General Motors 2012 Annual Report Download - page 91

GENERAL MOTORS COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Note 4. Acquisition and Disposal of Businesses
Sale of General Motors Strasbourg S.A.S.
In December 2012 we entered into a definitive agreement to sell 100% of our equity interest of General Motors Strasbourg S.A.S.
(GMS), which was included in our GME segment, for cash of one Euro to an external third-party. GMS is engaged in the business of
developing and manufacturing automatic transmissions for luxury and performance light automotive vehicles. We acquired GMS in
October 2010 as subsequently discussed. GMS’s assets and liabilities were adjusted to their estimated fair value of one Euro upon
entering into the definitive agreement. The resulting charge of $119 million was recorded in Interest income and other non-operating
income, net. In January 2013 we completed the sale of GMS. GMS’s assets, composed primarily of accounts receivable and
inventories, and its liabilities composed primarily of accounts payable and accrued liabilities were classified as held for sale and were
included in Current Assets and Current Liabilities.
Definitive Agreement to Acquire Certain Ally Financial International Operations
In November 2012 GM Financial entered into an agreement with Ally Financial to acquire 100% of the outstanding equity interests
of its automotive finance and financial services operations in Europe and Latin America and a separate agreement to acquire Ally
Financial’s non-controlling equity interests in GMAC-SAIC Automotive Finance Company Limited (GMAC-SAIC), which conducts
automotive finance and other financial services in China. The combined consideration will be approximately $4.2 billion in cash,
subject to certain closing adjustments. These transactions will enable GM Financial to provide automotive finance and other financial
services to customers in European, Latin American and Chinese markets. The closings of the transactions contemplated by the
agreements are subject to satisfaction of certain closing conditions, including obtaining applicable regulatory approvals and third-
party consents and other customary closing conditions, and are expected to close in stages throughout 2013.
Acquisition of SAIC GM Investment Limited
In September 2012 SAIC Motor Hong Kong Investment Limited (SAIC-HK) exercised its option to not participate in future capital
injections to SAIC GM Investment Limited, the holding company of General Motors India Private Limited and Chevrolet Sales India
Private Limited (collectively HKJV). We agreed with SAIC-HK to settle a promissory note due from HKJV to us in exchange for
HKJV’s issuance of 257 million Class B shares at face value of $1.17 per share. SAIC-HK’s equity interest in HKJV was diluted from
50% to 14% and we obtained control of HKJV with an 86% interest and consolidated HKJV effective September 1, 2012. We
recognized a gain of $51 million measured as the difference between the fair value of our 50% interest in HKJV and the investment
carrying amount at the date of acquisition of which $50 million was recorded in Equity income, net of tax and gain on investments. In
addition we invested $125 million in HKJV and acquired 186 million Class A shares at face value of $0.6708 per share, which
increased our interest in HKJV from 86% to 90.8%. Refer to Note 10 for additional details on our investment in HKJV prior to
acquisition.
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