Ford 2003 Annual Report Download - page 89

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2003 ANNUAL REPORT 87
NOTES TO FINANCIAL STATEMENTS
NOTE 14. CAPITAL STOCK AND AMOUNTS PER SHARE
All general voting power is vested in the holders of Common Stock and the holders of Class B Stock. Holders of Common Stock
have 60% of the general voting power and holders of Class B Stock are entitled to such number of votes per share as would
give them the remaining 40%. Shares of Common Stock and Class B Stock share equally in dividends, with stock dividends
payable in shares of stock of the class held. If liquidated, each share of Common Stock will be entitled to the first $0.50 available
for distribution to holders of Common Stock and Class B Stock, each share of Class B Stock will be entitled to the next $1.00 so
available, each share of Common Stock will be entitled to the next $0.50 so available and each share of Common and Class B
Stock will be entitled to an equal amount thereafter.
In December 2002, we redeemed for cash, at an aggregate redemption price of $177 million, all of our outstanding Series B
Depositary Shares, representing 1/2000 of a share of $1.00 par value Series B Cumulative Preferred Stock.
As discussed in Note 12, Trust II Preferred Securities with an aggregate liquidation preference of $5 billion are outstanding. At
the option of the holder, each Preferred Security is convertible, at any time on or before January 15, 2032, into shares of Ford
Common Stock at a rate of 2.8249 shares for each Preferred Security (equivalent to a conversion price of $17.70 per share).
Conversion of all shares of such securities would result in the issuance of 282.5 million shares of Ford Common Stock.
Changes to the number of shares of capital stock issued were as follows (shares in millions):
Common Class B
Stock Stock Preferred
Issued at December 31, 2001 1,837 71 0.004
2002 — Series B Redemption - - (0.004)
Issued at December 31, 2002 and 2003 1,837 71 0.000
Authorized at December 31, 2002 and 2003 6,000 530 30
AMOUNTS PER SHARE OF COMMON AND CLASS B STOCK
The calculation of diluted income per share of Common and Class B Stock takes into account the effect of obligations, such
as stock options and convertible securities, considered to be potentially dilutive. Basic and diluted income/(loss) per share
were calculated using the following number of shares (in millions):
2003 2002 2001
Diluted Income/(Loss)
Income/(loss) from continuing operations $ 921 $ 283 $ (5,347)
Less: Preferred Stock dividends -(15) (15)
Income/(loss) from continuing operations
attributable to Common and Class B Stock $ 921 $ 268 $ (5,362)
Diluted Shares
Average shares outstanding 1,832 1,819 1,820
Issuable and uncommitted ESOP share (2) (1) (9)
Basic shares 1,830 1,818 1,811
Reverse antidilutive contingently issuable
shares included above -- (1)
Net dilutive effect of options 13 11 - a/
Convertible preferred securities - b/ -b/ -
Diluted shares 1,843 1,829 1,810
Not included in calculation of diluted earnings per share due to their antidilutive effect:
a/ 30 million potential shares related to options in 2001.
b/ 282 million shares related to convertible preferred securities in 2003 and 2002.
FIN73_104 3/21/04 1:07 AM Page 87