The merge-and-nationalize “solution” favored by those who don’t know their history has a new lease on life, reports the Financial Post. And the new champions are none other than GM’s bondholders, who continue to negotiate an equity restructuring. The logic goes that since bondholders are being asked to swap their debt for equity, a larger merged firm would make for a safer investment. And the idea might just be crazy enough for the government to buy in too. “From the government’s perspective, a GM-Chrysler combination offers the appeal of collapsing two problems into one and achieving necessary consolidation,” reckons Citigroup analyst Itay Michaeli. “But it would likely also entail additional government funding.” Just $4B-$6B extra though, and worse job loss. No biggie. But, argues Michaeli, “if a true buy-in exists that [a merger can generate US$6 billion to US$8 billion] in annual EBITDA synergies . . . we would think that the GM bondholder committee would attempt to condition the [debt-for-equity] exchange on M&A, since the upside would essentially accrete to them.” Of course that’s an “if” of epic proportions.

The Freep reports that Chrysler’s cash reserves will fall well below the $2.5 billion the firm needs to survive sometime in March. Based on a liquidation analysis in Chrysler’s latest viability plan, Auburn Hills will be down to $1.3 billion by the first of April. According to the same analysis, Chrysler would need $25 billion in Debtor-In-Posession (DIP) financing to survive through Chapter 11 reorganization, a process the firm expects to last two years. And if the private sector won’t provide it (it won’t) and the government won’t cough up DIP financing or more loans (it shouldn’t), Chrysler will begin to liquidate its assets in April. After all, why should Cerberus lift a damn finger? But if liquidation does occur, Chrysler would dump $2 billion in pensions and $20 billion in health care obligations on the government, not to mention defaulting on the loans it currently owes the government. Meanwhile . . .

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Benjamin Franklin said it’s better to be a pessimist and pleasantly surprised than an optimist and constantly disappointed. Followers of Motown’s meltdown—and the wider malaise affecting the entire auto industry—know it’s going to be a long time before the pleasant surprise part of the equation. Bloomberg reports, “Confidence among U.S. consumers plunged to a record low in February, signaling spending will slump further as unemployment soars. The Conference Board’s index declined more than forecast to 25 this month, the lowest level since data began in 1967, from a January reading of 37.4, the New York-based research group said today.” Lest we forget, the housing bubble begat the auto bubble which begat the collapse which lit up the turbos on Detroit’s decline, as it powered unthinkingly on its Thelma and Louise trajectory. So how’s that housing thing going? Do you really want to know?

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The Washington Post reports that “many analysts say the [TARP] pot isn’t big enough to address current plans to fix the financial system, let alone prop up the auto industry.” Since the first round of auto industry bailouts came from TARP, many considered the Toxic Asset Recovery Program the logical source for tranche deux. But if that money is needed for banks, as analysts indicate, the Obama Administration may have to return to congress for more funds. “From where I sit, it’s an executive decision,” says Republican Senator and bailout critic Bob Corker. “[The Treasury] fully understands we’re coming in with additional requirements,” said GM’s Ray Young after GM’s viability plan was released on Tuesday. “It will come as no surprise.” Who looks surprised?

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Reuters reports that Chrysler Canada has been charged with a $500m CD ($400m USD) tax lien as a result of a tax liability reassesment. According to the document filed in Canadian federal court, the Canada Revenue Agency notified Chrysler Canada in 2002 that it owed “substantial increases” in taxes “targeting the pricing of automobiles and parts that crossed the border between Chrysler Canada and its Detroit parent” for three years starting in 1996. The document does not reveal the amount that Chrysler owes the Canadian government, but the $500m CD lien was filed against Chrysler’s Brampton, Ontario, operations. The lien is though to be the largest ever filed by the Canadian government, and likely represents an even larger tax liability than the lien amount. Chrysler is seeking shelter from the assesment in the Canada-US Tax Treaty, and according to reports, the court dispute has been shelved while the various governments negotiate a bailout for the auto sector. Needless to say, another half-billion in liabilities doesn’t exactly do wonders for Chrysler’s viability.

Accounting firm Grant Thornton LLP caught our eye with a press release (via PRNewswire) warning the auto industry of possible “going concern opinions” as auditors complete fiscal year-end reporting. “Going concern opinions” are an auditor’s statement in SEC Form 10-K annual reports that there is substantial doubt about the entity’s ability to continue as a going concern. “It’s important for the public, the supply base and all of the parties involved in restructuring the auto industry not to overreact if they start seeing ‘going concern’ opinions,” says Kimberly Rodriguez, co-leader of Grant Thornton’s global automotive team and a principal in the firm’s restructuring practice. “We’re in uncharted waters and auditors face extremely difficult decisions.” Translation?

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I’ve been poking around the Chrysler deal with members of our Best and Brightest. I asked one of them to explain the original Chrysler deal. I’m not completely sure what the hell he’s talking about in several places, but I get the general gist. And this information needs to see the light of day. So, here we go . . .

The agreement known as the “Contribution Agreement” found in the 6-K filed at the SEC by Daimler around 5/14/07 explains in painful legalese what was to occur and defined the capital to be funded upon closing the deal. The purpose of the agreement: protect both sides and to provide a financing commitment so that when Daimler’s Board of Directors signs off on the deal their backside is protected. It should be noted that the contributions to C-Auto and C-Finco changed from what was described in the Contribution Agreement once the loan money was raised and the deal officially closed.

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That’s TTAC Ken Elias earlier today in Bailout Watch 394. And lo, it did come to pass. Just hours later, Automotive News reported: “General Motors is expected to identify more than $1 billion in savings from additional plant closings and factory work-rule changes when it files a viability plan with the US Treasury on Tuesday, said a source familiar with ongoing stakeholder negotiations.” And no, it wasn’t Ken. Of course, Elias goes on to say big whoop. “[It’s] not enough to right a ship that’s losing $2B+ a month in cash flow.” Somehow that perspective didn’t make it into the AN piece. Still, the article’s well worth a read—if only for a laugh. Ladies and gentlemen, we have a new (yet old) straw man to set alight: True North.

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One of our Best and Brightest wrote an insightful comment on how NOT to buy a car in another thread. I asked flashpoint to expand on his advice for your edification.

If you purchase a car using your Home Equity Line of Credit (HELOC),  it only makes sense to do so if:

#1 you are in excellent financial standing with excellent credit standing;

#2 you have a steady occupation with little risk of being laid off; and

#3  the entirety of the car price can be paid off with the HELOC.

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Now that GM’s Car Czar is slinking off into the sunset before his bankruptcy-proof pension becomes a bone of contention (“I’ll have to check with my accountant about that”), the man of Maximum is shooting off his mouth in the great Lutzian style. “My personal favorite would be to see Saturn survive and prosper,” GM’s vice chairman told Automotive News [sub], “But frankly, the reality is that that is probably not going to be the outcome.” Does this sound a bit like finding out you were dumped via a batch e-mail? AN somehow managed to find a doomed Saturn dealer (as they all are, now) who didn’t use expletives when hearing of the multimillion-dollars-per-year executive’s casual execution of the Rethink brand. “That really seals our fate,” said Lasser, owner of Saturn of Denville, Saturn of Mount Olive and Saturn of Livingston. “I think they knew this fact months ago, and they never shared it with us.” So who killed the non-electrifying cars?

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Back when TTAC spied with our little editorial eye GM’s slide into bankruptcy, we never imagined that it would be such a convoluted process. On one hand, GM’s slow-mo train wreck has provided plenty of grist for our mill. On the other, there’s only so much Firesign Theater a carmudgeon can take before he or she wants to play the Eagles “How Long” at top volume and be done with it. Still, ours is to question why. So why are reporters covering the GM bondholders debt for equity swap—or lack thereof—resorting to double negatives? “General Motors Corp. bondholders are working with the automaker to craft a debt exchange that discourages investors from not participating, according to a person with direct knowledge of the discussions.” I’m gonna take a flyer here: is that the same as forcing them to participate? So what stick has Bloomberg unearthed/used to suggest common sense?

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Ford’s Volvo has been on the block–excuse us, “strategic review”–for a while now, both unofficially and officially. So far, the flirtations with possible suitors resembled dating tours to the Philippines or Russia. A little petting, and then nothing. Now, finally, there are indications that the dalliances may enter the terminal phase: Either Ford gets a signature from a willing buyer or Volvo will be terminated. Extra urgency has no doubt been lent by the Swedish government which told GM (and by implication, Ford) not to expect a single öre, and to get on with it, or get out.

The Swedish paper Dagens Industri yesterday carried a report that there are four serious suitors for Volvo: China’s Changan, China’s Dongfeng, and–surprise–France’s Renault. As the dark horse, there is an ominously unidentified suitor. For those who have a problem understanding Swedish, Bloomberg carries a pretty good summation of Dagens Industri’s report. Ford and Volvo met with their investment bankers in London this past week, and the candidates were deemed “serious” enough to be allowed to see confidential information about future Volvo Cars models, says Dagens Industri.
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Paraphrasing, of course. Somehow I don’t think Thomas Donohue has been tapping into urbandictionary.com to burnish his street cred. Which is a shame, really. ’Cuz American slang is one of this country’s best, fully domestically-produced products and an extremely popular export. Unlike “domestic” automobiles which are, when you look at it, not so domestic after all, eh Mr. Bond? The Big 2.8’s foreign production and foreign-sourced parts are a DLS—but not to Uncle Tom. The Detroit News reports that the head of the U.S. Chamber of Commerce knows what’s what. “The domestic auto industry is not a domestic auto industry at all. If you went from bumper to bumper, you would find parts made from all over the world.” True dat. And Tommy’s crew is working furiously to make sure there aren’t any “buy American” provisions in the “stimulus package” (a terrific euphemism for . . . something). “We’ve got 30 lobbyists trying to keep an eye on that language,” Donny declaimed, assuring the Detroit Economic Club that he wasn’t fornicating Fido. Now, how are those guys going to Land it in the Hudson?