8-KRegulation FDExhibits & Filings

FORD MOTOR CO 8-K Report, Regulation FD Disclosure (Jan 18, 2022)

Filed January 18, 2022For Securities:FF-PCF-PDF-PB

Summary

Ford Motor Company's 8-K filing on January 18, 2022, disclosed significant special items impacting its fourth quarter and full-year 2021 financial results. The most notable item is a substantial pre-tax remeasurement gain of approximately $3.5 billion from its pension and other postretirement employee benefits (OPEB) plans. This gain, driven by higher discount rates and strong asset returns, is expected to increase net income by $2.8 billion on an after-tax basis. Importantly, this gain is classified as a special item and will not affect Ford's adjusted EBIT or adjusted earnings per share, providing clarity for investors focused on ongoing operational performance. Beyond the pension accounting, the filing also provided preliminary details on other special items for FY2021, including a significant gain on Rivian's IPO and mark-to-market adjustments totaling $9.1 billion. Conversely, Ford incurred costs related to debt extinguishment and its Global Redesign initiative. While these special items will impact reported net income, the company has reiterated that its 2022 contribution expectations for pension plans remain unchanged, and the remeasurement gain itself did not impact cash in 2021.

Key Highlights

  • 1Ford expects a significant pre-tax remeasurement gain of approximately $3.5 billion from its pension and OPEB plans in Q4 2021.
  • 2This pension and OPEB gain is primarily attributed to higher discount rates and favorable asset returns, boosting net income by an estimated $2.8 billion after tax.
  • 3The company utilizes mark-to-market accounting for its pension and OPEB plans, recognizing these gains/losses when incurred as special items.
  • 4The pension and OPEB remeasurement gain will not impact Ford's adjusted EBIT or adjusted earnings per share, aligning with its focus on ongoing operational performance.
  • 5Preliminary FY2021 special items also include a substantial $9.1 billion gain from Rivian's IPO and mark-to-market adjustments.
  • 6Ford reported preliminary special items related to debt extinguishment and its Global Redesign initiative, resulting in net charges.
  • 7The underfunded status of pension and OPEB plans has significantly improved, with expected year-end 2021 figures of $0.3 billion and $6.0 billion, respectively, down from $6.7 billion and $6.6 billion in 2020.

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