General Motors 2011 Annual Report Download - page 173

GENERAL MOTORS COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
holders of our common stock are secondary to the payment or provision for payment of all our debts and liabilities and to holders of
our Series A Preferred Stock and Series B Preferred Stock, if any such shares are then outstanding. In the year ended December 31,
2011 we issued 61 million shares of common stock to the U.S. hourly and salaried pension plans, four million shares for exercised
warrants, and 500 thousand shares for the settlement of salary and other restricted stock awards. In the year ended December 31, 2010
we issued 100 thousand shares of restricted common stock.
Warrants
In connection with the 363 Sale we issued two tranches of warrants, each to acquire 136 million shares of common stock, to MLC
which have been substantially distributed to creditors of Old GM by MLC and one tranche of warrants to acquire 46 million shares of
common stock to the New VEBA. The first tranche of MLC warrants is exercisable at any time prior to July 10, 2016 at an exercise
price of $10.00 per share and the second tranche of MLC warrants is exercisable at any time prior to July 10, 2019 at an exercise price
of $18.33 per share. In April 2011 MLC began distribution of its warrants for our common stock to its unsecured creditors. Upon
exercise of the warrants, the shares issued will be included in the number of basic shares outstanding used in the computation of
earnings per share. The New VEBA warrants are exercisable at any time prior to December 31, 2015 at an exercise price of $42.31
per share. The number of shares of common stock underlying each of the warrants and the per share exercise price are subject to
adjustment as a result of certain events, including stock splits, reverse stock splits and stock dividends. The outstanding balance of
warrants at December 31, 2011 and 2010 is 313 million and 318 million.
Noncontrolling Interests
In October 2009 we completed our participation in an equity rights offering in GM Korea for $417 million. As a result of the
participation in the equity rights offering our ownership interest in GM Korea increased from 50.9% to 70.1%. In March 2011 we
completed the acquisition of an additional 6.9% in GM Korea. After completing this transaction we now own 77.0% of the
outstanding shares.
In December 2009 we acquired the remaining noncontrolling interest of a joint venture for $100 million increasing our ownership
interest from 50% to 100%. This transaction resulted in no charge to Capital surplus.
The table below summarizes the changes in equity resulting from Net income (loss) attributable to common stockholders and
transfers from (to) noncontrolling interests changes (dollars in millions):
Successor
For The Year Ended
December 31, 2011
July 10, 2009
Through
December 31, 2009
Net income (loss) attributable to common stockholders ................................ $7,585 $(4,428)
Increase in capital surplus resulting from GM Korea equity rights offering . . . . . . . . . . . . . . . . . — 108
Increase in capital surplus resulting from acquisition of additional interest in GM Korea . . . . . . 41 —
Changes from net income (loss) attributable to common stockholders and transfers from (to)
noncontrolling interests ....................................................... $7,626 $(4,320)
General Motors Company 2011 Annual Report 171