GM-Chrysler merger talks advance

GM-Chrysler merger talks advance
http://tinyurl.com/5sbvqg

October 18, 2008: 1:41 PM ET

DETROIT (AP) -- In the doomsday scenario raising anxiety around the
Motor City, General Motors Corp. makes a deal for Chrysler, keeps Jeep
and the minivans, and vaporizes the rest of the company.

Tens of thousands of Chrysler's 66,409 employees lose their jobs as
cash-desperate GM swiftly cuts redundant operations and sheds
unprofitable models. Factories and dealerships are closed, and the
lights go out at Chrysler's gleaming corporate headquarters campus in
the northern suburb of Auburn Hills.

It's not something Andre Thibodeaux wants to think about. The general
manager of Lelli's, an upscale steakhouse and Italian restaurant near
Chrysler's 15-story tower, gets about half his lunch business from the
automaker and related businesses.

The eatery, with roots in downtown Detroit and family owned for three
generations, already has lost business as Chrysler and parts suppliers
have downsized and people eat out less due to economic worries. The loss
of Chrysler's corporate headquarters is almost unthinkable.

"I can't imagine moving the building or changing or selling or anything
like that," said Thibodeaux. "Auburn Hills in general is built all
around that building."

Although it may be unimaginable, industry analysts say GM (GM, Fortune
500) would have no choice but to slash costs if it acquires struggling
Chrysler from its current owner, New York private equity firm Cerberus
Capital Management.

Both sides have been talking for months, but the pace recently has
increased. Cerberus wants out of the auto business, and as the credit
markets have dried up, GM, worried about running too low on cash before
the U.S. auto market rebounds, wants Chrysler's currency stockpile.

A person familiar with the negotiations said Friday that the talks have
advanced to the point where top executives of both companies have looked
at a deal and asked for refinements. The person spoke on condition of
anonymity because the talks are secret.
Deal still a long way off

In August, Chrysler said it had accumulated $11.7 billion in cash and
marketable securities as of June 30. That figure remains around $11
billion, the person said, despite Chrysler's U.S. sales being down 25
percent through September, the largest decline of any major automaker.

Detroit-based GM is burning up more than $1 billion per month, with
several analysts predicting it will reach its minimum operating cash
level of $14 billion sometime next year. GM's sales are down 18 percent,
and the company has lost $57.5 billion in the past 18 months, although
much of that comes from noncash tax accounting changes.

Chrysler's money pile would help solve GM's cash problem if credit
remains unavailable.

Both automakers have had to deny bankruptcy rumors in recent weeks,
saying people who won't buy cars from a company that looks like it could
go out of business.

According to the person familiar with the negotiations, the deal being
discussed thus far calls for Cerberus to hand over Chrysler in exchange
for GM's 49 percent stake in GMAC Financial Services. GM sold a 51
percent stake in its finance arm to Cerberus in 2006.

Cerberus also would get an equity stake in GM, hoping to get a good
return should GM recover when U.S. auto sales bounce back from a serious
slump.

Other automakers, including the allied companies of Renault and Nissan
Motor (NSANY), also are in discussions about Chrysler, the person said.
Simultaneously, Cerberus, which bought 80.1 percent of Chrysler from
Daimler (DAI) in a $7.4 billion deal last year, is negotiating to
acquire Daimler's 19.9 percent stake.

GM and Cerberus are still a long way from a deal, according to the
person, and GM's board reportedly is cool to the idea.

All that GM, Chrysler and Cerberus have said about the negotiations is
that automakers meet all the time. Chrysler Chief Executive Bob Nardelli
said Thursday the auto sales drop has created an environment that favors
consolidation.
The upside of a Detroit Two

It's the uncertainty of consolidation that worries many in Michigan,
which has lost more than 400,000 jobs since 2000. Its unemployment rate
in September was 8.7 percent, the highest in the nation, as GM, Chrysler
and Ford (F, Fortune 500) continued to make cuts.

"Mergers usually represent job loss," Gov. Jennifer Granholm said Friday
on the Public Broadcasting Service's Nightly Business Report. "We are
fearful that a merger would mean more job loss, and that is the last
thing we need."

Among the fearful are Chrysler workers and its roughly 3,600 dealers,
who already are under pressure from the company to merge with other
dealers and scale back their ranks.

"If you end up going from the Detroit Three to the Detroit Two, you
don't need as many dealers representing those nameplates," said Dale
Early, owner of a Chrysler-Jeep dealer in the Houston suburb of
Kingwood, Texas. "With the market the way it is today, you don't
necessarily have a need for three major manufacturers," he said.

The upside of an acquisition, industry analysts say, is that it would
almost certainly shrink the U.S. auto industry to where it needs to be
so the survivors can thrive. Many analysts are predicting that the U.S.
auto market will shrink to sales of about 13 million vehicles this year.
That's a drop of about 3 million from 2007, and the decline is more than
Toyota's (TM) U.S. sales last year.


--
Civis Romanus Sum

Jim Higgins wrote:

> DETROIT (AP) -- In the doomsday scenario ... factories and
> dealerships are closed

Chrysler announced recently they were laying off 1 or maybe 2 shifts at
their minivan plant in Windsor.

> In August, Chrysler said it had accumulated $11.7 billion in cash
> and marketable securities ...
>
> Chrysler's money pile would help solve GM's cash problem if credit
> remains unavailable.

So how is GM supposed to get their hands on Chrysler? By borrowing
money to buy Chrysler?

Please explain the logic where you borrow money to get your hands on
Chrysler's money. Where the hell is the logic in that? How does that
add up?

> Simultaneously, Cerberus, which bought 80.1 percent of Chrysler from
> Daimler (DAI) in a $7.4 billion deal last year, is negotiating to
> acquire Daimler's 19.9 percent stake.

I was wondering about that.

I wonder if that's going to be a deal breaker if Daimler plays
hardball. Maybe Daimler will end up with a share of the new GM. I'm
sure they'd like that - they'd find a way to have their old E-class
suspension and drive train parts end up in the next generation of GM
vehicles, just like what handicapped Chrysler for the past 5 years.

MoPar Man wrote:

> So how is GM supposed to get their hands on Chrysler? By borrowing
> money to buy Chrysler?

By trading stock for the remainder share of GMAC.

MoPar Man > writes:

> Jim Higgins wrote:
>
>> DETROIT (AP) -- In the doomsday scenario ... factories and
>> dealerships are closed
>
> Chrysler announced recently they were laying off 1 or maybe 2 shifts at
> their minivan plant in Windsor.
>
>> In August, Chrysler said it had accumulated $11.7 billion in cash
>> and marketable securities ...
>>
>> Chrysler's money pile would help solve GM's cash problem if credit
>> remains unavailable.
>
> So how is GM supposed to get their hands on Chrysler? By borrowing
> money to buy Chrysler?

As I understand it, they trade what they still own of GMAC to
Cerberus, who owns slightly over half of GMAC now, for Chrysler. No
money changes hands.

Joe Pfeiffer wrote:

> > So how is GM supposed to get their hands on Chrysler? By borrowing
> > money to buy Chrysler?
>
> As I understand it, they trade what they still own of GMAC to
> Cerberus, who owns slightly over half of GMAC now, for Chrysler.

Any ideas what Chrysler is worth (assets minus liabilities) - with and
without taking their $12 billion cash-in-the-bank into account?

> No money changes hands.

I guess for that to happen, Cerberus will have to buy out Daimler's 20%
share of Chrysler first.

------------
Is Chrysler really worth GMAC + $3 billion ???

No mention of what might happen to the Chrysler 300 vehicle line in this
story:

http://www.tennessean.com/apps/pbcs....90/1003/NEWS01

Under a potential deal widely reported by the financial media, Cerberus
would trade Chrysler and $3 billion in cash for the remaining 49 percent
stake that GM still holds in the GMAC finance unit. Cerberus bought the
other 51 percent of GMAC from GM last year.

GM's real interest in Chrysler might lie with the Jeep sport utility
vehicle brand, as well as the minivan line, which includes the Chrysler
Town & Country and Dodge Grand Caravan.

GM has no minivans in its current lineup, although it does sell a line
of crossover utility vehicles, including the new Chevrolet Traverse made
in Spring Hill, that compete against minivans.

"Some of this makes sense, but not all of it," auto analyst George
Magliano with Global Insight said of a possible Chrysler-GM merger.

"Initially when Chrysler was put into play, GM wanted the Jeep brand and
the minivans," he said. "Beyond that, the other stuff probably would be
up for grabs. In an ideal world, GM would keep Jeep and the minivans,
and sell off the rest."

With a breakup of Chrysler, the other potentially valuable pieces that
could find separate buyers include its Mopar parts operation and
Chrysler Financial, its captive finance unit.

In almost any merger or breakup scenario, Dodge and Chrysler's midsize
cars and truck-based sport utility vehicles would be eliminated,
analysts said. That includes the Dodge Avenger and Chrysler Sebring
sedans, as well as the Dodge Durango and Chrysler Aspen SUVs.

GM has a strong line of midsize sedans, led by the award-winning
Chevrolet Malibu and Saturn Aura. And it has a popular line of SUVs,
including the Chevy Tahoe and Suburban, GMC Yukon and Cadillac Escalade.

Also in doubt would be the Dodge Ram pickup line, Anwyl said. The Ram —
with just a 20 percent market share — is a relatively small player.

GM already has the industry's best-selling full-size pickups — the
Chevrolet Silverado and GMC Sierra — whose combined sales totaled nearly
1 million units last year, although sales are off significantly this
year.

If GM bought Chrysler, "would you stop making Ram and hope those buyers
like the Silverado?" Anwyl said. "Or would you try to differentiate them
enough in the marketplace to keep from losing share? Throw another
vehicle into the mix, and it gets complicated."

GM also might have to do away with some brands, as well, analysts said.
Chrysler is considered to be the most vulnerable, because Dodge and Jeep
are more popular.

But some GM brands could be on a hit list, too. During GM's recent
financial upheaval, some critics suggested axing the Pontiac, Buick and
Saturn lines, leaving only Chevrolet, GMC and Cadillac in the GM fold.
GM already has the Hummer SUV brand on the auction block.

Jeep could fill the void left by Hummer, several analysts said.

While Hummer has just premium-priced vehicles in its lineup, both of
which are regarded as gas-guzzlers, Jeep has a full range of sport
utilities, with prices starting around a modest $16,000.

It also has the iconic Wrangler off-road vehicle that has been the key
Jeep product since the brand's inception after the end of World War II.

"Jeep is strong," Anwyl said, even with this past year's downturn in SUV
sales. "It's something that GM or any other automaker might want."

The most economical Jeeps have fuel economy similar to that of some
compact cars. The five-passenger Patriot, for instance, has EPA ratings
as high as 23 miles per gallon in the city and 28 on the highway.

For Renault, the acquisition of Jeep would allow it to slip back into
the U.S. market, which it abandoned completely with the sale of Jeep and
American Motors. The company has said in recent years that it would like
to return to the United States. But startup costs have been prohibitive,
considering that without an alliance with an automaker already here,
Renault would have to establish an entirely new dealer network.

With the purchase of Jeep, it would have an established dealer network
that could also be used to sell some of Renault's fuel-efficient small
cars that are popular in Europe.

Renault's chief executive is Carlos Ghosn, who also is the CEO of
Japan's Nissan. Nissan North America is based in Franklin.

Renault holds a 44.3 percent stake in Nissan, while Nissan owns 15
percent of Renault. The French government also is a Renault stockholder.

In a recent memoir, former Renault Chairman Louis Schweitzer said that
he regretted selling Jeep and AMC to Chrysler. At the time, though, the
two brands were languishing.

"Renault buying Jeep could make sense," Magliano said. "It would be a
quick way to get back into the U.S. market."

Ghosn made it clear during a visit to Nashville in July that Nissan
wasn't interested in acquiring Chrysler. But the two companies do have
agreements to manufacture vehicles for each other over the next few
years, and Nissan is not expecting those deals to be affected by any
changes in Chrysler ownership.

"As you know, we have three recently announced vehicle agreements in
place with Chrysler —two small cars and a truck," Nissan spokesman Fred
Standish said.

"Other than that, we're just keeping the lines of communication open."

Nissan will build the two cars for Chrysler, and Chrysler will provide
Nissan with a full-size pickup.

The cash that Chrysler would bring to GM might make an all-in-one sale
the best option for Cerberus and GM, Magliano said, although he believes
it's more likely that Chrysler would be broken up.

But either way, Cerberus probably wants to get out of the auto business,
he said. "The timing for them just turned out to be wrong," he said.

"When the deal was made for Chrysler last year, I don't think anybody
counted on the credit crisis and the market going this way. It's been
tough for Cerberus."
-------------

MoPar Man > writes:

> Joe Pfeiffer wrote:
>
>> > So how is GM supposed to get their hands on Chrysler? By borrowing
>> > money to buy Chrysler?
>>
>> As I understand it, they trade what they still own of GMAC to
>> Cerberus, who owns slightly over half of GMAC now, for Chrysler.
>
> Any ideas what Chrysler is worth (assets minus liabilities) - with and
> without taking their $12 billion cash-in-the-bank into account?

No.

>> No money changes hands.
>
> I guess for that to happen, Cerberus will have to buy out Daimler's 20%
> share of Chrysler first.

I thought I saw that that was also being negotiated. Though, of
course, the deal could end up being 49% of GMAC for 80% of Chrysler.

<scary story snipped>