Summary
Ford Motor Company (F) has reported an unregistered sale of equity securities via an 8-K filing on December 6, 2007, detailing a significant debt-for-equity exchange that occurred on December 7, 2007. The company issued approximately 62 million shares of its common stock in exchange for retiring over $566 million in principal amount of its 6 3/8% Debentures due 2029 and 6 5/8% Debentures due 2028. This transaction was executed with a single institutional debenture holder.
Key Highlights
- 1Ford Motor Company issued approximately 62 million shares of common stock.
- 2The shares were issued in exchange for the retirement of $441,991,000 principal of 6 3/8% Debentures due 2029.
- 3The shares were also exchanged for $124,943,000 principal of 6 5/8% Debentures due 2028.
- 4The transaction was with an institutional holder of the Debentures.
- 5No cash proceeds were received by Ford; the debentures were retired and cancelled.
- 6The stated objectives of the transaction were to reduce debt and interest costs, increase equity, and improve the balance sheet.
- 7The issuance of shares was exempt from registration under Section 3(a)(9) of the Securities Act of 1933.