Kerkorian To Buy 12M More GM Shares - Pressure is On Wagner

DETROIT September 28, 2006; Tom Krisher writing for the AP reported that billionaire investor Kirk Kerkorian pressed his case for a three-way alliance between General Motors Corp., Renault and Nissan on Thursday, backing up his argument with a threat to push his GM holdings to more than 10 percent.

Kerkorian's Tracinda Corp., broke the news in a filing with the Securities and Exchange Commission, sending GM's stock to a 52-week high at $33.64 in early trading on the New York Stock Exchange. By closing, though, the price had eased to $33.06, up 78 cents, or 2.4 percent.

Tracinda already owns 56 million shares, or 9.9 percent of GM's common stock. If it goes over 10 percent, it would need a number of regulatory approvals, including from the federal Office of Thrift Supervision, because GM owns banking and insurance interests.

The move came a day after GM Chairman and Chief Executive Rick Wagoner met with Carlos Ghosn, who heads Renault SA of France and Nissan Motor Co. Ltd. of Japan, in Paris and agreed to continue talking about the alliance even though the discussions are running into difficulties. The talks are taking place at the behest of Kerkorian and Jerome York, Tracinda's representative on the GM board.

Tracinda said in the SEC filing that it still supports the alliance between GM, Renault and Nissan.

"Tracinda continues to believe that a strong opportunity exists in a potential alliance between General Motors, Renault and Nissan and that there should be strong General Motors Board involvement in the analysis of such a potential alliance, including the utilization of independent advisors," Tracinda's filing said.

GM lost $2.9 billion during the first half of 2006. Its sales have declined as consumers have shifted from trucks and sport utility vehicles to more fuel efficient models. The company used buyouts and early retirements to slash its hourly work force by about 35,000 and cut production to bring it in line with lower demand for its products.

Gerald Meyers, a former chairman of American Motors Corp. who now teaches leadership at the University of Michigan, said Kerkorian and his associates likely sense that the GM-Nissan-Renault negotiations are not progressing well and the move was meant to reinvigorate the talks.

"I think he's playing defense. He's trying to perfume the pick," Meyers said. "These faltering negotiations are not good for the stock, and he's trying to prop it up."

But David Cole, chairman of the Center for Automotive Research in Ann Arbor, said Kerkorian likely recognized that GM is going through "a very positive turnaround" and sees the opportunity for further growth and profitability at the automaker.

"It's a very undervalued asset. He's smart enough to recognize this," Cole said. "He's not buying to lose money."

Kerkorian may also be "trying to shake things up a little bit by increasing his investment position at GM so he would have more of a say on what this alliance could be," said Kevin Reale, research director for Boston-based AMR Research, an industry consulting company.

GM, the world's largest automaker, currently has about 565.6 million outstanding shares. A Tracinda purchase of 12 million more shares would bring Kerkorian's stake to 12 percent of the company.

"We are seeking the cooperation and support of the company and its management in connection with these filings and any related proceedings, as we believe additional investment by Tracinda in GM would be viewed positively by investors, and your support will maximize the likelihood of obtaining regulatory approval," Tracinda's filing said.

In the filing, which included a letter to Wagoner, Tracinda told GM it is interested in buying 6 million shares of common stock on the open market and may consider buying an additional 6 million shares.

Wagoner did not comment on the filing Thursday during a discussion with reporters at the Paris Auto Show other than to say the company had been made aware of the filing Wednesday night.

Renault and GM representatives would not say whether Wednesday's meeting between Wagoner and Ghosn addressed differences over how much each side's shareholders would stand to benefit from an alliance.

According to a report in The Wall Street Journal, Wagoner is pressing Ghosn for a multibillion dollar payment to GM as part of any alliance deal, insisting that his shareholders would otherwise be shortchanged.

Brian Akre, a spokesman for the U.S. automaker, said GM believed that "the benefit from the synergies that have been discussed are disproportionate."

He added: "GM would be looking at ways to alleviate that concern. Speaking hypothetically, that could include a payment, that could include a number of different options."

Associated Press writers David Runk in Detroit and Ken Thomas in Washington contributed to this AP report.