UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
- --- EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2004 OR
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
- --- EXCHANGE ACT OF 1934 For the transition period from to
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Commission file number 1-3950
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FORD MOTOR COMPANY
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(Exact name of registrant as specified in its charter)
Incorporated in Delaware 38-0549190
--------------------------------- ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
One American Road, Dearborn, Michigan 48126
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 313-322-3000
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Indicate by checkmark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes |X| . No .
---
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). Yes |X|. No .
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APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding
of each of the issuer's classes of common stock, as of the latest practicable
date: As of April 23,2004 the Registrant had outstanding 1,759,991,029 shares of
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Common Stock and 70,852,076 shares of Class B Stock.
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Exhibit index located on sequential page number 28
Part I. Financial Information
Item 1. Financial Statements
Ford Motor Company and Subsidiaries
SECTOR STATEMENT OF INCOME
--------------------------
For the Periods Ended March 31, 2004 and 2003
(in millions, except per share amounts)
First Quarter
-------------------------
2004 2003
------------ ------------
(unaudited)
AUTOMOTIVE
Sales $38,844 $34,159
Costs and expenses
Cost of sales 34,071 31,055
Selling, administrative and other expenses 2,748 2,298
------- -------
Total costs and expenses 36,819 33,353
------- -------
Operating income/(loss) 2,025 806
Interest income 117 148
Interest expense 392 313
-------- -------
Net interest income/(expense) (275) (165)
Equity in net income/(loss) of affiliated companies 56 21
-------- -------
Income/(loss) before income taxes - Automotive 1,806 662
FINANCIAL SERVICES
Revenues 5,847 6,656
Costs and expenses
Interest expense 1,450 1,644
Depreciation 1,731 2,553
Operating and other expenses 1,212 1,188
Provision for credit and insurance losses 371 593
-------- -------
Total costs and expenses 4,764 5,978
-------- -------
Income/(loss) before income taxes - Financial Services 1,083 678
-------- -------
TOTAL COMPANY
Income/(loss) before income taxes 2,889 1,340
Provision for/(benefit from) income taxes 829 337
-------- -------
Income/(loss) before minority interests 2,060 1,003
Minority interests in net income/(loss) of subsidiaries 85 102
-------- -------
Income/(loss) from continuing operations 1,975 901
Income/(loss) from discontinued/held-for-sale operations (23) (5)
-------- --------
Net income/(loss) $ 1,952 $ 896
======== ========
Income/(loss) attributable to Common and Class B Stock
after Preferred Stock dividends $ 1,952 $ 896
Average number of shares of Common and Class B
Stock outstanding 1,832 1,832
AMOUNTS PER SHARE OF COMMON AND CLASS B STOCK (Note 7)
Basic income/(loss)
Income/(loss) from continuing operations $ 1.08 $ 0.49
Income/(loss) from discontinued/held-for-sale operations (0.01) -
-------- -------
Net income/(loss) $ 1.07 $ 0.49
======== =======
Diluted income/(loss)
Income/(loss) from continuing operations $ 0.95 $ 0.45
Income/(loss) from discontinued/held-for-sale operations (0.01) -
-------- -------
Net income/(loss) $ 0.94 $ 0.45
======== =======
Cash dividends $ 0.10 $ 0.10
The accompanying notes are part of the financial statements.
2
Item 1. Financial Statements (Continued)
Ford Motor Company and Subsidiaries
CONSOLIDATED STATEMENT OF INCOME
--------------------------------
For the Periods Ended March 31, 2004 and 2003
(in millions, except per share amounts)
First Quarter
--------------------------
2004 2003
------------ ------------
(unaudited)
Sales and revenues
Automotive sales $38,844 $34,159
Financial Services revenue 5,847 6,656
------- -------
Total sales and revenues 44,691 40,815
Automotive interest income 117 148
Costs and expenses
Cost of sales 34,071 31,055
Selling, administrative and other expenses 5,691 6,039
Interest expense 1,842 1,957
Provision for credit and insurance losses 371 593
------- -------
Total costs and expenses 41,975 39,644
Automotive equity in net income/(loss)
of affiliated companies 56 21
------- -------
Income/(loss) before income taxes 2,889 1,340
Provision for/(benefit from) income taxes 829 337
------- -------
Income/(loss) before minority interests 2,060 1,003
Minority interests in net income/(loss) of subsidiaries 85 102
------- -------
Income/(loss) from continuing operations 1,975 901
Income/(loss) from discontinued/held-for-sale operations (23) (5)
------- -------
Net income/(loss) $ 1,952 $ 896
======= =======
Income/(loss) attributable to Common and Class B Stock
after Preferred Stock dividends $ 1,952 $ 896
Average number of shares of Common and Class B
Stock outstanding 1,832 1,832
AMOUNTS PER SHARE OF COMMON AND CLASS B STOCK
Basic income/(loss)
Income/(loss) from continuing operations $ 1.08 $ 0.49
Income/(loss) from discontinued/held-for-sale operations (0.01) -
------- -------
Net income/(loss) $ 1.07 $ 0.49
======== =======
Diluted income/(loss)
Income/(loss) from continuing operations $ 0.95 $ 0.45
Income/(loss) from discontinued/held-for-sale operations (0.01) -
------- -------
Net income/(loss) $ 0.94 $ 0.45
======= =======
Cash dividends $ 0.10 $ 0.10
The accompanying notes are part of the financial statements.
3
Item 1. Financial Statements (Continued)
Ford Motor Company and Subsidiaries
SECTOR BALANCE SHEET
--------------------
(in millions)
March 31, December 31,
2004 2003
---------------- --------------
(unaudited)
ASSETS
Automotive
Cash and cash equivalents $ 4,664 $ 5,427
Marketable securities 8,405 10,749
Loaned securities (Note 2) 9,344 5,667
-------- --------
Total cash, marketable and loaned securities 22,413 21,843
Receivables, net 3,020 2,721
Inventories (Note 3) 10,193 9,181
Deferred income taxes 3,269 3,225
Other current assets (Note 2) 10,806 6,839
-------- --------
Total current assets 49,701 43,809
Equity in net assets of affiliated companies 1,990 1,930
Net property 41,168 41,993
Deferred income taxes 10,918 12,092
Goodwill and other intangible assets (Note 4) 6,170 6,254
Assets of discontinued/held-for-sale operations 71 68
Other assets 15,261 14,495
-------- --------
Total Automotive assets 125,279 120,641
Financial Services
Cash and cash equivalents 13,526 16,343
Investments in securities 938 1,123
Finance receivables, net 109,867 110,893
Net investment in operating leases 31,293 31,859
Retained interest in sold receivables 13,369 13,017
Goodwill and other intangible assets (Note 4) 1,003 1,008
Assets of discontinued/held-for-sale operations 377 388
Other assets 14,437 17,292
Receivable from Automotive 2,820 3,356
-------- --------
Total Financial Services assets 187,630 195,279
-------- --------
Total assets $312,909 $315,920
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Automotive
Trade payables $ 16,980 $ 15,289
Other payables (Note 2) 7,196 2,942
Accrued liabilities 32,877 32,171
Debt payable within one year 879 1,806
Current payable to Financial Services 29 124
-------- --------
Total current liabilities 57,961 52,332
Senior debt 13,346 13,832
Subordinated debt 5,155 5,155
-------- --------
Total long-term debt 18,501 18,987
Other liabilities 44,103 45,104
Deferred income taxes 1,903 2,352
Liabilities of discontinued/held-for-sale operations 109 94
Payable to Financial Services 2,791 3,232
-------- --------
Total Automotive liabilities 125,368 122,101
Financial Services
Payables 2,369 2,189
Debt 152,066 159,011
Deferred income taxes 11,039 11,061
Other liabilities and deferred income 8,409 9,211
Liabilities of discontinued/held-for-sale operations 36 37
-------- --------
Total Financial Services liabilities 173,919 181,509
Minority interests 740 659
Stockholders' equity
Capital stock
Common Stock, par value $0.01 per share (1,837 million shares issued) 18 18
Class B Stock, par value $0.01 per share (71 million shares issued) 1 1
Capital in excess of par value of stock 5,373 5,374
Accumulated other comprehensive income/(loss) (913) (414)
Treasury stock (1,787) (1,749)
Earnings retained for use in business 10,190 8,421
-------- --------
Total stockholders' equity 12,882 11,651
-------- --------
Total liabilities and stockholders' equity $312,909 $315,920
======== ========
The accompanying notes are part of the financial statements.
4
Item 1. Financial Statements (Continued)
Ford Motor Company and Subsidiaries
CONSOLIDATED BALANCE SHEET
--------------------------
(in millions)
March 31, December 31,
2004 2003
--------------- ---------------
(unaudited)
ASSETS
Cash and cash equivalents $ 18,190 $ 21,770
Marketable securities 9,343 11,872
Loaned securities 9,344 5,667
Receivables, net 3,020 2,721
Finance receivables, net 109,867 110,893
Net investment in operating leases 31,293 31,859
Retained interest in sold receivables 13,369 13,017
Inventories 10,193 9,181
Equity in net assets of affiliated companies 2,971 2,959
Net property 42,799 43,598
Deferred income taxes 4,162 7,389
Goodwill and other intangible assets 7,173 7,262
Assets of discontinued/held-for-sale operations 448 456
Other assets 37,907 35,950
-------- --------
Total assets $300,079 $304,594
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Payables $ 26,545 $ 20,420
Accrued liabilities 29,781 29,591
Debt 171,446 179,804
Other liabilities and deferred income 52,655 53,899
Deferred income taxes 5,885 8,439
Liabilities of discontinued/held-for-sale operations 145 131
-------- -------
Total liabilities 286,457 292,284
Minority interests 740 659
Stockholders' equity
Capital stock
Common Stock, par value $0.01 per share (1,837 million shares issued) 18 18
Class B Stock, par value $0.01 per share (71 million shares issued) 1 1
Capital in excess of par value of stock 5,373 5,374
Accumulated other comprehensive income/(loss) (913) (414)
Treasury stock (1,787) (1,749)
Earnings retained for use in business 10,190 8,421
-------- --------
Total stockholders' equity 12,882 11,651
-------- --------
Total liabilities and stockholders' equity $300,079 $304,594
======== ========
The accompanying notes are part of the financial statements.
5
Item 1. Financial Statements (Continued)
Ford Motor Company and Subsidiaries
CONDENSED SECTOR STATEMENT OF CASH FLOWS
----------------------------------------
For the Periods Ended March 31, 2004 and 2003
(in millions)
First Quarter 2004 First Quarter 2003
---------------------------- -----------------------------
Financial Financial
Automotive Services Automotive Services
------------- -------------- ------------- ---------------
(unaudited) (unaudited)
Cash and cash equivalents at January 1 $ 5,427 $16,343 $ 5,157 $ 7,064
Cash flows from operating activities before
securities trading 2,564 5,853 2,942 4,643
Net sales/(purchases) of trading securities (1,371) (8) 230 (40)
------- ------- ------ ------
Net cash flows from operating activities 1,193 5,845 3,172 4,603
Cash flows from investing activities
Capital expenditures (1,204) (76) (1,416) (80)
Acquisitions of receivables and lease investments - (15,432) - (17,584)
Collections of receivables and lease investments - 11,464 - 10,749
Net acquisitions of daily rental vehicles - (1,041) - (385)
Purchases of securities (1,342) (2) (566) (149)
Sales and maturities of securities 1,380 196 474 207
Proceeds from sales of receivables
and lease investments - 3,290 - 10,966
Proceeds from sale of businesses 100 - - 157
Repayment of debt from discontinued operations - - - 1,421
Net investing activity with Financial Services 851 - 970 -
Cash paid for acquisitions - - (8) -
Other 4 11 - 47
------- ------- ------- -------
Net cash (used in)/provided by investing activities (211) (1,590) (546) 5,349
Cash flows from financing activities
Cash dividends (183) - (183) -
Net sales/(purchases) of Common Stock (60) - (22) -
Changes in short-term debt (156) 4,881 (227) 2,424
Proceeds from issuance of other debt 148 4,343 90 3,862
Principal payments on other debt (1,377) (15,491) (78) (10,640)
Net financing activity with Automotive - (851) - (970)
Other (10) 12 (3) 20
------- ------- ------- -------
Net cash (used in)/provided by financing activities (1,638) (7,106) (423) (5,304)
Effect of exchange rate changes on cash (12) (61) 55 78
Net transactions with Automotive/Financial Services (95) 95 (304) 304
------- ------- ------- -------
Net increase/(decrease) in cash and cash equivalents (763) (2,817) 1,954 5,030
------- ------- ------- -------
Cash and cash equivalents at March 31 $ 4,664 $13,526 $ 7,111 $12,094
======= ======= ======= =======
The accompanying notes are part of the financial statements.
6
Item 1. Financial Statements (Continued)
Ford Motor Company and Subsidiaries
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
----------------------------------------------
For the Periods Ended March 31, 2004 and 2003
(in millions)
First Quarter
2004 2003
------------ --------------
(unaudited)
Cash and cash equivalents at January 1 $ 21,770 $ 12,221
Cash flows from operating activities before securities trading 8,417 7,585
Net sales/(purchases) of trading securities (1,379) 190
-------- --------
Net cash flows from operating activities 7,038 7,775
Cash flows from investing activities
Capital expenditures (1,280) (1,496)
Acquisitions of receivables and lease investments (15,432) (17,584)
Collections of receivables and lease investments 11,464 10,749
Net acquisitions of daily rental vehicles (1,041) (385)
Purchases of securities (1,344) (715)
Sales and maturities of securities 1,576 681
Proceeds from sales of receivables and lease investments 3,290 10,966
Proceeds from sale of businesses 100 157
Repayment of debt from discontinued operations - 1,421
Cash paid for acquisitions - (8)
Other 15 47
-------- --------
Net cash (used in)/provided by investing activities (2,652) 3,833
Cash flows from financing activities
Cash dividends (183) (183)
Net sales/(purchases) of Common Stock (60) (22)
Changes in short-term debt 4,725 2,197
Proceeds from issuance of other debt 4,491 3,952
Principal payments on other debt (16,868) (10,718)
Other 2 17
-------- --------
Net cash (used in)/provided by financing activities (7,893) (4,757)
Effect of exchange rate changes on cash (73) 133
-------- --------
Net increase/(decrease) in cash and cash equivalents (3,580) 6,984
-------- --------
Cash and cash equivalents at March 31 $ 18,190 $ 19,205
======== ========
The accompanying notes are part of the financial statements.
7
Item 1. Financial Statements (Continued)
Ford Motor Company and Subsidiaries
NOTES TO THE FINANCIAL STATEMENTS
---------------------------------
(unaudited)
1. Financial Statements - The financial data presented herein are unaudited,
but in the opinion of management reflect those adjustments necessary for a
fair presentation of the results of operations and financial condition of
Ford Motor Company and its consolidated subsidiaries for the periods and at
the dates presented. Results for interim periods should not be considered
indicative of results for a full year. Reference should be made to the
financial statements contained in our Annual Report on Form 10-K for the
year ended December 31, 2003 (the "10-K Report"). For purposes of this
report, "Ford", the "Company", "we", "our", "us" or similar references
means Ford Motor Company and its consolidated subsidiaries unless the
context requires otherwise.
2. Loaned Securities - We loan certain securities from our portfolio to other
institutions. Cash collateral received for the loaned securities ($4,446
million at March 31, 2004) is recorded as an asset in Other current assets,
offset by an obligation to return the collateral in Other payables.
3. Automotive Inventories are summarized as follows (in millions):
March 31, December 31,
2004 2003
----------------- -----------------
Raw materials, work in process and supplies $ 3,957 $ 3,842
Finished products 7,244 6,335
------- -------
Total inventories at FIFO 11,201 10,177
Less LIFO adjustment (1,008) (996)
------- -------
Total inventories $10,193 $ 9,181
======= =======
4. Goodwill and Other Intangibles - We perform annual testing in the second
quarter on goodwill and certain other intangible assets to determine if any
impairment has occurred.
Changes in the carrying amount of goodwill are as follows (in millions):
Automotive Sector Financial Services Sector
---------------------------------------- -----------------------------------
Americas International Ford Credit Hertz
------------------ ------------------ ---------------- ---------------
Beginning balance,
December 31, 2003 $ 174 $5,204 $ 129 $ 640
Exchange translation/other * - (110) - (2)
------ ------ ------ ------
Ending balance,
March 31, 2004 $ 174 $5,094 $ 129 $ 638
====== ====== ====== ======
- - - - -
* Primarily reflects the impact of foreign exchange.
In addition, included within Equity in net assets of affiliated companies was
goodwill of $390 million at March 31, 2004.
The components of identifiable intangible assets are as follows as of March 31,
2004 (in millions):
Automotive Sector Financial Services Sector
---------------------------------------- --------------------------------------------
Amortizable Non-amortizable Amortizable Non-amortizable
--------------- --------------------- ------------------ ----------------------
Gross carrying amount $ 560 $ 458 $ 92 $ 189
Less: accumulated
amortization (116) - (45) -
----- ----- ----- -----
Net intangible assets $ 444 $ 458 $ 47 $ 189
===== ===== ===== =====
Pre-tax amortization expense related to these intangible assets for the quarter
ended March 31, 2004 was $10 million. Intangible asset amortization is
forecasted to range from $30 to $40 million per year for the next five years.
8
Item 1. Financial Statements (Continued)
Ford Motor Company and Subsidiaries
NOTES TO THE FINANCIAL STATEMENTS
---------------------------------
(unaudited)
5. Variable Interest Entities - In January 2003, the Financial Accounting
Standards Board ("FASB") issued Interpretation No. 46 ("FIN 46"),
Consolidation of Variable Interest Entities, an Interpretation of ARB No.
51, which expands upon and strengthens existing accounting guidance
concerning when a company should include in its financial statements the
assets, liabilities and activities of another entity. In December 2003, the
FASB issued FIN 46R, which revised FIN 46, in order to clarify the
provisions of the original interpretation. A Variable Interest Entity
("VIE") does not share economic risks and rewards through typical equity
ownership arrangements; instead, contractual or other relationships
re-distribute economic risks and rewards among equity holders and other
parties. Once an entity is determined to be a VIE, the party with the
controlling financial interest, the primary beneficiary, is required to
consolidate it. FIN 46 also requires disclosures about VIEs that the
Company is not required to consolidate but in which it has a significant
variable interest.
Effective July 1, 2003, we adopted FIN 46 for VIEs formed prior to February
1, 2003. As a result of consolidating the VIEs of which we are the primary
beneficiary, in the third quarter of 2003, we recognized a non-cash charge
of $264 million as the Cumulative effect of change in accounting principle
in our statement of income. The charge represented the difference between
the fair value of the assets, liabilities and minority interests recorded
upon consolidation and the carrying value of the investments. Recorded
assets excluded goodwill in accordance with FIN 46.
The liabilities recognized as a result of consolidating the VIEs do not
represent additional claims on our general assets, rather, they represent
claims against the specific assets of the consolidated VIEs. Conversely,
assets recognized as a result of consolidating these VIEs do not represent
additional assets that could be used to satisfy claims against our general
assets. Reflected in our March 31, 2004 balance sheet are $3.7 billion of
VIE assets and $1.4 billion of VIE liabilities.
During the first quarter of 2004, there were no significant changes to VIEs
of which we are the primary beneficiary. For further discussions regarding
VIEs, please see Note 13 of the Notes to the Financial Statements in the
10-K Report.
VIEs of which we are not the primary beneficiary:
------------------------------------------------
Automotive Sector
-----------------
Ford has several investments in other joint ventures deemed to be VIEs of
which we are not the primary beneficiary. The risks and rewards associated
with our interests in these entities are based primarily on ownership
percentages. Our maximum exposure (approximately $5 million at March 31,
2004) to any potential losses associated with these VIEs is limited to our
equity investments and, where applicable, receivables due from the VIEs.
For further discussions regarding VIEs of which we are not the primary
beneficiary, please see Note 13 of the Notes to the Financial Statements in
the 10-K Report.
Financial Services Sector
-------------------------
Ford Credit has investments in certain joint ventures deemed to be VIEs of
which it is not the primary beneficiary. The risks and rewards associated
with Ford Credit's interests in these entities are based primarily on
ownership percentages. Ford Credit's maximum exposure (approximately $129
million at March 31, 2004) to any potential losses associated with these
VIEs is limited to its equity investments.
Ford Credit also sells receivables to bank-sponsored asset-backed
commercial paper issuers that are special purpose entities ("SPEs") of the
sponsor bank and are not consolidated by us. At March 31, 2004, these SPEs
held about $5.4 billion of retail installment sale contracts previously
owned by Ford Credit.
9
Item 1. Financial Statements (Continued)
Ford Motor Company and Subsidiaries
NOTES TO THE FINANCIAL STATEMENTS
---------------------------------
(unaudited)
6. Derivative Financial Instruments - We adopted SFAS No. 133, Accounting for
Derivative Instruments and Hedging Activities, as amended and interpreted,
on January 1, 2001. SFAS No. 133 establishes accounting and reporting
standards for derivative instruments and requires that all derivatives be
recorded at fair value on our balance sheet, including embedded
derivatives.
Income Statement Impact: The ineffective portion of designated hedges,
amortization of mark-to-market adjustments associated with hedging
relationships that have been terminated, and mark-to-market adjustments
that reflect changes in interest rates for non-designated hedging activity
are recognized in Cost of sales for the Automotive sector and in Revenues
for the Financial Services sector and are shown in the table below (in
millions):
First Quarter 2004 First Quarter 2003
----------------------------------------- ---------------------------------------
Financial Financial
Automotive Services Total Automotive Services Total
-------------- ------------ ----------- -------------- ------------ ---------
Income/(loss) before income taxes $200 $ 47 $247 $(14) $ 21 $ 7
Fair Value of Derivative Instruments: The fair value of derivatives
reflects the price that a third party would be willing to pay or receive in
arm's length transactions for assuming our position in the derivatives
transaction and includes mark-to-market adjustments to reflect the effects
of changes in the related index. The following tables summarize the
estimated fair value of our derivative financial instruments, taking into
consideration the effects of legally enforceable netting agreements, (in
billions):
March 31, 2004 December 31, 2003
-------------------------------- -----------------------------
Fair Value Fair Value Fair Value Fair Value
Assets Liabilities Assets Liabilities
---------------- --------------- --------------- -------------
Automotive Sector
-----------------
Total derivative financial instruments $ 2.0 $ 0.6 $ 2.3 $ 0.6
===== ===== ===== =====
Financial Services Sector
-------------------------
Foreign currency swaps, forwards and options $ 3.8 $ 1.0 $ 6.3 $ 1.1
Interest rate swaps 4.1 0.3 3.9 0.2
Impact of netting agreements (0.3) (0.3) (0.3) (0.3)
---- ----- ----- -----
Total derivative financial instruments $ 7.6 $ 1.0 $ 9.9 $ 1.0
===== ===== ===== =====
7. Amounts Per Share of Common and Class B Stock - The calculation of diluted
income/(loss) per share of Common and Class B Stock takes into account the
effect of rights to acquire our Common Stock, such as convertible
securities and stock options, considered to be potentially dilutive. Basic
and diluted income/(loss) per share were calculated using the following (in
millions):
First Quarter
--------------------------
2004 2003
----------- -----------
Diluted Income
--------------
Income/(loss) from continuing operations
attributable to Common and Class B Stock $1,975 $ 901
Income impact of assumed conversion of
convertible preferred securities 49 53
------ ------
Diluted income/(loss)
from continuing operations $2,024 $ 954
====== ======
Average shares outstanding 1,832 1,832
Issuable/(returnable) shares (4) (2)
------ ------
Basic shares 1,828 1,830
Employee compensation-related shares,
primarily stock options 14 5
Convertible preferred securities 282 282
------ ------
Diluted shares 2,124 2,117
====== ======
8. Comprehensive Income - Other comprehensive income/(loss) primarily
reflected adjustments for SFAS No. 133, Accounting for Derivative
Instruments and Hedging Activities, minimum pension liability and foreign
currency translation. Total comprehensive income/(loss) is summarized as
follows (in millions):
First Quarter
--------------------------
2004 2003
----------- -----------
Net income/(loss) $1,952 $ 896
Other comprehensive income/(loss) (499) 412
------ ------
Total comprehensive income/(loss) $1,453 $1,308
====== ======
10
Item 1. Financial Statements (Continued)
Ford Motor Company and Subsidiaries
NOTES TO THE FINANCIAL STATEMENTS
---------------------------------
(unaudited)
9. Retirement Benefits - Pension, postretirement healthcare and life insurance
benefit expense is summarized as follows (in millions):
First Quarter
-----------------------------------------------------------------------------
Pension Benefits
-------------------------------------------------- Health Care and
U.S. Plans Non-U.S. Plans Life Insurance
------------------------ ------------------------ -----------------------
2004 2003 2004 2003 2004 2003
----------- ---------- ----------- ----------- ---------- -----------
Service cost $ 159 $ 148 $ 138 $ 123 $ 137 $ 130
Interest cost 610 605 334 292 496 500
Expected return on assets (803) (790) (400) (346) (56) (9)
Amortization of:
Prior service cost 125 109 26 33 (55) (45)
(Gains)/losses and other 6 8 43 36 153 132
Separation programs - - 21 - - -
Allocated costs to Visteon (26) (22) - - (63) (79)
----- ----- ----- ----- ----- -----
Net expense/(income) $ 71 $ 58 $ 162 $ 138 $ 612 $ 629
===== ===== ===== ===== ===== =====
Company Contributions: Our policy for funded defined benefit pension plans
is to contribute annually, at a minimum, amounts required by applicable
laws, regulations, and union agreements. We do from time to time make
contributions beyond those legally required.
We previously disclosed in our financial statements for the year ended
December 31, 2003 that we expected worldwide company cash outflow in
respect of our defined benefit pension plans to total $1.1 billion in 2004,
consisting of contributions to pension funds and benefit payments for
unfunded plans. We presently anticipate contributing an additional $0.8
billion in 2004 for a total of $1.9 billion. As of March 31, 2004, $1.3
billion of contributions to pension funds and benefit payments for unfunded
plans have been made.
10. Guarantees - On November 26, 2002, FASB issued Interpretation No. 45 ("FIN
45"), Guarantor's Accounting and Disclosure Requirements for Guarantees,
Including Indirect Guarantees of Indebtedness of Others. For certain
guarantees issued after December 31, 2002, FIN 45 requires a guarantor to
recognize, upon issuance of a guarantee, a liability for the fair value of
the guarantee. The fair values of guarantees and indemnifications issued
since December 31, 2002 are recorded in the financial statements and are de
minimis.
At March 31, 2004, the following guarantees were issued and outstanding:
Guarantees related to affiliates and third parties: We guarantee debt and
lease obligations of certain joint ventures as well as certain financial
obligations of outside third parties to support business and economic
growth. Expiration dates vary, and guarantees will terminate on payment
and/or cancellation of the obligation. A payment would be triggered by
failure of the guaranteed party to fulfill its obligation covered by the
guarantee. In some circumstances, we are entitled to recover from the third
party amounts paid by us under the guarantee. However, our ability to
enforce these rights is sometimes stayed until the guaranteed party is paid
in full. The maximum potential payments under these guarantees total
approximately $439 million, the majority of which relates to the Automotive
sector.
In 1992, we issued $500 million of 7.25% Notes due October 1, 2008
("Notes"). In 1999, the bondholders agreed to relieve us as the primary
obligor with respect to the principal of these Notes. As part of this
transaction, Ford placed certain financial assets into an escrow trust for
the benefit of the bondholders, and the trust became the primary obligor
with respect to the principal (Ford became secondarily liable for the
entire principal amount). Currently $150 million is recorded in the
financial statements as Senior debt related to this transaction, which is
being amortized over the life of the Notes.
We also have guarantees outstanding associated with a subsidiary trust,
Ford Motor Company Capital Trust II ("Trust II"). For further discussions
of Trust II, refer to Notes 12 and 14 of the Notes to the Financial
Statements in the 10-K Report.
Sales to third parties of Automotive receivables, with recourse: From time
to time, the Automotive sector sells receivables to third parties with
recourse. Receivables are sold on a rolling basis and individual sales
liquidate at different times. A payment would be triggered by failure of
the obligor to fulfill its obligations covered by the contract. The maximum
potential amount of future payments is approximately $24 million.
11
Item 1. Financial Statements (Continued)
Ford Motor Company and Subsidiaries
NOTES TO THE FINANCIAL STATEMENTS
---------------------------------
(unaudited)
10. Guarantees (Continued)
----------
Indemnifications: In the ordinary course of business, we execute contracts
involving indemnifications standard in the industry and indemnifications
specific to a transaction such as the sale of a business. These
indemnifications might include claims related to any of the following:
environmental, tax and shareholder matters; intellectual property rights;
governmental regulations and employment-related matters; dealer, supplier,
and other commercial contractual relationships; and financial matters, such
as securitizations. Performance under these indemnities would generally be
triggered by a breach of the terms of the contract or by a third party
claim. We regularly evaluate the probability of having to incur costs
associated with these indemnifications and have accrued for expected losses
that are probable. We are party to numerous indemnifications and many of
these indemnities do not limit potential payment; therefore, we are unable
to estimate a maximum amount of potential future payments that could result
from claims made under these indemnities.
Product Performance:
Warranty: Estimated warranty costs and additional service actions are
accrued for at the time a vehicle is sold to a dealer. Included in the
warranty cost accruals are costs for basic warranty coverages on vehicles
sold. Product recalls and other customer service actions are not included
in the warranty reconciliation below but are also accrued for at the time
of sale. Estimates for warranty costs are made based primarily on
historical warranty claim experience. The following is a tabular
reconciliation of the product warranty accrual (in millions):
First Quarter
-----------------------------
2004 2003
------------ -------------
Beginning balance $ 5,443 $5,401
Payments made during the period (871) (834)
Changes in accrual related to warranties issued during the period 898 841
Changes in accrual related to pre-existing warranties (28) (23)
Foreign currency translation 20 61
------- ------
Ending balance $ 5,462 $5,446
======= ======
11. Segment Information - The Company's operating activity consists of two
operating sectors, Automotive and Financial Services.
Segment selection is based upon the organizational structure that we use to
evaluate performance and make decisions on resource allocation, as well as
availability and materiality of separate financial results consistent with
that structure.
The Automotive sector consists of the design, development, manufacture,
sale and service of cars, trucks and service parts. Our Automotive sector
consists of two primary segments, Americas and International.
The Americas segment includes primarily the sale of Ford, Lincoln and
Mercury brand vehicles and related service parts in North America (U.S.,
Canada and Mexico) and Ford-brand vehicles and related service parts in
South America, and the associated costs to design, develop, manufacture and
service these vehicles and parts.
The International segment includes primarily the sale of Ford-brand
vehicles and related service parts outside of North and South America and
the sale of Premier Automotive Group brand vehicles (i.e., Volvo, Jaguar,
Land Rover and Aston Martin) and related service parts throughout the world
(including North America and South America), together with the associated
costs to design, develop, manufacture and service these vehicles and parts.
Additionally, the International segment includes our share of the results
of Mazda Motor Corporation and Mazda-related investments.
The Other Automotive component of the Automotive sector consists primarily
of net interest expense, which is not managed individually by the two
segments.
Transactions among Automotive segments are presented on an absolute cost
basis, eliminating the effect of legal entity transfer prices within the
Automotive sector for vehicles, components and product engineering.
The Financial Services sector includes two primary segments, Ford Credit
and Hertz. Ford Credit provides vehicle-related financing, leasing, and
insurance. Hertz rents cars, light trucks and industrial and construction
equipment.
12
Item 1. Financial Statements (Continued)
Ford Motor Company and Subsidiaries
NOTES TO THE FINANCIAL STATEMENTS
---------------------------------
(unaudited)
11. Segment Information (Continued)
-------------------
Elims
(in millions) Automotive Sector Financial Services Sector a/ Other Total
----------------------------------- --------------------------------------- ------- -----
Inter- Ford Elims/ b/
Americas national Other Total Credit Hertz Other Total
-------- -------- ----- ----- ------ ----- ----- -----
FIRST QUARTER 2004
Revenues
External customer $ 23,903 $ 14,941 $ - $ 38,844 $ 4,484 $ 1,278 $ 85 $ 5,847 $ - $ 44,691
Intersegment 872 773 - 1,645 128 5 (1) 132 (1,777) -
Income
Income/(loss) before
income taxes 1,977 78 (249) 1,806 1,087 (7) 3 1,083 - 2,889
Other Disclosures
Total assets at March 31 125,279 171,283 13,466 2,881 187,630 - 312,909
FIRST QUARTER 2003
Revenues
External customer $ 22,545 $ 11,614 $ - $ 34,159 $ 5,443 $ 1,144 $ 69 $ 6,656 $ - $ 40,815
Intersegment 1,016 290 - 1,306 79 7 (2) 84 (1,390) -
Income
Income/(loss) before
income taxes 1,205 (319) (224) 662 727 (59) 10 678 - 1,340
Other Disclosures
Total assets at March 31 112,747 165,752 11,762 4,932 182,446 - 295,193
- - - - - -
a/ Financial Services sector's interest income is recorded as Revenues.
b/ Includes intersector transactions occurring in the ordinary course of
business.
13
Report of Independent Accountants
To the Board of Directors and Stockholders
Ford Motor Company:
We have reviewed the accompanying consolidated balance sheet of Ford Motor
Company and its subsidiaries as of March 31, 2004, and the related consolidated
statements of income and of cash flows for each of the three-month periods ended
March 31, 2004 and 2003. In addition, we have reviewed the accompanying interim
sector balance sheet and the related sector statements of income and of cash
flows, presented for purposes of additional analysis. The interim consolidated
and sector financial statements (collectively, the "interim financial
statements") are the responsibility of the Company's management.
We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures and making
inquiries of persons responsible for financial and accounting matters. It is
substantially less in scope than an audit conducted in accordance with generally
accepted auditing standards, the objective of which is the expression of an
opinion regarding the financial statements taken as a whole. Accordingly, we do
not express such an opinion.
Based on our review, we are not aware of any material modifications that should
be made to the accompanying interim financial statements for them to be in
conformity with accounting principles generally accepted in the United States of
America.
As discussed in Note 5 to the interim financial statements, on July 1, 2003, the
Company adopted Financial Accounting Standards Board Interpretation No. 46,
"Consolidation of Variable Interest Entities, an Interpretation of ARB No. 51."
We previously audited in accordance with auditing standards generally accepted
in the United States of America, the consolidated and sector balance sheets as
of December 31, 2003, and the related consolidated and sector statements of
income and of cash flows, and consolidated statement of stockholders' equity for
the year then ended (not presented herein), and in our report dated March 10,
2004, we expressed an unqualified opinion on those consolidated and sector
financial statements. In our opinion, the information set forth in the
accompanying consolidated and sector balance sheet information as of December
31, 2003, is fairly stated in all material respects in relation to the
consolidated and sector balance sheets from which it has been derived.
/s/PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
Detroit, Michigan
April 21, 2004
14
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
FIRST QUARTER RESULTS OF OPERATIONS
Our worldwide net income was $2.0 billion in the first quarter of 2004, or
$0.94 per diluted share of Common and Class B Stock. In the first quarter of
2003, net income was $896 million, or $0.45 per share.
Results by business sector for the first quarter of 2004 and 2003 are shown
below (in millions):
First Quarter
Net Income/(Loss)
--------------------------------------------
2004
Over/(Under)
2004 2003* 2003
----------- ------------ -------------------
Income/(loss) before income taxes
Automotive sector $1,806 $ 662 $1,144
Financial Services sector 1,083 678 405
------ ------ ------
Total Company 2,889 1,340 1,549
Provision for/(benefit from) income taxes 829 337 492
Minority interests in net income/(loss) of subsidiaries 85 102 (17)
------ ------ ------
Income/(loss) from continuing operations 1,975 901 1,074
Income/(loss) from discontinued/held-for-sale operations (23) (5) (18)
------ ------ ------
Net income/(loss) $1,952 $ 896 $1,056
====== ====== ======
- ------------
* Certain amounts were reclassified to conform to current period presentation
consistent with the presentation in our 10-K Report. Reclassifications
include profits and losses related to discontinued/held-for-sale
operations.
Automotive Sector
- -----------------
Details of first quarter Automotive sector results for the first quarter of
2004 and 2003 are shown below (in millions):
First Quarter
--------------------------------------------------------------------------------
Income/(Loss) Before Taxes
Income/(Loss) Before Taxes Excluding Special Items
-------------------------------------- ---------------------------------------
2004 2004
Over/ Over/
(Under) (Under)
2004 2003 2003 2004 2003 2003
---------- ------------ --------------- ----------- ------------ -------------
Americas
Ford North America $1,962 $1,236 $ 726 $1,962 $1,236 $ 726
Ford South America 15 (31) 46 15 (31) 46
------ ------ ------- ------ ------ ------
Total Americas 1,977 1,205 772 1,977 1,205 772
International
Ford Europe (24) (247) 223 5 (247) 252
Premier Automotive Group 20 (88) 108 20 (88) 108
Ford Asia Pacific 28 (25) 53 28 (25) 53
Other International 54 41 13 54 41 13
------ ------ ------ ------ ------- ------
Total International 78 (319) 397 107 (319) 426
Other Automotive (249) (224) (25) (266) (224) (42)
------ ------ ------- ------ ------- ------
Total, excluding special items 1,818 662 1,156
Special items (12)* - (12)
------ ------ ------
Total Automotive $1,806 $ 662 $1,144 $1,806 $ 662 $1,144
====== ====== ====== ====== ====== ======
- --------------
* Special items include $(29) million related to the previously announced
Ford Europe restructuring plan and $17 million related to a prior
divestiture.
15
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (Continued)
Details of Automotive sector sales and vehicle unit sales for first quarter
2004 and 2003 are shown below:
Sales Vehicle Unit Sales *
(in billions) (in thousands)
------------------------------------------- --------------------------------------------
2004 2004
Over/(Under) Over/(Under)
2004 2003 2003 2004 2003 2003
--------- ---------- ---------------------- --------- ----------- ----------------------
Americas
Ford North America $23.3 $22.2 $ 1.1 5% 1,012 1,024 (12) (1)%
Ford South America 0.6 0.3 0.3 100 66 44 22 50
----- ----- ----- --- ----- ----- --- --
Total Americas 23.9 22.5 1.4 6 1,078 1,068 10 1
International
Ford Europe 6.5 5.0 1.5 30 420 382 38 10
Premier Automotive Group 6.8 5.4 1.4 26 194 172 22 13
Ford Asia Pacific 1.6 1.3 0.3 23 96 82 14 17
Other International - - - - - - - -
----- ----- ----- --- ----- ----- --- --
Total International 14.9 11.7 3.2 27 710 636 74 12
----- ----- ----- --- ----- ----- --- --
Total Automotive $38.8 $34.2 $ 4.6 13% 1,788 1,704 84 5 %
===== ===== ===== === ===== ===== === ==
- ---------------
* Includes rental repurchase and Company vehicles sold at auction and
excludes new and used vehicle sales by our consolidated dealerships
(consolidated beginning third quarter of 2003).
Details of Automotive sector market share for selected markets for the
first quarter 2004 and 2003 are shown below:
2004
Over/(Under)
2004 2003 2003 Market
------------ ------------ --------------------- ----------------------
Americas
Ford North America 18.7% 20.0% (1.3) pts. U.S. *
Ford South America 11.4 10.5 0.9 Brazil *
International
Ford Europe 9.2 9.2 - Europe *
Premier Automotive Group 1.4/2.3 1.2/2.1 0.2/0.2 U.S./Europe
Ford Asia Pacific 13.4 14.2 (0.8) Australia *
- --------------
* Excludes market share of our Premier Automotive Group brand vehicles (i.e.
Volvo, Jaguar, Land Rover and Aston Martin).
Americas Automotive Segment
- ---------------------------
Ford North America. The improvement in income before income taxes for
Ford North America primarily reflected favorable cost performance,
improved product mix, particularly related to the new Ford F-150
model, and positive net pricing. Sales were down by 12,000 units with
lower market share in the U.S. offset partially by higher U.S.
industry volumes. The decrease in market share primarily reflected a
decline in sales to daily rental car companies and declines in the
small and medium car segments. These decreases were partially offset
by an increase in our market share in the full-size pick-up segment.
Ford South America. The improvement in income before income taxes for
Ford South America primarily reflected positive net pricing, favorable
product mix and higher unit sales volume. The higher unit sales volume
reflected stronger industry sales volumes and higher market share,
particularly for the Ford EcoSport, Fiesta and Cargo models.
International Automotive Segment
- --------------------------------
Ford Europe. The improvement in income before income taxes for Ford
Europe primarily reflected favorable cost performance, including the
effects of our previously announced restructuring actions, higher unit
sales volume and positive net pricing, offset partially by unfavorable
exchange rates. During the first quarter of 2004, charges for the
restructuring actions were $29 million. The increase in unit sales
volume primarily reflected higher sales of the Ford C-Max model and
strong sales performance in Turkey and Eastern Europe.
Premier Automotive Group. The improvement in income before income
taxes for Premier Automotive Group primarily reflected favorable cost
performance, higher unit sales volume and positive net pricing, offset
partially by unfavorable changes in exchange rates. The higher unit
sales volume primarily reflected an increase in market share in both
the U.S. and Europe.
16
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (Continued)
Ford Asia Pacific. The improvement in income before income taxes for
Ford Asia Pacific primarily reflected favorable changes in exchange
rates in Australia and South Africa and favorable cost performance.
The increase in vehicle unit sales volume primarily reflected stronger
industry volumes and higher market share in several markets.
Other Automotive
- ----------------
The increase in loss before income taxes for Other Automotive primarily
reflected the reclassification of interest expense on our 6.50% Junior
Subordinated Debentures due 2032 held by a subsidiary trust, Ford Motor Company
Capital Trust II. Prior to July 1, 2003, this interest expense was included in
Minority interests in net income/(loss) of subsidiaries.
Financial Services Sector
- -------------------------
Our Financial Services sector includes two primary segments, Ford Credit
and Hertz. Details of Financial Services sector income/(loss) before income
taxes for the first quarter of 2004 and 2003 are shown below (in millions):
First Quarter
Income/(Loss) Before Income Taxes
------------------------------------------
2004
Over/(Under)
2004 2003 2003
------------ ----------- ---------------
Ford Credit $1,087 $ 727 $ 360
Hertz* (7) (59) 52
Other Financial Services 3 10 (7)
------ ------ ------
Total Financial Services sector $1,083 $678 $ 405
====== ==== ======
- --------------
* Includes amortization expense related to intangibles recognized upon
consolidation of Hertz.
Ford Credit
- -----------
The improvement in income before income taxes primarily reflected improved
credit loss performance, higher auction values for used vehicles, and the
favorable impact of the low interest rate environment, offset partially by the
impact of lower off-balance sheet securitizations and whole-loan sale
transactions.
Details of actual credit losses net of recoveries ("credit losses") and
loss-to-receivables ratios (annualized credit losses during a period as a
percentage of average net receivables for that period) for the first quarter of
2004 and 2003 are shown below:
First Quarter
-------------------------
2004 2003
------------ -----------
Credit losses (in millions)
On-balance sheet $335 $493
Managed 493 686
Loss-to-receivables ratio
On-balance sheet 1.03% 1.61%
On-balance sheet (including credit losses
associated with reacquired receivables)* 1.11% 1.61%
- -----------
* Ford Credit believes that the use of the on-balance sheet
loss-to-receivables ratio that includes the credit losses on reacquired
receivables is useful to investors because it provides a more complete
presentation of Ford Credit's on-balance sheet credit loss performance.
The decrease of $158 million in credit losses for the on-balance sheet
portfolio primarily reflected improved credit loss performance in the U. S.
retail installment and operating lease portfolio resulting from lower
repossessions and lower average loss per repossession. Lower on-balance sheet
receivables at Ford Credit's subsidiaries, Fairlane Credit, LLC ("Fairlane
Credit") and Triad Financial Corporation ("Triad"), which purchase primarily
sub-prime finance contracts, also contributed to the decline in credit losses.
17
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (Continued)
Ford Credit's finance receivables, net of allowance for credit losses, and
net investment in operating leases for on-balance sheet, securitized off-balance
sheet, managed and serviced portfolios are shown below (in billions):
March 31, December 31,
2004 2003
---------------- -----------------
On-balance sheet (including on-balance sheet securitizations) $130.1 $132.1
Securitized off-balance sheet 48.4 49.4
------ ------
Managed $178.5 $181.5
====== ======
Serviced $184.9 $188.8
The decrease in the on-balance sheet finance receivables and net investment
in operating leases of $2 billion primarily reflected the impact of lower lease
and retail placement volumes. The decrease in securitized off-balance sheet
receivables of $1 billion reflected the slower pace of off-balance sheet
securitizations.
Shown below is Ford Credit's allowance for credit losses related to finance
receivables and operating leases for the periods specified:
March 31, December 31,
2004 2003
---------------- ----------------
Allowance for credit losses
On-balance sheet (in billions) $2.9 $3.0
As a percent of on-balance sheet receivables 2.25% 2.28%
The decrease in the allowance for credit losses of about $100 million
primarily reflected lower receivables in the Fairlane Credit and Triad
portfolios, and improving portfolio performance, especially in the United
States.
The following table summarizes the activity related to the off-balance
sheet sales of receivables reported as revenues for the periods indicated (in
millions):
First Quarter
--------------------------------
2004 2003
-------------- --------------
Net gain on sales of receivables $ 61 $ 233
Servicing fees 119 197
Interest income from retained securities 139 210
Excess spread and other 230 251
------- -------
Investment and other income related to sales of receivables 549 891
Less: Whole-loan income (24) (61)
------- -------
Income related to off-balance sheet securitizations $ 525 $ 830
======= =======
Memo:
Finance receivables sold $ 2,452 $10,582
Servicing portfolio as of period-end 54,807 79,609
Pre-tax gain per dollar of retail receivables sold 2.5% 2.2%
Investment and other income related to sales of receivables decreased $342
million or 38% from $891 millioin in first quarter 2003 to $549 million in first
quarter of 2004. Lower gains in the first quarter of 2004 resulted from lower
amounts of retail finance receivables sold, down about $8 billion compared with
the first quarter of 2003, reflecting primarily lower funding requirements.
Lower amounts of other receivables sales income reflected primarily lower levels
of outstanding sold receivables compared with a year ago. Outstanding sold
receivables declined about $25 billion reflecting primarily lower funding
requirements and the re-acquisition of FCAR Owner Trust receivables. Excluding
the effects of whole-loan sale transactions, which totaled $10.4 billion in the
2002-2003 period, off-balance sheet securitization income declined $305 million
from $830 million in the first quarter 2003 to $525 million in the first quarter
of 2004.
The net impact of off-balance sheet securitizations on earnings in a given
period will vary depending on the amount and type of receivables sold and the
timing of the transactions in the current period and the preceding two-to-three
year period, as well as the interest rate environment at the time the finance
receivables were originated and securitized.
18
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (Continued)
The following table shows, on an analytical basis, the earnings impact of
off-balance sheet securitizations had Ford Credit reported them as on-balance
sheet and funded them through asset-backed financings for the periods indicated
(in millions):
First Quarter
------------------------
2004 2003
----------- -----------
Financing revenue
Retail revenue $ 702 $1,079
Wholesale revenue 267 292
------ ------
Total financing revenue 969 1,371
Borrowing cost (269) (482)
------ ------
Net financing margin 700 889
Credit losses (133) (193)
------ ------
Income before income taxes $ 567 $ 696
====== ======
Memo:
Income related to off-balance sheet securitizations $ 525 $ 830
Recalendarization impact of off-balance sheet securitizations (42) 134
In the first quarter of 2004, the impact to earnings of off-balance sheet
securitizations was $42 million lower than had these transactions been
structured as on-balance sheet securitizations. This difference results from
recalendarization effects caused by gain-on-sale accounting requirements. This
effect will fluctuate as the amount of receivables sold in off-balance sheet
securitizations increases or decreases over time.
Hertz
- -----
In the first quarter of 2004, loss before income taxes was $7 million,
compared with $59 million in the first quarter of 2003. The improvement was
primarily due to higher rental car demand and favorable cost performance offset
partially by unfavorable pricing.
LIQUIDITY AND CAPITAL RESOURCES
Automotive Sector
- -----------------
For the Automotive sector, liquidity and capital resources include cash
generated by operations, gross cash balances, funds raised in capital markets
and committed credit lines.
Gross Cash. Automotive gross cash includes cash and cash equivalents,
marketable and loaned securities and assets contained in a short-term Voluntary
Employee Beneficiary Association trust ("VEBA") as detailed below (in billions):
2004 2003
------------------------------ -----------------------------
March 31 January 1 March 31 January 1
--------------- ------------- -------------- ------------
Cash and cash equivalents $ 4.7 $ 5.4 $ 7.1 $ 5.2
Marketable securities 8.4 10.8 17.3 17.4
Loaned securities 9.3 5.7 - -
----- ----- ----- ------
Total cash, marketable and
loaned securities 22.4 21.9 24.4 22.6
Short-term VEBA assets 4.1 4.0 2.2 2.7
----- ----- ----- ------
Gross cash $26.5 $25.9 $26.6 $ 25.3
===== ===== ===== ======
In managing our business, we classify changes in gross cash into four
categories: operating-related (both including and excluding pension/long-term
VEBA contributions and tax refunds), capital transactions with the Financial
Services sector, acquisitions and divestitures and other (primarily financing
related). Our key metric for operating-related cash flow is cash flow before
funded pension plan and long-term VEBA contributions and tax refunds. This
metric best represents the ability of our Automotive operations to generate
cash. We believe the cash flow analysis reflected in the table below, which
differs from a cash flow statement presented in accordance with GAAP, is useful
to investors because it includes cash flow elements that we consider to be
related to our operating activities (e.g., capital spending) that are not
included in Cash flows from operating activities before securities trading, the
most directly comparable GAAP financial measure.
19
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (Continued)
Changes in Automotive gross cash for the first quarter of 2004 and 2003 are
summarized below (in billions):
First Quarter
-----------------------
2004 2003
---------- -----------
Gross cash at end of period $26.5 $26.6
Gross cash at beginning of period 25.9 25.3
----- -----
Total change in gross cash $ 0.6 $ 1.3
===== =====
Operating-related cash flows
Automotive income/(loss) before income taxes, excluding special items $ 1.8 $ 0.7
Capital expenditures (1.2) (1.4)
Depreciation and special tools amortization 1.6 1.4
Changes in receivables, inventory and trade payables 0.4 (0.3)
Other (0.3) 0.6
----- -----
Total operating-related cash flows before pension/long-term VEBA
contributions and tax refunds 2.3 1.0
Funded pension plans/long-term VEBA contributions (1.2) (1.2)
Tax refunds - 0.9
----- -----
Total operating-related cash flows 1.1 0.7
Capital transactions with Financial Services sector * 0.9 0.8
Divestitures 0.2 0.2
Other
Dividends paid to shareholders (0.2) (0.2)
Changes in total Automotive sector debt (1.4) (0.2)
----- -----
Total change in gross cash $ 0.6 $ 1.3
===== =====
- ------------
* Primarily dividends, capital contributions, loans and loan repayments.
Shown in the table below is a reconciliation between Cash flows from
operating activities before securities trading and operating-related cash flows,
calculated as shown in the table above, for the first quarter of 2004 and 2003
(in billions):
First Quarter
-----------------------
2004 2003
---------- -----------
Cash flows from operating activities before securities trading a/ $ 2.6 $ 2.9
Items included in operating-related cash flow
Capital expenditures (1.2) (1.4)
Net transactions between Automotive and Financial Services sectors b/ (0.1) (0.3)
Other (0.2) (0.5)
----- -----
Operating-related cash flows $ 1.1 $ 0.7
===== =====
- -------------
a/ As shown in our condensed sector statement of cash flows for the
Automotive sector.
b/ Primarily payables and receivables between the sectors in the normal
course of business, as shown in our condensed sector statement of cash
flows.
Automotive operating-related cash flow, excluding pension and long-term
VEBA contributions and tax refunds, was positive at $2.3 billion for the first
quarter of 2004. This reflects Automotive pre-tax profit ($1.8 billion), capital
spending net of depreciation and amortization ($400 million), and changes in
working capital ($400 million), offset by other operating-related changes,
primarily timing differences between expense or revenue recognition and the
corresponding cash payments for items such as health care, pension, marketing
and warranty ($300 million).
In the first quarter of 2004, we contributed a total of $1.2 billion to our
non-U.S. funded pension plans, including a pull-ahead of contributions planned
for 2005. An additional contribution to non-U.S. funded pension plans of about
$200 million was made on April 1, 2004.
Capital transactions with the Financial Services sector, including
dividends received from Ford Credit, totaled approximately $900 million in the
first quarter of 2004.
Cash flow related to changes in Automotive sector debt in the first quarter
2004 was an outflow of $1.4 billion, representing primarily the repurchase of
about $700 million of senior debt and the redemption, on January 2, 2004, of the
entire amount outstanding of our 9% Trust Originated Preferred Securities. This
redemption had the effect of reducing our subordinated debt by about $700
million (included in Debt payable within one year at December 31, 2003).
Debt. At March 31, 2004, our Automotive sector had total senior debt of
$14.2 billion, compared with $15.0 billion at December 31, 2003. The debt
decrease primarily reflects the repurchase described above.
20
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (Continued)
Ford Motor Company Capital Trust II (the "Trust") had outstanding $5.0
billion of trust preferred securities at March 31, 2004. The dividend and
liquidation preferences on these securities are paid from interest and principal
payments on our junior subordinated debentures held by the Trust in a principal
amount of $5.2 billion.
Financial Services Sector
- -------------------------
Ford Credit
- -----------
Debt and Cash. Ford Credit's total debt was $142.4 billion at March 31,
2004, down $7.3 billion compared with December 31, 2003. This decrease primarily
reflected repayment of debt maturing in the first quarter of 2004 and lower
asset levels, which reduced funding needs. Ford Credit's unsecured commercial
paper outstanding at March 31, 2004 totaled $6.8 billion, up $700 million
compared with December 31, 2003.
Funding. During the first quarter of 2004, Ford Credit issued $3.4 billion
of long-term debt with maturities of one to 10 years, including $1.4 billion of
unsecured institutional funding, $1.3 billion of unsecured retail bonds, about
$500 million of on-balance sheet securitizations and about $200 million of other
long-term debt.
Ford Credit expects its full-year 2004 public term funding requirements to
be between $16 billion and $22 billion. In the first quarter of 2004, Ford
Credit completed about $3 billion of public term funding transactions, or 14% to
19% of its full-year requirements.
Leverage. Ford Credit uses leverage, or the debt-to-equity ratio, to make
various business decisions, including establishing pricing for retail, wholesale
and lease financing, and assessing its capital structure. Ford Credit calculates
leverage on a financial statement basis and on a managed basis.
Ford Credit's financial statement leverage (debt-to-equity ratio) is
calculated in the following table:
March 31, December 31,
2004 2003
---------------- ----------------
Total debt (in billions) $142.4 $149.7
Total stockholder's equity (in billions) 12.3 12.5
Debt-to-equity ratio (to 1) 11.6 12.0
At March 31, 2004, Ford Credit's financial statement leverage was 11.6 to
1, compared with 12.0 to 1 at December 31, 2003. This decrease in leverage
resulted primarily from the lower amount of debt on Ford Credit's balance sheet
at March 31, 2004.
Ford Credit's managed leverage is calculated in the following table (in
billions, except ratios):
March 31, December 31,
2004 2003
---------------- ----------------
Total debt $142.4 $149.7
Securitized off-balance sheet
receivables outstanding 48.4 49.4
Retained interest in securitized
off-balance sheet receivables (13.4) (13.0)
Adjustments for cash and
cash equivalents (12.5) (15.7)
Adjustments for SFAS No. 133 (5.2) (4.7)
------ ------
Adjusted debt $159.7 $165.7
====== ======
Total stockholder's equity
(including minority interest) $ 12.3 $ 12.5
Adjustment for SFAS No. 133 0.2 0.2
------ ------
Adjusted equity $ 12.5 $ 12.7
====== ======
Managed debt-to-equity ratio (to 1) 12.8 13.0
At March 31, 2004, Ford Credit's managed leverage was 12.8 to 1, down
slightly from 13.0 to 1 at December 31, 2003. Ford Credit's dividend policy is
based in part on its strategy to maintain managed leverage at the lower end of
the 13 - 14 to 1 range. As a result of improved profitability and lower managed
receivable levels, Ford Credit paid dividends of $900 million in the first
quarter of 2004.
21
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (Continued)
Hertz
- -----
Debt and Cash. At March 31, 2004, Hertz had total debt of $8.0 billion, up
$325 million from December 31, 2003. Commercial paper outstanding at March 31,
2004 totaled $2.0 billion, compared with $2.2 billion at December 31, 2003. At
March 31, 2004, Hertz had cash and cash equivalents of $1.0 billion, up from
$610 million, at December 31, 2003.
Hertz has an asset backed securitization ("ABS") program for its domestic
car rental fleet to reduce its borrowing costs and enhance its financing
resources. On March 31, 2004, Hertz issued $600 million of medium term notes
under its ABS program. As of March 31, 2004, $1.1 billion was outstanding under
the ABS program consisting of $460 million of commercial paper and the $600
million of medium term notes.
Total Company
- -------------
Stockholders' Equity. Our stockholders' equity was $12.9 billion at March
31, 2004, up $1.2 billion from December 31, 2003. The increase primarily
reflected net income of $2.0 billion less dividends of $183 million and other
comprehensive loss of $499 million. See Note 8 of the Notes to the Financial
Statements for further discussion of other comprehensive income/(loss).
Debt Ratings. In April 2004, Moody's Investors Service, Inc. ("Moody's")
and, in May 2004, Standard & Poor's Rating Services, a division of McGraw-Hill
Companies, Inc. ("S&P"), each affirmed the long and short-term debt ratings of,
and their outlook or trend for, Ford, Ford Credit and Hertz. In April 2004,
Dominion Bond Rating Service Limited ("DBRS") affirmed the long and short term
debt ratings of, and its trend for, Ford and Ford Credit, but not Hertz. In May
2004, Fitch, Inc.("Fitch") affirmed the long and short-term debt ratings of
Ford, Ford Credit and Hertz, and revised the outlook for all three entities to
stable from negative. The ratings as of May 6, 2004 were as follows:
DBRS Fitch Moody's S&P
----------------------------- ---------------------- ----------------------- -------------------------
Long- Short- Trend Long- Short- Long- Short- Long- Short-
term term term term Outlook term term Outlook term term Outlook
--------- --------- ------ ----- ------ ------- ----- ------ ------- ------- ------- -------
Ford BBB(high) R-1(low) Stable BBB+ F2 Stable Baa1 P-2 Negative BBB- A-3 Stable
Ford Credit BBB(high) R-1(low) Stable BBB+ F2 Stable A3 P-2 Negative BBB- A-3 Stable
Hertz BBB(high) R-1(low) Negative* BBB+ F2 Stable Baa2 P-2 Negative BBB- A-3 Stable
- --------------
*Short-term trend is stable.
OFF-BALANCE SHEET ARRANGEMENTS
Special Purpose Entities - At March 31, 2004, the total outstanding
principal amount of receivables sold by Ford Credit that was held by off-balance
sheet securitization trusts was $48.4 billion, down $1.0 billion from December
31, 2003. Ford Credit's retained interests in such sold receivables at March 31,
2004 were $13.4 billion, up about $400 million from December 31, 2003. The
decrease in receivables held by off-balance sheet securitization trusts
primarily reflected amortization of our off-balance sheet securitized portfolio
offset partially by securitization activity in the first quarter of 2004. The
increase in retained interests primarily reflected a higher level of dealer
floorplan inventories supporting our wholesale securitization programs.
RECENT DEVELOPMENTS
Since the first quarter of 2003, we have reported two segments within our
Automotive sector. As a result of recently announced changes in our management
structure that became effective on May 1, 2004 (see our Current Report on Form
8-K dated April 22, 2004), beginning with the second quarter of 2004, we will
expand the number of operating segments we present in the Notes to the Financial
Statements by reporting three segments within our Automotive sector--The
Americas, Ford Europe and PAG, and Ford Asia Pacific and Mazda. The Americas
segment will continue to primarily include the sale of Ford, Lincoln and Mercury
brand vehicles and related service parts in North America (U.S., Canada and
Mexico) and the sale of Ford-brand vehicles and related service parts in South
America, together with the associated costs to design, develop, manufacture and
service these vehicles and parts. The Ford Europe and PAG segment will primarily
include the sale of Ford-brand vehicles and related service parts in Europe and
Turkey and the sale of Premier Automotive Group ("PAG") brand vehicles (i.e.,
Volvo, Jaguar, Land Rover and Aston Martin) and related service parts throughout
the world (including North and South America), together with the associated
costs to design, develop, manufacture and service these vehicles and parts. The
Ford Asia Pacific and Mazda segment will primarily include the sale of
Ford-brand vehicles in the Asia Pacific region and South Africa, together with
the associated costs to design, develop, manufacture and service these vehicles
and parts, and also include our share of the results of Mazda Motor Corporation,
of which we
22
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (Continued)
own 33.4%, and certain of our Mazda-related investments. Our intention is to
continue to discuss the results of operations of the business units within these
segments (i.e., Ford North America, Ford South America, Ford Europe, PAG, and
Ford Asia Pacific) in the Management's Discussion and Analysis of Financial
Condition and Results of Operations section of our periodic reports.
OUTLOOK
Shown below is our 2004 planning assumptions, operational metrics
milestones and financial results milestones and our outlook for achieving these
milestones:
Full Year
Base Outlook
------------------------------------------- --------------
Planning Assumptions
--------------------
Industry volume (SAAR) - U.S. 17.0 million units 17.0
Europe 16.9 million units 17.0
Milestone
-------------------------------------------
Operation Metrics
-----------------
Quality Improve in all regions On track
Market share Flat or improve in all regions Mixed
Automotive cost performance a/ Improve by at least $500 million Better
Capital spending $7 billion On track
Operating-related cash flow b/ $1.2 billion positive On track
Financial Results Pre-tax income c/
----------------- --------------
(in billions)
Automotive
Americas
Ford North America $ 1.5 - $ 1.7 Better
Ford South America (0.1) - 0 On track
International
Ford Europe (0.2) - (0.1) On track
PAG 0.5 - 0.6 At risk
Ford Asia Pacific 0 - 0.1 On track
----- -----
Total Automotive 0.9 - 1.1 On track
Financial Services 2.6 - 2.7 Better
----- -----
Total Company $ 3.5 - $ 3.8 Better
===== =====
----------------------------
a/ At constant volume, mix and exchange; excluding special items.
b/ Excluding pension/long-term VEBA contributions and tax refunds.
c/ Excluding special items.
We believe our Automotive sector is on track to achieve $0.9 to $1.1
billion of pre-tax income in 2004, excluding special items. Our present
expectation is that Ford North America will exceed the full year milestone of
$1.5 to $1.7 billion for the year. The strong first quarter performance of Ford
North America provides encouragement in this regard. Ford South America, Ford
Europe and Ford Asia Pacific appear to be on track to meet the full year
milestones. PAG is at risk of not meeting the full year milestone of $500
million to $600 million primarily because of unfavorable changes in exchange
rates.
First quarter 2004 results for the Financial Services sector exceeded our
expectations, reflecting continued improvement in credit losses and higher
auction values for used vehicles at Ford Credit. Based on the improved profit
outlook for Ford Credit, we expect that the Financial Services sector will
exceed the full-year earnings milestone of $2.6 - $2.7 billion. At year-end
2004, we expect Ford Credit's managed receivables to be in the $170 to $175
billion range.
Overall, we expect to exceed our total company milestone for pre-tax
income, excluding special items. We expect special items for the full year to be
about $200 million pre-tax (or about $0.07 per share) consisting primarily of
the disposition of non-core businesses and completion of the Ford Europe
restructuring actions. While the economies in the United States and Western
Europe appear to be gaining momentum, there are a number of uncertainties and
risks we are facing. For example, the potential for interest rates to rise
appears increasingly likely and the recent exchange rate volatility may
continue. Also, the pricing and competitive environment in the automotive
industry remains intense and may intensify further in the balance of the year
with many new products scheduled to be introduced in 2004 by various
manufacturers. As a result of several new product introductions we have planned
for later this year, we will experience a number of plant changeovers, which
will affect the calendarization of our production, and we will incur significant
product launch costs.
Based on the foregoing and subject to the risks described above as well as
under "Risk Factors" below, for full-year 2004, we are increasing our per share
earnings guidance by $0.30 from a range of $1.20 to $1.30 to a range of $1.50 to
$1.60, excluding special items. We expect second quarter per share earnings to
be $0.30 to $0.35, excluding special items.
23
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (Continued)
RISK FACTORS
Statements included or incorporated by reference herein may constitute
"forward looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. These statements involve a number of risks,
uncertainties, and other factors that could cause actual results to differ
materially from those stated, including, without limitation:
o greater price competition resulting from currency fluctuations, industry
overcapacity or other factors;
o a significant decline in industry sales, particularly in the U.S. or
Europe, resulting from slowing economic growth, geo-political events or
other factors;
o lower-than-anticipated market acceptance of new or existing products;
o work stoppages at key Ford or supplier facilities or other interruptions of
supplies;
o the discovery of defects in vehicles resulting in delays in new model
launches, recall campaigns or increased warranty costs;
o increased safety, emissions, fuel economy or other regulation resulting in
higher costs and/or sales restrictions;
o unusual or significant litigation or governmental investigations arising
out of alleged defects in our products or otherwise;
o worse-than-assumed economic and demographic experience for our post
retirement benefit plans (e.g., investment returns, interest rates, health
care cost trends, benefit improvements);
o currency or commodity price fluctuations;
o changes in interest rates;
o a market shift from truck sales in the U.S.;
o economic difficulties in any significant market;
o reduced availability of or higher prices for fuel;
o labor or other constraints on our ability to restructure our business;
o a change in our requirements under long-term supply arrangements under
which we are obligated to purchase minimum quantities or pay minimum
amounts;
o credit rating downgrades;
o inability to access debt or securitization markets around the world at
competitive rates or in sufficient amounts;
o higher-than-expected credit losses;
o lower-than-anticipated residual values for leased vehicles;
o increased price competition in the rental car industry and/or a general
decline in business or leisure travel due to terrorist attacks, acts of
war, epidemic disease or measures taken by governments in response thereto
that negatively affect the travel industry; and
o our inability to implement the Revitalization Plan.
OTHER FINANCIAL INFORMATION
The interim financial information included in this Quarterly Report on Form
10-Q for the quarter ended March 31, 2004 has not been audited by
PricewaterhouseCoopers LLP ("PwC"). In reviewing such information, PwC has
applied limited procedures in accordance with professional standards for reviews
of interim financial information. Accordingly, you should restrict your reliance
on their reports on such information. PwC is not subject to the liability
provisions of Section 11 of the Securities Act of 1933 for their reports on the
interim financial information because such reports do not constitute "reports"
or "parts" of the registration statements prepared or certified by PwC within
the meaning of Sections 7 and 11 of the Securities Act of 1933.
Item 3. Quantitative and Qualitative Discussion about Market Risks
There is no material change in the information reported under Part II, Item
7A of our 10-K Report.
24
Item 4. Controls and Procedures
Evaluation of disclosure controls and procedures. William Clay Ford, Jr.,
our Chief Executive Officer, and Donat R. Leclair, our Chief Financial Officer,
have performed an evaluation of the Company's disclosure controls and
procedures, as that term is defined in Rule 13a-14 (c) of the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), as of March 31, 2004 and
each has concluded that such disclosure controls and procedures are effective to
ensure that information required to be disclosed in our periodic reports filed
under the Exchange Act is recorded, processed, summarized and reported, within
the time periods specified by the Securities and Exchange Commission's rules and
regulations.
Change in internal controls. No changes in the Company's internal controls
over financial reporting occurred during the quarter ended March 31, 2004 that
have materially affected, or are reasonably likely to materially affect, the
Company's internal controls over financial reporting.
25
Part II. Other Information
Item 1. Legal Proceedings
Environmental Matters
- ---------------------
St. Louis Assembly Plant Enforcement Action. The Department of Justice has
advised us that the U.S. EPA has referred a matter regarding refrigerants used
in several types of process equipment at our St. Louis Assembly Plant to it for
civil enforcement. The referral is based on their belief that the plant did not
comply with all of the Clean Air Act's recordkeeping, testing, and repair
requirements related to process equipment with regulated refrigerants. It is
likely that the Department of Justice will seek monetary sanctions of $100,000
or more for these alleged violations.
Class Actions
- -------------
Firestone Class Actions. (Previously discussed on page 28 of the 10-K
Report). In the Illinois class action in which a statewide class was certified,
Plaintiffs have amended their complaint to allege vehicle stability claims in
addition to tire claims. The trial court has ruled that the order certifying a
statewide class to litigate the tire claims applies equally to the vehicle
stability claims. We expect a trial date to be set for late this year.
Paint Class Actions. (Previously discussed on page 29 of the 10-K Report).
The Texas Court of Appeals has reversed the trial court order that certified a
nationwide class, and remanded the case to the trial court for further
proceedings.
Item 2. Changes in Securities and Use of Proceeds
During the first quarter of 2004, we issued a total of 395,113 shares of
our common stock under the 1998 Long-Term Incentive Plan to certain directors
and officers as part of their total compensation. Such shares, which included
shares issued on March 31, 2004 pursuant to the consulting agreement between us
and Mr. Edsel B. Ford II, a director of the Company, were not registered
pursuant to the Securities Act of 1933, as amended, in reliance on Section 4(2)
thereof.
During the first quarter of 2004, we purchased shares of our Common Stock
as follows:
Total Number of Maximum Number (or
Shares Purchased as Approximate Dollar Value) of
Total Number of Average Part of Publicly Shares that May Yet Be
Shares Purchased Price Paid Announced Plans or Purchased Under the Plans or
Period a/ per Share Programs Programs
- --------------------------- ------------------ ------------ ----------------------- -------------------------------
January 1, 2004
through No publicly announced
January 31, 2004 2,362,696 $16.33 0 repurchase program in place
February 1, 2004
through No publicly announced
February 29, 2004 1,512,093 14.13 0 repurchase program in place
March 1, 2004
through No publicly announced
March 31, 2004 1,530,637 13.44 0 repurchase program in place
--------- -
No publicly announced
Total 5,405,426 14.90 0 repurchase program in place
========= =
- ----------
a/ We currently do not have a publicly announced repurchase program in place.
All of the shares were purchased from the Ford Motor Company Savings and
Stock Investment Plan for Salaried Employees ("SSIP") and the Tax Efficient
Savings Plan for Hourly Employees ("TESPHE"). Shares are generally
purchased from the SSIP and TESPHE when participants in those plans elect
to sell units in the Ford Stock Fund upon retirement, upon termination of
employment with the Company, related to an in-service distribution, or to
fund a loan against an existing account balance in the Ford Stock Fund.
Shares are not purchased from these plans when a participant transfers
account balances out of the Ford Stock Fund and into another investment
option under the plans.
26
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
--------
Please refer to the Exhibit Index on Page 28.
(b) Reports on Form 8-K
-------------------
The Registrant filed the following Current Reports on Form 8-K during the
quarter ended March 31, 2004:
Current report on Form 8-K dated January 5, 2004 included information
relating to U.S. retail sales of Ford vehicles in 2003.
Current report on Form 8-K dated January 9, 2004 included information
relating to Ford's 2004 financial milestones.
Current report on Form 8-K dated January 22, 2004 included information
relating to Ford's fourth quarter 2003 and full year 2003 financial
results.
Current report on Form 8-K dated February 3, 2004 included information
relating to U.S. retail sales of Ford vehicles in January 2004.
Current report on Form 8-K dated March 2, 2004 included information
relating to U.S. retail sales of Ford vehicles in February 2003.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
FORD MOTOR COMPANY
------------------------------
(Registrant)
Date: May 6, 2004 By:
----------- /s/James C. Gouin
-------------------------------------
James C. Gouin
Vice President and Controller
27
EXHIBIT INDEX
-------------
Designation Description Method of Filing
------------------ --------------------------------------------------------- --------------------------------------------
Exhibit 3 By-Laws as amended through April 21, 2004 Filed with this Report
Exhibit 12 Ford Motor Company and Subsidiaries Calculation Filed with this Report
of Ratio of Earnings to Combined Fixed Charges
and Preferred Stock Dividends
Exhibit 15 Letter of PricewaterhouseCoopers LLP, Independent Filed with this Report
Accountants, dated May 6, 2004, relating to
Financial Information
Exhibit 31.1 Rule 15d-14(a) Certification of CEO Filed with this Report
Exhibit 31.2 Rule 15d-14(a) Certification of CFO Filed with this Report
Exhibit 32.1 Section 1350 Certification of CEO Filed with this Report
Exhibit 32.2 Section 1350 Certification of CFO Filed with this Report
28