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GM Bondholders Said to Ask for Majority Stake in Counteroffer

By Caroline Salas

April 30 (Bloomberg) -- General Motors Corp.’s bondholders plan to present a counteroffer to President Barack Obama’s auto task force in Washington today that would give them control of the carmaker, according to a person familiar with the committee representing creditors.

The bondholder committee plans to reject GM’s April 27 debt exchange offer that asked them to swap all their claims for a 10 percent stake in the reorganized automaker, said the person, who declined to be identified because the negotiations are private.

Detroit-based GM has said 90 percent of bondholders owning $27 billion must tender their holdings by June 1 or it will be forced to file for a government-supported bankruptcy. The counteroffer proposes that bondholders and a United Auto Workers retiree-medical fund both exchange all their claims for equity, the person said.

GM said this week its proposed debt exchange is conditional on the health-care fund converting half of its claims to equity, giving the group as much as a 39 percent stake in GM. The announced debt swap is also contingent on the government agreeing to convert some of its loans to stock, giving the U.S. a 50 percent share of GM.

“The debt exchange is a vital component to our overall restructuring,” said Michael Albano, a Shanghai-based spokesman for General Motors. “We need 90 percent of our bondholders to agree.”

Reorganized Carmakers

Chrysler LLC may be placed into Chapter 11 bankruptcy today, according to people familiar with the matter. The U.S. Treasury offered Chrysler’s lenders $2.25 billion in cash to forgive $6.9 billion in secured debt. A majority of the lenders voted against the plan, the Wall Street Journal reported, citing people familiar with the matter.

GM bondholders are proposing they get a 51 percent stake in the reorganized carmaker, the health-care fund get a 41 percent share, and common shareholders get 1 percent ownership, the person said. This structure would enable the U.S. Treasury to be paid back and avoid nationalization of GM, the person said.

GM, which has thousands of bondholders, is trying to prove it’s viable in order to keep $15.4 billion in federal aid. The bondholder committee has been in contact with about 100 institutions representing $12 billion in GM debt and its members include San Mateo, California-based Franklin Resources Inc. and Loomis Sayles & Co. of Boston, according to the person.

Changing CEOs

The Obama administration’s auto task force ousted Chief Executive Officer Rick Wagoner last month, saying that GM’s plan to return to profit wasn’t aggressive enough, and ordered new CEO Fritz Henderson to cut the automaker’s debt by more than initially demanded.

Before Wagoner was removed, GM had proposed that bondholders swap more than three-quarters of their stake for equity, according to a person familiar with the talks. That offer would have given bondholders 90 percent of the equity of the reorganized automaker and a combination of cash and new unsecured notes, the person said at the time.

The bondholders’ planned counteroffer was earlier reported by the Wall Street Journal.

To contact the reporter on this story: Caroline Salas in New York at csalas1@bloomberg.net

Last Updated: April 30, 2009 01:13 EDT

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