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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
August 3, 2005
(Date of report; date of
earliest event reported)
Commission file number: 1-3754
GENERAL MOTORS ACCEPTANCE CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 38-0572512
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
200 Renaissance Center
P.O. Box 200 Detroit, Michigan
48265-2000
(Address of principal executive offices)
(Zip Code)
(313) 556-5000
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Item 8.01 Other Events
General Motors Acceptance Corporation (GMAC) announced on August 3, 2005 that
it had entered into a definitive agreement to sell a 60 percent equity interest
in GMAC Commercial Holding Corp. The press release follows.
GMAC Reaches Agreement to Sell 60 Percent Stake
In Commercial Mortgage Business to
KKR, Five Mile Capital, Goldman Sachs Capital Partners
DETROIT--August 3, 2005--General Motors Acceptance Corporation (GMAC), the
financial services subsidiary of General Motors Corporation (NYSE:GM), announced
today that it has entered into a definitive agreement to sell a 60 percent
equity interest in its commercial mortgage subsidiary, GMAC Commercial Holding
Corp. (GMACCH) to an investor group comprising Kohlberg Kravis Roberts & Co.
(KKR), Five Mile Capital Partners, and Goldman Sachs Capital Partners.
GMAC will continue to hold a 40 percent equity interest in GMACCH, a leader in
commercial real estate loan origination, servicing, asset management, investment
management, and technology services. GMACCH has a loan servicing portfolio of
approximately $250 billion. The Board of Directors of GMACCH will be composed of
individuals from the investor group, GMAC and GMACCH management. Members of the
current GMACCH management team will also invest in the company shortly after the
transaction is completed.
In conjunction with the equity sale, GMACCH will seek to obtain a standalone
credit rating in order to enhance its ability to fund its operations on an
ongoing basis. Under terms of the transaction, the company will repay all
inter-company loans to GMAC upon the closing of the transaction, thereby
providing GMAC significant incremental liquidity.
"GMAC continues to see exciting growth prospects at its commercial mortgage
operations," said GMAC Chairman Eric Feldstein. "By partnering with
sophisticated and financially strong investors, we will ensure that adequate
capital is available to GMACCH to sustain its profitable growth. By retaining a
40 percent equity interest, GMAC will continue to participate in the company's
profitability over the long term."
GMACCH Chief Executive Officer Robert D. Feller said, "The acquisition of a
majority interest in GMAC Commercial Holding Corp. by this experienced investor
group represents an extraordinary opportunity for us to enhance the value of our
enterprise."
KKR, Five Mile Capital Partners, and Goldman Sachs Capital Partners said in a
statement: "We are very pleased to pursue a transaction with GMAC that will
establish a broad foundation on which GMACCH can realize substantial future
growth. GMACCH is one of the largest providers of commercial mortgage loans and
related products and services in the world, and we look forward to working with
management to expand an already remarkable platform through enhanced access to
the capital markets."
The agreement is subject to regulatory approvals, consents and other conditions,
and is expected to close in the fourth quarter of this year. The GM and GMAC
boards of directors have approved the transaction.
KKR is one of the world's oldest and most experienced private equity firms
specializing in management buyouts, with offices in New York, Menlo Park,
California and London, England. Over the past twenty nine years, KKR has
invested in more than 130 transactions with a total value of US$146 billion. For
more information, please visit www.kkr.com.
Five Mile Capital Partners ("FMCP") is an alternative investment management firm
established in 2003 with equity capital under management of $800 million. The
firm was founded by five professionals, each with over 25 years of experience in
all aspects of mortgage, real estate and asset-backed finance. The partners both
collectively and individually have built a number of leading financial
franchises and participated in creating some of the key innovations in mortgage
and real estate capital markets. For more information, visit
www.fivemilecapital.com.
Founded in 1869, Goldman Sachs is one of the oldest and largest investment
banking firms. Goldman Sachs is also a global leader in private corporate equity
and mezzanine investing. Established in 1991, the GS Capital Partners Funds are
part of the firm's Principal Investment Area in the Merchant Banking Division.
Goldman Sachs' Principal Investment Area has formed 11 investment vehicles
aggregating $26 billion of capital to date. With $8.5 billion in committed
capital, GS Capital Partners V is the current primary investment vehicle for
Goldman Sachs to make privately negotiated equity investments.
General Motors Acceptance Corporation and its subsidiaries, operating under the
umbrella GMAC Financial Services, provide automotive financing, commercial
finance, insurance and mortgage products, and real estate services, and have a
presence in more than 40 nations. A wholly owned subsidiary of General Motors
since 1919, GMAC has extended more than $1.3 trillion in credit to finance more
than 158 million vehicles.
GMAC Commercial Holding Corp.'s largest operating unit is GMAC Commercial
Mortgage Corporation (GMACCM), a premier financial services firm that serves the
needs of borrowers of commercial real estate debt as well as the providers of
such capital. With a servicing portfolio of approximately $250 billion, GMACCM
is an industry leader in loan origination, servicing, asset management,
investment management and technology services. GMACCM provides a variety of
financing products and services, including permanent, interim, mezzanine and
construction lending, as well as equity capital.
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SIGNATURES
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 hereunto duly authorized.
GENERAL MOTORS ACCEPTANCE CORPORATION
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(Registrant)
Dated: August 8, 2005 /s/ SANJIV KHATTRI
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Sanjiv Khattri
Executive Vice President,
Chief Financial Officer and Director
Dated: August 8, 2005 /s/ LINDA K. ZUKAUCKAS
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Linda K. Zukauckas
Vice President and Corporate Controller