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, 2000
OR
/ / 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 numbers 1-6368
FORD MOTOR CREDIT COMPANY
- -----------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 38-1612444
- -------------------- -----------------------------------
(State of Incorporation) (I.R.S. employer identification no.)
One American Road, Dearborn, Michigan 48121
- --------------------------------------- ---------
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (313) 322-3000
Indicate by check mark 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 registrant's classes of
common stock, as of the latest practicable date: 250,000 shares
of common stock as of April 30, 2000.
The registrant meets the conditions set forth in General
Instruction H(1)(a) and (b) of Form 10-Q and is therefore filing
this Form in reduced disclosure format.
PAGE 1 OF 27
EXHIBIT INDEX APPEARS AT PAGE 23.
FORD MOTOR CREDIT COMPANY AND SUBSIDIARIES
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements - The interim financial data presented herein are
unaudited, but in the opinion of management reflect all 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 for the year ended December 31, 1999 (the "10-K Report"). Information
relating to earnings per share is not presented because the registrant, Ford
Motor Credit Company ("Ford Credit"), is an indirect wholly owned subsidiary of
Ford Motor Company ("Ford" or the "company").
FORD MOTOR CREDIT COMPANY AND SUBSIDIARIES
Consolidated Statement of Income
and of Earnings Retained for Use in the Business
For the Periods Ended March 31, 2000 and 1999
(in millions)
First Quarter
--------------------------------------------
2000 1999
----------------- ------------------
(Unaudited)
Financing revenue
Operating leases $ 2,567.9 $ 2,453.9
Retail 1,970.9 1,688.7
Wholesale 540.2 408.6
Other 124.4 95.3
----------------- ------------------
Total financing revenue 5,203.4 4,646.5
Depreciation on operating leases (1,858.4) (1,841.3)
Interest expense (2,069.7) (1,761.5)
----------------- ------------------
Net financing margin 1,275.3 1,043.7
Other revenue
Insurance premiums earned 59.6 54.8
Investment and other income 266.7 218.5
----------------- ------------------
Total financing margin and revenue 1,601.6 1,317.0
Expenses
Operating expenses 586.7 442.7
Provision for credit losses 377.5 325.1
Other insurance expenses 60.3 50.3
----------------- ------------------
Total expenses 1,024.5 818.1
----------------- ------------------
Income before income taxes and minority interests 577.1 498.9
Provision for income taxes 214.2 186.2
----------------- ------------------
Income before minority interests 362.9 312.7
Minority interests in net income of subsidiaries 9.8 12.9
----------------- ------------------
Net income 353.1 299.8
Earnings retained for use in the business
Beginning of period 6,855.5 7,911.4
Dividend (5.4) -
----------------- ------------------
End of period $ 7,203.2 $ 8,211.2
================= ==================
The accompanying notes are an integral part of the financial statements.
-2-
FORD MOTOR CREDIT COMPANY AND SUBSIDIARIES
Consolidated Balance Sheet
(in millions)
March 31, December 31, March 31,
2000 1999 1999
------------------ ------------------ ------------------
(Unaudited) (Unaudited)
ASSETS
Cash and cash equivalents $ 1,378.8 $ 942.2 $ 1,376.8
Investments in securities 543.6 524.4 667.6
Finance receivables, net 114,373.9 108,753.8 96,814.7
Net investment, operating leases 35,517.5 32,838.2 35,004.7
Retained interest in securitized assets 2,949.4 3,442.8 1,710.0
Notes and accounts receivable from affiliated companies 2,750.9 6,128.2 2,002.7
Other assets 4,221.0 4,001.1 3,066.2
------------------ ------------------ -----------------
Total assets $ 161,735.1 $ 156,630.7 $ 140,642.7
================== ================== =================
LIABILITIES AND STOCKHOLDER'S EQUITY
Liabilities
Accounts payable
Trade, customer deposits, and dealer reserves $ 3,496.3 $ 2,908.3 $ 3,032.2
Affiliated companies 1,158.9 1,235.2 1,405.5
------------------ ------------------ -----------------
Total accounts payable 4,655.2 4,143.5 4,437.7
Debt 136,696.4 133,073.7 117,947.1
Deferred income taxes 3,881.1 3,564.0 3,282.0
Other liabilities and deferred income 4,556.2 4,511.0 3,694.2
------------------ ------------------ -----------------
Total liabilities $ 149,788.9 $ 145,292.2 $ 129,361.0
Minority interests in net assets of subsidiaries 421.5 414.4 385.2
Stockholder's Equity
Capital stock, par value $100 a share,
250,000 shares authorized, issued and outstanding 25.0 25.0 25.0
Paid-in surplus (contributions by stockholder) 4,635.5 4,341.6 4,343.4
Note receivable from affiliated company - - (1,517.0)
Accumulated other comprehensive loss (339.0) (298.0) (166.1)
Retained earnings 7,203.2 6,855.5 8,211.2
------------------ ------------------ -----------------
Total stockholder's equity 11,524.7 10,924.1 10,896.5
------------------ ------------------ -----------------
Total liabilities and stockholder's equity $ 161,735.1 $ 156,630.7 $ 140,642.7
================== ================== =================
The accompanying notes are an integral part of the financial statements.
-3-
FORD MOTOR CREDIT COMPANY AND SUBSIDIARIES
Consolidated Statement of Cash Flows
For the Periods Ended March 31, 2000 and 1999
(in millions)
First Quarter
------------------------------------------
2000 1999
------------- ------------
(Unaudited)
Cash flows from operating activities
Net income $ 353.1 $ 299.8
Adjustments to reconcile net income to net cash
provided by operating activities
Provision for credit losses 377.5 325.1
Depreciation and amortization 1,975.8 1,960.8
Gain on sales of finance receivables (0.4) (32.0)
Increase in deferred income taxes 162.4 124.5
Increase in other assets (41.6) (1,532.7)
Increase/(decrease) in other liabilities 607.6 (362.0)
Other 50.0 (0.6)
---------------- ----------------
Net cash provided by operating activities 3,484.4 782.9
---------------- ----------------
Cash flows from investing activities
Purchase of finance receivables (other than wholesale) (18,019.7) (11,694.1)
Collection of finance receivables (other than wholesale) 12,697.3 10,346.4
Purchase of operating lease vehicles (6,189.2) (6,577.7)
Liquidation of operating lease vehicles 3,699.0 4,157.5
Net change in wholesale receivables (1,268.7) (1,631.8)
Proceeds from settlement of intercompany notes receivable 3,313.9 -
Proceeds from sale of receivables 2,806.8 2,042.3
Purchase of investment securities (139.9) (307.8)
Proceeds from sale/maturity of investment securities 120.7 366.0
Other 3.6 (31.6)
---------------- ----------------
Net cash used in investing activities (2,976.2) (3,330.8)
---------------- ----------------
Cash flows from financing activities
Proceeds from issuance of long-term debt 11,883.9 8,267.3
Principal payments on long-term debt (4,537.6) (4,697.4)
Change in short-term debt, net (7,348.7) (327.6)
Cash dividends paid (150.0) -
Other 147.4 5.4
---------------- ----------------
Net cash (used)/provided by financing activities (5.0) 3,247.7
---------------- ----------------
Effect of exchange rate changes on cash and cash equivalents (66.6) (103.8)
---------------- ----------------
Net change in cash and cash equivalents 436.6 596.0
Cash and cash equivalents, beginning of period 942.2 780.8
---------------- ----------------
Cash and cash equivalents, end of period $ 1,378.8 $ 1,376.8
================ ================
Supplementary cash flow information
Interest paid $ 1,565.8 $ 1,644.3
Taxes paid 30.8 81.3
The accompanying notes are an integral part of the financial statements
-4-
FORD MOTOR CREDIT COMPANY AND SUBSIDIARIES
Notes to Financial Statements
Note 1. Finance Receivables, Net (in millions)
March 31, December 31, March 31,
2000 1999 1999
-------------------- ------------------ --------------------
(Unaudited) (Unaudited)
Retail $ 79,351.1 $ 76,181.6 $ 67,272.9
Wholesale 28,257.1 26,450.0 24,074.6
Other 8,016.0 7,244.3 6,649.6
-------------------- ------------------ --------------------
Total finance receivables, net of unearned income 115,624.2 109,875.9 97,997.1
Less: Allowance for credit losses (1,250.3) (1,122.1) (1,182.4)
-------------------- ------------------ --------------------
Finance receivables, net $ 114,373.9 $ 108,753.8 $ 96,814.7
==================== ================== ====================
-5-
FORD MOTOR CREDIT COMPANY AND SUBSIDIARIES
Notes to Financial Statements - Continued
Note 2. Debt (in millions)
March 31, 2000
-----------------------------------------
Weighted Average
Interest Rates (A) March 31, December 31, March 31,
Maturities 2000 1999 1999
---------------------------------------------------------------------------------------------
(Unaudited) (Unaudited)
Payable Within One Year
Commercial paper (B) $ 37,336.4 $ 43,077.9 $ 46,818.5
Other short-term debt (C) 6,288.0 6,769.8 6,543.9
---------- ---------- ---------
Total short-term debt 43,624.4 49,847.7 53,362.4
Long-term indebtedness payable
within one year (D) 21,696.3 19,893.4 8,508.2
---------- ---------- ---------
Total payable within one year 65,320.7 69,741.1 61,870.6
---------- ---------- ----------
Payable After One Year
Unsecured senior indebtedness
Notes (E) 6.57% 2001-2078 68,146.4 61,271.1 54,248.9
Debentures 3.15% 2001-2006 2,801.4 2,051.4 1,798.9
Unamortized discount (88.4) (84.2) (72.6)
----------- ----------- ----------
Total unsecured senior indebtedness 70,859.4 63,238.3 55,975.2
Unsecured long-term subordinated notes 8.49% 2005 516.3 94.3 101.3
---------- ---------- ----------
Total payable after one year 71,375.7 63,332.6 56,076.5
---------- ---------- ----------
Total debt $136,696.4 $133,073.7 $ 117,947.1
========== ========== =============
(A) Includes the effects of interest rate swap agreements that effectively
converts all long-term obligations payable after one year subject to
variable interest rates to fixed rates.
(B) Includes commercial paper of $1,031 million with an affiliated company
at December 31, 1999.
-6-
FORD MOTOR CREDIT COMPANY AND SUBSIDIARIES
Notes to Financial Statements - Continued
(C) Includes $672.5 million, $717.5 million, and $814.4 million with
affiliated companies at March 31, 2000, December 31, 1999, and March 31,
1999, respectively.
(D) Includes $691.6 million, $763.6 million, and $557.9 million with
affiliated companies at March 31, 2000, December 31, 1999, and March 31,
1999, respectively.
(E) Includes $2,528.6 million, $2,693.2 million, and $3,044.7 million with
affiliated companies at March 31, 2000, December 31, 1999, and March 31,
1999, respectively.
Note 3. Comprehensive Income (in millions)
First Quarter
---------------------------------
---------------------------------
2000 1999
-------------- --------------
(Unaudited)
Net income $ 353.1 $ 299.8
Other comprehensive income (41.0) (48.0)
-------------- --------------
Total comprehensive income $ 312.1 $ 251.8
============== ==============
Other comprehensive income includes foreign currency translation adjustments
and net unrealized gains and losses on investments in securities and
retained interests in securitized assets.
-7-
FORD MOTOR CREDIT COMPANY AND SUBSIDIARIES
Notes to Financial Statements - Continued
NOTE 4. Segment Information (in millions)
First Quarter
--------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------
Ford
Credit Ford Personal Ford Credit
North Credit Financial Eliminations/ Financial
America International Services Reclassifications Statements
--------------------------------------------------------------------------------------
(Unaudited)
2000
Revenue $ 4,828.8 $ 905.8 $ 58.6 $ (263.5) $ 5,529.7
Income
Income before income taxes 472.6 120.9 (10.3) (6.1) 577.1
Provision for income taxes 176.9 42.7 (3.4) (2.0) 214.2
Net income 295.7 78.2 (6.9) (13.9) 353.1
Other disclosures
Depreciation on operating
leases 1,667.1 183.1 - 8.2 1,858.4
Interest expense 1,950.5 388.5 - (269.3) 2,069.7
Finance receivables
(including net investment
operating leases) 142,710.6 28,329.6 - (21,148.8) 149,891.4
Total assets 145,857.9 32,010.8 1,899.7 (18,033.3) 161,735.1
1999
Revenue $ 4,117.2 $ 899.6 $ 78.8 $ (175.8) $ 4,919.8
Income
Income before income taxes 323.2 147.3 16.9 11.5 498.9
Provision for income taxes 111.1 63.4 6.5 5.2 186.2
Net income 212.1 83.9 10.4 (6.6) 299.8
Other disclosures
Depreciation on operating
leases 1,660.0 144.5 - 36.8 1,841.3
Interest expense 1,547.3 401.2 - (187.0) 1,761.5
Finance receivables
(including net investment
operating leases) 121,876.2 27,602.5 - (17,659.3) 131,819.4
Total assets 124,092.2 28,846.8 1,376.6 (13,672.9) 140,642.7
-8-
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
FIRST QUARTER 2000 COMPARED WITH FIRST QUARTER 1999
In the first quarter of 2000, Ford Credit integrated the results of Volvo
Finance North America, Inc. and Volvo financing operations for Britain, Belgium,
Norway, the Netherlands and Switzerland from Ford Motor Company. Unless
otherwise indicated, the 2000 first-quarter results and financial condition
discussed below include the results of these operations. The remaining Volvo
financing operations will be consolidated into Ford Credit's financial results
over the next several quarters.
Ford Credit's consolidated net income in the first quarter of 2000 was $353
million, up $53 million or 18% from 1999. Compared with 1999, the increase in
earnings reflects primarily a higher level of financing receivables and improved
net financing margins, offset partially by higher operating costs and slightly
higher credit losses.
Higher operating costs reflect primarily the servicing of a higher level of
financing receivables, operating expenses of recently acquired subsidiaries, and
costs associated with the restructuring of financing operations, including
employee separation programs.
Credit losses as a percent of average net finance receivables including net
investment in operating leases increased to 0.82% in 2000 compared with 0.77% in
1999 reflecting higher losses in Europe and the growth of Ford Credit's
sub-prime lending business (conducted through its subsidiaries Fairlane Credit
LLC and Triad Financial Corporation), offset partially by improved credit-loss
performance in other North American operations.
Total net finance receivables and net investment in operating leases at March
31, 2000 were $149.9 billion, up $18.1 billion or 14% from a year earlier. The
increase results primarily from Ford-sponsored special financing programs that
are available exclusively through Ford Credit, higher wholesale receivables, and
the inclusion of Volvo financing receivables.
During the first quarter of 2000, Ford Credit financed 46% of all new cars and
trucks sold by Ford dealers in the U.S. compared with 45% in the same period of
1999. In Europe, Ford Credit financed 31% of all new vehicles sold by Ford
dealers compared with 30% in 1999. Ford Credit's retail financing for new and
used vehicles totaled 848,000 in the United States and 206,000 in Europe during
the first quarter of 2000. Ford Credit provided wholesale financing for 88% of
Ford factory sales in the United States and 97% of Ford factory sales in Europe
compared with 83% for the United States and 95% for Europe in the first quarter
of 1999.
-9-
Ford Credit Liquidity and Capital Resources
Ford Credit's outstanding debt at March 31, 2000 and at the end of each of the
last four years was as follows (in millions):
March 31, December 31
--------------------------------------------------------------------------
2000 1999 1998 1997 1996
--------- -------------- -------------- -------------- ------------
Commercial paper & STBAs(A) $ 38,244 $ 43,078 $ 48,636 $ 42,311 $ 38,774
Other short-term debt (B) 5,380 6,770 4,997 3,897 4,243
Long-term debt
(including current portion) (C) 93,072 83,226 61,334 54,517 55,007
--------- -------- -------- -------- --------
Total debt $136,696 $133,074 $114,967 $100,725 $ 98,024
========= ======== ======== ======== ========
United States $107,844 $104,186 $ 85,394 $ 78,443 $ 76,635
Europe 13,832 14,510 16,653 12,491 14,028
Other international 15,020 14,378 12,920 9,791 7,361
--------- -------- -------- -------- --------
Total debt $136,696 $133,074 $114,967 $100,725 $ 98,024
========= ======== ======== ======== ========
Memo:
Total support facilities
(in billions) as of March
31, 2000 and December 31,
1999-1996, respectively
Ford Credit U.S. 26.0 26.0 26.9 26.6 27.2
FCE Bank 5.3 5.2 5.3 5.2 5.7
- - - - -
(A) Short-term borrowing agreements with bank trust departments includes
commercial paper of $1,031 million with an affiliated company
at December 31, 1999. There were no outstanding balances
with affiliates at March 31, 2000 or at December 31 in the preceding three
years.
(B) Includes $673 million, $718 million, $989 million, $831 million, and $2,478
million with affiliated companies at March 31, 2000, December 31, 1999,
December 31, 1998, December 31, 1997, and December 31, 1996, respectively.
(C) Includes $3,220 million, $3,457 million, $2,878 million, $3,547 million,
and $4,237 million with affiliated companies at March 31, 2000, December
31, 1999, December 31, 1998, December 31, 1997, and December 31, 1996,
respectively.
-10-
Support facilities represent additional sources of funds, if required. At March
31, 2000, Ford Credit had approximately $18.3 billion of contractually committed
facilities. In addition, approximately $7.7 billion of Ford lines of credit may
be used by Ford Credit at Ford's option. These credit lines have various
maturity dates through June 30, 2004 and may be used, at Ford Credit's option,
by any of its direct or indirect majority-owned subsidiaries. Any such
borrowings will be guaranteed by Ford Credit. Banks also provide $1.4 billion of
contractually committed liquidity facilities to support Ford Credit's asset
backed commercial paper program.
Additionally, at March 31, 2000, there were approximately $4.7 billion of
contractually committed facilities available for FCE Bank plc's ("FCE Bank")
use. In addition, $615 million of Ford credit lines may be used by FCE Bank at
Ford's option. The lines have various maturity dates through June 30, 2004 and
may be used, at FCE Bank's option, by any of its direct or indirect
majority-owned subsidiaries. Any such borrowings will be guaranteed by FCE Bank.
-11-
New Accounting Standards
Statement of Financial Accounting Standards No. 133 ("SFAS 133"),
"Accounting for Derivative Instruments and Hedging Activities", was issued by
the Financial Accounting Standards Board in June 1998. This Statement
established accounting and reporting standards for derivative instruments,
including certain derivative instruments embedded in other contracts, and for
hedging activities. It requires recognition of all derivatives as either assets
or liabilities on the balance sheet and measurement of those instruments at fair
value. If certain conditions are met, a derivative may be designated
specifically as (a) a hedge of the exposure to changes in the fair value of a
recognized asset or liability or an unrecognized firm commitment referred to as
a fair value hedge, (b) a hedge of the exposure to variability in cash flows of
a forecasted transaction (a cash flow hedge), or (c) a hedge of the foreign
currency exposure of a net investment in a foreign operation, an unrecognized
firm commitment, an available-for-sale security, or a forecasted transaction.
Ford Credit anticipates having each of theses types of hedges, and will
comply with the requirements of SFAS 133 when adopted by Ford Credit. Ford
Credit expects to adopt SFAS 133 beginning January 1, 2001. Ford Credit has not
yet determined the effect of adopting SFAS 133.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None to report
Item 2. Changes in Securities
Not required
Item 3. Defaults Under Senior Securities
Not required
Item 4. Submission of Matters to a Vote of Security Holders
Not required
-12-
Item 5. Other Information
INFORMATION CONCERNING FORD
Ford Motor Company and Subsidiaries
CONSOLIDATED STATEMENT OF INCOME
--------------------------------
For the Periods Ended March 31, 2000 and 1999
(in millions)
First Quarter
-----------------------------
2000 1999
-----------------------------
(unaudited)
AUTOMOTIVE
Sales $36,175 $31,597
Costs and expenses
Costs of sales 31,578 27,737
Selling, administrative and other expenses 2,265 1,777
------- -------
Total costs and expenses 33,843 29,514
Operating income 2,332 2,083
Interest income 368 339
Interest expense 318 285
------- -------
Net interest income 50 54
Equity in net income/(loss) of affiliated companies (32) 34
Net expense from transactions with
Financial Services (10) (28)
------- -------
Income before income taxes - Automotive 2,340 2,143
FINANCIAL SERVICES
Revenues 6,719 5,952
Costs and expenses
Interest expense 2,213 1,888
Depreciation 2,208 2,157
Operating and other expenses 1,211 997
Provision for credit and insurance losses 454 391
------- -------
Total costs and expenses 6,086 5,433
Net revenue from transactions with Automotive 10 28
------- -------
Income before income taxes - Financial Services 643 547
------- -------
TOTAL COMPANY
Income before income taxes 2,983 2,690
Provision for income taxes 1,022 893
------- -------
Income before minority interests 1,961 1,797
Minority interests in net income of subsidiaries 29 23
------- -------
Net income from continuing operations $ 1,932 $ 1,774
Net income from discontinued operation - Visteon 147 205
------- -------
Net income $ 2,079 $ 1,979
======= =======
Income attributable to Common and Class B Stock
after preferred stock dividends $ 2,075 $ 1,975
Average number of shares of Common and Class B
Stock outstanding 1,206 1,211
AMOUNTS PER SHARE OF COMMON AND CLASS B STOCK
Basic income from continuing operations $ 1.61 $ 1.47
Diluted income from continuing operations $ 1.58 $ 1.43
Basic income $ 1.73 $ 1.64
Diluted income $ 1.70 $ 1.60
Cash dividends $ 0.50 $ 0.46
-13-
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS -FORD
In addition to specific explanations discussed below, comparisons between
Ford's 1999 and 2000 results are influenced by two important events:
o On April 12, 2000, the Ford Board of Directors approved a
plan for the complete separation of Visteon Corporation from
Ford by means of a tax-free spin-off in the form of a
dividend on Ford Common and Class B Stock consisting of all
shares of Visteon common stock. Specific record and
distribution dates will be established after Securities and
Exchange Commission clearance. Throughout this discussion,
Visteon is reflected as a discontinued operation. Visteon's
results and financial condition have been excluded from all
amounts except total net income and total earnings per
share.
o On March 31, 1999, Ford purchased AB Volvo's worldwide
passenger car business ("Volvo Car"). Volvo Car's results
and financial condition have been included in Ford's
financial statements on a consolidated basis since the
second quarter of 1999.
FIRST QUARTER RESULTS OF OPERATIONS
Worldwide net income was $2,079 million in the first quarter of 2000, or
$1.70 per diluted share of Common and Class B Stock. This compares with first
quarter earnings in 1999, of $1,979 million, or $1.60 per diluted share, which
included a one-time gain of $165 million, or 14 cents a share, from the
dissolution of AutoEuropa. Worldwide sales revenue was $42.9 billion in the
first quarter of 2000, up $5.3 billion from a year ago. Unit sales of cars and
trucks were 1,911,000, up 137,000 units.
Results by business sector for the first quarter of 2000 and 1999 are
shown below (in millions).
First Quarter
Net Income
--------------------------------------
2000
O/(U)
2000 1999 1999
------------ ----------- -----------
Automotive Sector $1,552 $1,446 $106
Financial Services Sector 380 328 52
------ ------ ----
Total continuing operations 1,932 1,774 158
Discontinued operation - Visteon 147 205 (58)
------ ------ ----
Total Company $2,079 $1,979 $100
====== ====== ====
-14-
Automotive Sector
- -----------------
Worldwide earnings for Ford's Automotive sector were $1,552 million in the
first quarter of 2000, on sales of $36.2 billion. Earnings in the first quarter
of 1999 were $1,446 million, on sales of $31.6 billion. Adjusted for constant
volume and mix, total automotive costs were unchanged compared with the first
quarter of 1999.
Details of first quarter Automotive sector earnings from continuing
operations are shown below (in millions).
First Quarter
Net Income/(Loss)
--------------------------------------
2000
O/(U)
2000 1999 1999
------------ ----------- -----------
North American Automotive $1,667 $1,379 $ 288
Automotive outside North America
- Europe (3) 155 (158)
- South America (82) (141) 59
- Rest of World (30) 53 (83)
------ ------ -----
Total Automotive outside North America (115) 67 (182)
------ ------ -----
Total Automotive Sector $1,552 $1,446 $ 106
====== ====== =====
Automotive sector earnings in North America were $1,667 million in the
first quarter of 2000, on sales of $27.2 billion. In the first quarter of 1999,
earnings were $1,379 million, on sales of $24.2 billion. The increase in
earnings reflects primarily higher volume, improved revenue and product mix,
offset partially by higher warranty costs related to the 3.8 liter engine. The
after-tax return on sales for Ford's Automotive sector in North America was 6.2%
in the first quarter of 2000, up 4/10 of a percentage point from a year ago.
In the first quarter of 2000, approximately 4.5 million new cars and
trucks were sold in the United States, up 450,000 units from a year ago. Ford's
share of those unit sales was 24% in the first quarter of 2000, down 3/10 of a
percentage point from a year ago. The decline in market share reflects
primarily capacity constraints due to the record first quarter industry volume.
Ford's Automotive sector losses in Europe were $3 million in the first
quarter of 2000, compared with earnings of $155 million a year ago. The
decline in earnings reflects primarily the non-recurrence of a $165 million gain
from the sale of Ford's interest in AutoEuropa to Volkswagen AG in the first
quarter of 1999 and lower volume for Ford-branded vehicles, offset partially by
the inclusion of Volvo Car results in the first quarter of 2000. Ford has much
work to do to turn around its results in Europe, including assessing its
manufacturing capacity requirements and reducing its operating costs. Ford also
is in the midst of a major product changeover for Ford-branded vehicles - it is
launching an all-new Transit and Galaxy, it has a new Mondeo coming this
fall, and a new B-car next year.
In the first quarter of 2000, approximately 5 million new cars and trucks
were sold in Ford's nineteen primary European markets, up 165,000 units from a
year ago. Ford's share of those unit sales was 9.8% in the first quarter of
2000, up 3/10 of a percentage point from a year ago. Ford's market share
increase reflects the addition of Volvo Car sales and strong Focus and Jaguar
S-TYPE sales, offset partially by lower share of other Ford-branded vehicles.
Ford's Automotive sector in South America had losses of $82 million in the
first quarter of 2000, compared with losses of $141 million a year ago. The
improved results reflect primarily higher industry volume, continued cost
reductions, and a stronger Brazilian currency.
-15-
In the first quarter of 2000, approximately 310,000 new cars and trucks
were sold in Brazil, compared with 276,000 a year ago. Ford's share of those
unit sales was 9.5% in the first quarter of 2000, up 5/10 of a percentage point
from a year ago. The improvement in market share reflects primarily stronger
demand for a freshened product line-up (Fiesta, Courier, 4-Door Ranger and new
SOHC engine) and better availability of vehicles due to the non-recurrence of
production losses, which resulted from labor disruptions in early 1999.
Automotive sector losses outside North America, Europe, and South America
("Rest of World") were $30 million in the first quarter of 2000, compared with
earnings of $53 million in the first quarter of 1999. The decline in earnings
reflects primarily Ford's share of the profit decline at Mazda, explained by a
stronger Japanese yen.
Financial Services Sector
- -------------------------
Earnings of Ford's Financial Services sector consist primarily of two
segments, Ford Credit and Hertz. Details of first quarter Financial Services
sector earnings are shown below (in millions).
First Quarter
Net Income/(Loss)
--------------------------------------
2000
O/(U)
2000 1999 1999
----------- ----------- -----------
Ford Credit $353 $300 $53
Hertz 56 49 7
Minority Interests, Eliminations,
and Other (29) (21) (8)
---- ---- ---
Total Financial Services Sector $380 $328 $52
==== ==== ===
Memo: Ford's share of earnings in Hertz $ 46 $ 40 $ 6
For a discussion of Ford Credit's results of operations in the first quarter of
2000, see Item 2. "Management's Discussion and Analysis of Financial Condition
and Results of Operations - First Quarter 2000 Compared with First
Quarter 1999."
Earnings at Hertz in the first quarter of 2000 were $56 million (of which
$46 million was Ford's share), compared with earnings of $49 million (of which
$40 million was Ford's share) a year ago. The increase in earnings reflects
primarily favorable pricing and strong performance in the United States car
rental market, offset partially by unfavorable pricing for worldwide industrial
and construction equipment rental operations.
Discontinued Operation - Visteon
- --------------------------------
Visteon earned $147 million in the first quarter of 2000, compared with
earnings of $205 million in the same period a year ago. The decline is more
than explained by the impact of a one-time price reduction of five percent on
products Visteon was supplying to Ford as of January 1, 2000 based on a market
pricing review conducted by Ford and Visteon. The decline in earnings was
offset partially by favorable volume and mix and cost efficiencies.
-16-
LIQUIDITY AND CAPITAL RESOURCES
Automotive Sector
- -----------------
At March 31, 2000, Ford's Automotive sector had $22.8 billion of cash and
marketable securities, up $1.1 billion from December 31, 1999. Automotive
capital expenditures totaled $1.5 billion in the first quarter of 2000, up $358
million from the same period a year ago. In the first quarter of 2000, Ford paid
$607 million in cash dividends.
At March 31, 2000, Ford's Automotive sector had total debt of $10.8 billion,
compared with $11.7 billion at December 31, 1999. Automotive debt at March 31,
2000 was 27% of total capital (the sum of Ford stockholders' equity and
Automotive debt), down three percentage points from December 31, 1999.
Financial Services Sector
- -------------------------
At March 31, 2000, Ford's Financial Services sector had cash and cash
equivalents of $1.9 billion, up $295 million from December 31, 1999. Finance
receivables and net investments in operating leases were $160.5 billion at
March 31, 2000, up from $155.8 billion at December 31, 1999.
Total debt was $144 billion at March 31, 2000, up $4 billion from
December 31, 1999. Outstanding commercial paper at March 31, 2000 totaled $37.3
billion at Ford Credit, and $2.1 billion at Hertz, with an average remaining
maturity of 25 days and 16 days, respectively.
SHAREHOLDER VALUE ENHANCEMENT PLAN
On April 12, 2000, the Ford Board of Directors approved a plan that will
involve Ford shareholders exchanging their existing shares of the company's
stock for new shares of the company's Common and Class B Stock, plus either $20
cash per share or additional shares of equivalent value. The total cash
distribution will be limited to $10 billion and, therefore, the $20 cash per
share is subject to being reduced if the aggregate amount of cash elected
exceeds $10 billion. Specific details, including record and effective dates of
the plan, will be announced later in 2000. The plan is subject to shareholder
approval.
LAND ROVER
On March 17, 2000, Ford announced that it had reached a memorandum of
understanding to buy Land Rover from the BMW Group for a purchase price of
approximately three billion euros (equivalent to approximately $3 billion at
March 31, 2000). Two-thirds of the purchase price would be paid at the time of
closing. The remainder would be paid in 2005. The acquisition involves the
entire Land Rover line of vehicles, including assembly and engineering
facilities. It does not include Rover's passenger car business or any
assumption of debt by Ford. The transaction is subject to BMW and Ford reaching
a definitive agreement, due diligence, and regulatory approvals. If successful,
the acquisition is expected to be completed in the second quarter.
-17-
NEW ACCOUNTING STANDARD - FORD
Statement of Financial Accounting Standards No. 133 ("SFAS 133"),
"Accounting for Derivative Instruments and Hedging Activities," was issued by
the Financial Accounting Standards Board in June 1998. This Statement
establishes accounting and reporting standards for derivative instruments,
including certain derivative instruments embedded in other contracts, and for
hedging activities. It requires recognition of all derivatives as either assets
or liabilities on the balance sheet and measurement of those instruments at
fair value. If certain conditions are met, a derivative may be designated
specifically as (a) a hedge of the exposure to changes in the fair value of a
recognized asset or liability or an unrecognized firm commitment referred to as
a fair value hedge, (b) a hedge of the exposure to variability in cash flows of
a forecasted transaction (a cash flow hedge), or (c) a hedge of the foreign
currency exposure of a net investment in a foreign operation, an unrecognized
firm commitment, an available-for-sale security, or a forecasted transaction.
Ford anticipates having each of these types of hedges, and it will comply with
the requirements of SFAS 133 when it is adopted. Ford expects to adopt SFAS 133
beginning January 1, 2001 and has not yet determined the effect of adopting
SFAS 133.
OTHER FINANCIAL INFORMATION - FORD
PricewaterhouseCoopers LLP, Ford's independent public accountants, performed
a limited review of the financial data presented on page 13. 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, PricewaterhouseCoopers LLP did not express an
opinion on the aforementioned data. The financial data include any material
adjustments or disclosures proposed by PricewaterhouseCoopers LLP as a result
of their review.
-18-
ENVIRONMENTAL MATTERS - FORD
Michigan Truck, Dearborn and Wayne Assembly Plants. (Previously discussed
on page 23 of Ford Credit's Annual Report on Form 10-K for the year ended
December 31, 1999 (the "10-K Report")). On March 16, 2000, the United States
District Court for the Eastern District of Michigan approved a Consent Decree
memorializing a settlement of this matter that includes the payment by Ford of
$1.1 million in civil penalties and Ford's agreement to install a $10 million
waterborne primer system at the Dearborn Assembly Plant.
CLASS ACTIONS - FORD
3.8 Liter Engine Transmission Class Actions. (Previously discussed on page
26 of the 10-K Report). The three cases filed in Illinois and Pennsylvania were
removed to federal court. Plaintiffs' motion to remand the Pennsylvania case
was denied, but motions to remand remain pending in the two Illinois cases.
Seat Back Class Actions. (Previously discussed on page 26 of the 10-K
Report). Plaintiffs have amended their complaint in New Jersey to expand the
purported class to include almost all passenger cars, vans, and SUV's
manufactured after 1990 and to more generally allege that the seatbacks in
these vehicles are susceptible to failure in rear end collisions. The trial
court in Maryland dismissed the complaint because Plaintiffs suffered no injury.
Plaintiffs have appealed that ruling to the Maryland Court of Appeals.
Wartime Labor. (Previously discussed on page 27 of the 10-K Report). On
March 28, 2000, Ford announced that its German subsidiary, Ford Werke AG, will
make a significant contribution to the Remembrance, Responsibility and the
Future Foundation, which was established by the German government and industry
to provide humanitarian relief for civilian victims of forced and slave labor
in WWII Germany. The amount of the contribution is anticipated to be about DM26
million (about US $13 million) in accordance with the Foundation's giving
guidelines, but the exact amount has not been finalized.
OTHER MATTERS - FORD
Rouge Powerhouse Insurance Litigation. Insurers of Rouge Steel Company
filed two subrogation actions against Ford in March 2000. These actions seek
damages for claims paid out for property damage and business interruption losses
experienced by Rouge Steel Company as a result of the February 1, 1999 Rouge
Powerhouse explosion. In the first action, which is pending in federal court in
Michigan, Factory Mutual Insurance Company seeks recovery in excess of $134
million. In the second action, which is pending in state court in Michigan, a
group of five insurers seeks recovery of $25 million. In both cases, the
insurers allege that the powerhouse explosion was caused by the Company's
negligence, gross negligence and/or willful and wanton misconduct. Answers to
the complaints are due in May 2000.
GOVERNMENTAL STANDARDS - FORD
Mobile Source Emission Control - U.S. Requirements. (Previously discussed
on pages 15 and 16 of the 10-K Report). The U.S. Court of Appeals for the First
Circuit upheld the federal district court's ruling that Massachusetts' pre-2003
model year zero-emission vehicle requirements were invalid.
-19-
ITEM 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Please refer to Exhibit Index
(b) Reports on Form 8-K during the quarter ended March 31, 2000:
FINANCIAL
DATE OF REPORT ITEM STATEMENTS FILED
- -------------- -------------- -----------------
January 10, 2000 Item 5 - Other Events None
January 25, 2000 Item 5 - Other Events None
January 28, 2000 Item 5 - Other Events 1999 Audit of Consolidated
Financial Statements of Ford
Motor Credit Company and
Subsidiaries together with
the Report of Independent
Accountants of Pricewater-
houseCoopers LLP, independent
certified public accountants
and News release dated
January 26, 2000 of Ford
Motor Company and
Subsidiaries for the year
ended December 31, 1999 with
attachments.
February 2, 2000 Item 5 - Other Events None
February 4, 2000 Item 5 - Other Events None
March 8, 2000 Item 5 - Other Events None
March 15, 2000 Item 5 - Other Events None
March 16, 2000 Item 5 - Other Events None.
-20-
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 CREDIT COMPANY
(Registrant)
May 1, 2000 /s/ E. S. Acton
---------------------
E. S. Acton
Executive Vice President -
Chief Financial Officer
and Treasurer
-21-
REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors and Stockholder
of Ford Motor Credit Company:
We have reviewed the accompanying condensed consolidated balance sheet of Ford
Motor Credit Company and Subsidiaries as of March 31, 2000 and 1999, and the
related condensed consolidated statements of income and of earnings retained for
use in the business and cash flows for the three-month periods ended March 31,
2000. 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 accompanying condensed consolidated interim financial statements
for them to be in conformity with generally accepted accounting principles.
We previously audited, in accordance with generally accepted auditing standards,
the consolidated balance sheet as of December 31, 1999 and the related
consolidated statements of income, stockholder's equity and cash flows for the
year then ended (not presented herein), and in our report dated January 24,
2000, we expressed an unqualified opinion on those consolidated financial
statements. In our opinion, the information set forth in the accompanying
condensed consolidated balance sheet as of December 31, 1999, is fairly stated
in all material respects in relation to the consolidated balance sheet from
which it has been derived.
/s/ PricewaterhouseCoopers LLP
PRICEWATERHOUSECOOPERS LLP
Detroit, Michigan
April 14, 2000
-22-
FORD MOTOR CREDIT COMPANY AND SUBSIDIARIES
EXHIBIT INDEX
Sequential
Designation Description Method of Filing
- ----------- ------------ -----------------
12-A Calculation of ratio of Filed with this
earnings to fixed charges Report.
of Ford Credit
12-B Calculation of ratio of Filed with this
earnings to fixed charges Report.
of Ford.
15 Letter from Filed with this
PricewaterhouseCoopers LLP Report.
dated April 14, 2000,
regarding unaudited
interim financial infor-
mation.
27 Financial Data Schedule Filed with this
Report.
-23-
Exhibit 12-A
FORD MOTOR CREDIT COMPANY AND SUBSIDIARIES
Calculation of Ratio of Earnings
to Fixed Charges
(in millions)
Three Months For the Years Ended December 31
------------------- --------------------------------------------------------------------
2000 1999 1999 1998 1997 1996 1995
--------------------------------------------------------------------------------------------
Earnings
Income before income taxes $ 577.1 $ 498.9 $ 2,103.8 $1,812.2 $1,806.0 $2,240.2 $ 2,327.8
Less equity in net income of
affiliated companies 20.5 0.0 24.9 2.3 1.0 55.3 255.4
Fixed charges 2,076.8 1,767.3 7,219.3 6,936.8 6,294.4 6,257.9 6,007.3
--------- ------- --------- --------- -------- -------- ---------
Earnings before fixed
charges $2,633.4 $2,266.2 $ 9,298.2 $8,746.7 $8,099.4 $8,442.8 $ 8,079.7
======== ======== ========= ======== ======== ======== =========
Fixed Charges
Interest expense $2,069.7 $1,761.5 $ 7,193.4 $6,910.4 $6,268.2 $6,235.7 $ 5,987.8
Rents 7.1 5.8 25.9 26.4 26.2 22.2 19.5
--------- -------- --------- -------- -------- -------- ---------
Total fixed charges $2,076.8 $1,767.3 $ 7,219.3 $6,936.8 $6,294.4 $6,257.9 $ 6,007.3
========= ======== ========= ======== ======== ======== =========
Ratio of earnings to fixed
charges 1.3 1.3 1.3 1.3 1.3 1.3 1.3
For purposes of the Ford Credit ratio, earnings consist of income before income
taxes and fixed charges. Income before income taxes of Ford Credit includes the
equity in net income of all unconsolidated affiliates. Fixed charges consist of
interest on borrowed funds, amortization of debt discount, premium, and issuance
expense, and one-third of all rental expense (the proportion deemed
representative of the interest factor).
EXHIBIT 12-B
Ford Motor Company and Subsidiaries
CALCULATION OF RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED STOCK DIVIDENDS
----------------------------------------------------------------------------------------
(in millions)
First For the Years Ended December 31
Quarter ----------------------------------------------------------
2000 g/ 1999 g/ 1998 g/ 1997 1996 1995
----------- ----------- ----------- ---------- ----------- -----------
Earnings
- --------
Income before income taxes $2,983 $ 9,854 $24,280 $10,939 $ 6,793 $ 6,705
Equity in net (income)/loss of affiliates
plus dividends from affiliates 52 (12) 87 121 36 179
Adjusted fixed charges a/ 2,621 9,382 9,162 10,911 10,801 10,556
------ ------- ------- ------- ------- -------
Earnings $5,656 $19,224 $33,529 $21,971 $17,630 $17,440
====== ======= ======= ======= ======= =======
Combined Fixed Charges and
Preferred Stock Dividends
- --------------------------
Interest expense b/ $2,541 $ 9,065 $ 8,881 $10,570 $10,464 $10,121
Interest portion of rental expense c/ 65 258 228 309 300 396
Preferred stock dividend requirements of
majority owned subsidiaries and trusts d/ 14 55 55 55 55 199
------ ------- ------- ------- ------- -------
Fixed charges 2,620 9,378 9,164 10,934 10,819 10,716
Ford preferred stock dividend requirements e/ 6 22 121 82 95 459
------ ------- ------- ------- ------- -------
Total combined fixed charges
and preferred stock dividends $2,626 $ 9,400 $ 9,285 $11,016 $10,914 $11,175
====== ======= ======= ======= ======= =======
Ratios
- ------
Ratio of earnings to fixed charges 2.2 2.0 3.7 f/ 2.0 1.6 1.6
Ratio of earnings to combined fixed
charges and preferred stock dividends 2.2 2.0 3.6 f/ 2.0 1.6 1.6
- - - - - -
a/ Fixed charges, as shown above, adjusted to exclude the amount of interest
capitalized during the period and preferred stock dividend requirements of
majority owned subsidiaries and trusts.
b/ Includes interest, whether expensed or capitalized, and amortization of
debt expense and discount or premium relating to any indebtedness.
c/ One-third of all rental expense is deemed to be interest.
d/ Preferred stock dividend requirements of Ford Holdings, Inc. (1995-1994)
increased to an amount representing the pre-tax earnings which would be
required to cover such dividend requirements based on Ford's effective
income tax rates. Beginning in fourth quarter 1995, includes requirements
related to company-obligated mandatorily redeemable preferred securities
of a subsidiary trust.
e/ Preferred Stock dividend requirements of Ford Motor Company increased to
an amount representing the pre-tax earnings which would be required to
cover such dividend requirements based on Ford Motor Company's effective
income tax rates.
f/ Earnings used in calculation of this ratio include the $15,955 million
gain on the spin-off of The Associates. Excluding this gain, the ratio is
1.9.
g/ Beginning in 1998, amounts are reflective of continuing operations.
EXHIBIT 15
Ford Motor Credit Company
The American Road
Dearborn, Michigan
Re: Ford Motor Credit Company Registration Statement Nos. 333-91953
and 333-45015 on Form S-3
We are aware that our report dated April 14, 2000 accompanying the unaudited
interim financial information of Ford Motor Credit Company and subsidiaries for
the periods ended March 31, 2000 and 1999 and included in the Ford Motor Credit
Company Quarterly Report on Form 10-Q for the quarter ended March 31, 2000 will
be incorporated by reference in the above Registration Statements. Pursuant to
Rule 436 (c) under the Securities Act of 1933, this report should not be
considered a part of the Registration Statements prepared or certified by us
within the meaning of Sections 7 and 11 of the Act.
/s/ PricewaterhouseCoopers LLP
PRICEWATERHOUSECOOPERS LLP
Detroit, Michigan
May 1, 2000
EXHIBIT 27
[ARTICLE] 5
Ford Credit's condensed consolidated balance sheet is unclassified. Therefore,
the following tags listed below are not applicable to Ford Credit: Current
assets and current liabilities. Information relating to earnings per share is
not presented because Ford Credit is an indirect wholly owned subsidiary of Ford
Motor Company.
[PERIOD-TYPE] 3-MOS
[FISCAL-YEAR-END] DEC-31-2000
[PERIOD-END] MAR-31-2000
[CASH] 1,379
[SECURITIES] 544
[RECEIVABLES] 114,374
[ALLOWANCES] 0
[INVENTORY] 0
[CURRENT-ASSETS] 0
[PP&E] 0
[DEPRECIATION] 0
[TOTAL-ASSETS] 161,735
[CURRENT-LIABILITIES] 0
[BONDS] 136,696
[PREFERRED-MANDATORY] 0
[PREFERRED] 0
[COMMON] 25
[OTHER-SE] 11,500
[TOTAL-LIABILITY-AND-EQUITY] 161,735
[SALES] 0
<TOTAL-REVENUE> 5,530
[CGS] 0
[TOTAL-COSTS] 4,953
[OTHER-EXPENSES] 2,505
[LOSS-PROVISION] 378
[INTEREST-EXPENSE] 2,070
[INCOME-PRETAX] 577
[INCOME-TAX] 214
[INCOME-CONTINUING] 353
[DISCONTINUED] 0
[EXTRAORDINARY] 0
[CHANGES] 0
[NET-INCOME] 353
[EPS-BASIC] 0
[EPS-DILUTED] 0