ACC 220 VCU General Motors Company Financial Analysis The results in Table 1 are key amounts from the SEC 10-K of (your company’s name).b.Balance Sheet Res

ACC 220 VCU General Motors Company Financial Analysis The results in Table 1 are key amounts from the SEC 10-K of (your company’s name).b.Balance Sheet Results. Using
the results from the Balance Sheet items, comment on your company’s
results. You should discuss and compare at least three of the items from
your balance sheet results. Before presenting your analysis, define the
terms you are discussing and cite a source like your textbook, to
demonstrate that you know the meaning of the terms you are discussing.
For instance, if you discuss current liabilities, you should explain
what that term means. You can also discuss other balance sheet items
like non-current assets or long-term liabilities if you want to, but you
should also define any additional terms.c.Income Statement Results.
Using the results from the Income Statement items, comment on your
company’s results. As mentioned above, define the terms you discuss,
cite a source, and discuss at least three of the items. UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549-1004
Form 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2019
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from
to
Commission file number 001-34960
GENERAL MOTORS COMPANY
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of
incorporation or organization)
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, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Common Stock, $0.01 par value
Trading Symbol(s)
GM
Name of each exchange on which registered
New York Stock Exchange
Securities registered pursuant to Section 12 (g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ?No ?
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ?No ?
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ?No ?
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§
232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ?No ?
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth
company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ?Accelerated filer ?Non-accelerated filer ?Smaller reporting company ?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. ?
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ?No ?
The aggregate market value of the voting stock held by non-affiliates of the registrant (assuming only for purposes of this computation that directors and executive officers
may be affiliates) was approximately $54.7 billion as of June 30, 2019.
As of January 24, 2020 there were 1,429,002,063 shares of common stock outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the registrant’s definitive Proxy Statement related to the Annual Stockholders Meeting to be filed subsequently are incorporated by reference into Part III of this
Form 10-K.
INDEX
Page
PART I
Item 1.
Item 1A.
Item 1B.
Item 2.
Item 3.
Item 4.
Item 5.
Item 6.
Item 7.
Item 7A.
Item 8.
Business
Risk Factors
Unresolved Staff Comments
Properties
Legal Proceedings
Mine Safety Disclosures
1
10
17
17
17
17
PART II
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Selected Financial Data
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Quantitative and Qualitative Disclosures About Market Risk
Financial Statements and Supplementary Data
Consolidated Income Statements
Consolidated Statements of Comprehensive Income
Consolidated Balance Sheets
Consolidated Statements of Cash Flows
Consolidated Statements of Equity
Notes to Consolidated Financial Statements
Note 1.
Nature of Operations and Basis of Presentation
Note 2.
Significant Accounting Policies
Note 3.
Revenue
Note 4.
Marketable and Other Securities
Note 5.
GM Financial Receivables and Transactions
Note 6.
Inventories
Note 7.
Equipment on Operating Leases
Note 8.
Equity in Net Assets of Nonconsolidated Affiliates
Note 9.
Property
Note 10.
Goodwill and Intangible Assets
Note 11.
Variable Interest Entities
Note 12.
Accrued and Other Liabilities
Note 13.
Debt
Note 14.
Derivative Financial Instruments
Note 15.
Pensions and Other Postretirement Benefits
Note 16.
Commitments and Contingencies
Note 17.
Income Taxes
Note 18.
Restructuring and Other Initiatives
Note 19.
Interest Income and Other Non-Operating Income
Note 20.
Stockholders’ Equity and Noncontrolling Interests
Note 21.
Earnings Per Share
Note 22.
Discontinued Operations
Note 23.
Stock Incentive Plans
Note 24.
Supplementary Quarterly Financial Information (Unaudited)
Note 25.
Segment Reporting
18
19
19
39
47
47
47
48
49
50
51
51
51
58
60
61
63
63
63
66
66
67
67
68
70
71
77
82
84
85
86
88
88
89
91
91
Page
Note 26.
Item 9.
Item 9A.
Item 9B.
Item 10.
Item 11.
Item 12.
Item 13.
Item 14.
Item 15.
Item 16.
Signatures
Supplemental Information for the Consolidated Statements of Cash Flows
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
Controls and Procedures
Other Information
PART III
Directors, Executive Officers and Corporate Governance
Executive Compensation
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Certain Relationships and Related Transactions, and Director Independence
Principal Accounting Fees and Services
PART IV
Exhibits
Form 10-K Summary
94
95
95
96
96
96
96
96
96
97
99
100
Table of Contents
GENERAL MOTORS COMPANY AND SUBSIDIARIES
PART I
Item 1. Business
General Motors Company (sometimes referred to as we, our, us, ourselves, the Company, General Motors, or GM) was incorporated as a Delaware corporation
in 2009. We design, build and sell trucks, crossovers, cars and automobile parts worldwide. Cruise, formerly GM Cruise, is our global segment responsible for the
development and commercialization of autonomous vehicle technology. We also provide automotive financing services through General Motors Financial
Company, Inc. (GM Financial). Except for per share amounts or as otherwise specified, amounts presented within tables are stated in millions.
On July 31, 2017 we closed the sale of the Opel and Vauxhall businesses and certain other assets in Europe (the Opel/Vauxhall Business) to Peugeot, S.A. (PSA
Group). On October 31, 2017 we closed the sale of the European financing subsidiaries and branches (the Fincos, and together with the Opel/Vauxhall Business,
the European Business) to Banque PSA Finance S.A. and BNP Paribas Personal Finance S.A. The European Business is presented as discontinued operations in
our consolidated financial statements for all periods presented. Unless otherwise indicated, information in this report relates to our continuing operations.
Automotive Our automotive operations meet the demands of our customers through our automotive segments: GM North America (GMNA) and GM
International (GMI). GMNA meets the demands of customers in North America with vehicles developed, manufactured and/or marketed under the Buick,
Cadillac, Chevrolet and GMC brands. GMI primarily meets the demands of customers outside North America with vehicles developed, manufactured and/or
marketed under the Buick, Cadillac, Chevrolet, GMC and Holden brands. We also have equity ownership stakes in entities that meet the demands of customers in
other countries, primarily in China, with vehicles developed, manufactured and/or marketed under the Baojun, Buick, Cadillac, Chevrolet and Wuling brands.
In addition to the vehicles we sell through our dealer network to retail customers, we also sell vehicles directly or through our dealer network to fleet customers,
including daily rental car companies, commercial fleet customers, leasing companies and governments. Our customers can obtain a wide range of aftersale vehicle
services and products through our dealer network, such as maintenance, light repairs, collision repairs, vehicle accessories and extended service warranties.
Competitive Position and Vehicle Sales The principal factors that determine consumer vehicle preferences in the markets in which we operate include overall
vehicle design, price, quality, available options, safety, reliability, fuel economy and functionality. Market leadership in individual countries in which we compete
varies widely.
We present both wholesale and total vehicle sales data to assist in the analysis of our revenue and our market share.Wholesale vehicle sales data consists of sales
to GM’s dealers and distributors as well as sales to the U.S. Government and excludes vehicles sold by our joint ventures. Wholesale vehicle sales data correlates to
our revenue recognized from the sale of vehicles, which is the largest component of Automotive net sales and revenue. In the year ended December 31, 2019,34%
of our wholesale vehicle sales volume was generated outside the U.S. The following table summarizes wholesale vehicle sales by automotive segment (vehicles in
thousands):
Years Ended December 31,
2019
GMNA
GMI
Total
Discontinued operations
2018
2017
3,214
995
76.4%
23.6%
3,555
1,152
75.5%
24.5%
3,511
1,267
73.5%
26.5%
4,209
100.0%
4,707
100.0%
4,778
100.0%
—
—
696
Total vehicle sales data represents: (1) retail sales (i.e., sales to consumers who purchase new vehicles from dealers or distributors); (2) fleet sales, such as sales
to large and small businesses, governments, and daily rental car companies; and (3) vehicles used by dealers in their businesses, including courtesy transportation
vehicles. Total vehicle sales data includes all sales by joint ventures on a total vehicle basis, not based on our percentage ownership interest 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, which are
included in the total vehicle sales we report for China. While total vehicle sales data does not correlate directly to the revenue we recognize during a particular
period, we believe it is indicative of the underlying demand for our vehicles. Total vehicle sales data represents management’s good faith estimate based on sales
reported by GM’s dealers, distributors, and joint ventures, commercially available data sources such as registration and insurance data, and internal estimates and
forecasts when other data is not available.
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GENERAL MOTORS COMPANY AND SUBSIDIARIES
The following table summarizes total industry vehicle sales and our related competitive position by geographic region (vehicles in thousands):
Years Ended December 31,
2019
Industry
GM
2018
Market
Share
Industry
GM
2017
Market
Share
Industry
GM
Market
Share
North America
United States
Other
17,533
3,642
2,887
480
16.5%
13.2%
17,721
3,839
2,954
536
16.7%
14.0%
17,570
3,980
3,002
574
17.1%
14.4%
Total North America
21,175
3,367
15.9%
21,560
3,490
16.2%
21,550
3,576
16.6%
Asia/Pacific, Middle East and Africa
China(a)
Other(b)
25,398
21,503
3,094
584
12.2%
2.7%
26,519
22,258
3,645
557
13.7%
2.5%
28,231
21,288
4,041
629
14.3%
3.0%
Total Asia/Pacific, Middle East and Africa
46,901
3,678
7.8%
48,777
4,202
8.6%
49,519
4,670
9.4%
2,787
1,531
476
193
17.1%
12.6%
2,566
1,925
434
256
16.9%
13.3%
2,239
1,928
394
275
17.6%
14.3%
South America
Brazil
Other
Total South America
Total in GM markets
4,318
669
15.5%
4,491
690
15.4%
4,167
669
16.1%
Total Europe
72,394
18,876
7,714
4
10.7%
—%
74,828
18,928
8,382
4
11.2%
—%
75,236
19,190
8,915
685
11.8%
3.6%
Total Worldwide(c)
91,270
7,718
8.5%
93,756
8,386
8.9%
94,426
9,600
10.2%
4,842
4,496
8,195
389
1,332
1,166
8.0%
29.6%
14.2%
5,389
4,215
8,117
560
1,360
1,034
10.4%
32.3%
12.7%
6,145
4,004
7,421
709
1,328
965
11.5%
33.2%
13.0%
17,533
2,887
16.5%
17,721
2,954
16.7%
17,570
3,002
17.1%
United States
Cars
Trucks(d)
Crossovers(d)
Total United States
China(a)
SGMS
SGMW
Total China
1,482
1,612
25,398
3,094
1,749
1,896
12.2%
26,519
3,645
1,906
2,135
13.7%
28,231
4,041
14.3%
__________
(a) Includes sales by our Automotive China Joint Ventures (Automotive China JVs): SAIC General Motors Sales Co., Ltd. (SGMS) and SAIC GM Wuling Automobile Co.,
Ltd. (SGMW).
(b) Includes Industry and GM sales in India and South Africa where we ceased vehicle sales for those domestic markets as of December 31, 2017.
(c) Cuba, Iran, North Korea, Sudan and Syria are subject to broad economic sanctions. Accordingly these countries are excluded from industry sales data and corresponding
calculation of market share.
(d) Certain industry vehicles have been reclassified between these vehicle segments. GM vehicles were not impacted by this change. The prior period has been recast to reflect
the changes.
In the year ended December 31, 2019, we estimate we were the market share leader in each of North America and South America, and had the number four
market share in the Asia/Pacific, Middle East and Africa region, which included the number two market share in China. Refer to the Overview in Management’s
Discussion and Analysis of Financial Condition and Results of Operations (MD&A) for discussion on changes in market share by region.
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GENERAL MOTORS COMPANY AND SUBSIDIARIES
As discussed above, total vehicle sales and market share data provided in the table above includes fleet vehicles. Certain fleet transactions, particularly sales to
daily rental car companies, are generally less profitable than retail sales to end customers. The following table summarizes estimated fleet sales and those sales as a
percentage of total vehicle sales (vehicles in thousands):
Years Ended December 31,
2019
GMNA
GMI
Total fleet sales
Fleet sales as a percentage of total vehicle sales
2018
2017
741
498
740
478
691
541
1,239
1,218
1,232
16.1%
14.5%
13.8%
Product Pricing Several methods are used to promote our products, including the use of dealer, retail and fleet incentives such as customer rebates and finance
rate support. The level of incentives is dependent upon the level of competition in the markets in which we operate and the level of demand for our products.
Cyclical and Seasonal Nature of Business The market for vehicles is cyclical and depends in part on general economic conditions, credit availability and
consumer spending. Vehicle markets are also seasonal. Production varies from month to month. Vehicle model changeovers occur throughout the year as a result
of new market entries.
Relationship with Dealers We market vehicles and automotive parts worldwide primarily through a network of independent authorized retail dealers. These
outlets include distributors, dealers and authorized sales, service and parts outlets. The number of authorized dealerships were 4,743 in GMNA and 7,907 in GMI
at December 31, 2019.
We and our joint ventures enter into a contract with each authorized dealer agreeing to sell to the dealer one or more specified product lines at wholesale prices
and granting the dealer the right to sell those vehicles to retail customers from an approved location. Our dealers often offer more than one GM brand at a single
dealership in a number of our markets. Authorized dealers offer parts, accessories, service and repairs for GM vehicles in the product lines that they sell using GM
parts and accessories. Our dealers are authorized to service GM vehicles under our limited warranty program, and those repairs are made only with GM parts. Our
dealers generally provide their customers with access to credit or lease financing, vehicle insurance and extended service contracts provided by GM Financial and
other financial institutions.
The quality of GM dealerships and our relationship with our dealers and distributors are critical to our success given that dealers maintain the primary sales and
service interface with the end consumer of our products. In addition to the terms of our contracts with our dealers, we are regulated by various country and state
franchise laws and regulations that may supersede those contractual terms and impose specific regulatory requirements and standards for initiating dealer network
changes, pursuing terminations for cause and other contractual matters.
Research, Product and Business Development and Intellectual Property Costs for research, manufacturing engineering, product engineering and design and
development activities primarily relate to developing new products or services or improving existing products or services, including activities related to vehicle and
greenhouse gas (GHG) emissions control, improved fuel economy, electrification, autonomous vehicles, the safety of drivers and passengers, and urban mobility.
Research and development expenses were $6.8 billion, $7.8 billion and $7.3 billion in the years ended December 31, 2019, 2018 and 2017.
Product Development The Product Development organization is responsible for designing and integrating vehicle and propulsion components to maximize part
sharing across multiple vehicle segments. Global teams in Design, Program Management, Component & Subsystem Engineering, Product Integrity, Safety,
Propulsion Systems and Purchasing & Supply Chain collaborate to meet customer requirements and maximize global economies of scale.
Our global vehicle architecture development is headquartered at our Global Technical Center in Warren, Michigan. Cross-segment part sharing is an essential
enabler to optimize our current vehicle portfolio, as we expect that more than 75% of our global sales volume will come from five vehicle architectures by middecade. We will continue to leverage our current architecture portfolio to accommodate our customers around the world while achieving our financial goals.
Battery Electric Vehicles We have committed to an all-electric future and are investing in multiple technologies offering increasing levels of vehicle
electrification with a core focus on zero emission battery electric vehicles as part of our long-term strategy to reduce petroleum consumption and GHG emissions.
We currently offer the Chevrolet Bolt EV, which recently improved to 259
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GENERAL MOTORS COMPANY AND SUBSIDIARIES
miles of range with the 2020 model year. We have also announced our all-new battery electric architecture that will launch on an upcoming Cadillac model. The
new platform will be flexible, allowing quick response to customer preferences with a relatively short design and development lead time. It will be leveraged
across multiple brands and vehicle sizes, styles and drive configurations. We confirmed the GMC Hummer EV, an upcoming battery electric truck, will be built at
Detroit-Hamtramck Assembly, which is being re-tooled into a fully-dedicated electric vehicle facility. In addition, we have announced plans to mass-produce
battery cells for future battery electric vehicles through an equally owned joint venture with LG Chem, Ltd.
To support mass market adoption of electric vehicles, we are working to ensure that our customers will have access to a robust, ubiquitous and seamless charging
infrastructure. For personal vehicles, this means strategically addressing charging needs at home, the workplace and in public locations. We have announced
collaborative work with several charge network operators to provide real-time data on their…
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