UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
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If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.o
Note:Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. | 03060R101 |
1 | NAMES OF REPORTING PERSONS General Motors Company | ||||||||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | ||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||||||||||
WC | |||||||||||
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
Delaware | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 | ||||||||||
SHARES | 8 | SHARED VOTING POWER | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 23,582,897 | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER | |||||||||
0 | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||||||||
23,582,897 (1) | |||||||||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||||||||
o | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||||||||||
17.5%(2) | |||||||||||
14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||||||||
CO |
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CUSIP No. | 03060R101 |
1 | NAMES OF REPORTING PERSONS General Motors Holdings LLC | ||||||||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | ||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||||||||||
WC | |||||||||||
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
Delaware | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 | ||||||||||
SHARES | 8 | SHARED VOTING POWER | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 23,582,897 | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER | |||||||||
0 | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||||||||
23,582,897 (1) | |||||||||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||||||||
o | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||||||||||
17.5%(2) | |||||||||||
14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||||||||
OO |
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Exhibit A* | Joint Filing Agreement, dated August 2, 2010, among the Reporting Persons. | |
Exhibit B | Agreement and Plan of Merger, dated as of July 21, 2010, among General Motors Holdings LLC, Goalie Texas Holdco Inc. and AmeriCredit Corp. (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K filed by General Motors Company on July 23, 2010). | |
Exhibit C | Shareholder Support and Voting Agreement, dated as of July 21, 2010, by and among General Motors Holdings LLC, Goalie Texas Holdco Inc. and Fairholme Capital Management, L.L.C., Fairholme Funds, Inc. and Bruce R. Berkowitz (incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K filed by General Motors Company on July 23, 2010). | |
Exhibit D | Shareholder Support and Voting Agreement, dated as of July 21, 2010, by and among General Motors Holdings LLC, Goalie Texas Holdco Inc. and Leucadia National Corporation, Phlcorp, Inc., Baldwin Enterprises, Inc., BEI Arch Holdings, LLC and BEI-Longhorn, LLC (incorporated by reference to Exhibit 99.2 to the Current Report on Form 8-K filed by General Motors Company on July 23, 2010). |
* | Filed herewith |
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Dated: August 2, 2010 | General Motors Company | |||
By: | /s/ Daniel Ammann | |||
Daniel Ammann | ||||
Vice President, Finance and Treasurer | ||||
Dated: August 2, 2010 | General Motors Holdings LLC | |||
By: | /s/ Daniel Ammann | |||
Daniel Ammann | ||||
Vice President, Finance and Treasurer | ||||
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Name | Principal Occupation/Employment | |
Edward E. Whitacre, Jr. | Chairman and Chief Executive Officer, General Motors Company | |
Stephen J. Girsky | Vice Chairman, Corporate Strategy and Business Development, General Motors Company | |
Christopher P. Liddell(1) | Vice Chairman and Chief Financial Officer, General Motors Company | |
Thomas G. Stephens | Vice Chairman, Global Product Operations, General Motors Company | |
Jaime Ardila(2) | Vice President of General Motors Company and President, GM South America | |
Timothy E. Lee | President, GM International Operations, General Motors Company | |
David N. Reilly(3) | President, GM Europe, General Motors Company | |
Mark L. Reuss | President, GM North America, General Motors Company | |
Mary T. Barra | Vice President, Global Human Resources, General Motors Company | |
Selim Bingol | Vice President, Communications, General Motors Company | |
Nicholas S. Cyprus | Vice President, Controller and Chief Accounting Officer, General Motors Company | |
Terry S. Kline | Vice President, Information Technology and Chief Information Officer, General Motors Company | |
Michael P. Millikin | Vice President, Legal and General Counsel, General Motors Company | |
Daniel Ammann | Vice President, Finance and Treasurer, General Motors Company |
(1) | citizen of New Zealand. | |
(2) | citizen of Colombia. | |
(3) | citizen of UK. |
Name | Principal Occupation/Employment | |
Daniel F. Akerson | Managing Director and Head of Global Buyout, The Carlyle Group | |
David Bonderman | Co-Founding Partner and Managing General Partner, TPG | |
Erroll B. Davis, Jr. | Chancellor, University System of Georgia | |
Stephen J. Girsky | Vice Chairman, Corporate Strategy and Business Development, General Motors Company | |
E. Neville Isdell | Retired Chairman and Chief Executive Officer, The Coca-Cola Company | |
Robert D. Krebs | Retired Chairman and Chief Executive Officer, Burlington Northern Santa Fe Corporation |
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Name | Principal Occupation/Employment | |
Kent Kresa | Chairman Emeritus, Northrop Grumman Corporation | |
Philip A. Laskawy | Retired Chairman and Chief Executive Officer, Ernst & Young LLP | |
Kathryn V. Marinello | Former Chairman and Chief Executive Officer, Ceridian Corporation | |
Patricia F. Russo | Former Chief Executive Officer, Alcatel-Lucent | |
Carol M. Stephenson | Dean, Richard Ivey School of Business, The University of Western Ontario | |
Dr. Cynthia A. Telles | Associate Clinical Professor, UCLA School of Medicine | |
Edward E. Whitacre, Jr. | Chairman and Chief Executive Officer, General Motors Company |
Name | Principal Occupation/Employment | |
Edward E. Whitacre, Jr. | Chairman and Chief Executive Officer, General Motors Company | |
Stephen J. Girsky | Vice Chairman, Corporate Strategy and Business Development, General Motors Company | |
Christopher P. Liddell(1) | Vice Chairman and Chief Financial Officer, General Motors Company | |
Thomas G. Stephens | Vice Chairman, Global Product Operations, General Motors Company | |
Jaime Ardila(2) | Vice President of General Motors Company and President, GM South America | |
Timothy E. Lee | President, GM International Operations, General Motors Company | |
David N. Reilly(3) | President, GM Europe, General Motors Company | |
Mark L. Reuss | President, GM North America, General Motors Company | |
Mary T. Barra | Vice President, Global Human Resources, General Motors Company | |
Selim Bingol | Vice President, Communications, General Motors Company | |
Nicholas S. Cyprus | Vice President, Controller and Chief Accounting Officer, General Motors Company | |
Terry S. Kline | Vice President, Information Technology and Chief Information Officer, General Motors Company | |
Michael P. Millikin | Vice President, Legal and General Counsel, General Motors Company | |
Daniel Ammann | Vice President, Finance and Treasurer, General Motors Company |
(1) | citizen of New Zealand. | |
(2) | citizen of Colombia. | |
(3) | citizen of UK. |
Name | Principal Occupation/Employment | |
Daniel Ammann | Vice President, Finance and Treasurer, General Motors Company | |
Mark L. Reuss | President, GM North America, General Motors Company |
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