Note 27.
Note 28.
Note 29.
Note 30.
Note 31.
Note 32.
Item 9.
Item 9A.
Item 9B.
Item 10.
Item 11.
Item 12.
Item 13.
Item 14.
Item 15.
GENERAL MOTORS COMPANY AND SUBSIDIARIES
General Motors Company was formed in 2009 originally as a Delaware limited liability company, Vehicle Acquisition Holdings LLC, and subsequently converted to a Delaware corporation, NGMCO, Inc. This company, which on July 10, 2009 acquired substantially all of the assets and assumed certain liabilities of General Motors Corporation (363 Sale) and changed its name to General Motors Company, is sometimes referred to in this Annual Report on Form 10-K (2011 Form 10-K) for the periods on or subsequent to July 10, 2009 as “we,” “our,” “us,” “ourselves,” the “Company,” “General Motors,” or “GM,” and is the successor entity solely for accounting and financial reporting purposes (Successor). General Motors Corporation is sometimes referred to in this 2011 Form 10-K, for the periods on or before July 9, 2009, as “Old GM” and is the predecessor entity solely for accounting and financial reporting purposes (Predecessor). On July 10, 2009 in connection with the 363 Sale, General Motors Corporation changed its name to Motors Liquidation Company, which is sometimes referred to in this 2011 Form 10-K for the periods after July 10, 2009 as “MLC.” On December 15, 2011 MLC was dissolved and the Motors Liquidation Company GUC Trust (GUC Trust) assumed responsibility for the affairs of and certain claims against MLC and its debtor subsidiaries that were not concluded prior to MLC's dissolution. MLC transferred to the GUC Trust all of MLC's remaining undistributed shares of our common stock and warrants to acquire our common stock.
Item 1. Business
We design, build and sell cars, trucks and automobile parts worldwide. We also provide automotive financing services through General Motors Financial Company, Inc. (GM Financial).
Our automotive operations meet the demands of our customers through our four automotive segments: GM North America (GMNA), GM Europe (GME), GM International Operations (GMIO) and GM South America (GMSA).
In the year ended December 31, 2009 we combined our vehicle sales data, market share data and production volume data in the period July 10, 2009 through December 31, 2009 with Old GM's data in the period January 1, 2009 through July 9, 2009 for comparative purposes.
Our total worldwide vehicle sales were 9.0 million and 8.4 million in the years ended December 31, 2011 and 2010. Total combined GM and Old GM worldwide vehicle sales in the year ended December 31, 2009 were 7.5 million.
In the year ended December 31, 2010 we completed the sale of Saab Automobile AB (Saab) and of Saab Automobile GB and completed the wind down of our Pontiac, Saturn and HUMMER brands.
GMNA primarily meets the demands of customers in North America with vehicles developed, manufactured and/or marketed under the following brands:
• Buick
• Cadillac
• Chevrolet
• GMC
The demands of customers outside North America are primarily met with vehicles developed, manufactured and/or marketed under the following brands:
• Opel
• Daewoo
• Holden
• Vauxhall
At December 31, 2011 we had equity ownership stakes directly or indirectly in entities through various regional subsidiaries, including GM Korea Company (GM Korea), Shanghai General Motors Co., Ltd. (SGM), SAIC-GM-Wuling Automobile Co., Ltd. (SGMW), FAW-GM Light Duty Commercial Vehicle Co., Ltd. (FAW-GM) and SAIC GM Investment Limited (HKJV). These companies design, manufacture and market vehicles under the following brands:
• Alpheon
• Jiefang
• Baojun
• Wuling
In addition to the products we sell to our dealers for consumer retail sales, we also sell cars and trucks to fleet customers, including daily rental car companies, commercial fleet customers, leasing companies and governments. We sell vehicles to fleet customers
directly or through our network of dealers. Our retail and fleet customers can obtain a wide range of aftersale vehicle services and products through our dealer network, such as maintenance, light repairs, collision repairs, vehicle accessories and extended service warranties.
Competitive Position
Information in this 2011 Form 10-K relating to our relative position in the global automotive industry is based upon the good faith estimates of management and includes all sales by joint ventures on a total vehicle basis, not based on the percentage of ownership in the joint venture. Market share information in this 2011 Form 10-K is based on vehicle sales volume. Worldwide market share and vehicle sales data excludes the markets of Iran, North Korea, Sudan and Syria.
The global automotive industry is highly competitive. The principal factors that determine consumer vehicle preferences in the markets in which we operate include price, quality, available options, style, safety, reliability, fuel economy and functionality. Market leadership in individual countries in which we compete varies widely.
In the year ended December 31, 2011 our worldwide market share increased to 11.9%. Our vehicle sales volumes in the year ended December 31, 2011 reflect the moderate improvement in certain facets of the U.S. economy which has contributed to a slow but steady improvement in U.S. industry vehicle sales, as well as increased volumes in Russia and China.
In the year ended December 31, 2010 our worldwide market share was 11.5%. Our vehicle sales volumes in the year ended December 31, 2010 were consistent with a gradual U.S. vehicle sales recovery from the negative economic effects of the U.S. recession first experienced by Old GM in the second half of 2008, as well as increased volumes in China.
In the year ended December 31, 2009 combined GM and Old GM worldwide market share was 11.6%. In 2009 the U.S. and Europe continued to be negatively affected by the economic factors first experienced in 2008 as their automotive industry sales declined 21.4% and 14.5% when compared to the year ended December 31, 2008, although volumes increased in China.
Production volume includes vehicles produced by certain joint ventures. The joint venture agreements with SGMW and FAW-GM allow for significant rights as a member as well as the contractual right to report SGMW and FAW-GM joint venture production in China. The following table summarizes total production volume (vehicles in thousands):
Years Ended December 31,
2011
2010
2009
GM
Combined GM
and Old GM
GMNA
Cars
1,145
977
727
Trucks
1,944
1,832
1,186
Total GMNA
3,089
2,809
1,913
GMIO
Consolidated entities
1,114
1,016
752
Joint ventures
SGMW
1,284
1,256
1,109
SGM
1,208
1,037
712
FAW-GM
51
86
43
Other
384
350
61
Total GMIO
4,041
3,745
2,677
GME
1,189
1,234
1,106
GMSA
948
926
807
Worldwide
9,267
8,714
6,503