General Motors 2011 Annual Report Download - page 125

GENERAL MOTORS COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
While we have repaid the loans from the UST in full, certain of the covenants in the UST Credit Agreement and the executive
compensation and corporate governance provisions of Section 111 of the Emergency Economic Stabilization Act of 2008, as
amended, including the Interim Final Rule implementing Section 111 (the Interim Final Rule), remain in effect until the earlier to
occur of the UST ceasing to own direct or indirect equity interests in us or our ceasing to be a recipient of exceptional financial
assistance, as determined pursuant to the Interim Final Rule, and impose obligations on us with respect to, among other things, certain
expense policies, executive privileges and compensation requirements.
VEBA Notes
In 2009 in connection with the 363 Sale, we entered into the VEBA Note Agreement and issued notes (VEBA Notes) of $2.5 billion
to the UAW Retiree Medical Benefits Trust (New VEBA). The VEBA Notes had an implied interest rate of 9.0% per annum. In
October 2010 we repaid in full the outstanding amount (together with accreted interest thereon) of the VEBA Notes of $2.8 billion,
which resulted in a gain of $198 million included in Gain (loss) on extinguishment of debt.
Canadian Loan Agreement and EDC Loan Facility
On July 10, 2009 we entered into the amended and restated loan agreement with the EDC and assumed a $1.3 billion term loan
(Canadian Loan) from the EDC under a loan and security agreement entered into in April 2009 (EDC Loan Facility) maturing on
July 10, 2015. In March 2010 and December 2009 we made quarterly payments of $194 million and $192 million on the Canadian
Loan. In April 2010 we repaid in full the outstanding amount of the Canadian Loan of $1.1 billion. Amounts repaid under the
agreement may not be reborrowed.
Technical Defaults and Covenant Violations
Several of our loan facilities, including our secured revolving credit facility require compliance with certain financial and
operational covenants as well as regular reporting to lenders, including providing certain subsidiary financial statements. Failure to
meet certain of these requirements may result in a covenant violation or an event of default depending on the terms of the agreement.
An event of default may allow lenders to declare amounts outstanding under these agreements immediately due and payable, to
enforce their interests against collateral pledged under these agreements or restrict our ability to obtain additional borrowings. No
technical defaults or covenant violations existed at December 31, 2011.
Automotive Financing — GM Financial
The following table summarizes the estimated fair value, carrying amount and various methods and assumptions used in valuing
GM Financial’s debt (dollars in millions):
Successor
December 31, 2011 December 31, 2010
Carrying
Amount
Estimated
Fair Value (a)
Carrying
Amount
Estimated
Fair Value (a)
Credit facilities
Medium-termnotefacility ............................................ $ 294 $ 294 $ 490 $ 490
Syndicatedwarehousefacility.......................................... 621 621 278 278
Leasefundingfacilities ............................................... 181 181 — —
Bankfundingfacility................................................. 3 3 64 64
Total credit facilities ................................................... 1,099 1,099 832 832
Securitization notes payable ............................................. 6,938 6,946 6,128 6,107
Senior notes and convertible senior notes (b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 501 511 72 72
Total GM Financial debt ................................................ $8,538 $8,556 $7,032 $7,011
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