-- Through the Early Tender Date of Ford Credit's $1.3 billion cash tender offer for Ford's unsecured, non-convertible debt securities, approximately $3.4 billion principal amount of debt securities have been tendered
-- Ford Motor Company's previously announced Conversion Offer for its 4.25% Senior Convertible Notes due December 15, 2036 remains open until 9:00 a.m., New York City time, on April 3, 2009
DEARBORN, Mich., March 23 /PRNewswire-FirstCall/ -- Ford Motor Credit Company announced today the results of its previously announced $500 million cash tender offer (the "Term Loan Offer") for Ford Motor Company's (NYSE: F) senior secured term loan debt (the "Term Loan Debt") and the early tender results as of March 19, 2009 (the "Early Tender Date") of its previously announced $1.3 billion cash tender offer (the "Notes Tender Offer") for Ford's unsecured, non-convertible debt securities listed in the table below (the "Notes").
The Notes Tender Offer remains open until 9:00 a.m., New York City time, on April 3, 2009. In addition, Ford's previously announced Conversion Offer for its 4.25% Senior Convertible Notes due December 15, 2036 remains open until 9:00 a.m., New York City time, on April 3, 2009.
"We are very pleased with the results to date of our debt restructuring initiatives," said Neil Schloss, Ford Treasurer. "The cash tender offer by Ford Credit for Ford's senior secured term loan debt has been over-subscribed, and the decision was made to increase the amount of cash used so Ford Credit could purchase additional term loan debt. In addition, the cash tender offer by Ford Credit for Ford's unsecured, non-convertible notes has resulted in nearly $3.4 billion principal amount of notes being tendered so far. With these tenders, we have taken significant steps towards reducing Ford's long-term debt and strengthening our balance sheet."
Results of Term Loan Offer
The Term Loan Offer was conducted on a "Dutch auction" basis whereby term loan lenders were invited to submit bids to sell their Term Loan Debt within a price range of not less than 38 percent of par, nor greater than 47 percent of par. As a result of the bids submitted by term loan lenders on or prior to the March 19, 2009 expiration date, Ford Credit made the decision to increase the amount of cash it would use for the Term Loan Offer from $500 million to $1 billion. This will allow Ford Credit to purchase $2.2 billion principal amount of Ford's Term Loan Debt at a price of 47 percent of par (the "Clearing Price"), which represents all Term Loan Debt tendered at or below the Clearing Price. All Term Loan Debt acquired by Ford Credit will be distributed to its parent, Ford Holdings LLC, and forgiven. These distributions by Ford Credit are consistent with its previously announced plans to pay distributions to Ford of about $2 billion through 2010.
Results to Date of Notes Tender Offer
As of the Early Tender Date for the Notes Tender Offer, approximately $3.4 billion principal amount of Notes had been validly tendered, according to information provided by Global Bondholder Services Corporation, the Depositary and Information Agent. Notes tendered pursuant to the Notes Tender Offer may not be withdrawn, unless otherwise required by law.
The $3.4 billion principal amount of Notes tendered as of the early tender date will result in an aggregate purchase price for those Notes of approximately $1.1 billion if those Notes are all accepted for purchase and not subject to proration after the Expiration Date. In accordance with the terms of the Notes Tender Offer, additional Notes may be tendered until 9:00 a.m., New York City time, on April 3, 2009, unless extended or earlier terminated (such date and time, as the same may be extended, the "Expiration Date").
The table below sets forth in detail the amount of Notes of each series validly tendered as of the Early Tender Date. Once the final results are known following the Expiration Date, the Notes validly tendered and accepted for purchase will be purchased in accordance with the Acceptance Priority Level (in numerical priority order) as set forth in the table below and as described in the offer to purchase (the "Notes Offer to Purchase") and related letter of transmittal (the "Notes Letter of Transmittal"), each dated March 4, 2009. The final proration factors and the amount of tendered Notes that will be accepted for purchase based on those proration factors will not be known until after the Expiration Date.
Holders of Notes that validly tendered their Notes by the Early Tender Date and whose Notes are accepted for purchase will receive the previously announced Total Consideration. Holders of Notes that are validly tendered after 5:00 p.m., New York City time, on the Early Tender Date and prior to the Expiration Date and accepted for purchase will receive the previously announced Tender Offer Consideration only. The Notes Tender Offer is not subject to any minimum amount of tenders. Notes subject to the Notes Tender Offer that have been tendered but not accepted for purchase after the Expiration Date will be returned to the tendering holder.
The complete terms and conditions of the Notes Tender Offer are set forth in the Notes Offer to Purchase and the Notes Letter of Transmittal that were sent to holders of the Notes. Holders are urged to read the Notes Tender Offer documents carefully. Copies of the Notes Offer to Purchase and Notes Letter of Transmittal may be obtained from the Information Agent for the Notes Tender Offer, Global Bondholder Services Corporation, by calling (866) 470-4300.
Consummation of the Notes Tender Offer is subject to, and conditioned upon the satisfaction or, where applicable, waiver of certain conditions set forth in the Notes Offer to Purchase. Ford Credit may amend, extend, or terminate the Notes Tender Offer at any time.
About Ford Motor Company
Ford Motor Company, a global automotive industry leader based in Dearborn, Mich., manufactures or distributes automobiles across six continents. With about 213,000 employees and about 90 plants worldwide, the company's brands include Ford, Lincoln, Mercury and Volvo. The company provides financial services through Ford Motor Credit Company. For more information regarding Ford's products, please visit www.ford.com.
About Ford Motor Credit Company
Ford Motor Credit Company LLC is one of the world's largest automotive finance companies and has supported the sale of Ford Motor Company products since 1959. It is an indirect, wholly owned subsidiary of Ford. It provides automotive financing for Ford, Lincoln, Mercury and Volvo dealers and customers. More information can be found at www.fordcredit.com and at Ford Motor Credit's investor center, www.fordcredit.com/investorcenter.
Safe Harbor and Other Required Disclosure
This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on expectations, forecasts, and assumptions by the managements of Ford and Ford Credit and involve a number of risks, uncertainties, and other factors that could cause actual results to differ materially from those stated, including, without limitation, those set forth in "Item 1A--Risk Factors" and "Item 7--Management's Discussion and Analysis of Financial Condition and Results of Operations--Risk Factors" of Ford's and Ford Credit's Annual Reports on Form 10-K for the year ended December 31, 2008. Readers are encouraged to read Ford's and Ford Credit's filings with the Securities and Exchange Commission to learn more about the risk factors associated with Ford's and Ford Credit's businesses.