DETROIT - General Motors Co. today announced that the UAW Retiree Medical Benefits Trust (UAW VEBA) has commenced a secondary public offering of up to 45,454,545 warrants to purchase GM common stock. The UAW VEBA is offering to sell all of the warrants that it holds and will receive all of the net proceeds from the offering. GM will not receive any proceeds from the offering.
Each warrant represents the right to purchase one share of GM’s common stock at an exercise price of $42.31 per share, subject to certain anti-dilution adjustments. The warrants expire Dec. 31, 2015.
A modified Dutch auction is expected to be used to price the offering. Deutsche Bank Securities Inc. is the sole book-running manager and auction agent for the offering, and has specified that the auction will commence at 8 a.m. EDT on Aug. 6, 2013, and will close at 6:30 p.m. EDT on that same day.
During the auction period, potential bidders will be able to place bids at any price in increments of $0.05 at or above the minimum bid price of $3.50 per warrant, up to the maximum bid price of $7.50 per warrant. The minimum size for any bid is 100 warrants.
The auction procedures and terms of the warrants are described in the preliminary prospectus supplement filed today with the Securities and Exchange Commission.
GM has filed a registration statement, including a prospectus and preliminary prospectus supplement, with the SEC for the offering to which this communication relates. Prospective investors should read the prospectus in that registration statement, the preliminary prospectus supplement and the other documents which GM has filed with the SEC for more complete information about GM and this offering. The documents are available for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, copies of the preliminary prospectus supplement and the accompanying prospectus may be obtained by contacting Deutsche Bank Securities Inc., Attn: Prospectus Group, 60 Wall Street, New York, NY 10005-2836, by calling 1-800-503-4611, or by emailing email@example.com.
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. Any offer or sale of these securities will be made only by means of a prospectus, including a prospectus supplement, forming a part of the related registration statement.
About General Motors Co.
General Motors Co. (NYSE:GM, TSX: GMM) and its partners produce vehicles in 30 countries, and the company has leadership positions in the world's largest and fastest-growing automotive markets. GM, its subsidiaries and joint venture entities sell vehicles under the Chevrolet, Cadillac, Baojun, Buick, GMC, Holden, Jiefang, Opel, Vauxhall and Wuling brands. 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.
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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 financing sources, including as required to fund our planned significant investment in new technology; our ability to successfully integrate Ally Financial’s international operations; the ability of our suppliers to timely deliver parts, components and systems; our ability to realize successful vehicle applications of new technology; overall strength and stability of our markets, particularly Europe; and our ability to continue to attract new customers, particularly for our new products. GM's most recent annual report on Form 10-K provides information about these and other factors, which we may revise or supplement in future reports to the SEC.