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Ford Motor Company (NYSE:F)

October 20, 2011 8:30 am ET

Executives

Mark Fields - Group Vice President of Premier Automotive Group, Executive Vice President and President of The Americas Operations

Lewis W. K. Booth - Chief Financial Officer, Executive Vice President of Premier Automotive Group, Executive Vice President, Director of Jaguar Brand, Non-Executive Director of Volvo Cars Division, Director of Land Volvo Brand and Director of Ford of Europe

Martin Malloy -

George Sharp - Director of Investor Relations

John Fleming - Executive Vice President of Manufacturing and Labor Affairs

Analysts

Mike Ramsey

J.D. Bruewer

Brent Snavely - Detroit Free Press

Himanshu Patel - JP Morgan Chase & Co, Research Division

Rod Lache - Deutsche Bank AG, Research Division

John Murphy - BofA Merrill Lynch, Research Division

Jere Downs - The Louisville Courier-Journal

Christopher J. Ceraso - Crédit Suisse AG, Research Division

Operator

Good day, ladies and gentlemen, and welcome to the UAW-Ford Ratification Conference Call. My name is Katina and I'll be your coordinator for today. [Operator Instructions] As a reminder, this conference is being recorded for replay purposes. I would now like to turn the presentation over to your host for today's call, Mr. George Sharp, Director of Investor Relations. Please proceed.

George Sharp

Thank you, Katina. And good morning, and welcome to all of you who are joining us today either by phone or by webcast. On behalf of the entire Ford management team, I'd like to thank you for spending time with us this morning.

Today's presentation will focus on the 2011 UAW-Ford labor agreement. Now next Wednesday, we'll be holding our normal conference call on third quarter earnings. So any questions related to earnings will be handled at that time. Now with me here today are Mark Fields, President of the Americas; Lewis Booth, Chief Financial Officer; John Fleming, Executive Vice President, Global Manufacturing and Labor Affairs; and Marty Malloy, Vice President, Labor Affairs. Now before we begin, I'd like to cover a few items. Copies of this morning's press release and the presentation slides we'll be using today have been posted on our Investor and Media website for your reference.

Today's presentation includes some forward-looking statements about our expectations for Ford's future performance. Actual results could vary materially from those suggested by our comments here. The most significant factors that could affect future results are summarized at the end of this presentation. These risk factors and other key information are detailed in our various SEC filings.

Now I'd like to turn it over to Mark Fields.

Mark Fields

Well, thank you, George, and good morning, everybody. We're pleased to be able to share with you the details of the 2011 UAW-Ford collective bargaining agreement. Now during today's call, I'll be covering the modifications to the operating agreement, including wages and benefits, productivity and product and capacity actions. I also will summarize the profit impacts of the agreement. And of course, we'll leave time at the end for your questions.

Now moving to Slide 2, I'll start with an overview of the agreement. But first, I'd like to review our plan, which remains unchanged. And that includes aggressively restructuring to operate profitably at the current demand and changing model mix, accelerate the development of new products our customers want and value, enhance our plan and improve our balance sheet and work together effectively as one team, leveraging our global assets.

I'd also like to thank the UAW leadership for their part in this process. This agreement is the product of collaborative bargaining with a shared goal of creating a stronger Ford Motor Company. Bob King, Jimmy Settles and the entire UAW leadership team were true partners throughout this process.

This new labor agreement supports our plan and will enable us to improve our competitiveness in the United States. Overall, we expect that the cost associated with the improved compensation over the contract period will be more than offset by the increased operating flexibility and the continued commitment to focus on ongoing efficiency improvements. Overall, this contract is really another great example of working with our stakeholders, in this case, our employees, to deliver profitable growth for all.

Slide 3 covers the wages and benefits changes to the operating agreement. This contract did not provide for any general wage increase to Tier 1 employees, nor did it provide for reinstatement of cost of living adjustments. These used to be calculated from consumer price index changes and automatically added to employees' wages. This contract did provide for several lump-sum payments to employees. These include a ratification bonus of $6,000 to most employees, annual inflation protection lump sum of $1,500 for 4 years and annual operational performance bonus of $250 for 4 years.

Entry-level wages remain generally consistent with the prior agreement, starting at $15.78 per hour and increasing annually to $19.28 by the end of the contract. The profit-sharing formula has been simplified and is now based on reported North America pretax profits. The amount is equivalent to $1 per employee per $1 million of North American earnings before interest and taxes, as long as profits exceed $1.25 billion. The maximum payout is capped at $12,000 per employee annually. In addition, an advance payment of profit sharing based on first half 2011 profits will be made this year. And the payment will average about $3,750 per employee.

There are no pension benefit improvements to the Ford UAW pension plan or lump sums to current or future retirees, and defined benefit plans are closed to all new employees. These new employees will be covered by a defined contribution plan. Finally, legal services benefits will be eliminated during the contract period.

As shown on Slide 4, overall, this agreement provides the opportunity to better respond to changes in market demand, but should result in further efficiencies. There are a number of changes in competitive work practices that will improve utilization of our facilities and efficiency. These include the ability to implement alternative work schedules and additional production shifts, enabling improved capacity utilization and increased volume to allow us to react quickly to changes in market demand; new team-based work structures to improve productivity; quality and safety to best-in-class levels and improved skilled trades utilization through new and more efficient team structures and work practices. We also reached agreement to offer buyouts for quits and retirements to achieve competitive staffing levels in the hiring of new, entry-level employees. In terms of job security, it was also agreed that the jobs bank would not be reinstated, and we improved placement practices to reduce churn.

Moving to Slide 5 and taking a look at our product and capacity actions. Ford has worked collaboratively with the UAW to develop plans to invest $6.2 billion in U.S. plant-related expenditures over the contract period and create 12,000 hourly positions. Accordingly, we've confirmed our product commitments for the following assembly plants: Chicago, Dearborn Truck, Kansas City, Kentucky Truck, Louisville and Michigan Assembly. In addition, we also confirmed product commitments for most of our powertrain and staffing facilities. These actions include plans to add third shifts to Chicago, Louisville and Michigan, as volumes continue to recover. In addition, AAI or [indiscernible] located in Flat Rock, will become the second source for production of the next-generation Fusion. The plant will also continue to produce the Mustang. Further, Ohio assembly will become the production source for medium-duty trucks, in-sourcing work presently done at a joint venture plant in Mexico.

As previously announced, the Twin Cities Assembly Plant will close before the end of the year. In addition, Cleveland Engine Plant #2 and the Walton Hills Stamping Plant will close and several parts depots will be consolidated. Finally, Ford retains the right to sell or close its remaining ACH facilities, allowing us to continue our strategy related to these non-core businesses. These include the Sandusky, Saline, Sheldon Road and Indianapolis plants.

Slide 6 summarizes the estimated profit impact of our 2011 labor agreements. In 2011, we've agreed to make lump-sum payments for the ratification and operational performance bonuses that will total about $280 million. For the remainder of the contract period, inflation protection lump-sum payments and the operational performance bonus will average about $80 million annually. Other compensation and benefit changes, including elimination of legal services, will save $10 million this year and about $20 million next year.

Based on 2010 results, we made profit-sharing payments earlier this year that average about $5,000 to our hourly employees. Under the revised profit-sharing formula, those payments would have been about $5,400 per employee, equivalent to a total increase of less than $20 million. Going forward, this simple and transparent formula will allow UAW employees to be compensated based on similar metrics to our salaried employees.

As volumes continue to recover, we expect implementation of the competitive work practice changes agreed as part of this contract to provide us with substantial improvements in utilization and efficiency. Finally, the agreements reached on buyouts for both quits and retirements will accelerate attrition, productivity and facilitate the hiring of lower-cost, new employees. Overall, compensation changes are expected to increase our labor cost by less than 1% annually over the contract period, resulting in a minimum impact on our structural cost. Work practice changes and increased usage of entry-level employees, provide the opportunity for substantial cost savings and profit improvement as demand increases.

So let's go to Slide 7 and a summary. The new 2011 UAW-Ford contract will support our plan and improve our competitiveness. The contract's operational improvements will allow the company to increase manufacturing utilization and efficiency, increasing our ability to match quickly supply to demand. This agreement provides continued evidence of the ability of the UAW and Ford to work together as one team. In summary, this agreement will help us remain on-track to deliver our mid-decade outlook. Compensation increases of less than 1% annually are expected to be more than offset by the benefits, resulting from the work practice changes and increased usage of entry-level employees.

Now at this point, we'd like to open it up for questions.

George Sharp

Thanks, Mark. Now we'll open the lines for about a 20-minute question-and-answer period. We'll begin with questions from the investment community and then take questions from the media. [Operator Instructions] Katina, can we have the first question now?

Question-and-Answer Session

Operator

[Operator Instructions] Your first question comes from the line of John Murphy, representing Bank of America Merrill Lynch.

John Murphy - BofA Merrill Lynch, Research Division

First question, on the 12,000 jobs that you referenced as creating in the U.S., I'm just curious, is that a gross number, a net number? Did that include sort of the resourcing of the Fusion back to the U.S.? I'm just trying to understand if that will be just layered directly on top of your current base of workers. It is basically a gross or a net number?

Mark Fields

Well, overall, it won't be -- they are 12,000 total incremental jobs because, clearly, we'll be shifting some workers around, et cetera, but a majority will be additional jobs.

John Murphy - BofA Merrill Lynch, Research Division

Okay. I mean, is the majority half or is the majority the bulk of them?

Mark Fields

The bulk of them.

John Murphy - BofA Merrill Lynch, Research Division

Okay. Second question, as you increase that level of employment, does that increase the potential of some in-sourcing of just-in-time or some assembly work from suppliers?

Mark Fields

Well, as part of this contract, we had a working-together approach to see what work could we in-source if we were competitive. And clearly, we have in-sourced a number of jobs overall. But we're going to continue to work with the UAW as we go forward to look for opportunities where we can be competitive and where we can make a good business case, John, to continue to bring work in. But obviously, it all comes down to being competitive.

John Murphy - BofA Merrill Lynch, Research Division

Okay. And last question, presumably, this will be looked upon favorably by the rating agencies. Is this one step bring you one quest -- step closer to potentially paying a dividend or reinstating a dividend?

Lewis W. K. Booth

John, the rating agencies made it pretty clear that they were expecting to re-look at us again after the contract completion. So we think that this will be favorably received because of the competitiveness of the settlement. And as we've discussed before, there is an opportunity to think going forward about a dividend, not directly related to achievement of investment grade, but I think we're a little away from talking about that publicly.

Mark Fields

John, just to follow up on your question on in-sourcing, of the 12,000 positions, about 3,400 really come from in-sourcing work from the outside.

John Murphy - BofA Merrill Lynch, Research Division

Okay. That's great. And Lewis, I'm just -- sorry, just one clarification on the dividend. I think in the past that you had mentioned that you wanted or needed investment-grade ratings from the credit agencies to institute a dividend. Is that still necessary, or is the fact that the credit markets are telling you your investment grade based on the pricing of your credit at this point, is that good enough? I'm just trying to see if that's an absolute to get that rating from the rating agency.

Lewis W. K. Booth

No, you're right. A year ago, early this year, we were talking about it being an absolute. But as our credit has improved and as our performance has improved, we don't think it's an absolute necessity. Our shareholders have been very patient and we’ll make the decision when we think the company's position allows it. Be nice to get to investment grade ahead of time, but that's not within our control.

Operator

Your next question comes from the line of Rod Lache, representing Deutsche Bank.

Rod Lache - Deutsche Bank AG, Research Division

Just wanted to follow up first of all on John's question about the 12,000. It sounds like 12,000 gross jobs and 3,400 from in-sourcing. Can you help us put the comment you made also between this, which is a meaningful increase in employment, and the comment on minimal change to structural cost? And also, you mentioned that all new hires come in with defined contributions. Do you have an estimate of what percentage of your workforce sort of on a net basis should we be thinking about in sort of a Tier 2 kind of wage and benefit structure? Is it simply the 8,600 kind of non-in-sourced workers?

John Fleming

Yes, Rod, this is John Fleming. Let me take the last part of the question, first. I think our expectations through this contract period is that we’ll increase our entry-level people up to about 8%, maybe a little bit more percent, of our total workforce. I think that will be both for new people coming in. We also have 1,300 people who are long-term supplemental at the moment, which when the contract is signed on money -- sorry, on Monday, then our expectation is that those people will become full-time entry-level hires for us. And we're going to still make our efficiencies through the contact period. So as we look at the 12,000 jobs, and it's really in support of what Mark was saying, we'll go through the period. We bring this new work in. We're going to continue to make efficiencies. And that, of course, together with our overall demographics, is what will probably limit us on total entry-level people through the period. And it's also -- the efficiencies are the reason that we don't think this will have a material effect on our structural cost over the period.

Rod Lache - Deutsche Bank AG, Research Division

Okay. Got it. And just one last quick one, is the cash effect of this contract the same as sort of the P&L or the profit impact? You mentioned that one of the adjustments you're making here is the legal services. Is there some kind of accounting adjustment here that's different from the cash effect?

Lewis W. K. Booth

I don't think – the only significant cash effect is this year, we're pulling ahead the payment of the first half of -- the first half year’s profit-sharing bonus into this year. That will be a cash effect, different to what you would normally expect. You’d normally expect to see the cash next year and the profit effect booked this year because we accrued for it. Whereas for this time, you'll see some of the cash go out this year as opposed to next year.

Operator

The next question comes from the line of Chris Ceraso, representing Crédit Suisse.

Christopher J. Ceraso - Crédit Suisse AG, Research Division

A couple of items. Just one on the 12,000 workers, is this volume dependent? In other words, if the U.S. market stays at $13 million, would you still add 12,000 workers?

Mark Fields

Well, I think for the most part, we're seeing demand for our product even in a $13 million industry. In a number of cases, we will need these workers. In some cases, obviously, when you look a little further out for some of the shifts we're adding, obviously, that's always dependent on the demand in the industry. But our current assumptions right now, I think, support the addition of these positions over the contract period.

Christopher J. Ceraso - Crédit Suisse AG, Research Division

So if the industry stays at this level and your market share stays at this level, do you think you still need to add people?

Mark Fields

Yes. And as always, Chris, we'll always continue to drive our strategy of matching capacity with demand. So we'll stay really focused on that and not deviate.

Christopher J. Ceraso - Crédit Suisse AG, Research Division

And then just on the buyouts, what's your expectation for the number of workers that you expect to participate either by category or in total?

Mark Fields

Well, it's still too early to kind of speculate on that. We expect that the window will open for sign-up probably January through March of next year. So most of those folks that do elect would probably leave no later than mid-year, but a little too early to tell at this point.

Christopher J. Ceraso - Crédit Suisse AG, Research Division

And how many are eligible?

Mark Fields

Well, keep in mind, the buyouts are going to be not only for retirement eligible, but also for non-retirement eligible. So we're opening it up to a wider population, and that's really based on the specifics of our demographics.

John Fleming

And just to add, if I can, Mark, about 23% of our people at the moment are retirement eligible.

Operator

The next question comes from the line of Himanshu Patel, representing JP Morgan.

Himanshu Patel - JP Morgan Chase & Co, Research Division

A couple of questions. The Tier 2 cap on total workers, I think it was around 20% or so. Just remind us what is that number and did that get altered either in number or the time frame for how long it's instituted for?

John Fleming

Well, the cap we've got at the moment, actually, there's a couple of sort of comments on it. First of all, 20% is the overall cap. But the qualifier that's on that is -- we also have an agreement around a couple of our plants, Rawsonville and Sterling, where we can have entry-level workers there. That will increase it. And then any new work that comes in, we can also bring that in under entry-level. So when we really look at it, we think we're around sort of 25%, 27% in total numbers.

Mark Fields

Just to add, we don't expect -- it's unlikely that through this contract period that we would achieve that level. But nonetheless, we're going to work really hard to see how many we can increase as possible.

Himanshu Patel - JP Morgan Chase & Co, Research Division

Sure, so just to clarify, everyone at Lawsonville (sic) [Rawsonville] and Sterling can be entry-level and all the new workers are entry-level? So that those 2 combined kind of get you to the view that your effective cap is about 5, 7 points higher?

John Fleming

Yes, that's right.

Himanshu Patel - JP Morgan Chase & Co, Research Division

Okay. Were there any discussions in this contract about changing retiree pension benefit obligations?

John Fleming

No.

Himanshu Patel - JP Morgan Chase & Co, Research Division

Okay. And then the 3,400 jobs that are being in-sourced, I'm sorry if you covered that earlier, did you discuss what product areas that's going to be in?

John Fleming

No, we didn't. We didn't go into detail. But we've been working consistently over the last few years on in-sourcing opportunities. And it really covers a wide range from as far away as bringing in components from Japan, from China and from Mexico. So we didn't go into the specific detail. But things like the PHEV battery packs assembly in Rawsonville. And, of course, including Fusion, which is currently manufactured in Mexico. So it really covers a wide range.

Mark Fields

Just to add, I mean, as you know, even versus our contract in '07, we added over 2,000 in-sourced jobs. So we've been working with the UAW very closely over the last number of years, where it makes business sense to in-source. So we have -- we've been working this muscle. And as we go forward with these 3,400, we feel very confident that we'll be able to bring this work in competitively and with the quality that we expect to support our product line.

Himanshu Patel - JP Morgan Chase & Co, Research Division

Just wanted to go back to an earlier comment. You mentioned the buyouts would be available for non-retirement eligible workers. Is this the first time that that's being offered?

Mark Fields

No. We've -- the last time we actually offered a buyout was about 2 years ago. And previous to that, we had offered a number of them. But we've had retirement eligible and non-retirement eligible buyout programs a number of times over the past 5 years.

Operator

Ladies and gentlemen, at this time, we would now like to welcome questions from the media. [Operator Instructions] Your next question comes from the line of Brent Snavely, representing Detroit Free Press.

Brent Snavely - Detroit Free Press

I guess, I wanted to ask 2 different questions. One, I want to make sure I understand the $280 million cost figure. Can you tell me what goes in that? It sounds like the profit sharing that you're paying early is not part of that. And then secondly, wondered if you could elaborate a little bit more on the competitive work practices and alternative work schedules and how that drives your cost down over the term of the contract.

Lewis W. K. Booth

Brent, this is Lewis. I'll do the first one and I'll pass the discussion back to Mark and John. Now the first one, it's essentially -- it's a $6,000 ratification bonus and the assumption on the $250 operational bonus, plus the company paid FICO and we have about 42,000 employees eligible. The difference between the number you recognize of 40,000 and the 42,000 is essentially our ACH employees. So that comes out to almost exactly $280 million.

John Fleming

Yes, Brent, on the productivity side, 3 elements. The first one is an agreement that we can introduce what we call alternative work schedules or alternative shift patterns. And this is very much around our ability to maximize the working time, and we have a lot of discussions. We have shift patterns which are 1 shift, 2 shifts, 3 shifts. But this is really around what we call 3 crew and the 3 crew alternative gives us the ability each day to have a gap between production shifts, which we can use for maintenance, which we can also use at times for overtime if need be and gives us the opportunity of being able to do that on weekends as well. So that's the first thing. Much more flexibility, we can use that daily as we go forward. The next one is around really overtime shifts, and we've agreed incremental overtime shift, particularly, in areas that have these alternative shift patterns. So again, the ability for us to flex up and flex down on volume, as and when we need it. And the third area is more around -- and it sounds like a softer area. But, actually, I believe it's a really important area. And it's continuing the evolution of our production system and implementing production teams in a broader way. So first of all, having pure-production teams; secondly, having skilled teams; and then thirdly, having integrated teams, which are production and skilled people together. And this is all about driving the utilization of our facilities up and reaching world-class levels, and we know it works. We've been on this journey for a while, but we have plants in the system that have fully adopted these practices, and we know the effect they have on overall profitability of the individual plants by the utilization of those facilities. So that's really what it's about.

Operator

Your next question comes from the line of Jere Downs, representing Louisville Courier.

Jere Downs - The Louisville Courier-Journal

What's the median age of your workforce now, and do you aim to reduce your skilled trades complement overall?

John Fleming

The median age at the moment is 47. And at the moment, we have about 9,000 skilled people. And one of the reasons for doing buyouts is we think we would be leaner and be better able to manage our business if 900 to 1,000 less were part of our future. So that's the reason for the buyouts.

Operator

The next question comes from the line of J.D. Bruewer, representing The Lima News.

J.D. Bruewer

This is a question you're probably going to get a lot from the smaller communities like Lima, Ohio. Particularly, I'm interested in any details you would have at this point on the reported $400 million investment of an engine plant to Lima, Ohio. And if you can't give details on that yet, when will those types of details be more readily available? When will we see something from those investments?

John Fleming

Well, it's too early for us to talk about specifics. But you're right, it is a new engine. And I would think in the next sort of 6 months to a year, we'll be able to be much more specific about exactly what that is.

Operator

Your final question comes from the line of Mike Ramsey, representing The Wall Street Journal.

Mike Ramsey

My main question is I'm having trouble squaring the math of hiring 12,000 workers and then having only 8% of your workforce be at the second-tier wage by the end of the contract. Can you walk me through that?

Martin Malloy

A part of it -- this is Marty Malloy, by the way. Part of it is the labor efficiency we'll be achieving through the contract. So we're bringing people in. We're bringing [indiscernible]2 people in. But at the same time, we're achieving greater and overhead efficiencies throughout the contract. But consequently, we're reducing. At the same time, we're adding Tier 2.

Mike Ramsey

Okay. But I would think that, that would increase the number of Tier 2 people, right? I mean, if you're adding 12,000, you're adding in all these people -- and it doesn't seem like you have really that many people on lay-off anymore...

Mark Fields

I would just view it as these are new jobs, not hires. And to what Marty mentioned, obviously, every year, we have efficiencies in the plants. And, obviously, when you look at those efficiencies, we have opportunities to place those individuals in some of the other facilities where demand is growing. So just think of it from that standpoint.

John Fleming

I think the other thing that might help clarify is that we start with people in the system. For example, in some of our ACH plants, who are Ford employees, we need to flow back. So we're going to have to work through that process, make sure everybody's placed, then look at the people that Martin -- Marty talked about for our efficiencies, and make sure they're placed as well. The other -- and that's why the maths are a little bit difficult, then we’ve got to look at how many people want to go. And that's the reason why you can't just put the 12,000 and say it should get you a much higher level.

Mike Ramsey

Okay. Okay, and just real quick, and this is on to the team concept. With your skilled tradesmen, does that mean that you're going to be -- you've broken down the sum so that skilled tradesmen, who are like electricians, can now -- are going to be able to do more jobs like they might be able to fix other things? They might be able to fix machines as opposed to just doing electrical work. I know that that's kind of how it works in some of the other plants. So could you explain that a little bit?

John Fleming

Yes, I think the first stage of this is to have mechanical teams working together, so that we can minimize the waste that sometimes is in a system of one group waiting for another group. So that's one area. The second area is around having skilled people which can be multi-trade, so electricians and mechanical people, working together with production workers to keep some of our, let's say, more complex automation systems running. So it isn't necessarily saying we're going to ask mechanical people to do electrical work or electrical people to do mechanical work. That is an important part of this agreement.

George Sharp

Okay. That will conclude today's presentation. We thank everyone for joining us.

Operator

Ladies and gentlemen, thank you for your participation in today's conference. This concludes the presentation. You may now disconnect. Good day.

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