compensation plans. For these reasons we believe these non-GAAP measures are useful for our investors.

EBIT-adjusted EBIT-adjusted is presented net of noncontrolling interests and is used by management and can be used by investors to review our consolidated operating results because it excludes automotive interest income, automotive interest expense and income taxes as well as certain additional adjustments that are not considered part of our core operations. Examples of adjustments to EBIT include but are not limited to impairment charges on long-lived assets and other exit costs resulting from strategic shifts in our operations or discrete market and business conditions; costs arising from the ignition switch recall and related legal matters; and certain currency devaluations associated with hyperinflationary economies. For EBIT-adjusted and our other non-GAAP measures, once we have made an adjustment in the current period for an item, we will also adjust the related non-GAAP measure in any future periods in which there is a significant impact from the item.

Core EBIT-adjusted Core EBIT-adjusted is used by management and can be used by investors to review our core consolidated operating results. Core EBIT-adjusted begins with EBIT-adjusted and excludes the EBIT-adjusted results of our autonomous vehicle operations, including Cruise Automation Inc. (Cruise), Maven and our investment in Lyft.

EPS-diluted-adjusted EPS-diluted-adjusted is used by management and can be used by investors to review our consolidated diluted EPS results on a consistent basis. EPS-diluted-adjusted is calculated as net income attributable to common stockholders-diluted less income (loss) from discontinued operations on an after-tax basis, adjustments noted above for EBIT-adjusted and certain income tax adjustments divided by weighted-average common shares outstanding-diluted. Examples of income tax adjustments include the establishment or reversal of significant deferred tax asset valuation allowances.

ETR-adjusted ETR-adjusted is used by management and can be used by investors to review the consolidated effective tax rate for our core operations on a consistent basis. ETR-adjusted is calculated as Income tax expense less the income tax related to the adjustments noted above for EBIT-adjusted and the income tax adjustments noted above for EPS-diluted-adjusted divided by Income before income taxes less adjustments.

ROIC-adjusted ROIC-adjusted is used by management and can be used by investors to review our investment and capital allocation decisions. We define ROIC-adjusted as EBIT-adjusted for the trailing four quarters divided by ROIC-adjusted average net assets, which is considered to be the average equity balances adjusted for average automotive debt and interest liabilities, exclusive of capital leases; average automotive net pension and OPEB liabilities; and average automotive net income tax assets during the same period. Adjustments to the average equity balances exclude assets and liabilities classified as either assets held for sale or liabilities held for sale.

Adjusted automotive free cash flow Adjusted automotive free cash flow is used by management and can be used by investors to review the liquidity of our automotive operations and to measure and monitor our performance against our capital allocation program and evaluate our automotive liquidity against the substantial cash requirements of our automotive operations. We measure adjusted automotive free cash flow as automotive operating cash flow from continuing operations less capital expenditures adjusted for management actions. Management actions can include voluntary events such as discretionary contributions to employee benefit plans or nonrecurring specific events such as a plant closure that are considered special for EBIT-adjusted purposes.

Core adjusted automotive free cash flow Core adjusted automotive free cash flow is used by management and can be used by investors to review the liquidity of our automotive operations and to measure and monitor our performance against our capital allocation program and evaluate our automotive liquidity against the substantial cash requirements of our automotive operations. Core adjusted automotive free cash flow begins with adjusted automotive free cash flow from continuing operations and excludes the free cash flows of our autonomous vehicle operations, including Cruise, Maven and our investment in Lyft.


1
 



General Motors Company and Subsidiaries
Supplemental Material
(Unaudited)

The following table reconciles segment profit to Net income attributable to stockholders under U.S. GAAP (dollars in millions):
 
Three Months Ended
 
March 31, 2018
 
March 31, 2017
Operating segments
 
 
 
GM North America (GMNA)
$
2,233

 
$
3,471

GM International (GMI)
189

 
178

General Motors Financial Company, Inc. (GM Financial)(a)
443

 
228

Total operating segments
2,865

 
3,877

Corporate and eliminations(b)
(255
)
 
(323
)
EBIT-adjusted
2,610

 
3,554

Adjustments - GMI restructuring(c)
(942
)
 
—

Automotive interest income
64

 
57

Automotive interest expense
(150
)
 
(147
)
Income tax expense
(466
)
 
(787
)
Income from continuing operations(d)
1,116

 
2,677

Loss from discontinued operations, net of tax(e)
70

 
69

Net income attributable to stockholders
$
1,046

 
$
2,608

__________
(a)
GM Financial amounts represent earnings before income taxes-adjusted.
(b)
GM's automotive operations' interest income and interest expense, Maven, legacy costs from the Opel and Vauxhall businesses and certain other assets in Europe (the Opel/Vauxhall Business), which are primarily pension costs, corporate expenditures including autonomous vehicle-related engineering and other costs and certain nonsegment specific revenues and expenses are recorded centrally in Corporate.
(c)
This adjustment was excluded because of a strategic decision to rationalize our core operations by exiting or significantly reducing our presence in various international markets to focus resources on opportunities expected to deliver higher returns. The adjustment primarily consists of asset impairments and employee separation costs in Korea.
(d)
Net of Net (income) loss attributable to noncontrolling interests.
(e)
Represents the results of the Opel/Vauxhall Business and our European financing subsidiaries and branches (the Fincos, and together with the Opel/Vauxhall Business, the European Business).



2
 



General Motors Company and Subsidiaries
Supplemental Material
(Unaudited)

The following table reconciles Net income (loss) attributable to stockholders under U.S. GAAP to EBIT-adjusted (dollars in millions):
 
Three Months Ended
 
March 31,
 
December 31,
 
September 30,
 
June 30,
 
2018
 
2017
 
2017
 
2016
 
2017
 
2016
 
2017
 
2016
Net income (loss) attributable to stockholders
$
1,046

 
$
2,608

 
$
(5,151
)
 
$
1,835

 
$
(2,981
)
 
$
2,773

 
$
1,660

 
$
2,866

(Income) loss from discontinued operations, net of tax
70

 
69

 
277

 
120

 
3,096

 
(5
)
 
770

 
(106
)
Income tax expense
466

 
787

 
7,896

 
303

 
2,316

 
902

 
534

 
877

Automotive interest expense
150

 
147

 
145

 
150

 
151

 
145

 
132

 
144

Automotive interest income
(64
)
 
(57
)
 
(82
)
 
(45
)
 
(59
)
 
(43
)
 
(68
)
 
(50
)
Adjustments
 
 
 
 
 
 
 
 

 

 

 

GMI restructuring(a)
942

 
—

 
—

 
—

 
—

 
—

 
540

 
—

Ignition switch recall and related legal matters(b)
—

 
—

 
—

 
235

 
—

 
(110
)
 
114

 
115

Total adjustments
942

 
—

 
—

 
235

 
—

 
(110
)
 
654

 
115

EBIT-adjusted
$
2,610

 
$
3,554

 
$
3,085

 
$
2,598

 
$
2,523

 
$
3,662

 
$
3,682

 
$
3,846

________
(a)
These adjustments were excluded because of a strategic decision to rationalize our core operations by exiting or significantly reducing our presence in various international markets to focus resources on opportunities expected to deliver higher returns. The adjustment in the three months ended March 31, 2018 primarily consists of asset impairments and employee separation costs in Korea. The adjustment in the three months ended June 30, 2017 primarily consists of asset impairments and other restructuring actions in India, South Africa and Venezuela.
(b)
These adjustments were excluded because of the unique events associated with the ignition switch recall, which included various investigations, inquiries, and complaints from constituents.

The following table reconciles EBIT-adjusted to Core EBIT-adjusted:
 
Three Months Ended
 
Year Ended
 
March 31, 2018
 
March 31, 2017
 
December 31, 2017
EBIT-adjusted(a)
$
2,610

 
$
3,554

 
$
12,844

EBIT loss-adjusted – autonomous vehicle operations
188

 
148

 
706

Core EBIT-adjusted

$
2,798

 
$
3,702

 
$
13,550

________
(a)
Refer to the reconciliation of Net income (loss) attributable to stockholders under U.S. GAAP to EBIT-adjusted.


















3
 



General Motors Company and Subsidiaries
Supplemental Material
(Unaudited)

The following table reconciles diluted earnings per common share under U.S. GAAP to EPS-diluted-adjusted (dollars in millions):
 
Three Months Ended
 
March 31, 2018
 
March 31, 2017
 
Amount
 
Per Share
 
Amount
 
Per Share
Diluted earnings per common share
$
1,032

 
$
0.72


$
2,608


$
1.70

Diluted loss per common share – discontinued operations
70

 
0.05


69


0.05

Adjustment – GMI restructuring
942

 
0.66


—


—

EPS-diluted-adjusted
$
2,044

 
$
1.43


$
2,677


$
1.75



The following table reconciles our effective tax rate under U.S. GAAP to ETR-adjusted (dollars in millions):
 
Three Months Ended
 
March 31, 2018
 
March 31, 2017
 
Income before income taxes
 
Income tax expense
 
Effective tax rate
 
Income before income taxes
 
Income tax expense
 
Effective tax rate
Effective tax rate
$
1,576


$
466


29.6
%
 
$
3,473


$
787


22.7
%
Adjustment – GMI restructuring
942


—



 
—


—



ETR-adjusted
$
2,518


$
466


18.5
%
 
$
3,473


$
787


22.7
%




4
 



General Motors Company and Subsidiaries
Supplemental Material
(Unaudited)

We define return on equity (ROE) as Net income (loss) attributable to stockholders for the trailing four quarters divided by average equity for the same period. Management uses average equity to provide comparable amounts in the calculation of ROE. The following table summarizes the calculation of ROE (dollars in billions):
 
Four Quarters Ended
 
March 31, 2018
 
March 31, 2017
Net income (loss) attributable to stockholders
$
(5.4
)

$
10.1

Average equity
$
39.3


$
44.8

ROE
(13.8
)%

22.5
%

The following table summarizes the calculation of ROIC-adjusted (dollars in billions):
 
Four Quarters Ended
 
March 31, 2018
 
March 31, 2017
EBIT-adjusted(a)
$
11.9


$
13.7

Average equity
$
39.3


$
44.8

Add: Average automotive debt and interest liabilities (excluding capital leases)
12.7


10.0

Add: Average automotive net pension & OPEB liability
20.6


21.5

Less: Average automotive net income tax asset
(26.9
)

(32.4
)
ROIC-adjusted average net assets
$
45.7


$
43.9

ROIC-adjusted
26.0
%

31.1
%
________
(a)
Refer to the reconciliation of Net income (loss) attributable to stockholders under U.S. GAAP to EBIT-adjusted in a preceding section.

The following table reconciles Net automotive cash provided by (used in) operating activities from continuing operations under U.S. GAAP to adjusted automotive free cash flow (dollars in millions):
 
Three Months Ended
 
March 31, 2018
 
March 31, 2017
Net automotive cash provided by (used in) operating activities – continuing operations
$
(1,212
)
 
$
1,090

Less: capital expenditures – continuing operations
(2,252
)
 
(1,710
)
Adjusted automotive free cash flow – continuing operations
(3,464
)
 
(620
)
Net automotive cash provided by operating activities – discontinued operations
—

 
307

Less: capital expenditures – discontinued operations
—

 
(270
)
Adjusted automotive free cash flow
$
(3,464
)
 
$
(583
)

The following table reconciles adjusted automotive free cash flow to Core adjusted automotive free cash flow (dollars in millions):
 
Three Months Ended
 
Year Ended
 
March 31, 2018
 
March 31, 2017
 
December 31, 2017
Adjusted automotive free cash flow – continuing operations(a)
$
(3,464
)
 
$
(620
)
 
$
5,161

Net automotive cash used in operating activities – autonomous vehicle operations
167

 
77

 
524

Capital expenditures – autonomous vehicles operations
12

 
—

 
34

Core adjusted automotive free cash flow
$
(3,285
)
 
$
(543
)
 
$
5,719

__________
(a)
Refer to the reconciliation of adjusted automotive free cash flow.


5
 



General Motors Company and Subsidiaries
Supplemental Material
(Unaudited)

The following tables summarize key financial information by segment (dollars in millions):
 
GMNA
 
GMI
 
Corporate
 
Eliminations
 
Total
Automotive
 
GM
Financial
 
Eliminations
 
Total
Three Months Ended March 31, 2018
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales and revenue
$
27,818


$
4,848


$
49




 
$
32,715

 
$
3,411


$
(27
)

$
36,099

Expenditures for property
$
2,064


$
162


$
26


$
—

 
$
2,252

 
$
20


$
—


$
2,272

Depreciation and amortization
$
1,109


$
153


$
12


$
—

 
$
1,274

 
$
1,823


$
—


$
3,097

Impairment charges
$
25


$
459


$
—


$
—

 
$
484

 
$
—


$
—


$
484

Equity income(a)
$
2


$
594


$
—


$
—

 
$
596

 
$
52


$
—


$
648

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GMNA
 
GMI
 
Corporate
 
Eliminations
 
Total
Automotive
 
GM
Financial
 
Eliminations
 
Total
Three Months Ended March 31, 2017
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales and revenue
$
29,338


$
5,138


$
174



 
$
34,650

 
$
2,748


$
(132
)

$
37,266

Expenditures for property
$
1,528


$
180


$
2


$
—

 
$
1,710

 
$
20


$
—


$
1,730

Depreciation and amortization
$
1,102


$
191


$
2


$
(1
)
 
$
1,294

 
$
1,428


$
—


$
2,722

Impairment charges
$
15


$
1


$
5


$
—

 
$
21

 
$
—


$
—


$
21

Equity income(a)
$
5


$
504


$
—


$
—

 
$
509

 
$
46


$
—


$
555

________
(a)
Includes Automotive China equity income of $597 million and $504 million in the three months ended March 31, 2018 and 2017.




6
 



General Motors Company and Subsidiaries
Supplemental Material
(Unaudited)

Vehicle Sales

GM presents both wholesale and retail vehicle sales data to assist in the analysis of our revenue and our market share. GM does not currently export vehicles to Cuba, Iran, North Korea, Sudan or Syria. Accordingly these countries are excluded from industry sales data and corresponding calculation of GM's market share.

Wholesale vehicle sales data, which represents sales directly to dealers and others, including sales to fleet customers, is the measure that correlates to GM's revenue from the sale of vehicles, which is the largest component of Automotive net sales and revenue. Wholesale vehicle sales exclude vehicles sold by joint ventures. In the three months ended March 31, 2018, 34.9% of our wholesale vehicle sales volume was generated outside the U.S. The following table summarizes total wholesale vehicle sales of new vehicles by automotive segment (vehicles in thousands):
 
Three Months Ended
 
March 31, 2018
 
March 31, 2017
GMNA(a)
893

 
940

GMI(b)
266

 
299

Total
1,159

 
1,239

 
 
 
 
Discontinued operations
—

 
303


__________
(a)
Wholesale vehicle sales related to transactions with the European Business were insignificant for the three months ended March 31, 2017.
(b)
Wholesale vehicle sales include 48 vehicles related to transactions with the European Business for the three months ended March 31, 2017.



7
 



General Motors Company and Subsidiaries
Supplemental Material
(Unaudited)

Retail vehicle sales data, which represents sales to end customers based upon the good faith estimates of management, including sales to fleet customers, does not correlate directly to the revenue GM recognizes during the period. However retail vehicle sales data is indicative of the underlying demand for GM vehicles. Market share information is based primarily on retail vehicle sales volume. In countries where retail vehicle sales data is not readily available, other data sources such as wholesale or forecast volumes are used to estimate retail vehicle sales to end customers.

Retail vehicle sales data includes all sales by joint ventures on a total vehicle basis, not based on the percentage of ownership in the joint venture. Certain joint venture agreements in China allow for the contractual right to report vehicle sales of non-GM trademarked vehicles by those joint ventures. Retail vehicle sales data includes vehicles used by dealers under courtesy transportation programs and vehicles sold through the dealer registration channel. This sales channel consists primarily of dealer demonstrator, loaner and self-registered vehicles which are not eligible to be sold as new vehicles after being registered by dealers. Certain fleet sales that are accounted for as operating leases are included in retail vehicle sales at the time of delivery to daily rental car companies. The following table summarizes total industry retail sales, or estimated sales where retail sales volume is not available by geographic region (vehicles in thousands):
 
Three Months Ended
 
March 31, 2018
 
March 31, 2017
United States
 
 
 
Chevrolet – Cars
121

 
154

Chevrolet – Trucks
223

 
203

Chevrolet – Crossovers
147

 
115

Cadillac
37

 
34

Buick
57

 
50

GMC
131

 
134

Total United States
716

 
690

Canada, Mexico and Other
111

 
126

Total North America(a)
827

 
816

Asia/Pacific, Middle East and Africa
 
 
 
Chevrolet
216

 
209

Wuling
289

 
324

Buick
272

 
250

Baojun
244

 
204

Cadillac
57

 
41

Other
23

 
42

Total Asia/Pacific, Middle East and Africa(a)(b)(c)
1,101

 
1,070

South America(a)(d)
167

 
148

Total in GM markets
2,095

 
2,034

Total Europe
1

 
310

Total Worldwide
2,096

 
2,344

_______
(a)
Sales of Opel/Vauxhall outside of Europe were insignificant in the three months ended March 31, 2018 and 2017.
(b)
We use estimated vehicle registrations data as the basis for calculating industry volume and market share in China.
(c)
Includes Industry and GM sales in India and South Africa. As of December 31, 2017 we have ceased sales of Chevrolet for the domestic markets in India and South Africa.
(d)
Primarily Chevrolet.

8
 



General Motors Company and Subsidiaries
Supplemental Material
(Unaudited)


The vehicle sales at GM's China joint ventures presented in the following table are included in GM's retail vehicle sales on the preceding page (vehicles in thousands):    
 
Three Months Ended
 
March 31, 2018
 
March 31, 2017
SAIC General Motors Sales Co., Ltd.(a)
457

 
386

SAIC GM Wuling Automobile Co., Ltd. and FAW-GM Light Duty Commercial Vehicle Co., Ltd.(a)
529

 
527


 
Three Months Ended
 
March 31, 2018
 
March 31, 2017
Market Share
 
 
 
United States – Cars
10.9
%
 
11.9
%
United States – Trucks
24.8
%
 
25.2
%
United States – Crossovers
16.4
%
 
15.1
%
Total United States
17.0
%
 
16.8
%
Total North America
16.3
%
 
16.3
%
Total Asia/Pacific, Middle East and Africa(a)
9.0
%
 
9.2
%
Total South America
15.5
%
 
15.7
%
Total GM Market
11.4
%
 
11.6
%
Total Europe
—
%
 
6.1
%
Total Worldwide
9.0
%
 
10.4
%
 
 
 
 
United States fleet sales as a percentage of retail vehicle sales
23.0
%
 
20.7
%
 
 
 
 
North America capacity two shift utilization
99.0
%
 
106.0
%
_______
(a)
We use estimated vehicle registrations data as the basis for calculating industry volume and market share in China.








9
 

General Motors Company and Subsidiaries

Combining Income Statement Information
(In millions) (Unaudited)
 
Three Months Ended March 31, 2018
 
Three Months Ended March 31, 2017
 
Automotive
 
GM Financial
 
Eliminations
 
Combined
 
Automotive
 
GM Financial
 
Eliminations
 
Combined
Net sales and revenue
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Automotive
$
32,715


$
—


$
(24
)

$
32,691

 
$
34,650

 
$
—


$
(131
)

$
34,519

GM Financial
—


3,411


(3
)

3,408

 
—

 
2,748


(1
)

2,747

Total net sales and revenue
32,715


3,411


(27
)

36,099

 
34,650

 
2,748


(132
)

37,266

Costs and expenses







 

 





Automotive cost of sales
30,209


—


(25
)

30,184

 
29,893

 
—


(132
)

29,761

GM Financial interest, operating and other expenses
—


3,020


(6
)

3,014

 
—

 
2,566


—


2,566

Automotive selling, general and administrative expense
2,372


—


—


2,372

 
2,356

 
—


—


2,356

Total costs and expenses
32,581


3,020


(31
)

35,570

 
32,249

 
2,566


(132
)

34,683

Operating income
134


391


4


529

 
2,401

 
182


—


2,583

Automotive interest expense
152


—


(2
)

150

 
147

 
—


—


147

Interest income and other non-operating income, net
549


—


—


549

 
482

 
—


—


482

Equity income
596


52


—


648

 
509

 
46


—


555

Income before income taxes
1,127


443


6


1,576

 
3,245

 
228


—


3,473

Income tax expense
397


69


—


466

 
740

 
47


—


787

Income from continuing operations
730


374


6


1,110

 
2,505

 
181


—


2,686

(Income) loss from discontinued operations, net of tax
64


—


6


70

 
93

 
(24
)

—


69

Net income
666


374


—


1,040

 
2,412

 
205


—


2,617

Net (income) loss attributable to noncontrolling interests
6


—


—


6

 
(9
)
 
—


—


(9
)
Net income attributable to stockholders
$
672


$
374


$
—


$
1,046

 
$
2,403

 
$
205


$
—


$
2,608

 











 


 








Net income attributable to common stockholders
$
672


$
360


$
—


$
1,032

 
$
2,403

 
$
205


$
—


$
2,608


 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 


10
 

General Motors Company and Subsidiaries

Basic and Diluted Earnings per Share
(Unaudited)

The following table summarizes basic and diluted earnings (loss) per share (in millions, except per share amounts):
 
Three Months Ended
 
March 31, 2018
 
March 31, 2017
Basic earnings per share
 
 
 
Income from continuing operations(a)
$
1,116

 
$
2,677

Less: cumulative dividends on GM Financial preferred stock
(14
)
 
—

Income from continuing operations attributable to common stockholders
1,102

 
2,677

Loss from discontinued operations, net of tax
70

 
69

Net income attributable to common stockholders
$
1,032

 
$
2,608

 
 
 
 
Weighted-average common shares outstanding
1,408

 
1,505

 
 
 
 
Basic earnings per common share – continuing operations
$
0.78

 
$
1.78

Basic loss per common share – discontinued operations
$
0.05

 
$
0.05

Basic earnings per common share
$
0.73

 
$
1.73

Diluted earnings per share
 
 
 
Income from continuing operations attributable to common stockholders – diluted(a)
$
1,102


$
2,677

Loss from discontinued operations, net of tax – diluted
$
70


$
69

Net income attributable to common stockholders – diluted
$
1,032


$
2,608

 
 
 
 
Weighted-average common shares outstanding – diluted
1,430

 
1,532

 
 
 
 
Diluted earnings per common share – continuing operations
$
0.77


$
1.75

Diluted loss per common share – discontinued operations
$
0.05


$
0.05

Diluted earnings per common share
$
0.72


$
1.70

Potentially dilutive securities(b)
4

 
—

__________
(a)
Net of Net (income) loss attributable to noncontrolling interests.
(b)
Potentially dilutive securities attributable to outstanding stock options and Restricted Stock Units were excluded from the computation of diluted earnings per share because the securities would have had an antidilutive effect.






















11
 

General Motors Company and Subsidiaries

Combining Balance Sheet Information
(In millions, except per share amounts) (Unaudited)
 
March 31, 2018
 
December 31, 2017
 
Automotive
 
GM Financial
 
Reclassifications / Eliminations
 
Combined
 
Automotive
 
GM Financial
 
Reclassifications / Eliminations
 
Combined
ASSETS
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Current Assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
10,078


$
4,178


$
—


$
14,256

 
$
11,247

 
$
4,265


$
—


$
15,512

Marketable securities
7,110


—


—


7,110

 
8,313

 
—


—


8,313

Accounts and notes receivable, net(a)
10,126


1,433


(790
)

10,769

 
7,759

 
806


(401
)

8,164

GM Financial receivables, net(b)
—


21,571


(414
)

21,157

 
—

 
20,901


(380
)

20,521

Inventories
11,461


—


—


11,461

 
10,663

 
—


—


10,663

Equipment on operating leases, net
789


—


—


789

 
1,106

 
—


—


1,106

Other current assets
1,642


4,251


—


5,893

 
1,396

 
3,069


—


4,465

Total current assets
41,206


31,433


(1,204
)

71,435

 
40,484

 
29,041


(781
)

68,744

Non-current Assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GM Financial receivables, net(b)
—


22,202


(56
)

22,146

 
—

 
21,271


(63
)

21,208

Equity in net assets of nonconsolidated affiliates
8,602


1,281


—


9,883

 
7,886

 
1,187


—


9,073

Property, net
37,057


264


—


37,321

 
35,994

 
259


—


36,253

Goodwill and intangible assets, net
4,421


1,369


—


5,790

 
4,482

 
1,367


—


5,849

Equipment on operating leases, net
—


43,444


—


43,444

 
—

 
42,882


—


42,882

Deferred income taxes
23,278


260


—


23,538

 
23,229

 
315


—


23,544

Other assets
4,212


957


—


5,169

 
4,000

 
929


—


4,929

Total non-current assets
77,570


69,777


(56
)

147,291

 
75,591

 
68,210


(63
)

143,738

Total Assets
$
118,776


$
101,210


$
(1,260
)

$
218,726

 
$
116,075

 
$
97,251


$
(844
)

$
212,482

LIABILITIES AND EQUITY
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Current Liabilities
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Accounts payable (principally trade)(a)
$
26,121


$
708


$
(790
)

$
26,039

 
$
23,696

 
$
634

 
$
(401
)
 
$
23,929

Short-term debt and current portion of long-term debt











 


 


 


 


Automotive(b)
4,755


—


(414
)

4,341

 
2,895

 
—

 
(380
)
 
2,515

GM Financial
—


25,006


—


25,006

 
—

 
24,450

 
—

 
24,450

Accrued liabilities
23,255


4,075


—


27,330

 
22,544

 
3,452

 
—

 
25,996

Total current liabilities
54,131


29,789


(1,204
)

82,716

 
49,135

 
28,536

 
(781
)
 
76,890

Non-current Liabilities
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term debt
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Automotive(b)
11,013


—


(56
)

10,957

 
11,050

 
—

 
(63
)
 
10,987

GM Financial
—


58,514


—


58,514

 
—

 
56,267

 
—

 
56,267

Postretirement benefits other than pensions
5,927


—


—


5,927

 
5,998

 
—

 
—

 
5,998

Pensions
13,206


3


—


13,209

 
13,743

 
3

 
—

 
13,746

Other liabilities
10,241


1,704


—


11,945

 
10,689

 
1,705

 
—

 
12,394

Total non-current liabilities
40,387


60,221


(56
)

100,552

 
41,480

 
57,975

 
(63
)
 
99,392

Total Liabilities
94,518


90,010


(1,260
)

183,268

 
90,615

 
86,511

 
(844
)
 
176,282

Commitments and contingencies
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Common stock, $0.01 par value
14


—


—


14

 
14

 
—

 
—

 
14

Preferred stock, $0.01 par value
—


—


—


—

 
—

 
—

 
—

 
—

Additional paid-in capital(c)
25,337


955


(955
)

25,337

 
25,371

 
985

 
(985
)
 
25,371

Retained earnings
6,100


10,928


—


17,028

 
7,128

 
10,499

 
—

 
17,627

Accumulated other comprehensive loss
(7,398
)

(683
)

—


(8,081
)
 
(7,267
)
 
(744
)
 
—

 
(8,011
)
Total stockholders’ equity
24,053


11,200


(955
)

34,298

 
25,246

 
10,740

 
(985
)
 
35,001

Noncontrolling interests(c)
205


—


955


1,160

 
214

 
—

 
985

 
1,199

Total Equity
24,258


11,200


—


35,458

 
25,460

 
10,740

 
—

 
36,200

Total Liabilities and Equity
$
118,776


$
101,210


$
(1,260
)

$
218,726

 
$
116,075

 
$
97,251

 
$
(844
)
 
$
212,482

_________
(a)
Eliminations include GM Financial accounts receivable of $658 million offset by Automotive accounts payable and Automotive accounts receivable of $132 million offset by GM Financial accounts payable at March 31, 2018 and GM Financial accounts receivable of $309 million offset by Automotive accounts payable and Automotive accounts receivable of $92 million offset by GM Financial accounts payable at December 31, 2017.
(b)
Eliminations include GM Financial loan receivable of $470 million and $443 million offset by an Automotive loan payable at March 31, 2018 and December 31, 2017.
(c)
Reclassification of GM Financial Cumulative Perpetual Preferred Stock, Series A. The preferred stock is classified as noncontrolling interests in our condensed consolidated balance sheet.








12
 

General Motors Company and Subsidiaries

Combining Cash Flow Information
(In millions) (Unaudited)
 
Three Months Ended March 31, 2018
 
Three Months Ended March 31, 2017
 
Automotive
 
GM Financial
 
Reclassification/Eliminations
 
Combined
 
Automotive
 
GM Financial
 
Reclassification/Eliminations
 
Combined
Cash flows from operating activities
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income from continuing operations
$
730


$
374


$
6


$
1,110

 
$
2,505

 
$
181


$
—


$
2,686

Depreciation, amortization and impairment charges
1,758


1,823


—


3,581

 
1,315

 
1,428


—


2,743

Foreign currency remeasurement and transaction losses
238


5


—


243

 
137

 
7


—


144

Undistributed earnings of nonconsolidated affiliates, net
(596
)

(52
)

—


(648
)
 
(508
)
 
(47
)

—


(555
)
Pension contributions and OPEB payments
(400
)

—


—


(400
)
 
(382
)
 
—


—


(382
)
Pension and OPEB income, net
(300
)

—


—


(300
)
 
(200
)
 
—


—


(200
)
Provision for deferred taxes
318


47


—


365

 
991

 
45


—


1,036

Change in other operating assets and liabilities(a)(b)
(2,960
)

(528
)

(15
)

(3,503
)
 
(2,768
)
 
(282
)

(624
)

(3,674
)
Net cash provided by (used in) operating activities – continuing operations
(1,212
)

1,669


(9
)

448

 
1,090

 
1,332


(624
)

1,798

Net cash provided by operating activities – discontinued operations
—


—


—


—

 
308

 
66


(131
)

243

Net cash provided by (used in) operating activities
(1,212
)

1,669


(9
)

448

 
1,398

 
1,398


(755
)

2,041

Cash flows from investing activities
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Expenditures for property
(2,252
)

(20
)

—


(2,272
)
 
(1,710
)
 
(20
)
 
—

 
(1,730
)
Available-for-sale marketable securities, acquisitions
(914
)

—


—


(914
)
 
(1,316
)
 
—

 
—

 
(1,316
)
Available-for-sale marketable securities, liquidations
2,062


—


—


2,062

 
2,914

 
—

 
—

 
2,914

Purchases of finance receivables, net(a)(b)
—


(5,073
)

148


(4,925
)
 
—

 
(6,026
)
 
624

 
(5,402
)
Principal collections and recoveries on finance receivables(b)
—


3,608


(130
)

3,478

 
—

 
2,810

 
(2
)
 
2,808

Purchases of leased vehicles, net
—


(4,496
)

—


(4,496
)
 
—

 
(4,727
)
 
—

 
(4,727
)
Proceeds from termination of leased vehicles
—


2,379


—


2,379

 
—

 
1,079

 
—

 
1,079

Other investing activities
(40
)

—


—


(40
)
 
1

 
—

 
—

 
1

Net cash used in investing activities – continuing operations
(1,144
)

(3,602
)

18


(4,728
)
 
(111
)
 
(6,884
)
 
622

 
(6,373
)
Net cash provided by (used in) investing activities – discontinued operations
166


—


—


166

 
(270
)
 
(293
)
 
131

 
(432
)
Net cash used in investing activities
(978
)

(3,602
)

18


(4,562
)
 
(381
)
 
(7,177
)
 
753

 
(6,805
)
Cash flows from financing activities
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net increase (decrease) in short-term debt
97


23


—


120

 
—

 
(360
)
 
—

 
(360
)
Proceeds from issuance of debt (original maturities greater than three months)
1,871


9,463


—


11,334

 
257

 
11,023

 
—

 
11,280

Payments on debt (original maturities greater than three months)
(166
)

(6,652
)

(14
)

(6,832
)
 
(172
)
 
(4,971
)
 
2

 
(5,141
)
Payments to purchase common stock
(100
)

—


—


(100
)
 
—

 
—

 
—

 
—

Dividends paid
(536
)

(30
)

—


(566
)
 
(573
)
 
—

 
—

 
(573
)
Other financing activities
(152
)

(40
)

5


(187
)
 
(117
)
 
(27
)
 
—

 
(144
)
Net cash provided by (used in) financing activities – continuing operations
1,014


2,764


(9
)

3,769

 
(605
)
 
5,665

 
2

 
5,062

Net cash used in financing activities – discontinued operations

—


—


—


—

 
(5
)
 
(10
)
 
—

 
(15
)
Net cash provided by (used in) financing activities
1,014


2,764


(9
)

3,769

 
(610
)
 
5,655

 
2

 
5,047

Effect of exchange rate changes on cash, cash equivalents and restricted cash
36


8


—


44

 
66

 
37

 
—

 
103

Net transactions with Automotive/GM Financial
—


—


—


—

 
(112
)
 
112

 
—

 
—

Net increase (decrease) in cash, cash equivalents and restricted cash
(1,140
)

839


—


(301
)
 
361

 
25

 
—

 
386

Cash, cash equivalents and restricted cash at beginning of period
11,281


6,567


—


17,848

 
9,858

 
5,302

 
—

 
15,160

Cash, cash equivalents and restricted cash at end of period
$
10,141


$
7,406


$
—


$
17,547

 
$
10,219

 
$
5,327

 
$
—

 
$
15,546

Cash, cash equivalents and restricted cash – continuing operations at end of period
$
10,141


$
7,406


$
—


$
17,547

 
$
10,218

 
$
4,737

 
$
—

 
$
14,955

Cash, cash equivalents and restricted cash – discontinued operations at end of period
$
—


$
—


$
—


$
—

 
$
1

 
$
590

 
$
—

 
$
591


(a)
Reclassifications of $13 million and $493 million in the three months ended March 31, 2018 and 2017 for purchases/collections of wholesale finance receivables resulting from vehicles sold by GM to dealers that have arranged their inventory floor plan financing through GM Financial.
(b)
Eliminations include $161 million and $131 million in Purchase of finance receivables, net in the three months ended March 31, 2018 and 2017 and $129 million in Principal collections and recoveries on finance receivables in the three months ended March 31, 2018 related to the re-timing of cash receipts and payments between Automotive and GM Financial.


13
 

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