FDM Group Regulatory News (FDM)

3 Jul 2007 07:01

Ford Motor Co02 July 2007 Contact: Media: Equity Investment Fixed Income Investor Inquiries: Becky Sanch Community: Investment Community: Georgeson, Inc. 1.313.594.4410 Larry Heck Rob Moeller 1.888.605.7541 bsanch@ford.com 1.313.594.0613 1.313.621.0881 fordir@ford.com fixedinc@ford.com FORD COMMENCES CONVERSION OFFER FOR 6.50% CUMULATIVE CONVERTIBLE TRUST PREFERRED SECURITIES DEARBORN, Mich., July 2, 2007 - Ford Motor Company (NYSE: F) ("Ford") todaycommenced a conversion offer related to the outstanding 6.50% CumulativeConvertible Trust Preferred Securities (NYSE: F PrS) of Ford's wholly ownedsubsidiary trust, Ford Motor Company Capital Trust II. The trust preferred securities, which were issued in 2002, have an aggregateliquidation value of about $5 billion. Each trust preferred security has aliquidation value of $50 and is convertible into 2.8249 shares of Ford commonstock at the holder's option. The subsidiary trust's sole assets are $5.2billion principal amount of 6.5% Junior Subordinated Convertible Debentures due2032 of Ford Motor Company, which will be cancelled to the extent trustpreferred securities are converted into Ford common stock. Through thedebentures and other instruments, Ford has effectively guaranteed the trustpreferred securities. The conversion offer is scheduled to expire at 5:00 p.m., Eastern Time, onTuesday, July 31, 2007, unless extended or earlier terminated, and is expectedto settle on Friday, August 3, 2007. Holders who elect to convert their trust preferred securities into shares ofFord's common stock will receive 2.8249 shares of Ford common stock plus apremium consisting of shares of Ford common stock valued at $14.25 for eachtrust preferred security. The number of premium shares received will bedetermined by the average market price of Ford common stock on July 25, 26 and27, 2007 (assuming the offer is not extended). "As we continue to make progress on restructuring our automotive operations toreturn to profitability, we also are focused on improving our balance sheet,which this conversion offer will do," said Don Leclair, Ford's executive vicepresident and chief financial officer. The conversion offer is being made pursuant to an offering circular and relateddocuments, each dated July 2, 2007. The completion of the offer is subject toconditions described in the conversion offer documents. Subject to applicablelaw, Ford may waive the conditions applicable to the offer or extend, terminateor otherwise amend the offer. This press release is not an offer to convert, or a solicitation of an offer toconvert, any trust preferred securities. The conversion offer is being made onlyon the terms and subject to the conditions described in the offering circularand related documents, which will be distributed to holders of trust preferredsecurities, who are advised to read such documents because they containimportant information. Copies of the offering circular and related documentshave been filed with the Securities and Exchange Commission as exhibits to aSchedule TO and are available for free at the Commission's web site atwww.sec.gov. Holders of trust preferred securities may address questions about the conversionoffer or make requests for copies of the offering circular and related documentsfor free to Georgeson, Inc., the information agent for the conversion offer, bycalling toll-free at 888-605-7541. Ford Motor Company Capital Trust II, a statutory business trust, was formed in2001 under the laws of the state of Delaware and is a wholly-owned subsidiary ofFord Motor Company. Ford Motor Company, a global automotive industry leaderbased in Dearborn, Mich., manufactures or distributes automobiles in 200 marketsacross six continents. With about 260,000 employees and about 100 plantsworldwide, the company's core and affiliated automotive brands include Ford,Jaguar, Land Rover, Lincoln, Mercury, Volvo and Mazda. The company providesfinancial services through Ford Motor Credit Company. This information is provided by RNS The company news service from the London Stock Exchange