FORD ANNOUNCES SECONDARY PUBLIC OFFERING BY UAW VEBA OF WARRANTS TO PURCHASE COMMON STOCK
DEARBORN, Mich., March 29, 2010 – Ford Motor Company (NYSE: F) announced today that the UAW Retiree Medical Benefits Trust (the “UAW VEBA”) has commenced a secondary public offering of up to 362,391,305 warrants, each of which represents the right to purchase one share of Ford’s common stock at an exercise price of $9.20 per share, subject to customary anti-dilution adjustments.
As previously announced, the UAW VEBA acquired the warrants from Ford on Dec. 31, 2009 as part of the consideration Ford paid pursuant to a settlement agreement under which the UAW VEBA assumed the obligation to provide retiree health care benefits to eligible active and retired UAW Ford hourly employees and their eligible spouses, surviving spouses and dependents. The warrants expire on Jan.1, 2013.
Ford will not receive any proceeds from the offering. The UAW VEBA is offering to sell all of the warrants that it holds. The UAW VEBA will receive all of the net proceeds from the offering.
The offering is expected to price through a modified Dutch auction. Deutsche Bank Securities Inc. is the sole book-running manager for the offering. Goldman, Sachs & Co., Barclays Capital Inc., BofA Merrill Lynch, Citi, J.P. Morgan Securities Inc., Morgan Stanley & Co. Incorporated and RBS Securities Inc. are included in the underwriting syndicate.
Deutsche Bank Securities, Inc., in its capacity as auction agent, has specified that the auction will commence at 8 a.m. EDT on March 30, 2010, and will close at 6:30 p.m. EDT on that same day. During the auction period, potential bidders will be able to place bids at any price (in increments of $0.10) at or above the minimum bid price of $3.50 per warrant. The minimum size for any bid is 1,000 warrants.
The auction procedures, the exercise price, expiration date and other terms of the warrants are described in the preliminary prospectus supplement referenced below.
The offering is being made by means of a prospectus and prospectus supplement only. Copies of the prospectus and the prospectus supplement may be obtained from Deutsche Bank Securities Inc., Prospectus Department, Harborside Financial Center, 100 Plaza One, Jersey City, N.J. 07311-3988, telephone: 1-800-503-4611 or by emailing [email protected]
Ford has filed a registration statement – including a prospectus – with the Securities and Exchange Commission (“SEC”) for the offering to which this communication relates. Before investing, investors should read the prospectus in that registration statement and other documents Ford has filed with the SEC for more complete information about Ford and this offering.
Investors may obtain these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov
. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send the prospectus and the prospectus supplement upon request by contacting Deutsche Bank Securities Inc., Prospectus Department.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
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About Ford Motor Company
Ford Motor Company, a global automotive industry leader based in Dearborn, Mich., manufactures or distributes automobiles across six continents. With about 198,000 employees and about 90 plants worldwide, the company’s automotive brands include Ford, Lincoln, Mercury and Volvo. The company provides financial services through Ford Motor Credit Company.