As I watched the Senate hearings today on CSPAN my blood boiled. When asked about the money they would save by cutting their dealer count these guys, Henderson and Press, engaged in some serious obfuscation. They asserted that by swapping an "under performing" dealer for a "performing dealer" they would pick up the gross profit of the additional sales of the new "performing" dealer. These calculations of the difference between what they got and what they felt they were entitled to makes up the bulk of what they claim the rejected dealers "cost" their companies.

I have a little experience in this area. I have operated a number of dealerships in a number of markets. As a consultant I have visited hundreds of dealerships and worked closely with them. The best dealers are those who have structured their business in such a way as to be less vulnerable to the inevitable downturn in either the new vehicle market or the times when the offerings of their manufacturer weren't well accepted in the market. These successful dealers learned to develop their pre-owned business and other profit centers, and they probably brought in other manufacturer makes to help cover their fixed costs in the event of a market downturn.

These dealers are typically still profitable, even during these difficult times. These are precisely the type of dealers targeted by Chrysler and GM.

Regarding "under performing" dealers, markets are not created equal. To understand the concept, think in terms of MSR, which stands for Minimum Sales Responsibility in the Chrysler business. GM has its own terminology, but the same meaning. MSR is where a manufacturer's national market share percentage is applied to the total new vehicle volume in a specific dealer's market. Any deficiency is what a manufacturer views as lost sales. They calculate the gross profit they would have made and calculates it as a cost when justifying the arbitrary termination of dealers and their employees. The gross profit they calculate is the margin they make when they sell the a new vehicle to the dealer. The dealer has to sell it at retail to make money themselves. It is certainly possible to take an operator who exceeds MSR in one market, but in another market they could "under perform."

The fact is, Chrysler and GM resent dealers who have managed their business in such a way as to not be overly dependent on selling their products. Many rejected dealers have been targeted as a result of their business acumen. In addition, Chrysler and GM are moving to force more expense on their retained dealers. GM has dreamt up "participation agreements" that any dealer wanting to go forward must sign. Its literally an agreement to do anything and everything, or else. Don't sign and the dealer is terminated, while the rent or mortgage payment on the facility and many other expenses continue. GM and Chrysler want more elaborate and expensive facilities. The also want exclusivity in those expanded facilities, meaning the manufacturers won't allow competitive makes in these facilities, purchased or leased by the dealer, NOT the manufacturer.

Normally, dealers would be protected from these types of unreasonable demands and coercions by state and federal franchise laws. But GM and Chrysler are taking advantage of their bankruptcies to avoid these dealer protection laws. They are also showing why these laws existed in the first place!

I have a friend who had Chrysler and Jeep yanked from one store, and Dodge from another so. Now Chrysler can give them to a competitor. These yanked franchises didn't fall out of the sky, good money was paid for them. But now Chrysler wants to exact a 3 million dollar building from the other dealer in return for being granted the franchises. The dealer who was NOT terminated was selling no where near their MSR, so there must be other motivations. It will be poetic justice if the yanked Jeep and Dodge franchises languish for lack of an interest party due to the demand for the facility. Time will tell.

According to Chrysler's Press the distribution costs per vehicle amount to about $1000. Of course, each vehicle bears its' proportion of these costs regardless of which dealer they were shipped to. In Press' mind this cost would be less of they could replace under performing dealers with performing dealers. Neither executive mentioned the costs their companies have transferred to the dealer. While claiming there were substantial costs associated with the software and hardware related to their dealer communication IT package, Press neglected to mention that each dealer is charged about $2600.mo for this. He failed to mention that there really are very few, if any, field people these days, as dealer contacts are made by email and telephone instead of actual in store visits. There was a concerted effort to overstate costs and avoid altogether any mention of how much of these costs are actually reimbursed by dealers. In fact, studies show that each dealer represents positive cash flow BEFORE they buy a vehicle or a part.

I've been frustrated by previously not being able to determine who made the decision to cut dealers, rather than to allow natural attrition to thin out dealer ranks. I have come to the conclusion that the initiative to lower the dealer count is driven by the "task force," who think Toyota's business model is what everyone should try to emulate. The "task force" may be made up of restructuring geniuses, but they have little understanding of the auto business. They are mostly North Easterners who may not even own a vehicle. Or if they do it is probably an import. When a dealer closes, it is likely a bankruptcy where a family's life savings are wiped out. Its not just a job loss. The "task force" doesn't seem to understand this. Closing dealerships will cost sales of Chrysler and GM and will cost them a lot more than any potential savings. Imagine Gillette volunteering to give up shelf space space at the super market to Schick! It's the same principle. There will be a rush of foreign competitors looking to expand their dealer base from the ranks of rejected GM and Chrysler dealers., which will save some of the terminated dealers. Dealers who continue with GM will have to sign a participation agreement, which ensures GM will have them extremely vulnerable and dependent. In the meantime the "task force" is driving the bus while all parties deny any micro managing by the government.

As bad is it is, it's better than liquidation! For those who think Chapter 11 for GM and Chrysler should have been declared last summer, it should be mentioned that the availability of DIP financing has ONLY been from the government for over a year.

Views: 2

Comment by Walter Berry on June 5, 2009 at 10:15am
Even though it seems clear that dealers' rights are being violated, the judges will rubber stamp all of the government's initiatives and the appeals will fail. Is this the beginning of socialism?
Comment by Lenny Maggiano on June 5, 2009 at 10:20am
I agree that the government is squashing the rights of the dealers. There will be no way to get a fair decision in the appeals.
Comment by David Ruggles on June 5, 2009 at 10:53am
It has nothing to do with socialism. The dealers have NO rights in a bankruptcy. Perhaps the RW would prefer there are no BK laws... instead put people in debtors prison? Would you prefer liquidation? Yes, the gov't is making huge mistakes. The administration didn't ask for this. Car people and restructuring specialist have little in common. Yes, it is the task force driving the closing of dealerships, which I strongly disagree with. But I don't understand the socialism word in this context unless you are a blind ditto head. A good free market right winger would have done nothing to prop up the industry and would have let them slide into liquidation. They call it creative destruction. Is that what you want?
Comment by John Belo on June 5, 2009 at 11:03am
I understand your point but let us not forget that this not how BK really works, the average company would never have moved this quickly or have all objections of other parties involved pretty much ignored. Here is one for you name me a few companies that had DIP and no court appointed or outside neutral party to help" manage" Also if management led them there why are still in charge?
Comment by David Ruggles on June 5, 2009 at 11:14am
John,

The Administration had a choice between letting GM and Chrysler slide into liquidation OR be the DIP provider themselves. You are certainly correct in your observation that this is not how BK usually works. We are truly on new ground here. The meltdown of the financial system precluded GM and Chrysler from obtaining any financing that might have allowed them to dodge BK in the first place, let alone gain DIP financing. The gov't was the only option other than C7. Judge Gonzalez is certainly an experienced BK judge, having handled both ENRON and Worldcom BKs. But if I was in his position I would have done some things differently, in particular the arbitrarily closing of dealerships.

A number of Chrysler management has already left and Wagoner was fired. It has been publicized that Nardelli will be out and the board of directors of both of these companies will be changed.

I'm not sure I understand your point.
Comment by John Belo on June 5, 2009 at 11:22am
Are Enron and Worldcom still around? you the answer but GM and Chrysler will be and instead of working through the BK process and protecting creditors and dealers they will be able to do what they want and skirt franchise laws and responsibilities because they can. The bottom line here there are points we can both agree on and disagree on but the dealers are being shafted and the system should not be manipulated.
Comment by David Ruggles on June 5, 2009 at 11:26am
First part... no, they were C& not C11. They are doing what they are doing because they can. Under C11 they CAN circumvent franchise laws under BK law. I assert that even though they can, it is counter productive and will hurt them rather than help. It obviously hurts dealers and their employees. The task force just does not understand this, but they are the ones driving the bus. But socialism doesn't enter into the equation. That's the part I don't understand.
Comment by John Belo on June 5, 2009 at 11:32am
I agree and I never mentioned socialism
Bottom line no one can move through BK like these cases are, it should be interesting down the road when some lawyers get creative with companies they represent and state this as case law when all is said and done
Comment by David Ruggles on June 5, 2009 at 11:36am
My error re: socialism... I was replying to a previous post that mentioned "socialism" in the context of what is going on. We are totally in tune on the other stuff. Dangerous precedents are being set, and errors are being made. Yet, what was the alternative? Even though the execution has been flawed, I think the objective of saving the 2 companies will be accomplished. But I will continue to criticize task force and administration errors.
Comment by John Belo on June 5, 2009 at 11:47am
Agreed

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