General Motors 2011 Annual Report Download - page 99

GENERAL MOTORS COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
We recorded the fair value of the assets acquired and liabilities assumed as of October 1, 2010 and have included GMS’s results of
operations and cash flows from that date forward. The following table summarizes the amounts recorded in connection with the
acquisition of GMS, which are included in our GME segment (dollars in millions):
Successor
October 1, 2010
Assets acquired and liabilities assumed
Cash ........................................................................................... $ 49
Accountsreceivable(a)............................................................................ 60
Inventory ....................................................................................... 56
Property,net .................................................................................... 25
Other non-current assets ........................................................................... 3
Current liabilities ................................................................................. (116)
Non-current liabilities ............................................................................. (11)
Bargainpurchasegain ........................................................................... $ 66
(a) Accounts receivable includes $32 million that is due from us.
We determined that the excess of fair value over consideration paid was attributable to potential future restructuring scenarios made
necessary due to the uncertainty in sales demand beyond in-place supply agreements. Restructuring costs, if incurred, would be
expensed in future periods. As potential future restructuring activities do not qualify to be recorded as a liability in the application of
the acquisition method of accounting, none was recorded, and we recorded the excess as a bargain purchase gain, recorded in Interest
income and other non-operating income, net. We did not provide the pro forma financial information because we do not believe the
information was material.
Sale of India Operations
In December 2009 we and SAIC Motor Hong Kong Investment Limited (SAIC-HK) entered into a joint venture, SAIC GM
Investment Limited (HKJV) to invest in automotive projects outside of markets in China, initially focusing on markets in India. In
February 2010 we sold certain of our operations in India (GM India), part of our GMIO segment to HKJV, in exchange for a
promissory note due in 2013. The amount due under the promissory note may be partially reduced, or increased, based on GM India’s
cumulative earnings before interest and taxes for the three year period ending December 31, 2012. In connection with the sale we
recorded net consideration of $185 million and an insignificant gain. The sale transaction resulted in a loss of control and the
deconsolidation of GM India on February 1, 2010. Accordingly, we removed the assets and liabilities of GM India from our
consolidated balance sheets and recorded an equity interest in HKJV to reflect cash of $50 million we contributed to HKJV and a
$123 million commitment to provide additional capital that we are required to make in accordance with the terms of the joint venture
agreement. We recorded a corresponding liability to reflect our obligation to provide additional capital.
In connection with this transaction, we provided an option to SAIC-HK to not participate in future capital injections, which would
otherwise be required under certain circumstances. SAIC-HK still held this option at December 31, 2011. The related option liability
was $88 million and $24 million at December 31, 2011 and 2010, measured utilizing Level 3 inputs. Total unrealized losses related to
this option were $64 million and $3 million in the years ended December 31, 2011 and 2010.
Acquisition of Delphi Businesses
In July 2009 we entered into the Delphi Master Disposition Agreement (DMDA) with Delphi Corporation (Delphi) and other
parties. The terms of the DMDA provided a means for Delphi to emerge from bankruptcy and to effectively serve its customers by
focusing on its core business. The DMDA settled outstanding claims and assessments against and from MLC, us and Delphi,
including the settlement of commitments under the Delphi-GM Settlement Agreements (as defined in Note 20) with limited
exceptions, and establishes an ongoing commercial relationship with New Delphi (as subsequently defined). The DMDA also enabled
us to access essential components and steering technologies through the businesses we acquired.
General Motors Company 2011 Annual Report 97