GM Files for Bankruptcy, Split Into 'Old,' 'New' Firms

General Motors (GM: 0.9, 0.105, 13.21%) filed for bankruptcy protection Monday morning, and will be split over time into “new” and “old” companies with billions of new dollars in support from the U.S. government as well as the governments of Canada and Ontario.

GM filed for Chapter 11 bankruptcy in the U.S. Bankruptcy Court for the Southern District of New York at 8 a.m. Eastern time Monday. The case was assigned to Judge Robert Gerber, who was appointed in 2000 after having worked 30 years in private practice, the last 11 of which were mainly in bankruptcy proceedings with a specialty in large Chapter 11 cases, according to his bio on the court's Web site.

President Obama is expected to make a statement about the bankruptcy at around 11:55 a.m., and GM CEO Fritz Henderson will hold a briefing in New York after the President speaks, around 12:15 p.m.

The “painful, but necessary” restructuring will take 60 to 90 days, and take GM to a breakeven point of 10 million annual car sales, Obama Administration officials said, down from its current breakeven level of 16 million.

Administration officials said they expect to proceed “broadly” in the same manner as with Chrysler, which already filed for Chapter 11 bankruptcy protection and is working to emerge. However, they noted that GM is more complicated and has many more moving pieces than Chrysler did, so it could take longer.

A steering committee to a group of GM bondholders confirmed that bondholders representing at least 54% of GM’s unsecured bonds have agreed to a deal. That removes what could have been a sticking point in a GM bankruptcy filing.

GM will organize into a new company that will purchase “substantially all” of the assets of the old GM that it needs to implement its business plan, Administration officials said. It said that New GM would “have far less debt and a world class balance sheet.”

The Treasury Department will provide $30.1 billion in financing to support GM in its transition, Administration officials said, noting that Treasury “does not anticipate providing any additional assistance to GM beyond this commitment.” The government said it will receive $8.8 billion in debt and 60% of equity in New GM, as well as the right to appoint all but two initial directors.

“We certainly intend to maximize taxpayer proceeds,” an Administration official said, but declined to project how much money taxpayers would get back -- or when.

An official said that the Administration is considering business leaders and CEOs as well as those from “other walks of life” for the board positions. Also, a number of existing directors will stay with the company.

GM is expected to name Al Koch of AlixPartners as its chief restructuring officer on Monday. Koch and the Administration declined to comment.

The governments of Canada and Ontario will lend $9.5 billion to GM and New GM, the Administration said. In exchange, they will receive $1.7 billion in debt and preferred stock, plus 12% of the equity of New GM. The Canadian government will have the right to appoint one initial director.

New GM will establish an independent trust to pay for GM retiree health care. The trust will be funded by a $2.5 billion note payable in three installments ending in 2017, and $6.5 billion in 9% perpetual preferred stock.

That health-care trust will receive 17.5% of the equity of New GM, with warrants to purchase another 2.5% of the company. It will also be able to select one of the company’s independent directors, but will have no governance rights and will not be able to vote its shares.

The pension plans for hourly and salaried employees will be transferred to the New GM.

Also, GM will announce the closing of 11 plants and the idling of three. The Administration said New GM would try to build a "new small car" in an idled UAW factory.

The Administration took pains to say it was not planning to be involved with GM for long.

In the Sunday statement, officials said the government was “a reluctant equity owner,” but would be a “careful steward of taxpayer resources.”

It outlined four principles related to GM: One, that it would “seek to dispose of its ownership interests as soon as practicable”; Two, that in “exceptional” cases the government “will reserve the right to set upfront conditions to protect taxpayers”; Three, that the government would manage “its ownership stake in a hands-off, commercial manner” and “will not interfere with or exert control over day-to-day company operations, adding that no government employees would be on the boards or employees of the company; Four, that the government would vote its shareholder stake only “on core governance issues.”

GM will continue to honor consumer warranties, the government noted, adding that the Treasury had made a support program for warranties available to GM.

The Administration said GM would continue to operate “in the ordinary course” after the filing. Employees will get pay and benefits, and the pension and health-care costs will be transferred to New GM “assuming the sale moves forward as expected.” It said GM would seek immediately to continue paying its suppliers, noting that there is a Treasury Supplier Support Program in place to help them.

GM will also seek authority to continue to honor customer warranties and honor its dealer incentives, the Administration said. GM has already identified some dealers that will be cut off, and the Administration said “it is expected that the terminated dealers will be offered an agreement to orderly wind down their operations over the next 18 months.”

New GM will assume the modified labor agreement reached by GM and the United Auto Workers union, the Administration said. There are “significant concessions by the UAW, stronger than required by the previous Administration in its loan sheet,” an Administration official said.

GM also found a buyer for its European subsidiary Opel, which allows Opel to avoid the bankruptcy. Canadian auto-parts maker Magna and Russia's Sberbank are going to provide financing to the firm. Reports have indicated that that ownership structure could give GM 35% of the company, Sberbank 35%, Magna 20% and 10% to Opel employees and/or dealers.

An Administration official said that Ford Motor (F: 6.076, 0.346, 6.04%), the only remaining of the Big Three U.S. auto makers that has not filed for bankruptcy, has ample resources, adding, "We do believe this country can support three domestic, successful, viable auto companies."

GM shares closed below $1 on Friday. They would be basically worthless in the bankruptcy reorganization, with all the new equity going to the governments, the union health-care trust and to bondholders. It's widely expected that GM will be removed imminently from the Dow Jones Industrial Average, an event which could occur Monday morning as well.more