Ford says $2.1 billion of 6.5% trust preferreds tendered in conversion offer

By Angela McDaniels

Seattle, July 30 - Ford Motor Co. said holders tendered 42,543,071 of Ford Motor Co. Capital Trust II's 6.5% cumulative convertible trust preferred securities during a conversion offer that expired at 5 p.m. ET on Tuesday.

The tendered trust preferreds have a total liquidation preference of about $2.1 billion and represent roughly 43% of the trust preferreds outstanding, according to a company news release.

All tendered trust preferreds were accepted and will be converted into a total of 194,494,157 shares of Ford common stock on Aug. 3.

Holders who tendered will receive 4.5717 shares of Ford common stock per trust preferred. Each trust preferred has a liquidation value of $50 and is convertible into 2.8249 shares of Ford common stock, and the company offered a premium of 1.7468 Ford shares.

The premium was determined by dividing $14.25 by $8.1576, the volume-weighted average sale price of Ford common stock on July 25, July 26 and July 27.

The conversion offer began on July 2.

Georgeson, Inc. was the information agent (888 605-7541).

Ford is a Dearborn, Mich.-based automotive company.

The subsidiary trust's sole assets are $5.2 billion of Ford's 6.5% junior subordinated convertible debentures due 2032, which will be canceled to the extent trust preferreds are converted into Ford common stock. Through the debentures and other instruments, Ford has effectively guaranteed the trust preferreds.

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