Davis Polk advised Morgan Stanley & Co. Incorporated, J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., Barclays Capital Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Goldman, Sachs & Co. and RBC Capital Markets Corporation and 27 other underwriters, for whom Morgan Stanley and J.P. Morgan acted as representatives, on the $23.1 billion initial public offering of General Motors Company.

The U.S. Department of the Treasury, Canada GEN Investment Corporation and UAW Retiree Medical Benefits Trust, as selling shareholders, sold 549,700,000 shares of common stock of General Motors, and General Motors sold 100,000,000 shares of its 4.75% Series B mandatory convertible junior preferred stock. These totals include the full exercise of the over-allotment option by the underwriters of an additional 71,700,000 shares of common stock and 13,000,000 shares of Series B preferred stock. General Motors’ common stock is listed on the New York Stock Exchange under the symbol “GM” and its Series B preferred stock is listed on the New York Stock Exchange under the symbol “GM PrB.” The common stock is also listed on the Toronto Stock Exchange under the symbol “GMM.” The transaction, which included a simultaneous registered public offering in Canada, a directed share program that was initially offered to over 600,000 employees, retirees and others, and private placements in more than 40 jurisdictions around the world, is the largest initial public offering in history.

General Motors, one of the world’s largest automakers, traces its roots back to 1908. With its global headquarters in Detroit, General Motors employs 209,000 people in every major region of the world and does business in more than 120 countries.

The Davis Polk corporate team included partners Richard A. Drucker and Sarah E. Beshar and associates Tabea Y. Hsi, Shanelle van der Berg and Adam J. Gelardi. The equity derivatives team included partner John M. Brandow and associate Eric D. Wang. Partners Robert L.D. Colby and Lanny A. Schwartz provided regulatory advice. Associates Brian M. Resnick and Michelle M. McGreal provided insolvency and restructuring advice. Partner Gail A. Flesher and associates Emma L. Ahrens and Ona Oshen provided environmental advice. Partner Po Sit and associate Yuliya Epifantseva provided tax advice. Counsel Marcie A. Goldstein provided FINRA advice. Gwendolyn P. Ranada was the legal assistant on the transaction. All members of the Davis Polk team are based in the New York office.

Jenner & Block LLP advised General Motors.