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 June 30, 1995
--------------------------
OR
____ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
-------------- --------------
Commission file number 1-3950
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Ford Motor Company
------------------
(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)
The American Road, Dearborn, Michigan 48121
- ------------------------------------------ -------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 313-322-3000
-------------
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 .
----- -----
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 June 30, 1995, the Registrant had
outstanding 1,003,236,522 shares of Common Stock and 70,852,076 shares
of Class B Stock.
Page 1 of 32
Exhibit index located on sequential page number 19
2Q-95
Ford Motor Company and Subsidiaries
HIGHLIGHTS
----------
Second Quarter First Half
-------------------- --------------------
1995 1994 1995 1994
-------- -------- -------- --------
Worldwide vehicle unit sales of
cars and trucks (in thousands)
- - United States 1,082 1,108 2,169 2,175
- - Outside United States 729 742 1,412 1,395
----- ----- ----- -----
Total 1,811 1,850 3,581 3,570
===== ===== ===== =====
Sales and revenues (in millions)
- - Automotive $29,861 $28,375 $58,462 $54,445
- - Financial Services 6,528 5,397 12,710 9,729
------- ------- ------- -------
Total $36,389 $33,772 $71,172 $64,174
======= ======= ======= =======
Net income (in millions)
- - Automotive $ 1,100 $ 1,202 $ 2,241 $ 2,175
- - Financial Services 472 509 881 440*
------- ------- ------- -------
Total $ 1,572 $ 1,711 $ 3,122 $ 2,615
======= ======= ======= =======
Capital expenditures (in millions)
- - Automotive $ 1,819 $ 1,839 $ 3,950 $ 3,480
- - Financial Services 80 62 147 121
------- ------- ------- -------
Total $ 1,899 $ 1,901 $ 4,097 $ 3,601
======= ======= ======= =======
Stockholders' equity at June 30
- - Total (in millions) $25,240 $18,422 $25,240 $18,422
- - After-tax return on Common and
Class B stockholders' equity 28.3% 46.6% 29.5% 37.0%
Automotive cash, cash equivalents,
and marketable securities at
June 30 (in millions) $14,011 $13,665 $14,011 $13,665
Automotive debt at June 30
(in millions) $ 6,866 $ 7,263 $ 6,866 $ 7,263
Automotive after-tax return on sales 3.7% 4.3% 3.9% 4.0%
Shares of Common and Class B Stock
(in millions)
- - Average number outstanding 1,040 1,005 1,033 1,002
- - Number outstanding at June 30 1,074 1,009 1,074 1,009
AMOUNTS PER SHARE OF COMMON AND
CLASS B STOCK AFTER PREFERRED
STOCK DIVIDENDS
Income
- - Automotive $ 0.99 $ 1.12 $ 2.03 $ 2.03
- - Financial Services 0.46 0.51 0.86 0.44
------- ------- ------- -------
Total $ 1.45 $ 1.63 $ 2.89 $ 2.47
======= ======= ======= =======
Income assuming full dilution $ 1.30 $ 1.44 $ 2.59 $ 2.20
Cash dividends per share of Common
and Class B Stock $ 0.31 $ 0.225 $ 0.57 $ 0.425
- - - - - -
*Includes a loss of $440 million related to the disposition
of Granite Savings Bank (formerly First Nationwide Bank)
Segment results for 1994 have been adjusted to reflect
reclassification of certain tax amounts to conform with
the 1995 presentation.
-2-
Ford Motor Company and Subsidiaries
VEHICLE UNIT SALES
------------------
For the Periods Ended June 30, 1995 and 1994
(in thousands)
Second Quarter First Half
--------------------------- -------------------------
1995 1994 1995 1994
---------- ---------- ---------- ---------
North America
United States
Cars 447 527 956 1,036
Trucks 635 581 1,213 1,139
----- ----- ----- -----
Total United States 1,082 1,108 2,169 2,175
Canada 67 86 132 150
Mexico 7 25 18 45
----- ----- ----- -----
Total North America 1,156 1,219 2,319 2,370
Europe
Britain 162 164 266 289
Germany 114 99 232 209
Italy 56 52 108 106
Spain 48 45 96 82
France 40 51 84 94
Other countries 77 79 154 150
----- ----- ----- -----
Total Europe 497 490 940 930
Other international
Brazil 46 43 108 77
Australia 35 32 66 57
Taiwan 35 24 63 56
Japan 14 11 30 24
Argentina 11 14 21 24
Other countries 17 17 34 32
----- ----- ----- -----
Total other international 158 141 322 270
----- ----- ----- -----
Total worldwide vehicle unit sales 1,811 1,850 3,581 3,570
===== ===== ===== =====
Vehicle unit sales are reported worldwide on a "where sold"
basis and include sales of all Ford-badged units, as well
as units manufactured by Ford and sold to other manufacturers.
Second Quarter 1994 and First Half 1994 unit sales have been
restated to reflect the country where sold and to include
sales of all Ford-badged units. Previously, factory unit
sales were reported in North America on a "where sold" basis
and overseas on a "where produced" basis. Also, Ford-badged
unit sales of certain unconsolidated subsidiaries (primarily
Autolatina -- Brazil and Argentina) were not previously reported.
-3-
Part I. Financial Information
-----------------------------
Item 1. Financial Statements
- -----------------------------
Ford Motor Company and Subsidiaries
CONSOLIDATED STATEMENT OF INCOME
--------------------------------
For the Periods Ended June 30, 1995 and 1994
(in millions)
Second Quarter First Half
------------------------- -------------------------
1995 1994 1995 1994
-------- -------- -------- --------
AUTOMOTIVE
Sales $29,861 $28,375 $58,462 $54,445
Costs and expenses (Note 2)
Costs of sales 26,503 25,000 51,984 48,245
Selling, administrative, and other expenses 1,584 1,409 2,922 2,675
------- ------- ------- -------
Total costs and expenses 28,087 26,409 54,906 50,920
Operating income 1,774 1,966 3,556 3,525
Interest income 216 163 423 291
Interest expense 174 163 340 339
------- ------- ------- -------
Net interest income/(expense) 42 0 83 (48)
Equity in net income of affiliated companies 19 42 39 109
Net expense from transactions with
Financial Services (36) (11) (59) (19)
------- ------- ------- -------
Income before income taxes - Automotive 1,799 1,997 3,619 3,567
FINANCIAL SERVICES
Revenues 6,528 5,397 12,710 9,729
Costs and expenses
Interest expense 2,344 1,668 4,511 3,266
Depreciation 1,600 1,197 3,121 2,100
Operating and other expenses 1,292 1,223 2,628 2,047
Provision for credit and insurance losses 443 409 865 753
Loss on disposition of Granite Savings Bank
(formerly First Nationwide Bank) - - - 475
------- ------- ------- -------
Total costs and expenses 5,679 4,497 11,125 8,641
Net revenue from transactions with Automotive 36 11 59 19
------- ------- ------- -------
Income before income taxes - Financial Services 885 911 1,644 1,107
------- ------- ------- -------
TOTAL COMPANY
Income before income taxes 2,684 2,908 5,263 4,674
Provision for income taxes 1,053 1,161 2,041 1,986
------- ------- ------- -------
Income before minority interests 1,631 1,747 3,222 2,688
Minority interests in net income of subsidiaries 59 36 100 73
------- ------- ------- -------
Net income 1,572 1,711 3,122 2,615
Preferred stock dividend requirements 69 72 141 144
------- ------- ------- -------
Income attributable to Common and Class B Stock $ 1,503 $ 1,639 $ 2,981 $ 2,471
======= ======= ======= =======
Average number of shares of Common and Class B
Stock outstanding 1,040 1,005 1,033 1,002
AMOUNTS PER SHARE OF COMMON STOCK AND CLASS B
STOCK AFTER PREFERRED STOCK DIVIDENDS
Income $ 1.45 $ 1.63 $ 2.89 $ 2.47
======= ======= ======= =======
Income assuming full dilution $ 1.30 $ 1.44 $ 2.59 $ 2.20
Cash dividends $ 0.31 $ 0.225 $ 0.57 $ 0.425
The accompanying notes are part of the financial statements.
-4-
Ford Motor Company and Subsidiaries
CONSOLIDATED BALANCE SHEET
--------------------------
(in millions)
June 30, December 31,
1995 1994
------------ ------------
ASSETS (unaudited)
Automotive
Cash and cash equivalents $ 8,381 $ 4,481
Marketable securities 5,630 7,602
-------- --------
Total cash, cash equivalents, and marketable securities 14,011 12,083
Receivables 3,100 2,548
Inventories (Note 3) 6,841 6,487
Deferred income taxes 3,059 3,062
Other current assets 1,851 2,006
Net current receivable from Financial Services 347 677
-------- --------
Total current assets 29,209 26,863
Equity in net assets of affiliated companies 3,496 3,554
Net property 29,200 27,048
Deferred income taxes 4,305 4,146
Other assets 6,772 6,760
-------- --------
Total Automotive assets 72,982 68,371
Financial Services
Cash and cash equivalents 2,245 1,739
Investments in securities 6,961 6,105
Net receivables and lease investments 143,527 130,356
Other assets 14,093 12,783
-------- --------
Total Financial Services assets 166,826 150,983
-------- --------
Total assets $239,808 $219,354
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Automotive
Trade payables $ 11,222 $ 10,777
Other payables 1,933 2,624
Accrued liabilities 12,925 11,599
Income taxes payable 996 316
Debt payable within one year 796 155
-------- --------
Total current liabilities 27,872 25,471
Long-term debt 6,070 7,103
Other liabilities 25,890 24,920
Deferred income taxes 1,188 948
-------- --------
Total Automotive liabilities 61,020 58,442
Financial Services
Payables 2,878 2,361
Debt 136,496 123,713
Deferred income taxes 3,540 2,958
Other liabilities and deferred income 8,311 7,669
Net payable to Automotive 347 677
-------- --------
Total Financial Services liabilities 151,572 137,378
Preferred stockholders' equity in a subsidiary company 1,976 1,875
Stockholders' equity
Capital stock
Preferred Stock, par value $1.00 per share (aggregate
liquidation preference of $2.8 billion and $3.4 billion) * *
Common Stock, par value $1.00 per share (1,004 and 952 million shares issued) 1,004 952
Class B Stock, par value $1.00 per share (71 million shares issued) 71 71
Capital in excess of par value of stock 5,440 5,273
Foreign currency translation adjustments and other 1,158 189
Earnings retained for use in business 17,567 15,174
-------- --------
Total stockholders' equity 25,240 21,659
-------- --------
Total liabilities and stockholders' equity $239,808 $219,354
======== ========
- - - - - -
*Less than $1 million
The accompanying notes are part of the financial statements.
-5-
Ford Motor Company and Subsidiaries
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
----------------------------------------------
For the Periods Ended June 30, 1995 and 1994
(in millions)
First Half 1995 First Half 1994
---------------------- ---------------------
Financial Financial
Automotive Services Automotive Services
---------- --------- ---------- --------
(unaudited) (unaudited)
Cash and cash equivalents at January 1 $ 4,481 $ 1,739 $ 5,667 $ 2,555
Cash flows from operating activities before securities trading 6,058 6,373 8,134 4,532
Net sales/(purchases) of trading securities 1,980 285 (1,279) 180
-------- -------- -------- --------
Net cash flows from operating activities 8,038 6,658 6,855 4,712
Cash flows from investing activities
Capital expenditures (3,950) (147) (3,480) (121)
Acquisitions of receivables and lease investments - (50,981) - (45,614)
Collections of receivables and lease investments - 35,105 - 29,523
Net acquisitions of daily rental vehicles - (1,894) - (1,134)
Purchases of securities (41) (3,533) (113) (6,395)
Sales and maturities of securities 33 2,713 235 6,247
Proceeds from sales of receivables and lease investments - 634 - 1,530
Investing activity with Financial Services (839) - 15 -
Other 179 (109) 228 (466)
-------- -------- -------- --------
Net cash used in investing activities (4,618) (18,212) (3,115) (16,430)
Cash flows from financing activities
Cash dividends (729) - (569) -
Issuance of Common Stock 218 - 294 -
Changes in short-term debt 696 4,207 (735) 7,010
Proceeds from issuance of other debt 0 12,301 128 11,234
Principal payments on other debt (207) (5,531) (41) (7,156)
Financing activity with Automotive - 839 - (15)
Receipts from annuity contracts - 247 - 519
Other 6 118 0 (552)
-------- -------- -------- -------
Net cash (used in)/provided by financing activities (16) 12,181 (923) 11,040
Effect of exchange rate changes on cash 166 209 346 149
Net transactions with Automotive/Financial Services 330 (330) (416) 416
-------- -------- -------- --------
Net increase/(decrease) in cash and cash equivalents 3,900 506 2,747 (113)
-------- -------- -------- --------
Cash and cash equivalents at June 30 $ 8,381 $ 2,245 $ 8,414 $ 2,442
======== ======== ======== ========
The accompanying notes are part of the financial statements.
-6-
Ford Motor Company and Subsidiaries
NOTES TO 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 such information.
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 the registrant's Annual Report
on Form 10-K (the "10-K Report") for the year ended December 31,
1994. For purposes hereof, "Ford" or the "Company" means Ford
Motor Company and its majority-owned subsidiaries unless the
context requires otherwise. Certain amounts for prior periods
have been reclassified to conform with presentations adopted in
1995.
2. Selected Automotive costs and expenses are summarized as follows
(in millions):
Second Quarter First Half
------------------ ------------------
1995 1994 1995 1994
------ ------ ----- -----
Depreciation $605 $564 $1,194 $1,145
Amortization 629 582 1,341 1,124
3. Automotive inventories are summarized as follows (in millions):
June 30, December 31,
1995 1994
-------- ------------
Raw materials, work
in process and supplies $3,261 $3,192
Finished products 3,580 3,295
------ ------
Total inventories $6,841 $6,487
====== ======
U.S. inventories $2,751 $2,917
-7-
Coopers & Lybrand L.L.P.
REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors and Stockholders
Ford Motor Company
We have reviewed the consolidated balance sheet of Ford Motor Company and
Subsidiaries at June 30, 1995 and the related consolidated statement of
income and condensed consolidated statement of cash flows for the periods set
forth in the Quarterly Report on Form 10-Q for the quarter ended June 30, 1995.
These 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
to financial data 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 financial statements referred to above for them to be
in conformity with generally accepted accounting principles.
We have previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet at December 31, 1994 and the related
consolidated statements of income, stockholders' equity and cash flows for the
year then ended (not presented herein); and in our report dated
January 27, 1995, we expressed an unqualified opinion on those consolidated
financial statements.
/s/ COOPERS & LYBRAND L.L.P.
COOPERS & LYBRAND L.L.P.
Detroit, Michigan
July 19, 1995
-8-
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
- ------------------------------------------------------------------------
RESULTS OF OPERATIONS: SECOND QUARTER 1995 COMPARED WITH SECOND QUARTER 1994
Overview
- --------
Ford Motor Company earned $1,572 million, or $1.45 per share of Common and
Class B Stock, in the second quarter of 1995. This compares with
$1,711 million, or $1.63 per share, in the second quarter of 1994. Fully
diluted earnings per share were $1.30 in the second quarter of 1995, compared
with $1.44 a year ago. The Company's worldwide sales and revenues were
$36.4 billion, up $2.6 billion from a year ago. Vehicle unit sales of cars and
trucks were 1,811,000, down 39,000 units, or 2%. Stockholders' equity was
$25.2 billion at June 30, 1995.
On June 6, 1994, a 2-for-1 stock split in the form of a 100% stock dividend on
the Company's outstanding Common and Class B Stock became effective.
Automotive Operations
- ---------------------
Net income from Ford's worldwide Automotive operations was $1,100 million in
the second quarter of 1995 on sales of $29.9 billion, compared with
$1,202 million in the second quarter of 1994 on sales of $28.4 billion.
In the U.S., Ford's Automotive operations earned $663 million in the second
quarter of 1995 on sales of $19.4 billion, compared with $888 million a year
ago on sales of $19.1 billion. The decline in earnings was more than explained
by lower unit volume, reflecting lower industry volume and unfavorable dealer
inventory changes that more than offset improved market share. Changes in
exchange rates (primarily the German Mark and Japanese Yen) also reduced
earnings compared with a year ago. U.S. Automotive after-tax return on sales
was 3.4% in the second quarter of 1995, down 1.2 points from a year ago. The
decline also reflected primarily the effects of lower unit volume and
unfavorable exchange rate changes.
In the second quarter of 1995, the seasonally-adjusted annual selling rate for
the U.S. car and truck industry was 14.7 million units, compared with
15.3 million units in the second quarter of 1994. Ford's car market share was
21.3% in the second quarter of 1995, down 2/10 of a point from a year ago.
Ford's truck share was 32.8%, up 2.8 points from a year ago. Ford's combined
car and truck share was 26.2%, up 1.2 points from a year ago. The improvement
in share reflected primarily strong sales of the Explorer, Windstar, F-Series
trucks and Contour/Mystique.
Outside the U.S., Automotive operations earned $437 million in the second
quarter of 1995 on sales of $10.5 billion, compared with $314 million a year
ago on sales of $9.3 billion. The improvement reflected primarily improved
margins in Europe and higher unit volume in the Asia-Pacific region. In
Europe, Automotive operations earned $319 million, compared with $167 million a
year ago.
In the second quarter of 1995, the seasonally-adjusted annual selling rate for
the European car and truck industry was 13.7 million units, up 480,000 units
from year ago levels. Ford's car share was 11.9% in the second quarter of
1995, up 4/10 of a point from a year ago. Ford's truck share was 14.5%, down
5/10 of a point from a year ago, reflecting primarily lower fleet sales.
Ford's combined car and truck share was 12.2%, up 3/10 of a point from a year
ago.
It is expected that after-tax returns for the remainder of 1995 will be lower
than the year ago period. Production volume in the second half of 1995 is
expected to be down compared with a year ago as a result of the uncertain
outlook for U.S. industry sales. This factor, combined with the timing and
cost of major new product introductions in 1995 and early 1996 and the
continued unfavorable effect of exchange rate changes, are expected to dampen
results in the upcoming quarters.
-9-
Ford and Volkswagen AG have agreed on a separation process leading toward
dissolution of their Autolatina joint venture in Brazil and Argentina by year-
end 1995. Historically, earnings in Brazil and Argentina have represented a
significant portion of Ford's Automotive earnings outside the U.S. and Europe.
It is believed the effect, if any, of the dissolution of Autolatina on Ford's
future earnings is not likely to be material. Business conditions in these
markets, however, have been and are expected to continue to be volatile and
subject to rapid change, which can affect future earnings.
Financial Services Operations
- -----------------------------
The Company's Financial Services operations earned $472 million in the second
quarter of 1995, compared with $509 million in the second quarter of 1994.
The decrease resulted primarily from the nonrecurrence of a gain on sale in
1994 of Ford Credit's interest in Manheim Auctions ($31 million).
Ford Credit's consolidated net income was $341 million in the second quarter
of 1995, compared with $368 million a year ago. Ford Credit's financing
operations earned $293 million in the second quarter of 1995, compared with
$317 million a year ago. The decrease reflected lower net interest margins,
nonrecurrence of the gain on sale of an interest in Manheim Auctions, higher
credit losses, and lower gains from sale of receivables, partially offset by
higher levels of earning assets. Depreciation costs increased as a result of
continued growth in operating leases; the related lease revenues more than
offset the increased depreciation. Ford Credit's results also included $48
million from equity in the net income of affiliated companies, primarily Ford
Holdings. Ford Holdings is a holding company that owns primarily The
Associates, American Road, and USL Capital. The international operations
managed by Ford Credit, but not included in its consolidated results, earned
$66 million in the second quarter of 1995, compared with $50 million a year
ago.
The Associates earned a record $141 million in the U.S. in the second quarter
of 1995, compared with $121 million a year ago. The increase reflected higher
levels of earning assets and improved net interest margins. The international
operations managed by The Associates, but not included in its consolidated
results, earned $27 million in the second quarter of 1995, compared with
$21 million a year ago.
USL Capital earned a record $30 million in the second quarter of 1995, compared
with $27 million a year ago. The increase reflected higher levels of earning
assets and higher gains on asset sales. Hertz earned $19 million in the
second quarter of 1995, compared with $26 million in the second quarter of
1994. The decrease reflected primarily increased depreciation and borrowing
costs, partially offset by higher volume in construction equipment rentals
and sales. American Road incurred a loss of $9 million in the second quarter
of 1995, compared with a net income of $13 million a year ago. The decrease
reflected lower underwriting results in floor plan products and the
dissolution of an operating subsidiary.
FIRST HALF 1995 COMPARED WITH FIRST HALF 1994
Overview
- --------
Ford earned $3,122 million, or $2.89 per share of Common and Class B Stock, in
the first half of 1995. This compares with $2,615 million, or $2.47 per share,
in the first half of 1994. Ford's results a year ago included a charge of
$440 million related to the disposition of First Nationwide Bank. Fully
diluted earnings per share were $2.59 in the first half of 1995, compared with
$2.20 a year ago. The Company's worldwide sales and revenues were
$71.2 billion, up $7 billion from a year ago. Vehicle unit sales of cars and
trucks were 3,581,000, up 11,000 units.
-10-
Automotive Operations
- ---------------------
Net income from Ford's worldwide Automotive operations was $2,241 million in
the first half of 1995 on sales of $58.5 billion, compared with $2,175 million
in the first half of 1994 on sales of $54.4 billion.
In the U.S., Ford's Automotive operations earned $1,488 million in the first
half of 1995 on sales of $38.9 billion, compared with $1,704 million a year ago
on sales of $37.1 billion. U.S. Automotive after-tax return on sales was 3.8%,
down 8/10 of a point from a year ago. The decline in earnings reflected
primarily the same factors as those described in the discussion of second
quarter results of operations.
In the first half of 1995, the seasonally-adjusted annual selling rate for the
U.S. car and truck industry was 14.9 million units, compared with 15.5 million
units a year ago. The Company expects U.S. car and truck industry sales to
total 15.1 million units for the full year, compared with 15.4 million units in
1994. Ford's car share was 21.6% in the first half of 1995, up 3/10 of a point
from a year ago. Ford's truck share was 32.6%, up 2.9 points from a year ago.
Ford's combined car and truck share was 26.3%, up 1.4 points from a year ago.
Outside the U.S., Automotive operations earned $753 million in the first half
of 1995 on sales of $19.6 billion, compared with $471 million a year ago on
sales of $17.3 billion. The improvement reflected primarily higher unit volume
and improved margins in Europe. Ford's European Automotive operations earned
$484 million in the first half of 1995, compared with $220 million a year ago.
In the first half of 1995, the seasonally-adjusted annual selling rate for the
European car and truck industry was 13.6 million units, compared with
13.2 million units a year ago. The Company expects European car and truck
industry sales to total 13.4 million units for the full year, compared with
13.3 million units in 1994. Ford's car share was 12% in the first half of
1995, up 2/10 of a point from a year ago. Ford's truck share was 15.1%, up
4/10 of a point from a year ago. Ford's combined car and truck share was
12.3%, up 2/10 of a point from the first half of 1994.
Financial Services Operations
- -----------------------------
The Company's Financial Services operations earned $881 million in the first
half of 1995, compared with $440 million in the first half of 1994. The
improvement was explained by the nonrecurrence of the $440 million charge to
net income in the first quarter of 1994 for disposition of First Nationwide
Bank.
Ford Credit's consolidated net income was $629 million in the first half of
1995, compared with $667 million a year ago. Ford Credit's financing
operations earned $522 million, compared with $562 million a year ago. The
decrease reflected primarily the same factors as those described in the
discussion of second quarter results of operations. Ford Credit's results also
included $107 million from equity in the net income of affiliated companies,
primarily Ford Holdings. The international operations managed by Ford Credit,
but not included in its consolidated results, earned $131 million in the first
half of 1995, compared with $113 million a year ago.
The Associates earned a record $293 million in the U.S. in the first half of
1995, compared with $249 million a year ago. The increase reflected higher
levels of earning assets and improved net interest margins. The international
operations managed by The Associates, but not included in its consolidated
results, earned $49 million in the first half of 1995, compared with
$39 million a year ago.
USL Capital earned a record $56 million in the first half of 1995, compared
with $48 million a year ago. Hertz earned $19 million in the first half of
1995, compared with $25 million a year ago. American Road incurred a loss of
$4 million in the first half of 1995, compared with earnings of $30 million in
the same period in 1994. These changes reflected primarily the same factors as
those described in the discussion of second quarter results of operations.
-11-
LIQUIDITY AND CAPITAL RESOURCES
Automotive Operations
- ---------------------
Cash, cash equivalents and marketable securities of the Company's Automotive
operations were $14 billion at June 30, 1995, up $1.9 billion from December 31,
1994. The amount of cash, cash equivalents and marketable securities is
expected to decline during the second half of the year because of lower
production volume and higher capital spending. The Company paid $729 million
in cash dividends on its Common Stock, Class B Stock and Preferred Stock during
the first six months of 1995.
Automotive capital expenditures were $4 billion in the first six months of
1995, up $470 million from the same period a year ago. Automotive capital
spending is projected to increase further during the second half of the year as
a result of increases in both product and nonproduct spending. The higher
product spending reflects a record pace of new-model introductions and
increased capacity for selected components and vehicles, while the higher
nonproduct spending reflects continuing efforts to improve efficiency and
quality.
Automotive debt at June 30, 1995 totaled $6.9 billion, which was 21% of total
capitalization (stockholders' equity and Automotive debt), compared with
$7.3 billion, or 25% of total capitalization, at December 31, 1994.
At June 30, 1995, Ford (parent company only) had long-term contractually
committed credit agreements in the U.S. under which $5.9 billion were available
from various banks. These facilities were unused at June 30, 1995. Outside
the U.S., Ford had additional long-term contractually committed credit-line
agreements of $2.6 billion at June 30, 1995; none of these were in use.
Effective July 1, 1995, most of the credit facilities discussed above were
replaced with long-term contractually committed global credit agreements under
which $8.4 billion is available from various banks at least through June 30,
2000. The entire $8.4 billion may be used, at Ford's option, by any affiliate
of Ford; however, any borrowing by an affiliate will be guaranteed by Ford. In
addition, Ford has the ability to transfer on a nonguaranteed basis the entire
$8.4 billion in varying portions to Ford Credit and Ford Credit Europe.
Financial Services Operations
- -----------------------------
Financial Services' cash, cash equivalents and investments in securities
totaled $9.2 billion at June 30, 1995, up $1.4 billion from December 31, 1994.
Net receivables and lease investments were $143.5 billion at June 30, 1995, up
$13.2 billion from December 31, 1994. The increase reflected continued growth
in earning assets at Ford Credit and The Associates.
Total debt was $136.5 billion at June 30, 1995, up $12.8 billion from December
31, 1994. The increase resulted from higher debt levels required to finance
growth in earning assets at Ford Credit and The Associates.
-12-
At June 30, 1995, Financial Services had $34.8 billion of contractually
committed support facilities (including the $5.9 billion of the Ford credit
agreements) for use in the U.S.; less than 2% of these facilities, excluding
the Ford credit agreements, were in use. An additional $9 billion of
contractually committed support facilities were available outside the U.S. at
June 30, 1995; $1.5 billion of these were in use. The majority of these
facilities that were available for use by Ford Credit and Ford Credit Europe
and their subsidiaries ($21.3 billion, excluding the $5.9 billion of the Ford
credit agreements) have been terminated effective July 1, 1995, and have been
replaced by contractually committed global credit agreements under which
$19.8 billion and $4.1 billion are available to Ford Credit and Ford Credit
Europe, respectively, from various banks; 62% and 75%, respectively, of such
facilities are available through June 30, 2000. The entire $19.8 billion may
be used, at Ford Credit's option, by any subsidiary of Ford Credit, and the
entire $4.1 billion may be used, at Ford Credit Europe's option, by any
subsidiary of Ford Credit Europe. Any borrowings by such subsidiaries will
be guaranteed by Ford Credit or Ford Credit Europe, as the case may be.
ACCOUNTING POLICIES
With respect to the accounting issue under consideration by the Emerging Issues
Task Force (the "EITF") of the Financial Accounting Standards Board, referred
to in the fifth paragraph on page 39 of the 10-K Report, the consensus reached
by the EITF on Issue 95-4, "Revenue Recognition on Equipment Sold and
Subsequently Repurchased Subject to an Operating Lease", at its July 21, 1995
meeting reaffirmed Ford's present accounting practice.
OTHER FINANCIAL INFORMATION
Coopers & Lybrand L.L.P., Ford's independent public accountants, performed a
limited review of the financial data presented on pages 4 through 7 inclusive.
The review was performed in accordance with standards for such reviews
established by the American Institute of Certified Public Accountants. The
review did not constitute an audit; accordingly, Coopers & Lybrand L.L.P. did
not express an opinion on the aforementioned data. The financial data include
any material adjustments or disclosures proposed by Coopers & Lybrand L.L.P. as
a result of their review.
-13-
Part II. Other Information
---------------------------
Item 1. Legal Proceedings
- --------------------------
Product Matters
- ---------------
With respect to the lawsuits for damages arising out of automobile accidents
where plaintiffs claim that the injuries resulted from (or were aggravated by)
alleged defects in the occupant restraint systems in vehicle lines of various
model years, referred to in the second paragraph on page 23 of the 10-K Report
and on page 12 of Ford Motor Company's quarterly report on Form 10-Q for the
quarter ended March 31, 1995 (the "First Quarter 10-Q Report"), the damages
specified by the plaintiffs in these actions, including both actual and
punitive damages, aggregated approximately $748 million at June 30, 1995.
With respect to the lawsuits for damages involving the alleged propensity of
Bronco II utility vehicles to roll over, referred to in the third paragraph on
page 23 of the 10-K Report and on page 12 of the First Quarter 10-Q Report, the
damages specified in these actions, including both actual and punitive damages,
aggregated approximately $1.1 billion at June 30, 1995.
With respect to the lawsuits for damages involving asbestos, referred to in the
fifth paragraph on page 23 of the 10-K Report and on page 12 of the First
Quarter 10-Q Report, the damages specified by plaintiffs in these actions,
including both actual and punitive damages, aggregated approximately $235
million at June 30, 1995.
In most of the actions described in the foregoing paragraphs, no dollar amount
of damages is specified or the specific amount referred to is only the
jurisdictional minimum. It has been Ford's experience that in cases that
allege a specific amount of damages in excess of the jurisdictional minimum,
such amounts, on average, bear little relation to the actual amounts of damages
paid by Ford in such cases, which generally are, on average, substantially less
than the amounts originally claimed.
Other Matters
- -------------
With respect to the lawsuit in federal court in Nevada seeking damages and an
injunction for alleged infringement of U.S. patents characterized as covering
machine vision inspection technologies and other technologies, referred to in
the second full paragraph on page 24 of the 10-K Report, the magistrate judge
handling the case recommended to the district court judge that he enter
judgment for Ford holding that the patents alleged to be infringed pertaining
to machine vision inspection technologies are unenforceable. The magistrate
judge found that the patent owner engaged in "undue delay" by taking 35 years
to prosecute the numerous patent applications for these patents and found that
the patent owner claimed the work of others as he saw the technologies develop.
After a period of time for the filing of objections to the recommendation and
replies to those objections, the case will be submitted to the district judge
for review.
-14-
Item 4. Submission of Matters to a Vote of Security-Holders
- ------------------------------------------------------------
On May 11, 1995, the 1995 Annual Meeting of Stockholders of the Company was
held. Following is a brief description of the matters voted upon at the
meeting and a tabulation of the voting therefor:
Election of Directors. The following persons were elected directors of the
Company based on the number of votes set forth opposite their respective names:
Number of Votes
--------------------------------------
Nominee For Not For
------------------- --------------- ------------
[S] [C] [C]
Colby H. Chandler 1,441,216,808 6,942,229
Michael D. Dingman 1,441,424,206 6,734,831
Edsel B. Ford II 1,439,833,709 8,325,328
William C. Ford 1,439,485,133 8,673,904
William C. Ford, Jr. 1,439,821,514 8,337,523
Roberto C. Goizueta 1,441,577,713 6,581,324
Irvine O. Hockaday, Jr. 1,441,742,516 6,416,521
Marie-Josee Kravis 1,441,171,089 6,987,948
Drew Lewis 1,441,586,575 6,572,462
Ellen R. Marram 1,441,572,045 6,586,992
Kenneth H. Olsen 1,441,051,855 7,107,182
Carl E. Reichardt 1,441,772,952 6,386,085
Louis R. Ross 1,439,842,563 8,316,474
Alex Trotman 1,439,936,405 8,222,632
Clifton R. Wharton, Jr. 1,440,779,851 7,379,186
There were no broker non-votes with respect to the election of directors.
Proposal 1 Ratification of Selection of Independent Public Accountants. A
proposal to ratify the selection of Coopers & Lybrand as independent public
accountants to audit the books of account and other corporate records of the
Company for 1995 was adopted, with 1,437,784,919 votes cast for, 5,256,266
votes cast against, 5,111,442 votes abstained and 6,410 broker non-votes.
Proposal 2 Relating to an Amendment to the Company's Supplemental Compensation
Plan. A proposal to approve limits and other terms under which certain
executives of the Company may be compensated under the Company's Supplemental
Compensation Plan to provide for continued deductibility of compensation that
may be paid under such Plan was adopted, with 1,403,828,548 cast for,
33,527,703 votes cast against, 10,794,702 votes abstained and 8,084 broker non-
votes.
Proposal 3 Relating to an Amendment to the Company's 1990 Long-Term Incentive
Plan. A proposal to approve limits and other terms under which stock options
may be granted to certain executives under the Company's 1990 Long-Term
Incentive (LTI) Plan to provide for the continued deductibility of
compensation relating to stock options granted under the LTI Plan was
adopted, with 1,345,558,231 votes cast for, 77,591,691 votes cast against,
11,115,192 votes abstained and 13,893,923 broker non-votes.
Proposal 4 Relating to Rotation of the Annual Meeting Location. A proposal
relating to rotating the location of the Annual Meeting of Stockholders of the
Company was rejected, with 1,248,270,813 votes cast against, 55,590,690 votes
cast for, 24,505,002 votes abstained and 119,792,532 broker non-votes.
Proposal 5 Relating to a Report on Maquiladora Operations in Mexico. A
proposal requiring the Company to conduct a review and prepare a report on the
Company's maquiladora operations was rejected, with 1,221,948,574 votes cast
against, 58,312,872 votes cast for, 43,665,417 votes abstained and 124,232,174
broker non-votes.
-15-
Item 5. Other Information
- --------------------------
Governmental Standards
- ----------------------
Mobile Source Emissions Control and Motor Vehicle Fuel Economy -- With respect
to the discussion of mobile source emission requirements on page 15 of the 10-K
Report and fuel economy requirements on page 18 of the 10-K Report, the EPA
recently issued proposed regulations pursuant to the Clean Air Act that would
change the test procedures for measuring motor vehicle emissions and fuel
economy. If adopted without adequate adjustments, these regulations may
require costly measures to reduce tailpipe emissions and to increase fuel
economy.
-16-
Supplemental Schedule
Ford Motor Company
CONDENSED FINANCIAL INFORMATION OF SUBSIDIARY
---------------------------------------------
(in millions)
FORD CAPITAL B.V.
- -----------------
June 30, December 31,
1995 1994
---------- ------------
(unaudited)
Current assets $1,161 $1,048
Noncurrent assets 4,679 4,845
------ ------
Total assets $5,840 $5,893
====== ======
Current liabilities $ 507 $ 486
Noncurrent liabilities 4,733 4,909
Minority interests in net
assets of subsidiaries 17 12
Stockholder's equity 583 486
------ ------
Total liabilities and
stockholder's equity $5,840 $5,893
====== ======
Second Quarter First Half
------------------------ ------------------------
1995 1994 1995 1994
---------- ---------- ---------- --------
(unaudited) (unaudited)
Sales and other revenue $690 $640 $1,346 $1,203
Operating income 52 50 129 97
Income before income taxes 35 51 99 96
Net income 27 39 83 78
Ford Capital B.V., a wholly-owned subsidiary of Ford Motor
Company, was established primarily for the purpose of raising
funds through the issuance of commercial paper and debt securities.
Ford Capital B.V. also holds shares of the capital stock of Ford
Nederland B.V., Ford Motor Company (Belgium) B.V., and Ford Motor
Company A/S (Denmark). Substantially all of the assets of Ford
Capital B.V., other than its ownership interests in subsidiaries,
represent receivables from Ford Motor Company or its consolidated
subsidiaries.
-17-
Item 6. Exhibits and Reports on Form 8-K
- -----------------------------------------
(a) Exhibits
Please refer to the Exhibit Index on page 19.
(b) Reports on Form 8-K
The Registrant filed the following Current Reports on
Form 8-K during the quarter ended June 30, 1995:
Current Report on Form 8-K dated April 4, 1995 included
information regarding Ford's intention to restructure its
North American glass operations.
Current Report on Form 8-K dated April 19, 1995 included
information relating to Ford's first quarter 1995 financial
results.
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: July 27, 1995 By: /s/ M. L. Reichenstein
--------------- ---------------------------------
M. L. Reichenstein
Vice President - Controller,
Ford Automotive Operations
(principal accounting officer)
-18-
EXHIBIT INDEX
-------------
Sequential
Page Number
Designation Description at Which Found
- ------------ ---------------------------------------------- ---------------
Exhibit 10.1 Amendment to Ford Motor Company Supplemental
Compensation Plan, effective as of July 13, 1995.* 20
Exhibit 10.2 Ford Motor Company Deferred Compensation Plan,
effective as of July 13, 1995.* 21-28
Exhibit 11 Ford Motor Company and Subsidiaries Computation
of Primary and Fully Diluted Earnings Per Share
in Accordance with Opinion 15 of the Accounting
Principles Board. 29-30
Exhibit 12 Ford Motor Company and Subsidiaries Calculation
of Ratio of Earnings to Combined Fixed Charges
and Preferred Stock Dividends. 31
Exhibit 15 Letter of Coopers & Lybrand L.L.P., Independent
Public Accountants, dated July 27, 1995 relating
to Financial Information. 32
- - - - - -
*Management contract or compensatory plan or arrangement
-19-