2012 Annual Report Gener Al Mo T Ors 20 12 Annu Al Repor T
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GENERAL MOTORS 2012 ANNUAL REPORT ANNUAL 2012 GENERAL MOTORS COMPANY 2012 ANNUAL REPORT 300 Renaissance Center P.O. Box 300 Detroit, MI 48265-3000 Printed on paper that consists of at least 10% www.gm.com post-consumer fiber 70021_Cover.indd 1 4/9/13 3:23 PM GENERAL MOTORS 2012 ANNUAL REPORT ANNUAL 2012 GENERAL MOTORS COMPANY 2012 ANNUAL REPORT 300 Renaissance Center P.O. Box 300 Detroit, MI 48265-3000 Printed on paper that consists of at least 10% www.gm.com post-consumer fiber 70021_Cover.indd 1 4/9/13 3:23 PM GENERAL INFORMATION COMMON STOCK For other information, GM CUSTOMER GM common stock, $0.01 par stockholders may contact: ASSISTANCE CENTERS value, is listed on the New York GM Stockholder Services Satisfaction with your entire owner- Stock Exchange and the Toronto General Motors Company ship experience is important to us. Stock Exchange. Mail Code 482-C25-A36 To request product information or to 300 Renaissance Center receive assistance with your vehicle, Ticker symbol: P.O. Box 300 please contact the appropriate GM - New York Stock Exchange Detroit, Ml 48265-3000 brand via phone or Twitter: GMM - Toronto Stock Exchange 313-667-1500 Buick: 800-521-7300 PREFERRED STOCK ELECTRONIC DELIVERY OF or @BuickCustCare 4.75% GM Series B mandatory ANNUAL MEETING MATERIALS convertible junior preferred stock, Stockholders may consent to Cadillac: 800-458-8006 $0.01 par value receive their GM annual report and or @CadillacCustSvc proxy materials via the Internet. Ticker symbol: GM PR B - Chevrolet: 800-222-1020 Stockholders of record may enroll New York Stock Exchange or @ChevyCustCare at www.computershare.com/gm. ANNUAL MEETING If your GM stock is held through GMC: 800-462-8782 The GM Annual Meeting of a broker, bank or other nominee, or @GMCCustCare Stockholders will be held at contact it directly. 9:30 a.m. ET on Thursday, HUMMER: 800-732-5493 SECURITIES AND INSTITUTIONAL June 6, 2013, in Detroit, Michigan. or @GMCustomerSvc ANALYST QUERIES STOCKHOLDER ASSISTANCE GM Investor Relations Oldsmobile: 800-442-6537 Stockholders of record requiring General Motors Company or @GMCustomerSvc information about their accounts Mail Code 482-C29-D36 Pontiac: 800-762-2737 should contact: 300 Renaissance Center or @GMCustomerSvc Computershare Trust Company, N.A. P.O. Box 300 Detroit, Ml 48265-3000 General Motors Company Saab: 800-955-9007 313-667-1669 P.O. Box 43078 or @GMCustomerSvc Providence, Rl 02940-3078 AVAILABLE PUBLICATIONS Saturn: 800-553-6000 GM’s Annual Report, Proxy 888-887-8945 or 781-575-3334 or @GMCustomerSvc (from outside the United States, Statement, Forms 10-K and 10-Q and Winning With Integrity 1959 Canada or Puerto Rico) GM of Canada: 800-263-3777 (code of conduct) are available Computershare representatives online at www.gm.com/investor. GM Mobility: 800-323-9935 are available Monday through 1963 Friday from 9 a.m. to 6 p.m. ET. Printed copies may be requested on OTHER PRODUCTS AND SERVICES Automated phone service and our website or from GM Stockholder GM Card: 800-846-2273 the Computershare website at Services at the address listed above OnStar: 888-667-8277 2014 www.computershare.com/gm (allow four to six weeks for delivery PRINCIPAL OFFICE are always available. of materials). General Motors Company VISIT GM ON THE INTERNET 300 Renaissance Center Learn more about General Motors P.O. Box 300 vehicles and services on our website Detroit, Ml 48265-3000 at www.gm.com. 313-556-5000 Please go to www.gmannualreport.com to view our new online annual report — CHEVROLET CORVETTE STINGRAY a view of our year, our strategy, our vehicles and more. 70021_Cover.indd 2 4/8/13 9:49 PM PASSION. PRECISION. PERFORMANCE. Our success begins and ends with people who have a passion for great cars and trucks … a pride in getting everything just right … a commitment to perform our best for the people who put their trust in us. From here, there are no finish lines. There’s only Please go to www.gmannualreport.com to view our new online annual report — a view of our year, our strategy, our vehicles and more. 70021_Narrative.indd 1 4/8/13 9:48 PM FINANCIAL CONTENTS 12 Vehicle Sales and Net Revenue 13 Reconciliation of Non-GAAP Measures 14 Board of Directors and Management Team 15 Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 16 Selected Financial Data 18 Management’s Discussion and Analysis of Financial Condition and Results of Operations 63 Quantitative and Qualitative Disclosures About Market Risk 70 Financial Statements and Supplementary Data 70 Consolidated Income Statements 71 Consolidated Statements of Comprehensive Income 72 Consolidated Balance Sheets 73 Consolidated Statements of Cash Flows 74 Consolidated Statements of Equity 75 Notes to Consolidated Financial Statements 177 Controls and Procedures 2 General Motors Company 2012 ANNUAL REPORT 70021_Narrative.indd 2 4/8/13 9:48 PM DANIEL F. AKERSON Chairman & Chief Executive Officer with the 2014 Cadillac CTS TO OUR STOCKHOLDERS: Last year, I closed my letter to you by talking about how GM was changing its processes and culture in order to build the best vehicles in the world much more efficiently and profitably. This year, I want to pick up where I left off, and articulate what success looks like for you as stockholders, and for everyone else who depends on us. >> General Motors Company 2012 ANNUAL REPORT 3 70021_Narrative.indd 3 4/8/13 9:48 PM DRAFT The Opel Mokka entered the growing European market for sub-compact SUVs in 2012. And if the enthusiastic customer response is any indication, the vehicle’s new technologies and bold design are already setting a new standard in its segment. Simply stated, our objective is to make GM the A YEAR OF SIGNIFICANT PROGRESS world’s most valuable automotive company over From a financial standpoint, 2012 was another solid time by attracting the industry’s most loyal and year for General Motors. Four of our five business enthusiastic customers. units were profitable and we earned net income The phrase “most valuable” means different things attributable to common stockholders of $4.9 billion. to different groups, which is intentional. To suppliers Those of you who have been invested in GM know and our dealers, it means GM will be their preferred that we track our operating performance using EBIT- business partner. To our team, it means we will be their adjusted, which is earnings before interest expense workplace of choice. And to investors, it means we and taxes, adjusted for special items. On this basis, will become a blue chip holding by virtue of long-term GM earned $7.9 billion. profitable growth, which is the theme of this letter. This is down about $400 million from a year ago, due What is immutable is our focus on the customer, primarily to a larger loss in Europe. North America’s which requires us to go from “good” today to “great” results tracked very close to 2011. Earnings in South in everything we do, including product design, initial America and International Operations were up year quality, durability and service after the sale. over year. GM Financial had record income before tax. As you will read, the foundation for greatness is being Cash generation was solid. Our automotive revenue in built. GM has introduced products that customers 2012 was $150 billion, our dealers delivered 9.3 million around the world love. We are aggressively addressing vehicles and we generated $9.6 billion in automotive the issues that hold us back. We have maintained net cash provided by operating activities. Adjusted our fortress balance sheet and improved our financial automotive free cash flow was up meaningfully from flexibility. And we have planted the seeds of growth 2011, reaching $4.3 billion. in every region of the world. We ended 2012 with total liquidity of $37.2 billion, including $26.1 billion of cash and marketable securities. 4 General Motors Company 2012 ANNUAL REPORT 70021_Narrative.indd 4 4/8/13 9:48 PM These and other favorable trends prompted Canada’s • In a particularly innovative set of transactions, we DBRS and Fitch Ratings to upgrade GM’s corporate reduced our U.S. salaried pension obligations by credit rating. DBRS now rates GM as investment $28 billion. By offering retirees a lump sum buy-out grade and all three major U.S. ratings agencies have or an insurance company-backed annuity, we were us rated one notch below investment grade. Our able to reduce a form of leverage, reduce claims target is to achieve investment grade across-the- on our future cash flow and actually enhance the board as soon as possible and improve from there. income security of our salaried retirees. • Late in the year, we strengthened our fortress balance sheet by replacing our existing $5 billion CREATING A SUSTAINABLE revolving line of credit with two new credit COMPETITIVE ADVANTAGE facilities totaling $11 billion. This additional GM’s much improved financial structure and our liquidity is appropriate for a company of our size. $23.2 billion in EBIT-adjusted since the beginning But what made it a landmark deal was the fact of 2010 are allowing us to reinvest in the business that we earned investment-grade pricing and at a consistently high level, despite the fact that investment-grade terms and conditions – a clear most European economies are in distress and U.S. vote of confidence in the financial strength of sales remained below pre-recession levels in 2012. General Motors. Our capital expenditures increased from $6.2 billion in 2011 to $8.1 billion in 2012, and I expect capital FIXING GM EUROPE spending will stay at about this level in coming years.