Item 2.02. Results of Operations and Financial Condition.
Ford Motor Company ("Ford" or "Company") hereby incorporates by reference its
news release dated July 30, 2020, which is furnished as Exhibit 99 hereto.
Beginning at 5:00 p.m. on July 30, 2020, Ford President and Chief Executive
Officer Jim Hackett, Chief Financial Officer Tim Stone, and members of Ford's
senior management team will host a conference call to discuss Ford's second
quarter 2020 financial results. Investors may access the presentation by dialing
1-877-870-8664 (or 1-970-297-2423 from outside the United States). The passcode
for the call is a verbal response of "Ford Earnings."
The presentation and supporting materials are available at
www.shareholder.ford.com. Representatives of the investment community will have
the opportunity to ask questions on the call.
Investors also may access replays of the presentation beginning after 8:00 p.m.
the day of the event through August 5, 2020 by dialing 1-855-859-2056 (or
1-404-537-3406 from outside the United States). The Conference ID for replays is
6694664.
All times referenced above are in Eastern Time.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
On July 27, 2020, Ford entered into the Sixteenth Amendment (the "Sixteenth
Amendment") to its Credit Agreement dated as of December 15, 2006, as amended
and restated as of November 24, 2009, as amended and restated as of April 30,
2014, and as further amended and restated as of April 30, 2015 (as amended,
supplemented, or otherwise modified from time to time prior to July 27, 2020,
the "Existing Credit Agreement") among Ford, the subsidiary borrowers from time
to time party thereto, the several lenders from time to time party thereto,
JPMorgan Chase Bank, N.A., as administrative agent, and the other agents party
thereto. The Sixteenth Amendment is attached hereto as Exhibit 10.1 and is
incorporated by reference herein.
As a result of the Sixteenth Amendment, the Existing Credit Agreement has been
amended effective as of July 27, 2020. Prior to the Sixteenth Amendment, lenders
held revolving commitments totaling $13.4 billion, with 25% of the commitments
maturing on April 30, 2022 and 75% of the commitments maturing on April 30,
2024. As a result of the Sixteenth Amendment, lenders have $0.4 billion of
commitments maturing on April 30, 2022, $3 billion of commitments maturing on
July 27, 2023, and $10.1 billion of commitments maturing on April 30, 2024.
Also on July 27, 2020, Ford entered into the First Amendment (the "Supplemental
First Amendment") to its Revolving Credit Agreement dated as of April 23, 2019
(as amended, supplemented, or otherwise modified from time to time prior to July
27, 2020, the "Existing Supplemental Revolving Credit Agreement") among Ford,
the several lenders from time to time party thereto, and JPMorgan Chase Bank,
N.A., as administrative agent. The Supplemental First Amendment is attached
hereto as Exhibit 10.2 and is incorporated by reference herein.
As a result of the Supplemental First Amendment, the Existing Supplemental
Revolving Credit Agreement has been amended effective as of July 27, 2020. Prior
to the Supplemental First Amendment, lenders held revolving commitments totaling
$2 billion, all of which matured on April 30, 2022. As a result of the
Supplemental First Amendment, lenders have maintained the same level of total
revolving commitments with $0.2 billion of commitments maturing on April 30,
2022 and $1.8 billion of commitments maturing on July 27, 2023.
The Sixteenth Amendment and the Supplemental First Amendment include provisions
pursuant to which Ford has agreed not to engage in share repurchases (with
limited exceptions) while any portion of either facility is outstanding and not
to pay dividends on its common or Class B stock while more than 50% of the
aggregate amount of commitments under the two facilities is utilized.
On July 27, 2020, Ford repaid $7.7 billion of the $15.4 billion outstanding
under the credit facilities.
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Item 9.01. Financial Statements and Exhibits.
EXHIBITS*
Designation Description Method of Filing
Sixteenth Amendment dated July 27, 2020
Exhibit 10.1 to the Filed with this Report
Credit Agreement dated as of December
15, 2006,
as amended and restated as of November
24, 2009,
as amended and restated as of April 30,
2014,
as amended and restated as of April 30,
2015,
and as further amended
First Amendment dated July 27, 2020 to
Exhibit 10.2 the Filed with this Report
Revolving Credit Agreement dated April
23, 2019
Exhibit 99 News release dated July 30, 2020 Furnished with this Report
Exhibit 104 Cover Page Interactive Data File **
(formatted in Inline XBRL)
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