Document and Entity Information
Document and Entity Information | 12 Months Ended |
Mar. 31, 2018USD ($)shares | |
Document And Entity Information [Abstract] | |
Document Type | 10-K |
Amendment Flag | false |
Document Period End Date | Mar. 31, 2018 |
Document Fiscal Year Focus | 2,018 |
Document Fiscal Period Focus | FY |
Trading Symbol | MTLQQ |
Entity Registrant Name | Motors Liquidation Co |
Entity Central Index Key | 40,730 |
Current Fiscal Year End Date | --03-31 |
Entity Well-known Seasoned Issuer | No |
Entity Current Reporting Status | No |
Entity Voluntary Filers | Yes |
Entity Filer Category | Non-accelerated Filer |
Entity Common Stock, Shares Outstanding | shares | 0 |
Entity Public Float | $ | $ 0 |
Statements of Net Assets in Liq
Statements of Net Assets in Liquidation (Liquidation Basis) - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 |
ASSETS | ||
Accrued Investment Income (Note 4) | $ 16,700 | $ 3,400 |
LIABILITIES | ||
Reserves for Expected Costs of Liquidation (Note 7) | 38,087 | 18,903 |
Liquidation Basis of Accounting [Member] | ||
ASSETS | ||
Cash and Cash Equivalents (Note 4) | 2,563 | 4,320 |
Marketable Securities (Note 4) | 505,183 | 522,452 |
Accrued Investment Income (Note 4) | 17,495 | 3,698 |
Other Assets | 63 | 250 |
TOTAL ASSETS | 525,304 | 530,720 |
LIABILITIES | ||
Accounts Payable and Other Liabilities | 5,420 | 13,433 |
Liquidating Distributions Payable (Note 5) | 1,825 | 9,205 |
Contingent Settlement Obligation (Note 4) | 15,000 | |
Reserves for Expected Costs of Liquidation (Note 7) | 38,087 | 18,903 |
Reserves for Residual Wind-Down Claims and Costs (Note 7) | 169 | 966 |
TOTAL LIABILITIES | 60,501 | 42,507 |
NET ASSETS IN LIQUIDATION (Note 4) | $ 464,803 | $ 488,213 |
Statements of Changes in Net As
Statements of Changes in Net Assets in Liquidation (Liquidation Basis) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2016 | |
Increase (decrease) in net assets in liquidation: | |||
Contingent settlement obligation incurred (Note 4) | $ (15,000) | ||
Liquidation Basis of Accounting [Member] | |||
Net Assets in Liquidation, beginning of year | 488,213 | $ 611,773 | $ 944,736 |
Increase (decrease) in net assets in liquidation: | |||
Net additions to reserves for Expected Costs of Liquidation and Residual Wind-Down Claims and Costs (Note 7) | (33,957) | (12,360) | (7,711) |
Net reversal of liquidating distributions (liquidating distributions) (Note 5) | 6,947 | (115,374) | (128,747) |
Contingent settlement obligation incurred (Note 4) | (15,000) | ||
Net change in fair value of holdings of New GM Securities | (175,229) | ||
Dividends and interest income (net reversal) (Notes 3 and 4) | 18,600 | 4,174 | (21,319) |
Other income | 43 | ||
Net decrease in net assets in liquidation | (23,410) | (123,560) | (332,963) |
Net Assets in Liquidation, end of year | $ 464,803 | $ 488,213 | $ 611,773 |
Statements of Cash Flows (Liqui
Statements of Cash Flows (Liquidation Basis) - Liquidation Basis of Accounting [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2016 | |
Cash flows from (used in) operating activities | |||
Cash receipts from interest and dividends | $ 4,803 | $ 1,645 | $ 4,722 |
Cash paid for professional fees, governance costs and other administrative costs | (11,886) | (11,683) | (13,223) |
Cash paid for Residual Wind-Down Claims and Costs | (11,705) | (10,339) | (6,210) |
Cash paid for distributions | (433) | (112,382) | (130,045) |
Cash receipts for refunds, including amounts due others | 196 | 158 | |
Net cash flows used in operating activities | (19,025) | (132,759) | (144,598) |
Cash flows from (used in) investing activities | |||
Cash used to purchase marketable securities | (3,553,448) | (5,624,032) | (1,984,516) |
Cash from maturities and sales of marketable securities | 3,570,716 | 5,762,701 | 1,354,339 |
Net cash flows from (used in) investing activities | 17,268 | 138,669 | (630,177) |
Cash flows from financing activities | |||
Cash from sale and liquidation of New GM Securities | 741,702 | ||
Cash in Administrative Fund returned to DIP Lenders | (6,000) | ||
Net cash flows (used in) from financing activities | (6,000) | 741,702 | |
Net decrease in cash and cash equivalents | (1,757) | (90) | (33,073) |
Cash and cash equivalents, beginning of year | 4,320 | 4,410 | 37,483 |
Cash and cash equivalents, end of year | $ 2,563 | $ 4,320 | $ 4,410 |
Purpose of Trust
Purpose of Trust | 12 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Purpose of Trust | 1. Purpose of Trust The Motors Liquidation Company GUC Trust (“GUC Trust”) is a successor to Motors Liquidation Company (formerly known as General Motors Corp.) (“MLC”) within the meaning of Section 1145 of the United States Bankruptcy Code (“Bankruptcy Code”). The GUC Trust holds, administers and directs the distribution of certain assets pursuant to the terms and conditions of the Second Amended and Restated Motors Liquidation Company GUC Trust Agreement (the “GUC Trust Agreement”), dated as of July 30, 2015, and as amended from time to time, and pursuant to the Second Amended Joint Chapter 11 Plan (the “Plan”), dated March 18, 2011, of MLC and its debtor affiliates (collectively, along with MLC, the “Debtors”), for the benefit of holders of allowed general unsecured claims against the Debtors (“Allowed General Unsecured Claims”). The GUC Trust was formed on March 30, 2011, as a statutory trust under the Delaware Statutory Trust Act, for the purposes of implementing the Plan and distributing the GUC Trust’s distributable assets. Prior to the liquidation in July and August 2015 of all New GM Securities (as defined below) then held by the GUC Trust (pursuant to the Liquidation Order (as defined below)), the Plan (as qualified by the Liquidation Order) generally provided for the distribution of certain shares of common stock (“New GM Common Stock”) of the new General Motors Company, formerly known as NGMCO, Inc. (“New GM”) and any associated Dividend Cash (as defined below) and certain warrants for the purchase of shares of such stock (the “New GM Warrants,” and, together with the New GM Common Stock, the “New GM Securities”) to holders of Allowed General Unsecured Claims pro rata by the amount of such claims. Since such liquidation of the New GM Securities, distributions to holders of Allowed General Unsecured Claims consist entirely of cash distributions in lieu of New GM Securities. In addition, prior to the qualification by the Liquidation Order and the resulting subsequent liquidation of New GM Securities, the Plan provided that each holder of an Allowed General Unsecured Claim would obtain, in the form of GUC Trust Units (as defined below), a contingent right to receive, on a pro rata basis, additional shares of New GM Common Stock (and associated Dividend Cash) and New GM Warrants (if and to the extent such New GM Common Stock and New GM Warrants were not required for the satisfaction of previously Disputed General Unsecured Claims (as defined in Note 2), Term Loan Avoidance Action Claims (as defined in Note 2) or liquidation for the payment of the expenses and liabilities of the GUC Trust), and certain cash, if any, remaining at the dissolution of the GUC Trust. Since the liquidation of all New GM Securities previously held by the GUC Trust described above, the holders of GUC Trust Units have a contingent right to receive additional cash, in lieu of New GM Securities, if any, remaining at the dissolution of the GUC Trust. By order dated July 2, 2015 (the “Liquidation Order”), the Bankruptcy Court approved the conversion of the GUC Trust’s holdings of New GM Securities into cash. To effect such conversion, on July 7, 2015, the GUC Trust converted all of its holdings of New GM Warrants into New GM Common Stock in a cashless exercise. In total, the GUC Trust converted (i) 10,352,556 New GM Series A Warrants (defined below) into 7,407,155 shares of New GM Common Stock, and (ii) 10,352,556 New GM Series B Warrants (defined below) into 4,953,635 shares of New GM Common Stock. Thereafter, the GUC Trust sold all of its holdings of New GM Common Stock for net proceeds aggregating $741.7 million, having completed all such sales on August 5, 2015. As a result, all distributions by the GUC Trust thereafter in respect of any Allowed General Unsecured Claims (including in respect of the GUC Trust Units) will be made solely in cash. Pursuant to the Liquidation Order, the proceeds of such liquidations (net of applicable costs, fees, and expenses paid in respect thereof) were allocated to the beneficiaries of the GUC Trust on a pro rata basis in the following manner: (a) A GUC Trust beneficiary’s entitlement to a particular number of New GM Warrants that were exercised was converted into an entitlement to receive the number of shares of New GM Common Stock into which such New GM Warrants were exercised. Such conversions were 0.71549 shares of New GM Common Stock for each New GM Series A Warrant and 0.47849 shares of Common Stock for each New GM Series B Warrant; and (b) A GUC Trust beneficiary’s entitlement to a particular number of shares of New GM Common Stock that were liquidated (including the exercised New GM Warrants as set forth above), was converted into an entitlement to receive an amount of cash equal to the weighted average sales price (net of any applicable costs, fees, and expenses paid in respect thereof) of all of the New GM Common Stock sold, multiplied by the number of shares of New GM Common Stock to which such GUC Trust beneficiary would otherwise be entitled (including exercised New GM Warrants as set forth above). Such weighted average sales price for the GUC Trust’s holdings of New GM Common Stock that were sold subsequent to June 30, 2015 was $31.23 per share. Following the liquidation described above, the GUC Trust has invested most of the proceeds in certain marketable securities as permitted under the GUC Trust Agreement. The amount of cash and cash equivalents and marketable securities held for distribution to GUC Trust beneficiaries, including Dividend Cash, is referred to herein as Distributable Cash. The GUC Trust is administered by Wilmington Trust Company, not in its individual capacity but solely in its capacity as the trust administrator and trustee (the “GUC Trust Administrator”). Among other rights and duties, subject to the terms, conditions and limitations set forth in the GUC Trust Agreement, the GUC Trust Administrator has the power and authority to hold, manage, sell, invest and distribute the assets comprising the GUC Trust corpus, consult with and retain professionals for the administration of the GUC Trust, prosecute and resolve objections to Disputed General Unsecured Claims, take all necessary actions to administer the wind-down of the affairs of the Debtors upon their dissolution, and upon such dissolution, resolve and satisfy, to the extent allowed, the Residual Wind-Down Claims (as defined below). The activities of the GUC Trust Administrator are overseen by FTI Consulting, Inc., solely in its capacity as monitor (the “GUC Trust Monitor”). |
Plan of Liquidation
Plan of Liquidation | 12 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Plan of Liquidation | 2. Plan of Liquidation On March 31, 2011, the date the Plan became effective (the “Effective Date”), there were approximately $29,771 million in Allowed General Unsecured Claims. In addition, as of the Effective Date, there were approximately $8,154 million in disputed general unsecured claims (“Disputed General Unsecured Claims”), which reflects liquidated disputed claims and a Bankruptcy Court ordered distribution reserve for unliquidated disputed claims, but does not reflect Term Loan Avoidance Action Claims. The total aggregate amount of general unsecured claims, both allowed and disputed, asserted against the Debtors, inclusive of the Term Loan Avoidance Action Claims, was approximately $39,425 million as of the Effective Date. Pursuant to the GUC Trust Agreement, holders of Disputed General Unsecured Claims become entitled to receive a distribution of Distributable Cash from the GUC Trust if, and to the extent that, such Disputed General Unsecured Claims become Allowed General Unsecured Claims (such claims, “Resolved Disputed Claims”). Under the GUC Trust Agreement, the GUC Trust Administrator had the authority to file objections to such Disputed General Unsecured Claims and such claims could be prosecuted through alternative dispute resolution proceedings, including mediation and arbitration, if appropriate. As of March 31, 2018, there were no remaining Disputed General Unsecured Claims. There remained $50.0 million in claim amount that is not associated with any particular claim, but which has been set aside by the GUC Trust Administrator as a general claim contingency. See “Allowed and Disputed Claims” in Note 4 below. Only one avoidance action, captioned Official Committee of Unsecured Creditors of Motors Liquidation Co. v. JPMorgan Chase Bank, N.A. et al., Adv. Pro. No. 09-00504 As described in Item 3 (“Legal Proceedings”), the Committee, the DIP Lenders and the Avoidance Action Trust have reached a settlement agreement concerning, among other things, the allocation of potential distributable recoveries from the Term Loan Avoidance Action. The Bankruptcy Court approved the settlement agreement in an opinion and order entered on August 24, 2016, which order was affirmed on appeal and is fully in effect. No funds reclaimed from the prepetition lenders in the Term Loan Avoidance Action will be transferred to or otherwise benefit the GUC Trust or be distributed on account of GUC Trust Units. GUC Trust Distributable Assets Pursuant to the terms of the Plan, the Bankruptcy Court authorized the distribution by New GM of 150 million shares of New GM Common Stock, warrants to acquire 136,363,635 newly issued shares of New GM Stock with an exercise price set at $10.00 per share, that were scheduled to expire on July 10, 2016 (“New GM Series A Warrants”), and warrants to acquire 136,363,635 newly issued shares of New GM Stock with an exercise price set at $18.33 per share that were scheduled to expire on July 10, 2019 (“New GM Series B Warrants”). Record ownership of the New GM Securities was held by MLC for the benefit of the GUC Trust until the dissolution of MLC on December 15, 2011, at which time record ownership was transferred to the GUC Trust. As described above, pursuant to the Liquidation Order, during July and August 2015, all of the GUC Trust’s holdings of New GM Securities were liquidated and, following such liquidation, the GUC Trust’s Distributable Assets principally consist of Distributable Cash. Such Distributable Cash is substantially all invested in certain marketable securities as permitted under the GUC Trust Agreement. Prior to the liquidation of all its holdings of New GM Common Stock, the GUC Trust received dividends on such New GM Common Stock aggregating $24.7 million. Such dividends are required to be applied to the same purpose as the New GM Common Stock to which such dividends relate. If the portion of Distributable Cash applicable to the proceeds from the liquidation of New GM Common Stock is distributed to holders of subsequently allowed Disputed General Unsecured Claims, Term Loan Avoidance Action Claims and GUC Trust Units, then the dividends relating to such Distributable Cash will also be distributed to such holders. If, however, Distributable Cash is appropriated in accordance with the GUC Trust Agreement to fund the costs and liabilities of the GUC Trust, then, in that case, the dividends relating to such Distributable Cash will be applied to such costs and liabilities of the GUC Trust and (just like the appropriated Distributable Cash) will be maintained as Other Administrative Cash (as defined below). Because such dividends are applied to the same purposes as the associated Distributable Cash, any references in this Form 10-K Funding for GUC Trust Costs of Liquidation The GUC Trust has incurred and will continue to incur certain costs to liquidate the trust assets and implement the Plan. On or about the Effective Date, pursuant to the Plan, MLC contributed approximately $52.7 million to the GUC Trust to be held and maintained by the GUC Trust Administrator (the “Administrative Fund”) for the purpose of paying certain fees and expenses (including certain tax obligations) incurred by the GUC Trust (including fees of the GUC Trust Administrator and the GUC Trust Monitor and the fees and expenses for professionals retained by the GUC Trust), other than the Reporting Costs, as defined below (“Wind-Down Costs”). As of March 31, 2018, the remaining Administrative Fund aggregated $1.7 million (consisting of cash and cash equivalents and marketable securities). Such remaining amount of the Administrative Fund has been designated for the satisfaction of certain specifically identified costs and liabilities of the GUC Trust, and such amount may not be used for the payment of Trust Professionals fees and expenses or other Wind-Down Costs. Pursuant to the GUC Trust Agreement, cash or investments from the Administrative Fund, if any, which remain at the winding up and conclusion of the GUC Trust must be returned to the DIP Lenders. In November 2016, the GUC Trust Administrator returned $6.0 million of the remaining Administrative Fund to the DIP Lenders. Such return was associated with a potential tax liability that the GUC Trust Administrator, in consultation with its Trust Professionals, had determined would not be incurred and, therefore, would not be expended by the GUC Trust. The GUC Trust Agreement authorized the GUC Trust to liquidate approximately $5.7 million of New GM Securities (the “Initial Reporting Cash”) shortly after the Effective Date for the purposes of funding certain fees and expenses of the GUC Trust (the “Reporting Costs”), including those directly or indirectly relating to (i) reports to be prepared and filed by the GUC Trust pursuant to applicable rules, regulations and interpretations of the SEC, (ii) the transfer, registration for transfer and certification of GUC Trust Units, and (iii) the application by the Committee to the Internal Revenue Service (“IRS”) for a private letter ruling regarding the tax treatment of the GUC Trust and the holders of Allowed General Unsecured Claims in respect to the distribution of New GM Securities, and (iv) certain legal proceedings relating to the Term Loan Avoidance Action. The GUC Trust Agreement provides that the Administrative Fund may not be utilized to satisfy any Reporting Costs. The GUC Trust Agreement provides that, to the extent the GUC Trust Administrator determines that the Administrative Fund is not sufficient to satisfy the current or projected Wind-Down Costs or the Initial Reporting Cash is not sufficient to satisfy the current or projected Reporting Costs, the GUC Trust Administrator, with the approval of the GUC Trust Monitor, is authorized to set aside Distributable Cash from distribution for these purposes. The GUC Trust Administrator may then appropriate such Distributable Cash to fund the Wind-Down Costs and/or Reporting Costs with the required approval of the Bankruptcy Court. Distributable Cash that is set aside and/or appropriated in this manner will not be available for distribution to the beneficiaries of GUC Trust Units, and any appropriation of Distributable Cash (including related Dividend Cash) will be classified as “Other Administrative Cash” under the GUC Trust Agreement. The setting aside (or appropriation) of Distributable Cash, including Dividend Cash, itself is not, and has not been, reflected in the Statement of Net Assets in Liquidation or any of the other financial statements of the GUC Trust. Separate from this process of setting aside (or appropriating) Distributable Cash to satisfy unfunded projected costs and expenses of the GUC Trust, as a matter of financial reporting, the GUC Trust records reserves in its Statement of Net Assets in Liquidation (the source of funding of which is not addressed therein) for all expected costs of liquidation for which there is a reasonable basis for estimation. For this reason, among others, there is not a direct relationship between the amount of such reserves reflected in the Statement of Net Assets in Liquidation and the amount of any Distributable Cash that is set aside (or appropriated) for current or projected costs and expenses of the GUC Trust. Adjustments to the Reserves for Expected Costs of Liquidation as reported in the Statement of Net Assets in Liquidation are recorded only when there is a reasonable basis for estimation of the expected incurrence of additional costs or a reduction in expected costs. For more information regarding the Reserves for Expected Costs of Liquidation reflected in the accompanying Statement of Net Assets in Liquidation, see Note 7. Prior to the liquidation of all New GM Securities in July and August 2015 described above, the GUC Trust was authorized, with the approval of the GUC Trust Monitor, to set aside from distribution New GM Securities for the funding purposes described above and to sell such set aside New GM Securities with the approval of the Bankruptcy Court. The Bankruptcy Court previously approved in March and December 2012, and again in January 2015, the sale of New GM Securities to fund the then current and projected costs and expenses of the GUC Trust. The March 2012 Bankruptcy Court order also authorized the sale of further New GM Securities aggregating $13.7 million for the purpose of funding certain fees, costs and expenses of the Avoidance Action Trust and the transfer of the sale proceeds to the Avoidance Action Trust (such sale proceeds were so transferred in May 2012). Prior to the liquidation of all New GM Securities described above, sales of New GM Securities to fund projected Wind-Down Costs and Reporting Costs through calendar year 2015 aggregated approximately $61.7 million, including Dividend Cash of $0.2 million and the Initial Reporting Cash (which amounts comprised part of the GUC Trust’s Other Administrative Cash). Such securities sold aggregated 1,043,801 shares of New GM Common Stock, 948,887 New GM Series A Warrants and 948,887 New GM Series B Warrants. In December 2015, February 2017 and March 2018, the Bankruptcy Court approved the appropriation of Distributable Cash aggregating approximately $35.6 million to fund the projected costs and expenses of the GUC Trust through calendar year 2018. Such appropriation reduced Distributable Cash and increased Other Administrative Cash. As of March 31, 2018, Other Administrative Cash aggregated $21.2 million. On May 2 and May 3, 2018, respectively, the GUC Trust Administrator filed motions seeking authority from the Bankruptcy Court to appropriate Distributable Cash of $6.0 million for the purpose of satisfying noticing costs and $15.0 million for the purpose of satisfying the Settlement Payment pursuant to the Settlement Agreement described in Item 3 (“Legal Proceedings”). No hearing date has been set with respect to the Settlement Payment or the noticing costs. To the extent that any of the Other Administrative Cash is not ultimately required and is held by the GUC Trust at the time of its dissolution, such remaining Other Administrative Cash will be distributed by the GUC Trust to holders of GUC Trust Units. As of March 31, 2018, Distributable Cash of $24.7 million was set aside for projected GUC Trust fees, costs and expenses to be incurred beyond 2018. Accordingly, such Distributable Cash is not available for distribution to the beneficiaries of the GUC Trust Units. Set aside and/or appropriated Distributable Cash is reflected in cash and cash equivalents and marketable securities in the Statement of Net Assets in Liquidation until expended. Funding for Potential Tax Liabilities on Dispositions of New GM Securities, Dividends on New GM Common Stock and Investment Income The GUC Trust is subject to U.S. federal income tax on realized net gains from the distribution and sale of New GM Securities (such taxes, “Taxes on Distribution”). The GUC Trust is also subject to U.S. federal income tax on dividends received on New GM Common Stock held by the GUC Trust (such taxes, “Dividend Taxes”) and on investment income earned on Distributable Cash (such taxes, “Investment Income Taxes”). The GUC Trust Agreement provides that the Administrative Fund may not be utilized to satisfy any Taxes on Distribution, Dividend Taxes or Investment Income Taxes. As such, the GUC Trust Administrator is authorized, with the approval of the GUC Trust Monitor, to set aside from distribution Distributable Cash in amounts that would be sufficient to satisfy any potential Taxes on Distribution, Dividend Taxes or Investment Income Taxes. Any Distributable Cash that is set aside for Dividend Taxes and Investment Income Taxes is included in the set-aside set-aside set-aside Prior to the liquidation of all New GM Securities in July and August 2015 described above, the GUC Trust was authorized, with the approval of the GUC Trust Monitor, to set aside from distribution New GM Securities to fund potential Taxes on Distribution, Dividend Taxes and Investment Income Taxes and to sell such set aside New GM Securities to fund the Taxes on Distribution, Dividend Taxes or Investment Income Taxes with the approval of the GUC Trust Monitor and, with respect to Dividend Taxes and Investment Income Taxes only, with the approval of the Bankruptcy Court. During the quarter ended March 31, 2018, the GUC Trust Administrator reviewed the potential Taxes on Distribution, Dividend Taxes and Investment Income Taxes. As a result of such review, the GUC Trust Administrator determined that no Distributable Cash should be set aside for potential Taxes on Distribution, Dividend Taxes or Investment Income Taxes. As a result of the application of Section 505(b) of the Bankruptcy Code, the GUC Trust’s federal income tax returns for the year ended March 31, 2017 and all prior years are no longer subject to examination by the Internal Revenue Service (“IRS”), and no income taxes may be assessed for the year ended March 31, 2017 or any prior year. However, the GUC Trust’s remaining capital loss carryovers and net operating loss carryovers are still subject to examination by the IRS in subsequent years if those losses, if any, are utilized. Such utilization is not expected as a result of the sale of all previously held New GM Securities in the year ended March 31, 2016, except potentially with respect to (a) any recovery by the GUC Trust as a member of a settlement class related to a proposed settlement of a securities class action against New GM as described in Item 3 (“Legal Proceedings”) and (b) any receipt and subsequent distribution or sale by the GUC Trust of Additional Shares (if the fair market value of the Additional Shares on the date of distribution or sale is greater than the fair market value of such shares on the date of receipt), which are not determinable or estimable at this time. Accordingly, no income taxes are expected to be paid in the future, except potentially with respect to (a) any taxes due on any recovery on the proposed settlement of the securities class action against New GM and (b) any Taxes on Distribution resulting from any receipt and subsequent distribution or sale by the GUC Trust of Additional Shares , which are not determinable or estimable at this time. See Note 8 and “Critical Accounting Policies and Estimates – Income Taxes” in Item 7 (“Management’s Discussion and Analysis of Financial Condition and Results of Operations”) above for more information regarding income taxes and remaining capital and net operating loss carryovers generated in prior years that are still subject to examination by the IRS, and which potentially could succeed to Claimants (as defined below pursuant to tax rules) and the material uncertainties associated therewith. The GUC Trust Administrator intends to continue to reevaluate the amount of Distributable Cash set aside on a quarterly basis. For additional information, see “Net Assets in Liquidation—Distributable Cash Set Aside from Distribution” in Item 7 (“Management’s Discussion and Analysis of Financial Condition and Results of Operations”) above. Residual Wind-Down Claims and Costs Upon the dissolution of the Debtors, which occurred on December 15, 2011, the GUC Trust became responsible for resolving and satisfying (to the extent allowed) all remaining disputed administrative expenses, priority tax claims, priority non-tax As of March 31, 2018, the amount of Avoidance Action Defense Costs incurred to date exceeds the corresponding cash of $1.4 million received by the GUC Trust from MLC on the Dissolution Date by approximately $30.2 million. As a result, new Residual Wind-Down Claims have arisen in the amount of such excess. In April 2017, the GUC Trust entered into a letter agreement with the administrative agent for the prepetition lenders who are the defendants in the Term Loan Avoidance Action (the “Administrative Agent”). Such letter agreement provides that the GUC Trust’s obligation to pay Avoidance Action Defense Costs of the Administrative Agent is limited to an amount approximating the remaining designated Residual Wind-Down Assets. Such cap on Avoidance Action Defense Costs shall remain in place unless and until the Term Loan Avoidance Action is resolved in full (by final court order or by settlement), which court order or settlement contains a determination that the Administrative Agent was oversecured with respect to the loan which is the subject of the Term Loan Avoidance Action, or otherwise contains a voluntary agreement with the GUC Trust with respect to payment of the Avoidance Action Defense Costs. At this time, the GUC Trust does not expect to incur additional Avoidance Action Defense Costs. As of March 31, 2018, Residual Wind-Down Assets aggregating $0.2 million were held by the GUC Trust and were recorded in cash and cash equivalents in the accompanying Statement of Net Assets in Liquidation as of March 31, 2018. There were no remaining expected Residual Wind-Down Claims and Costs against such assets as of March 31, 2018. Accordingly, the GUC Trust expects to return the remaining Residual Wind-Down Assets to the DIP Lenders upon the winding up and conclusion of the GUC trust. A corresponding amount is recorded in the reserves for Residual Wind-Down Claims and Costs in the accompanying Statement of Net Assets in Liquidation. In addition to the Residual Wind-Down Assets, the GUC Trust also received on the Dissolution Date approximately $3.4 million in cash from MLC, which amount included: (i) $1.4 million in respect of certain costs, fees and expenses payable under the Plan to the indenture trustees and fiscal and paying agents for the previously outstanding debt of MLC (the “Indenture Trustee / Fiscal and Paying Agent Costs”), and (ii) $2.0 million in respect of Reporting Costs. The funds received were credited to the reserve for expected costs of liquidation. Any unused portion of the funds designated for the Indenture Trustee / Fiscal and Paying Agent Costs must be returned to the DIP Lenders and will not be available for distribution to the holders of GUC Trust Units at the winding up and conclusion of the GUC Trust. As of March 31, 2018, funds designated for the Indenture Trustee / Fiscal and Paying Agents Costs held by the GUC Trust approximated $0.1 million and are recorded in cash and cash equivalents in the accompanying Statement of Net Assets in Liquidation. None of the approximately $2.0 million in funds designated for Reporting Costs remained as of March 31, 2018. |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 12 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Significant Accounting Policies | 3. Basis of Presentation and Significant Accounting Policies Liquidation Basis of Accounting The GUC Trust exists solely for the purposes described above in Note 1 and has a finite life. Accordingly, the GUC Trust has prepared the accompanying financial statements on the liquidation basis of accounting in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Under the liquidation basis of accounting as prescribed by the Financial Accounting Standards Board (the “FASB”) Accounting Standards Codification, assets are stated at their estimated realizable value, which is the non-discounted The GUC Trust beneficiaries are future and, to the extent their liquidating distributions have not yet been paid to them, current holders of Allowed General Unsecured Claims and future and current holders of GUC Trust Units. As any Disputed General Unsecured Claims and Term Loan Avoidance Action Claims are resolved and allowed and thereby become Allowed General Unsecured Claims, the holders thereof become entitled to receive liquidating distributions of Distributable Cash (including Dividend Cash) and GUC Trust Units pro rata by the amount of such claims. Upon such occurrence, the GUC Trust incurs an obligation to distribute Distributable Cash and, accordingly, liquidating distributions payable are recorded in the amount of Distributable Cash (previously the fair value of New GM Securities) that the GUC Trust is obligated to distribute as of the end of the period in which the Disputed General Unsecured Claims and Term Loan Avoidance Action Claims are resolved as Allowed General Unsecured Claims. Prior to the resolution and allowance of Disputed General Unsecured Claims and Term Loan Avoidance Action Claims, liabilities are not recorded for the conditional obligations associated with Disputed General Unsecured Claims and Term Loan Avoidance Action Claims. Rather, the beneficial interests of GUC Trust beneficiaries in the residual assets of the GUC Trust are reflected in Net Assets in Liquidation of the GUC Trust in the financial statements. Under the liquidation basis of accounting, the GUC Trust presents two principal financial statements: a Statement of Net Assets in Liquidation and a Statement of Changes in Net Assets in Liquidation. In addition, although not required under the liquidation basis of accounting, the GUC Trust also presents a Statement of Cash Flows, in accordance with the requirements of the GUC Trust Agreement. Fiscal Year The GUC Trust’s fiscal year begins on April 1 and ends on the following March 31. Cash and Cash Equivalents Cash and cash equivalents consist of amounts held in bank accounts or money market funds. Cash Equivalents, Marketable Securities and Accrued Investment Income on Cash Equivalents and Marketable Securities Cash equivalents consist of balances held in money market funds. Marketable securities consist of short-term investments in U.S. Treasury bills. The GUC Trust has valued these securities at fair value based on carrying value, which approximates fair value. Beginning in the quarter ended June 30, 2014, estimated investment income expected to be received on short-term investments in marketable securities is accrued under the liquidation basis of accounting to the extent that a reasonable basis for estimation exists. Such accrual is estimated principally based on forecasted cash outflows and expected returns based on recent yields on Treasury bills in which the marketable securities are invested. Holdings of New GM Securities and Accrued Dividends on New GM Common Stock The GUC Trust previously held New GM Securities for future distribution in respect of Allowed General Unsecured Claims and the GUC Trust Units, of which some were previously set aside from distribution to fund potential administrative costs and income tax liabilities (including Taxes on Distribution, Dividend Taxes and Investment Income Taxes). The securities held consisted of shares of New GM Common Stock and New GM Warrants. As described above in Note 1, pursuant to the Liquidation Order, the GUC Trust liquidated all of its holdings of New GM Securities during July and August 2015. The GUC Trust valued its holdings in the securities at their fair value based on quoted closing market prices as of the last trading day of the fiscal year. Beginning in the quarter ended June 30, 2014 and through the quarter ended March 31, 2015, estimated dividends expected to be received on holdings of New GM Common Stock were accrued under the liquidation basis of accounting to the extent that a reasonable basis for estimation existed. During the quarter ended June 30, 2015, based on a determination that it would be in the best interests of Trust Beneficiaries, the GUC Trust made a determination to file a motion with the Bankruptcy Court seeking authority to liquidate all or substantially all of the GUC Trust’s holdings of New GM Securities. Such motion was approved by the Bankruptcy Court in the Liquidation Order described above in Note 1, and all of the GUC Trust’s holdings of New GM Securities were liquidated in July and August 2015. As a result, the GUC Trust no longer expected to receive dividends on New GM Common Stock and previously accrued estimated future dividends (net of dividends received in June 2015) were reversed in the quarter ended June 30, 2015. Dividends received on New GM Common Stock are required to be applied to the same purpose as the New GM Common Stock to which such dividends relate. If the portion of Distributable Cash applicable to the liquidated New GM Common Stock is distributed to holders of subsequently Resolved Allowed Claims and GUC Trust Units, then the dividends relating to such Distributable Cash will also be distributed to such holders. If, however, Distributable Cash is appropriated by the GUC Trust in accordance with the GUC Trust Agreement to fund the costs and liabilities of the GUC Trust, then, in that case, the dividends relating to such appropriated Distributable Cash will be applied to such costs and liabilities of the GUC Trust and (just like the appropriated Distributable Cash) will be maintained in Other Administrative Cash. Because such dividends are applied to the same purpose as the associated Distributable Cash, any references to Distributable Cash should be understood to include the dividends relating to such Distributable Cash, unless expressly indicated otherwise. The amount of cash and cash equivalents and marketable securities held by the GUC Trust that relates to dividends received by the GUC Trust on New GM Common Stock previously held by the GUC Trust is referred to as Dividend Cash and is included in the amount of cash and cash equivalents and marketable securities held for distribution to GUC Trust beneficiaries that is referred to as Distributable Cash (except to the extent of dividends relating to appropriated Distributable Cash that is classified as Other Administrative Cash following such appropriation). Accounts Payable and Other Liabilities Accounts payable and other liabilities represent amounts due to professionals, other service providers, and vendors for services rendered or goods received through the end of the period. Contingent Settlement Obligation The GUC Trust accrues for loss contingencies when it is probable that a liability has been incurred as of the date of the financial statements and the amount of such liability can be reasonably estimated. In assessing whether a liability has been incurred as of the date of the financial statements, the GUC Trust considers events occurring after the date of the financial statements that provide additional evidence with respect to conditions that existed as of the date of the financial statements, including the estimates inherent in the process of preparing financial statements. Accordingly, as of March 31, 2018, the GUC Trust has accrued a contingent settlement obligation pursuant to the Settlement Agreement described in Item 3 (“Legal Proceedings”). Reserves for Residual Wind-Down Claims and Costs Upon the dissolution of MLC, which occurred on December 15, 2011, the GUC Trust became responsible for resolving and satisfying (to the extent allowed) all remaining Residual Wind-Down Claims. On the date of dissolution of the Debtors, the Debtors transferred to the GUC Trust Residual Wind-Down Assets in an amount necessary to satisfy the ultimate allowed amount of such Residual Wind-Down Claims (including certain Avoidance Action Defense Costs) and the Residual Wind-Down Costs, as estimated by the Debtors. A corresponding amount was recorded in the reserves for Residual Wind-Down Claims and Costs. Prior to execution of the letter agreement with the Administrative Agent described above, such reserves were increased for expected increases in Avoidance Action Defense Costs for which there was a reasonable basis for estimation and that were expected to exceed the recorded reserves. Should the Residual Wind-Down Claims and the Residual Wind-Down Costs be less than the Residual Wind-Down Assets, any excess funds will be returned to the DIP Lenders. While not expected at this time, if, collectively, the actual amounts of Residual Wind-Down Claims (including certain Avoidance Action Defense Costs) allowed and the Residual Wind-Down Costs exceed the Residual Wind-Down Assets, the GUC Trust Administrator may be required to set aside from distribution and appropriate Distributable Cash to fund the shortfall. Any such appropriation would reduce the amount of Distributable Cash (including Dividend Cash) available for distribution to holders of GUC Trust Units. Reserves for Expected Costs of Liquidation Under the liquidation basis of accounting, the GUC Trust is required to estimate and accrue the costs associated with implementing the Plan and distributing the GUC Trust’s distributable assets. These costs, described as Wind-Down Costs and Reporting Costs in Note 2, consist principally of professional fees, costs of governance, and other administrative expenses. These amounts may vary significantly due to, among other things, the time and effort required to complete all activities and distributions under the Plan. The GUC Trust has recorded reserves for expected costs of liquidation that represent estimated costs to be incurred over the remaining liquidation period of the GUC Trust for which there is a reasonable basis for estimation. The amount of liquidation costs that will ultimately be incurred depends both on the period of time and on the extent of activities required for the GUC Trust to complete its functions and responsibilities under the Plan and the GUC Trust Agreement. Significant uncertainty remains both as to that time period and as to the extent of those activities. As of March 31, 2018, such remaining liquidation period extends through November 2020 and has been estimated predominantly on a modified probability-weighted basis, which the GUC Trust believes is the most appropriate measurement basis under the circumstances. Where an outcome is estimated to be likely, the likely outcome has been used as the best estimate and no weight has been given to the unlikely outcome. Beginning in the quarter ended December 31, 2016, the remaining liquidation period is dependent predominantly on the estimate of the remaining period of time for resolution of litigation involving certain General Motors vehicle recalls described in Item 3 (“Legal Proceedings”). During such quarter, developments in such vehicle recall litigation resulted in an extension in the estimated length of time for resolution of such litigation that now exceeds the estimate of the remaining period of time for resolution of the Term Loan Avoidance Action (which previously was the primary determinant). In addition, certain additional estimated time to wind down the GUC Trust following resolution of the litigation is included in the estimated liquidation period. It is possible that future developments in the General Motors vehicle recall litigation, as well as the Term Loan Avoidance Action, could extend the current estimate of such remaining period of time for resolution and, therefore, extend the estimated remaining liquidation period of the GUC Trust beyond November 2020. In addition, certain liquidation costs that are expected to be prepaid by the GUC Trust upon its dissolution have also been estimated and accrued. As the GUC Trust incurs liquidation costs, the reserves are released to offset the costs incurred and a liability to the service provider is recognized as an accounts payable or accrued liability until paid. In addition, because the GUC Trust only records reserves for expected costs for which there is a reasonable basis for estimation under applicable U.S. GAAP, additional costs may be identified from time to time for which additional reserves must be recorded. As such costs are identified, the GUC Trust records an increase to its reserves and charges such increase as an addition to such reserves in the Statement of Changes in Net Assets in Liquidation. The process of recording reserves for expected costs of liquidation as a matter of financial reporting is separate and distinct from the process by which Distributable Cash is set aside from distribution for the purposes of funding projected costs of liquidation. Such projected costs are generally estimated on a more conservative (i.e., more inclusive) basis and include contingencies that are not permitted to be accrued in reserves for expected costs of liquidation under applicable U.S. GAAP. For a more complete description of the process of setting aside Distributable Cash to fund projected costs and potential liabilities of the GUC Trust, see Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Net Assets in Liquidation” under the heading “—Distributable Cash Set Aside from Distribution” above. Income Taxes The GUC Trust is considered to be a Disputed Ownership Fund pursuant to Treasury Regulation Section 1.468B-9. Section 1.468B-9(c)(1)(ii). The GUC Trust generates gross income in the form of interest and dividend income (including dividends received on its previous holdings of New GM Common Stock) and recognizes capital gains and/or losses upon (a) its disposition of New GM Securities, (b) any recovery by the GUC Trust as a member of a settlement class related to a proposed settlement of a securities class action against New GM as described in Item 3 (“Legal Proceedings”), and (c) any receipt and subsequent distribution or sale by the GUC Trust of Additional Shares (if the fair market value of the Additional Shares on the date of distribution or sale differs from the fair market value of such shares on the date of receipt), which are reduced by administrative expenses and accumulated net operating and capital losses, to compute modified gross income. As the GUC Trust is taxable for federal income tax purposes, a current income tax liability or asset, if any, is recognized for estimated taxes payable or receivable for the year. Deferred tax liabilities and assets are recognized for the estimated future tax effects of temporary differences between financial reporting and tax accounting. Deferred tax assets are reviewed for recoverability and valuation allowances are provided as necessary. The GUC Trust is not subject to state income taxes under current law. Accordingly, no current or deferred state income tax liabilities and assets are recorded. The process of recognizing deferred tax assets and liabilities and any current income taxes payable as a matter of financial reporting is separate and distinct from the process by which any Distributable Cash is set aside from distribution for the purposes of funding potential income tax liabilities. Any such potential income tax liabilities are generally estimated on a more conservative (i.e., more inclusive) basis and may include amounts of potential income tax liabilities beyond the amounts that are permitted to be recorded under applicable accounting standards. For a more complete description of the process of setting aside Distributable Cash to fund projected costs and potential income tax liabilities of the GUC Trust, see Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Net Assets in Liquidation” under the heading “—Distributable Cash Set Aside from Distribution” above. The GUC Trust recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authority, based on the technical merits of the position, review of available evidence and consultation with GUC Trust professionals. The GUC Trust’s tax liability with respect to its federal income tax returns for the year ended March 31, 2017 and all prior years are no longer subject to examination as a result of the application of Section 505(b) of the Bankruptcy Code. However, remaining capital loss carryovers that were generated in those years from the new tax position, which aggregate $1.7 million (after expiration on March 31, 2018 and 2017, respectively, of the capital loss carryovers of $22.6 million and $158.1 million attributable to the years ended March 31, 2013 and 2012, respectively), along with net operating loss carryovers generated through March 31, 2018 aggregating $139.5 million, could be subject to examination by the IRS in subsequent years when those losses are utilized. It is not expected that such losses will be utilized in the future, except potentially with respect to (a) any recovery by the GUC Trust as a member of a settlement class related to a proposed settlement of a securities class action against New GM referred to above and (b) any receipt and subsequent distribution or sale by the GUC Trust of Additional Shares referred to above (if the fair market value of the Additional Shares on the date of distribution or sale is greater than the fair market value of such shares on the date of receipt), which are not determinable or estimable at this time. As of March 31, 2018, there are no known items which would result in a significant accrual for uncertain tax positions. Use of Estimates The preparation of financial statements on the liquidation basis in conformity with U.S. GAAP requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities. These estimates are subject to known and unknown risks, uncertainties and other factors that could materially impact the amounts reported and disclosed in the financial statements and related footnotes. Significant estimates include estimated investment income expected to be received, expected liquidation costs, Residual Wind-Down Claims and Costs, and fair value of marketable securities. Actual results could differ from those estimates. Recent Accounting Standards Changes to U.S. GAAP are made by the FASB in the form of accounting standards updates (ASUs) to the FASB’s Accounting Standards Codification. The GUC Trust considers the applicability and impact of all ASUs. ASUs not noted herein were assessed and determined to be not applicable. |
Net Assets in Liquidation
Net Assets in Liquidation | 12 Months Ended |
Mar. 31, 2018 | |
Text Block [Abstract] | |
Net Assets in Liquidation | 4. Net Assets in Liquidation Description Under the GUC Trust Agreement and the Plan, as described more fully in Note 1, the beneficiaries of the GUC Trust are future and, to the extent their liquidating distributions have not yet been paid to them, current holders of Allowed General Unsecured Claims and future and current holders of GUC Trust Units. Assets of the GUC Trust consisting primarily of Distributable Cash (including Dividend Cash) as described in Note 1 are available to be distributed to the Trust Beneficiaries (“GUC Trust Distributable Assets”) in accordance with the Plan and the GUC Trust Agreement, except to the extent that they are set aside or appropriated for funding the expected costs of liquidation of the GUC Trust. The amounts of net assets in liquidation presented in the accompanying Statements of Net Assets in Liquidation correspond to the amounts of GUC Trust Distributable Assets as of the respective dates, after certain adjustments including reductions for the amounts of set aside Distributable Cash and any appropriated Distributable Cash. As of March 31, 2018, GUC Trust Distributable Assets aggregated approximately $458.0 million. For additional information, see “Net Assets in Liquidation—Distributable Assets” in Item 7 (“Management’s Discussion and Analysis of Financial Condition and Results of Operations”) above. Cash and Cash Equivalents and Marketable Securities As of March 31, 2018 and 2017, cash and cash equivalents and marketable securities aggregated $507.7 million and $526.8 million, respectively, and are comprised of the following: (in thousands) 2018 2017 Distributable Cash (including associated Dividend Cash) $ 484,510 $ 498,549 Other Administrative Cash 21,200 14,541 Administrative Fund 1,717 1,743 Residual Wind-Down Assets 171 11,713 Funds for Indenture Trustee / Fiscal Paying Agent Costs 148 226 Total $ 507,746 $ 526,772 As described in Note 5, as of March 31, 2018, the GUC Trust had accrued liquidating distributions payable aggregating $1.8 million. In addition, as of March 31, 2018, the amount of Distributable Cash reflected in the table above includes $24.7 million for amounts set aside for projected GUC Trust fees, costs and expenses to be incurred beyond 2018. The aggregate amount of Distributable Cash which was pending distribution or was set aside and was not available for distribution as of March 31, 2018 was $26.5 million. As described in Note 2 above, on May 2 and May 3, 2018, respectively, the GUC Trust Administrator filed motions seeking authority from the Bankruptcy Court to appropriate Distributable Cash of $6.0 million for the purpose of satisfying noticing costs and $15.0 million for the purpose of satisfying the Settlement Payment pursuant to the Settlement Agreement described in Item 3 (“Legal Proceedings”). No hearing date has been scheduled with respect to the Settlement Payment or the noticing costs. Potential Recovery in New GM Shareholder Class Action Proposed Settlement As described in Item 3, “Legal Proceedings,” the GUC Trust has filed a proof of claim with the settlement administrator in connection with a proposed settlement of a class action against New GM. The amount of potential recovery for the GUC Trust, if any, from such proposed settlement is not estimable at this time. Accrued Investment Income on Cash Equivalents and Marketable Securities As of March 31, 2018 and 2017, the GUC Trust had accrued approximately $16.7 million and $3.4 million, respectively, of investment income on marketable securities and cash equivalents expected to be earned over the remaining liquidation period in accordance with the liquidation basis of accounting. Such accrual is estimated principally based on forecasted cash outflows and expected returns based on recent yields on Treasury bills in which the marketable securities are invested. Such accrual, along with receivables for investment income earned as of March 31, 2018, is included in Accrued Investment Income in the accompanying Statement of Net Assets in Liquidation as of March 31, 2018. Potential Distributable Capital and Net Operating Loss Carryovers As described in “Critical Accounting Policies and Estimates—Income Taxes” in Item 7 (“Management’s Discussion and Analysis of Financial Condition and Results of Operations”), the GUC Trust’s unused capital and net operating loss carryovers potentially could succeed to Claimants (as defined below pursuant to tax rules) upon the termination of the GUC Trust. Reference is made thereto for information regarding such potential distributable loss carryovers and the material uncertainties associated therewith. Trust Units As described in Note 1, under the Plan, each holder of an Allowed General Unsecured Claim retains a contingent right to receive, on a pro rata basis, additional Distributable Cash (if and to the extent not required for the satisfaction of previously Disputed General Unsecured Claims or Term Loan Avoidance Action Claims, or appropriation for the payment of the expenses or any tax liabilities of the GUC Trust). The GUC Trust issues units representing such contingent rights (“GUC Trust Units”) at the rate of one GUC Trust Unit per $1,000 of Allowed General Unsecured Claims to each holder of an Allowed General Unsecured Claim, subject to rounding pursuant to the GUC Trust Agreement, in connection with the initial recognition of each Allowed General Unsecured Claim. The GUC Trust makes quarterly liquidating distributions to holders of GUC Trust Units to the extent that (i)(a) any previously Disputed General Unsecured Claims asserted against the Debtors’ estates or Term Loan Avoidance Action Claims are either disallowed or are otherwise resolved favorably to the GUC Trust (thereby reducing the amount of GUC Trust assets reserved for distribution in respect of such asserted or potential claims) or (b) certain Excess GUC Trust Distributable Assets (as defined in the GUC Trust Agreement) that were previously set aside from distribution are released in the manner permitted under the GUC Trust Agreement, and (ii) as a result of the foregoing, the amount of Excess GUC Trust Distributable Assets (as defined in the GUC Trust Agreement) as of the end of the relevant quarter exceeds thresholds set forth in the GUC Trust Agreement. The following table presents the changes during the years ended March 31, 2018, 2017 and 2016 in the numbers of GUC Trust Units outstanding or which the GUC Trust was obligated to issue: Year Ended Year Ended Year Ended Outstanding or issuable as of beginning of year 31,854,103 31,853,758 31,853,702 Issued during the year 1,448 298 56 Less: Issuable as of beginning of year (47 ) — — Add: Issuable as of end of year (1) — 47 — Outstanding or issuable as of end of year (2) (3) 31,855,504 31,854,103 31,853,758 (1) The number of GUC Trust Units issuable at any time represents GUC Trust Units issuable in respect of Allowed General Unsecured Claims that were newly allowed during the fiscal year. (2) The number of GUC Trust Units outstanding at any time represents GUC Trust Units issued in respect of Allowed General Unsecured Claims that were allowed in prior periods, including GUC Trust Units held by the GUC Trust for the benefit of (a) holders of Allowed General Unsecured Claims who had not yet supplied information required by the GUC Trust in order to effect the initial distribution to which they are entitled and (b) governmental entities that are precluded by applicable law from receiving distributions of GUC Trust Units. (3) The number of GUC Trust Units outstanding or issuable as of end of year does not equal the amount of Allowed General Unsecured Claims on a 1 to 1,000 basis as of the corresponding date because of additional GUC Trust Units that were issued due to rounding. Allowed and Disputed Claims The total cumulative pro rata liquidating distributions ultimately received by Trust Beneficiaries is dependent upon the current amount of Allowed General Unsecured Claims and final resolution of outstanding Disputed General Unsecured Claims and Term Loan Avoidance Action Claims (as described in Note 2). Disputed General Unsecured Claims as of March 31, 2018 reflect a distribution “set aside” permitted by the Plan and the GUC Trust Agreement. As described in Note 1, prior to the resolution and allowance of Disputed General Unsecured Claims and Term Loan Avoidance Action Claims, liabilities are not recorded for the conditional obligations associated with Disputed General Unsecured Claims and Term Loan Avoidance Action Claims. Liquidating distributions payable are recorded in the amount of Distributable Cash (previously the fair value of New GM Securities) to be distributed as of the end of the period in which the Disputed General Unsecured Claims and Term Loan Avoidance Action Claims are resolved as Allowed General Unsecured Claims. The following table presents a summary of activity with respect to the Allowed and Disputed General Unsecured Claims and Term Loan Avoidance Action Claims for the years ended March 31, 2018 and 2017: (in thousands) Allowed General Disputed General Term Loan Maximum Total Claim Total, March 31, 2016 $ 31,853,685 $ 70,000 $ 1,499,945 $ 1,569,945 $ 33,423,630 New Allowed General Unsecured Claims 346 — — — 346 Disputed General Unsecured Claims resolved or disallowed — (20,000 ) — (20,000 ) (20,000 ) Term Loan Avoidance Action Claims resolved or disallowed — — (741 ) (741 ) (741 ) Total, March 31, 2017 31,854,031 50,000 1,499,204 1,549,204 33,403,235 New Allowed General Unsecured Claims 1,401 — — — 1,401 Disputed General Unsecured Claims resolved or disallowed — — — — — Term Loan Avoidance Action Claims resolved or disallowed — — (4,218 ) (4,218 ) (4,218 ) Total, March 31, 2018 $ 31,855,432 $ 50,000 $ 1,494,986 $ 1,544,986 $ 33,400,418 (1) Remaining Disputed General Unsecured Claims represent a general claim contingency for any future disputed claims or other obligations of the GUC Trust. The GUC Trust has set aside from distribution an aggregate of $14.8 million for this general claim contingency (i.e., $296 in Distributable Cash per $1,000 of Allowed General Unsecured Claims, as provided in the Plan). (2) Maximum Amount of Unresolved Claims represents the sum of Disputed General Unsecured Claims and Term Loan Avoidance Action Claims. (3) Total Claim Amount represents the sum of Allowed General Unsecured Claims and Maximum Amount of Unresolved Claims. During the years ended March 31, 2018 and 2017, the Avoidance Action Trust reached settlements with certain defendants to the Term Loan Avoidance Action resulting in recoveries to the Avoidance Action Trust of approximately $1.4 million and $0.3 million, respectively. As a result, corresponding Term Loan Avoidance Action Claims were allowed under the GUC Trust Agreement. As described in Item 3 (“Legal Proceedings”), the GUC Trust has executed the Settlement Agreement with certain plaintiffs. If approved by the Bankruptcy Court, the Settlement Agreement would provide for the Settlement Payment to such plaintiffs of $15.0 million, among other provisions. As of March 31, 2018, the Settlement Payment of $15.0 million has been accrued as a contingent settlement obligation in the Statement of Net Assets in Liquidation. |
Liquidating Distributions
Liquidating Distributions | 12 Months Ended |
Mar. 31, 2018 | |
Text Block [Abstract] | |
Liquidating Distributions | 5. Liquidating Distributions Liquidating distributions (net reversal of liquidating distributions) in the years ended March 31, 2018, 2017 and 2016 consisted of the following: (in thousands) 2018 2017 2016 Distributions during the year $ 433 $ 112,382 $ 130,248 Less: Liquidating distributions payable as of beginning of year (9,205 ) (6,213 ) (7,714 ) Add: Liquidating distributions payable as of end of year 1,825 9,205 6,213 Total $ (6,947 ) $ 115,374 $ 128,747 The distributions during the year ended March 31, 2018 consisted of distributions to (a) holders of Allowed General Unsecured Claims who previously failed to fulfill informational requirements for distribution established in accordance with the GUC Trust Agreement, but subsequently successfully fulfilled such information requirements and (b) holders of certain Resolved Term Loan Avoidance Action Claims. The distributions during the years ended March 31, 2017 and 2016 consisted of distributions to (a) holders of GUC Trust Units for excess distributions payable, (b) holders of Allowed General Unsecured Claims who previously failed to fulfill informational requirements for distribution established in accordance with the GUC Trust Agreement, but subsequently successfully fulfilled such information requirements and (c) holders of certain Resolved Term Loan Avoidance Action Claims. The obligation to distribute Distributable Cash to holders of GUC Trust Units for excess distributions payable at March 31, 2018 decreased from such balances at March 31, 2017, resulting in a net reversal of liquidating distributions of $6.9 million during the year ended March 31, 2018. The distributions to holders of GUC Trust Units during the years ended March 31, 2017 and 2016, resulted primarily from the release of distributable assets of the GUC Trust that were previously set aside in respect of potential Taxes on Distribution. The GUC Trust was obligated as of March 31, 2018 to distribute Distributable Cash of $1.8 million to certain holders of Allowed General Unsecured Claims who had not then satisfied certain informational requirements necessary to effect the distribution to which they are entitled. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 6. Fair Value Measurements Accounting standards require certain assets and liabilities be reported at fair value in the financial statements and provide a framework for establishing that fair value. The framework for determining fair value is based on a hierarchy that prioritizes the inputs and valuation techniques used to measure fair value. The Trust’s Cash Equivalents, Marketable Securities, and Liquidating Distributions Payable are presented as provided by this hierarchy. Level 1 Level 2 Level 3 In instances where inputs used to measure fair value fall into different levels in the above fair value hierarchy, fair value measurements in their entirety are categorized based on the lowest level input that is significant to the valuation. The GUC Trust’s assessment of the significance of particular inputs to these fair value measurements requires judgment and considers factors specific to each asset or liability. The GUC Trust also holds other financial instruments not measured at fair value on a recurring basis, including Accounts Payable and Other Liabilities. The fair value of these liabilities approximates the carrying amounts in the accompanying financial statements due to the short maturity of such instruments. The following table presents information about the GUC Trust’s assets and liabilities measured at fair value on a recurring basis as of March 31, 2018 and 2017, and the valuation techniques used by the GUC Trust to determine those fair values. March 31, 2018 (in thousands) Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 540 $ — $ — $ 540 Marketable Securities: U.S. Treasury bills — 505,183 — 505,183 Total Assets $ 540 $ 505,183 $ — $ 505,723 Liabilities: Liquidating distributions payable $ 1,825 $ — $ — $ 1,825 March 31, 2017 (in thousands) Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 2,109 $ — $ — $ 2,109 Marketable Securities: U.S. Treasury bills — 522,452 — 522,452 Total Assets $ 2,109 $ 522,452 $ — $ 524,561 Liabilities: Liquidating distributions payable $ 9,205 $ — $ — $ 9,205 The following are descriptions of the valuation methodologies used for assets and liabilities measured at fair value: • Due to their short-term liquid nature, the fair value of cash equivalents approximates its carrying value. • Marketable securities consist of U.S. Treasury bills. Due to their short-term maturities, the fair value of U.S. Treasury bills approximates their carrying value. • Liquidating distributions payable are valued at the amount of cash that the GUC Trust is obligated to distribute. The GUC Trust’s policy is to recognize transfers between levels of the fair value hierarchy as of the actual date of the event of change in circumstances that caused the transfer. There were no such transfers during the years ended March 31, 2018 and 2017. |
Reserves for Expected Costs of
Reserves for Expected Costs of Liquidation and Residual Wind-Down Claims and Costs | 12 Months Ended |
Mar. 31, 2018 | |
Text Block [Abstract] | |
Reserves for Expected Costs of Liquidation and Residual Wind-Down Claims and Costs | 7. Reserves for Expected Costs of Liquidation and Residual Wind-Down Claims and Costs The following is a summary of the activity in the reserves for expected costs of liquidation for the years ended March 31, 2018, 2017 and 2016: (in thousands) Reserve for Reserve for Reserve for Total Reserves Balance, March 31, 2015 $ 21,089 $ 8,602 $ 364 $ 30,055 Plus additions to reserves 5,592 2,119 — 7,711 Less liquidation costs incurred: Trust Professionals (5,625 ) (2,291 ) — (7,916 ) Trust Governance (3,438 ) (1,800 ) (71 ) (5,309 ) Other Administrative Expenses (891 ) (251 ) — (1,142 ) Balance, March 31, 2016 16,727 6,379 293 23,399 Plus additions to reserves 5,325 6,798 — 12,123 Less liquidation costs incurred: Trust Professionals (3,295 ) (2,294 ) — (5,589 ) Trust Governance (2,848 ) (1,800 ) (68 ) (4,716 ) Other Administrative Expenses (58 ) (256 ) — (314 ) Less funds returned to DIP Lenders (6,000 ) — — (6,000 ) Balance, March 31, 2017 9,851 8,827 225 18,903 Plus additions to reserves 25,351 8,597 — 33,948 Less liquidation costs incurred: Trust Professionals (7,424 ) (2,669 ) — (10,093 ) Trust Governance (2,523 ) (1,800 ) (81 ) (4,404 ) Other Administrative Expenses (51 ) (216 ) — (267 ) Balance, March 31, 2018 $ 25,204 $ 12,739 $ 144 $ 38,087 During the year ended March 31, 2018, estimates of expected Wind-Down Costs and estimates of expected Reporting Costs (for which there is a reasonable basis for estimation) increased by $25.3 million and $8.6 million, respectively. During the year ended March 31, 2017, estimates of expected Wind-Down Costs and estimates of expected Reporting Costs increased by $5.3 million and $6.8 million, respectively. During the year ended March 31, 2016, estimates of expected Wind-Down Costs and estimates of expected Reporting Costs increased by $5.6 million and $2.1 million, respectively. Such revisions in the estimates were recorded as additions to the reserves for expected costs of liquidation in such years. The GUC Trust has recorded reserves for expected costs of liquidation that represent amounts expected to be incurred over the estimated remaining liquidation period of the GUC Trust for which there was a reasonable basis for estimation. The amount of liquidation costs that will ultimately be incurred depends both on the time period and on the extent of activities required for the GUC Trust to complete its functions and responsibilities under the Plan and the GUC Trust Agreement. Significant uncertainty remains both as to that time period and as to the extent of those activities. As of March 31, 2018, the recorded reserves for expected costs of liquidation reflect estimated costs for a remaining liquidation period extending through November 2020, which was extended by ten months during the quarter ended March 31, 2018 from a remaining liquidation period previously extending through January 2020. The remaining liquidation period has been estimated predominately on a modified probability-weighted basis as permitted under U.S. GAAP and which the GUC Trust believes is the most appropriate measurement basis under the circumstances. Where an outcome is estimated to be likely, the likely outcome has been used as the best estimate and no weight has been given to the unlikely outcome. Beginning in the quarter ended December 31, 2016, the remaining liquidation period is dependent predominantly on the estimate of the remaining period of time for resolution of litigation involving certain General Motors vehicle recalls described in Item 3 (“Legal Proceedings”). During such quarter, developments in such vehicle recall litigation resulted in an extension in the estimated length of time for resolution of such litigation that now exceeds the estimate of the remaining period of time for resolution of the Term Loan Avoidance Action (which previously was the primary determinant). In addition, certain additional estimated time to wind down the GUC Trust following resolution of the litigation is included in the estimated liquidation period. It is possible that future developments in the General Motors vehicle recall litigation, as well as the Term Loan Avoidance Action, could extend the current estimate of such remaining period of time for resolution and, therefore, extend the estimated remaining liquidation period of the GUC Trust beyond November 2020. In addition, certain liquidation costs that are expected to be prepaid by the GUC Trust upon its dissolution have also been estimated and accrued. The GUC Trust’s estimates regarding the costs and remaining liquidation period may change in the near term, and such change may be material. The following is a summary of the activity in the reserves for Residual Wind-Down Claims and Costs for the years ended March 31, 2018, 2017 and 2016: (in thousands) 2018 2017 2016 Balance, beginning of year $ 966 $ 19,957 $ 26,629 Plus net addition to reserves 9 237 — Plus reclassification of accrued liability 9 417 — Less claims allowed during the period (815 ) (19,641 ) (6,661 ) Less costs incurred by trust professionals — (4 ) (11 ) Balance, end of year $ 169 $ 966 $ 19,957 Residual Wind-Down Claims allowed during the years ended March 31, 2018, 2017 and 2016 primarily consist of Avoidance Action Defense Costs. As described in Note 2, in April 2017, the GUC Trust entered into a letter agreement with the Administrative Agent. Such letter agreement provides that the GUC Trust’s obligation to pay Avoidance Action Defense Costs of the Administrative Agent is limited to an amount approximating the remaining designated Residual Wind-Down Assets. Such cap on Avoidance Action Defense Costs shall remain in place unless and until the Term Loan Avoidance Action is resolved in full (by final court order or by settlement), which court order or settlement contains a determination that the Administrative Agent was oversecured with respect to the loan which is the subject of the Term Loan Avoidance Action, or otherwise contains a voluntary agreement with the GUC Trust with respect to payment of the Avoidance Action Defense Costs. At this time, the GUC Trust does not expect to incur additional Avoidance Action Defense Costs. |
Income Taxes
Income Taxes | 12 Months Ended |
Mar. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 8. Income Taxes There was no current tax benefit or provision for the years ended March 31, 2018, 2017 and 2016 due to cumulative net operating and capital losses, and no income taxes have been paid by the GUC Trust. There also was no deferred tax benefit or provision for the years ended March 31, 2018, 2017 and 2016 as a result of the establishment of a full valuation allowance against net deferred tax assets as of the beginning and end of such periods. As a result of the enactment of the “Tax Cuts and Jobs Act” in December 2017, the GUC Trust’s federal income tax rate was reduced from 39.6% to 37% effective April 1, 2018, the first day of the GUC Trust’s fiscal year ending March 31, 2019. In December 2017, the GUC Trust expected that the 37% tax rate would be in effect when its temporary differences reversed and, accordingly, the GUC Trust’s deferred tax assets and liabilities were adjusted to the enacted 37% tax rate as of December 31, 2017. There was no impact on the deferred tax provision as the result of the establishment of a full valuation allowance against net deferred tax assets at December 31, 2017. The deferred tax assets and liabilities as of March 31, 2017 in the table below were calculated utilizing a tax rate of 39.6%. Deferred taxes in the accompanying Statement of Net Assets in Liquidation as of March 31, 2018 and 2017 are comprised of the following components: (in thousands) 2018 2017 Deferred tax assets: Reserves for expected costs of liquidation and Residual Wind-Down Claims and Costs $ 14,155 $ 7,868 Net operating and capital loss carryovers 52,217 60,747 Gross deferred tax assets 66,372 68,615 Less: Valuation allowance (60,179 ) (67,286 ) Deferred tax asset, net of valuation allowance 6,193 1,329 Deferred tax liabilities: Accrued investment income (6,193 ) (1,329 ) Gross deferred tax liabilities (6,193 ) (1,329 ) Net deferred taxes $ — $ — As previously disclosed, during the quarter ended September 30, 2013, the GUC Trust made a determination to file its U.S. federal income tax returns taking the position that beneficial ownership for a substantial majority of New GM Securities was transferred from MLC to the GUC Trust on March 31, 2011, and that the tax basis of such New GM Securities should be determined with reference to the value of such securities on such date, instead of December 15, 2011, when record ownership of the remaining New GM Securities still held by MLC was transferred from MLC to the GUC Trust. For the remaining substantial minority of New GM Securities transferred from MLC to the GUC Trust, the GUC Trust determined that the transfer of beneficial ownership occurred on other dates for which the tax basis should be determined by reference to the value of such securities on such dates. This new tax position resulted in an increased tax basis of the New GM Securities from the prior tax position and, therefore, reduced taxable gains and increased taxable losses on distributions and sales of New GM Securities since March 31, 2011. The new tax position has not been sustained on examination by the IRS as of the date hereof. However, the GUC Trust believes, based on the available evidence and consultation with GUC Trust professionals, that it is more likely than not that the new tax position will be sustained on examination by the IRS based on the technical merits of the position. Accordingly, this new tax position has been recognized in the current and deferred income tax liabilities and the income tax provision in the GUC Trust’s financial statements since the quarter ended September 30, 2013. Following the GUC Trust’s determination to utilize the new tax position set forth above, the GUC Trust filed its U.S. federal income tax returns for the years ended March 31, 2013, and thereafter, with the IRS using such new tax position. Such tax returns were accompanied by requests for prompt determination of tax liability pursuant to Section 505(b) of the Bankruptcy Code, and the 60-day Remaining capital loss carryovers that were generated in prior years utilizing the new tax position, which aggregate $1.7 million (after expiration on March 31, 2018 and 2017, respectively, of capital loss carryovers of $22.6 million and $158.1 million attributable to the year ended March 31, 2013 and 2012), along with net operating loss carryovers generated through March 31, 2018, aggregating $139.5 million, could be subject to examination by the IRS in subsequent years when those losses, if any, are utilized. The GUC Trust does not expect to utilize any capital or net operating loss carryovers in the future, except with respect to (a) any recovery by the GUC Trust as a member of a settlement class related to a proposed settlement of a securities class action against New GM referred to above and (b) any receipt and subsequent distribution or sale by the GUC Trust of Additional Shares referred to above (if the fair market value of the Additional Shares on the date of distribution or sale is greater than the fair market value of such shares on the date of receipt), which are not determinable or estimable at this time. The remaining capital loss carryovers of $1.7 million expire on March 31, 2020 and the net operating loss carryovers begin to expire on March 31, 2032. However, pursuant to the enactment of the “Tax Cuts and Jobs Act” in December 2017, any net operating losses generated by the GUC Trust in tax years beginning April 1, 2018, do not expire. These loss carryovers in the aggregate result in a deferred tax asset of $52.2 million (reflected in the table above). As described in “Critical Accounting Policies and Estimates—Income Taxes” in Item 7 (“Management’s Discussion and Analysis of Financial Condition and Results of Operations”), the GUC Trust’s loss carryovers potentially could succeed to Claimants (as defined below pursuant to tax rules). Reference is made thereto for information regarding such potential distributable loss carryovers and the material uncertainties associated therewith. A full valuation allowance against net deferred tax assets aggregating $60.2 million and $67.3 million was established as of March 31, 2018 and 2017, respectively, because, as a result of the liquidation of all of the GUC Trust’s holdings of New GM Securities, it has been determined that such deferred tax assets are not realizable at this time. The valuation allowance decreased by $7.1 million and $54.2 million during the years ended March 31, 2018 and 2017, respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Mar. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 9. Related Party Transactions In addition to serving as GUC Trust Administrator, Wilmington Trust Company continues to serve as trustee pursuant to the indentures for certain series of previously outstanding debt of MLC. Wilmington Trust Company has received and may in the future receive certain customary fees in amounts consistent with Wilmington Trust Company’s standard rates for such service. The Bankruptcy Court previously approved the creation of a segregated fund for the purposes of funding such fees for Wilmington Trust Company, as well as the other indenture trustees and fiscal and paying agents for previously outstanding debt of MLC. There were no such fees for Wilmington Trust Company in the years ended March 31, 2018, 2017 and 2016. In addition, Wilmington Trust Company has also entered into certain arrangements with the GUC Trust pursuant to which it or its affiliates have previously received, and may in the future receive, reasonable and customary fees and commissions for services other than services in the capacity of GUC Trust Administrator. Such arrangements include the provision of custodial, investment advisory and brokerage services to the GUC Trust. During the years ended March 31, 2018, 2017and 2016, the total amount of such fees and commissions was approximately $0.3 million, $0.3 million and $0.2 million, respectively. |
Basis of Presentation and Sig14
Basis of Presentation and Significant Accounting Policies (Policies) | 12 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Liquidation Basis of Accounting | Liquidation Basis of Accounting The GUC Trust exists solely for the purposes described above in Note 1 and has a finite life. Accordingly, the GUC Trust has prepared the accompanying financial statements on the liquidation basis of accounting in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Under the liquidation basis of accounting as prescribed by the Financial Accounting Standards Board (the “FASB”) Accounting Standards Codification, assets are stated at their estimated realizable value, which is the non-discounted The GUC Trust beneficiaries are future and, to the extent their liquidating distributions have not yet been paid to them, current holders of Allowed General Unsecured Claims and future and current holders of GUC Trust Units. As any Disputed General Unsecured Claims and Term Loan Avoidance Action Claims are resolved and allowed and thereby become Allowed General Unsecured Claims, the holders thereof become entitled to receive liquidating distributions of Distributable Cash (including Dividend Cash) and GUC Trust Units pro rata by the amount of such claims. Upon such occurrence, the GUC Trust incurs an obligation to distribute Distributable Cash and, accordingly, liquidating distributions payable are recorded in the amount of Distributable Cash (previously the fair value of New GM Securities) that the GUC Trust is obligated to distribute as of the end of the period in which the Disputed General Unsecured Claims and Term Loan Avoidance Action Claims are resolved as Allowed General Unsecured Claims. Prior to the resolution and allowance of Disputed General Unsecured Claims and Term Loan Avoidance Action Claims, liabilities are not recorded for the conditional obligations associated with Disputed General Unsecured Claims and Term Loan Avoidance Action Claims. Rather, the beneficial interests of GUC Trust beneficiaries in the residual assets of the GUC Trust are reflected in Net Assets in Liquidation of the GUC Trust in the financial statements. Under the liquidation basis of accounting, the GUC Trust presents two principal financial statements: a Statement of Net Assets in Liquidation and a Statement of Changes in Net Assets in Liquidation. In addition, although not required under the liquidation basis of accounting, the GUC Trust also presents a Statement of Cash Flows, in accordance with the requirements of the GUC Trust Agreement. |
Fiscal Year | Fiscal Year The GUC Trust’s fiscal year begins on April 1 and ends on the following March 31. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of amounts held in bank accounts or money market funds. |
Cash Equivalents, Marketable Securities and Accrued Investment Income on Cash Equivalents and Marketable Securities | Cash Equivalents, Marketable Securities and Accrued Investment Income on Cash Equivalents and Marketable Securities Cash equivalents consist of balances held in money market funds. Marketable securities consist of short-term investments in U.S. Treasury bills. The GUC Trust has valued these securities at fair value based on carrying value, which approximates fair value. Beginning in the quarter ended June 30, 2014, estimated investment income expected to be received on short-term investments in marketable securities is accrued under the liquidation basis of accounting to the extent that a reasonable basis for estimation exists. Such accrual is estimated principally based on forecasted cash outflows and expected returns based on recent yields on Treasury bills in which the marketable securities are invested. |
Holdings of New GM Securities and Accrued Dividends on New GM Common Stock | Holdings of New GM Securities and Accrued Dividends on New GM Common Stock The GUC Trust previously held New GM Securities for future distribution in respect of Allowed General Unsecured Claims and the GUC Trust Units, of which some were previously set aside from distribution to fund potential administrative costs and income tax liabilities (including Taxes on Distribution, Dividend Taxes and Investment Income Taxes). The securities held consisted of shares of New GM Common Stock and New GM Warrants. As described above in Note 1, pursuant to the Liquidation Order, the GUC Trust liquidated all of its holdings of New GM Securities during July and August 2015. The GUC Trust valued its holdings in the securities at their fair value based on quoted closing market prices as of the last trading day of the fiscal year. Beginning in the quarter ended June 30, 2014 and through the quarter ended March 31, 2015, estimated dividends expected to be received on holdings of New GM Common Stock were accrued under the liquidation basis of accounting to the extent that a reasonable basis for estimation existed. During the quarter ended June 30, 2015, based on a determination that it would be in the best interests of Trust Beneficiaries, the GUC Trust made a determination to file a motion with the Bankruptcy Court seeking authority to liquidate all or substantially all of the GUC Trust’s holdings of New GM Securities. Such motion was approved by the Bankruptcy Court in the Liquidation Order described above in Note 1, and all of the GUC Trust’s holdings of New GM Securities were liquidated in July and August 2015. As a result, the GUC Trust no longer expected to receive dividends on New GM Common Stock and previously accrued estimated future dividends (net of dividends received in June 2015) were reversed in the quarter ended June 30, 2015. Dividends received on New GM Common Stock are required to be applied to the same purpose as the New GM Common Stock to which such dividends relate. If the portion of Distributable Cash applicable to the liquidated New GM Common Stock is distributed to holders of subsequently Resolved Allowed Claims and GUC Trust Units, then the dividends relating to such Distributable Cash will also be distributed to such holders. If, however, Distributable Cash is appropriated by the GUC Trust in accordance with the GUC Trust Agreement to fund the costs and liabilities of the GUC Trust, then, in that case, the dividends relating to such appropriated Distributable Cash will be applied to such costs and liabilities of the GUC Trust and (just like the appropriated Distributable Cash) will be maintained in Other Administrative Cash. Because such dividends are applied to the same purpose as the associated Distributable Cash, any references to Distributable Cash should be understood to include the dividends relating to such Distributable Cash, unless expressly indicated otherwise. The amount of cash and cash equivalents and marketable securities held by the GUC Trust that relates to dividends received by the GUC Trust on New GM Common Stock previously held by the GUC Trust is referred to as Dividend Cash and is included in the amount of cash and cash equivalents and marketable securities held for distribution to GUC Trust beneficiaries that is referred to as Distributable Cash (except to the extent of dividends relating to appropriated Distributable Cash that is classified as Other Administrative Cash following such appropriation). |
Accounts Payable and Other Liabilities | Accounts Payable and Other Liabilities Accounts payable and other liabilities represent amounts due to professionals, other service providers, and vendors for services rendered or goods received through the end of the period. |
Contingent Settlement Obligation | Contingent Settlement Obligation The GUC Trust accrues for loss contingencies when it is probable that a liability has been incurred as of the date of the financial statements and the amount of such liability can be reasonably estimated. In assessing whether a liability has been incurred as of the date of the financial statements, the GUC Trust considers events occurring after the date of the financial statements that provide additional evidence with respect to conditions that existed as of the date of the financial statements, including the estimates inherent in the process of preparing financial statements. Accordingly, as of March 31, 2018, the GUC Trust has accrued a contingent settlement obligation pursuant to the Settlement Agreement described in Item 3 (“Legal Proceedings”). |
Reserves for Residual Wind-Down Claims and Costs | Reserves for Residual Wind-Down Claims and Costs Upon the dissolution of MLC, which occurred on December 15, 2011, the GUC Trust became responsible for resolving and satisfying (to the extent allowed) all remaining Residual Wind-Down Claims. On the date of dissolution of the Debtors, the Debtors transferred to the GUC Trust Residual Wind-Down Assets in an amount necessary to satisfy the ultimate allowed amount of such Residual Wind-Down Claims (including certain Avoidance Action Defense Costs) and the Residual Wind-Down Costs, as estimated by the Debtors. A corresponding amount was recorded in the reserves for Residual Wind-Down Claims and Costs. Prior to execution of the letter agreement with the Administrative Agent described above, such reserves were increased for expected increases in Avoidance Action Defense Costs for which there was a reasonable basis for estimation and that were expected to exceed the recorded reserves. Should the Residual Wind-Down Claims and the Residual Wind-Down Costs be less than the Residual Wind-Down Assets, any excess funds will be returned to the DIP Lenders. While not expected at this time, if, collectively, the actual amounts of Residual Wind-Down Claims (including certain Avoidance Action Defense Costs) allowed and the Residual Wind-Down Costs exceed the Residual Wind-Down Assets, the GUC Trust Administrator may be required to set aside from distribution and appropriate Distributable Cash to fund the shortfall. Any such appropriation would reduce the amount of Distributable Cash (including Dividend Cash) available for distribution to holders of GUC Trust Units. |
Reserves for Expected Costs of Liquidation | Reserves for Expected Costs of Liquidation Under the liquidation basis of accounting, the GUC Trust is required to estimate and accrue the costs associated with implementing the Plan and distributing the GUC Trust’s distributable assets. These costs, described as Wind-Down Costs and Reporting Costs in Note 2, consist principally of professional fees, costs of governance, and other administrative expenses. These amounts may vary significantly due to, among other things, the time and effort required to complete all activities and distributions under the Plan. The GUC Trust has recorded reserves for expected costs of liquidation that represent estimated costs to be incurred over the remaining liquidation period of the GUC Trust for which there is a reasonable basis for estimation. The amount of liquidation costs that will ultimately be incurred depends both on the period of time and on the extent of activities required for the GUC Trust to complete its functions and responsibilities under the Plan and the GUC Trust Agreement. Significant uncertainty remains both as to that time period and as to the extent of those activities. As of March 31, 2018, such remaining liquidation period extends through November 2020 and has been estimated predominantly on a modified probability-weighted basis, which the GUC Trust believes is the most appropriate measurement basis under the circumstances. Where an outcome is estimated to be likely, the likely outcome has been used as the best estimate and no weight has been given to the unlikely outcome. Beginning in the quarter ended December 31, 2016, the remaining liquidation period is dependent predominantly on the estimate of the remaining period of time for resolution of litigation involving certain General Motors vehicle recalls described in Item 3 (“Legal Proceedings”). During such quarter, developments in such vehicle recall litigation resulted in an extension in the estimated length of time for resolution of such litigation that now exceeds the estimate of the remaining period of time for resolution of the Term Loan Avoidance Action (which previously was the primary determinant). In addition, certain additional estimated time to wind down the GUC Trust following resolution of the litigation is included in the estimated liquidation period. It is possible that future developments in the General Motors vehicle recall litigation, as well as the Term Loan Avoidance Action, could extend the current estimate of such remaining period of time for resolution and, therefore, extend the estimated remaining liquidation period of the GUC Trust beyond November 2020. In addition, certain liquidation costs that are expected to be prepaid by the GUC Trust upon its dissolution have also been estimated and accrued. As the GUC Trust incurs liquidation costs, the reserves are released to offset the costs incurred and a liability to the service provider is recognized as an accounts payable or accrued liability until paid. In addition, because the GUC Trust only records reserves for expected costs for which there is a reasonable basis for estimation under applicable U.S. GAAP, additional costs may be identified from time to time for which additional reserves must be recorded. As such costs are identified, the GUC Trust records an increase to its reserves and charges such increase as an addition to such reserves in the Statement of Changes in Net Assets in Liquidation. The process of recording reserves for expected costs of liquidation as a matter of financial reporting is separate and distinct from the process by which Distributable Cash is set aside from distribution for the purposes of funding projected costs of liquidation. Such projected costs are generally estimated on a more conservative (i.e., more inclusive) basis and include contingencies that are not permitted to be accrued in reserves for expected costs of liquidation under applicable U.S. GAAP. For a more complete description of the process of setting aside Distributable Cash to fund projected costs and potential liabilities of the GUC Trust, see Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Net Assets in Liquidation” under the heading “—Distributable Cash Set Aside from Distribution” above. |
Income Taxes | Income Taxes The GUC Trust is considered to be a Disputed Ownership Fund pursuant to Treasury Regulation Section 1.468B-9. Section 1.468B-9(c)(1)(ii). The GUC Trust generates gross income in the form of interest and dividend income (including dividends received on its previous holdings of New GM Common Stock) and recognizes capital gains and/or losses upon (a) its disposition of New GM Securities, (b) any recovery by the GUC Trust as a member of a settlement class related to a proposed settlement of a securities class action against New GM as described in Item 3 (“Legal Proceedings”), and (c) any receipt and subsequent distribution or sale by the GUC Trust of Additional Shares (if the fair market value of the Additional Shares on the date of distribution or sale differs from the fair market value of such shares on the date of receipt), which are reduced by administrative expenses and accumulated net operating and capital losses, to compute modified gross income. As the GUC Trust is taxable for federal income tax purposes, a current income tax liability or asset, if any, is recognized for estimated taxes payable or receivable for the year. Deferred tax liabilities and assets are recognized for the estimated future tax effects of temporary differences between financial reporting and tax accounting. Deferred tax assets are reviewed for recoverability and valuation allowances are provided as necessary. The GUC Trust is not subject to state income taxes under current law. Accordingly, no current or deferred state income tax liabilities and assets are recorded. The process of recognizing deferred tax assets and liabilities and any current income taxes payable as a matter of financial reporting is separate and distinct from the process by which any Distributable Cash is set aside from distribution for the purposes of funding potential income tax liabilities. Any such potential income tax liabilities are generally estimated on a more conservative (i.e., more inclusive) basis and may include amounts of potential income tax liabilities beyond the amounts that are permitted to be recorded under applicable accounting standards. For a more complete description of the process of setting aside Distributable Cash to fund projected costs and potential income tax liabilities of the GUC Trust, see Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Net Assets in Liquidation” under the heading “—Distributable Cash Set Aside from Distribution” above. The GUC Trust recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authority, based on the technical merits of the position, review of available evidence and consultation with GUC Trust professionals. The GUC Trust’s tax liability with respect to its federal income tax returns for the year ended March 31, 2017 and all prior years are no longer subject to examination as a result of the application of Section 505(b) of the Bankruptcy Code. However, remaining capital loss carryovers that were generated in those years from the new tax position, which aggregate $1.7 million (after expiration on March 31, 2018 and 2017, respectively, of the capital loss carryovers of $22.6 million and $158.1 million attributable to the years ended March 31, 2013 and 2012, respectively), along with net operating loss carryovers generated through March 31, 2018 aggregating $139.5 million, could be subject to examination by the IRS in subsequent years when those losses are utilized. It is not expected that such losses will be utilized in the future, except potentially with respect to (a) any recovery by the GUC Trust as a member of a settlement class related to a proposed settlement of a securities class action against New GM referred to above and (b) any receipt and subsequent distribution or sale by the GUC Trust of Additional Shares referred to above (if the fair market value of the Additional Shares on the date of distribution or sale is greater than the fair market value of such shares on the date of receipt), which are not determinable or estimable at this time. As of March 31, 2018, there are no known items which would result in a significant accrual for uncertain tax positions. |
Use of Estimates | Use of Estimates The preparation of financial statements on the liquidation basis in conformity with U.S. GAAP requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities. These estimates are subject to known and unknown risks, uncertainties and other factors that could materially impact the amounts reported and disclosed in the financial statements and related footnotes. Significant estimates include estimated investment income expected to be received, expected liquidation costs, Residual Wind-Down Claims and Costs, and fair value of marketable securities. Actual results could differ from those estimates. |
Recent Accounting Standards | Recent Accounting Standards Changes to U.S. GAAP are made by the FASB in the form of accounting standards updates (ASUs) to the FASB’s Accounting Standards Codification. The GUC Trust considers the applicability and impact of all ASUs. ASUs not noted herein were assessed and determined to be not applicable. |
Net Assets in Liquidation (Tabl
Net Assets in Liquidation (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Text Block [Abstract] | |
Schedule of Cash and Cash Equivalent and Marketable Securities | As of March 31, 2018 and 2017, cash and cash equivalents and marketable securities aggregated $507.7 million and $526.8 million, respectively, and are comprised of the following: (in thousands) 2018 2017 Distributable Cash (including associated Dividend Cash) $ 484,510 $ 498,549 Other Administrative Cash 21,200 14,541 Administrative Fund 1,717 1,743 Residual Wind-Down Assets 171 11,713 Funds for Indenture Trustee / Fiscal Paying Agent Costs 148 226 Total $ 507,746 $ 526,772 |
Schedule of GUC Trust Units | The following table presents the changes during the years ended March 31, 2018, 2017 and 2016 in the numbers of GUC Trust Units outstanding or which the GUC Trust was obligated to issue: Year Ended Year Ended Year Ended Outstanding or issuable as of beginning of year 31,854,103 31,853,758 31,853,702 Issued during the year 1,448 298 56 Less: Issuable as of beginning of year (47 ) — — Add: Issuable as of end of year (1) — 47 — Outstanding or issuable as of end of year (2) (3) 31,855,504 31,854,103 31,853,758 (1) The number of GUC Trust Units issuable at any time represents GUC Trust Units issuable in respect of Allowed General Unsecured Claims that were newly allowed during the fiscal year. (2) The number of GUC Trust Units outstanding at any time represents GUC Trust Units issued in respect of Allowed General Unsecured Claims that were allowed in prior periods, including GUC Trust Units held by the GUC Trust for the benefit of (a) holders of Allowed General Unsecured Claims who had not yet supplied information required by the GUC Trust in order to effect the initial distribution to which they are entitled and (b) governmental entities that are precluded by applicable law from receiving distributions of GUC Trust Units. (3) The number of GUC Trust Units outstanding or issuable as of end of year does not equal the amount of Allowed General Unsecured Claims on a 1 to 1,000 basis as of the corresponding date because of additional GUC Trust Units that were issued due to rounding. |
Allowed and Disputed General Unsecured Claims and Potential Term Loan Avoidance Action Claims | The following table presents a summary of activity with respect to the Allowed and Disputed General Unsecured Claims and Term Loan Avoidance Action Claims for the years ended March 31, 2018 and 2017: (in thousands) Allowed General Disputed General Term Loan Maximum Total Claim Total, March 31, 2016 $ 31,853,685 $ 70,000 $ 1,499,945 $ 1,569,945 $ 33,423,630 New Allowed General Unsecured Claims 346 — — — 346 Disputed General Unsecured Claims resolved or disallowed — (20,000 ) — (20,000 ) (20,000 ) Term Loan Avoidance Action Claims resolved or disallowed — — (741 ) (741 ) (741 ) Total, March 31, 2017 31,854,031 50,000 1,499,204 1,549,204 33,403,235 New Allowed General Unsecured Claims 1,401 — — — 1,401 Disputed General Unsecured Claims resolved or disallowed — — — — — Term Loan Avoidance Action Claims resolved or disallowed — — (4,218 ) (4,218 ) (4,218 ) Total, March 31, 2018 $ 31,855,432 $ 50,000 $ 1,494,986 $ 1,544,986 $ 33,400,418 (1) Remaining Disputed General Unsecured Claims represent a general claim contingency for any future disputed claims or other obligations of the GUC Trust. The GUC Trust has set aside from distribution an aggregate of $14.8 million for this general claim contingency (i.e., $296 in Distributable Cash per $1,000 of Allowed General Unsecured Claims, as provided in the Plan). (2) Maximum Amount of Unresolved Claims represents the sum of Disputed General Unsecured Claims and Term Loan Avoidance Action Claims. (3) Total Claim Amount represents the sum of Allowed General Unsecured Claims and Maximum Amount of Unresolved Claims. |
Liquidating Distributions (Tabl
Liquidating Distributions (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Text Block [Abstract] | |
Schedule of Liquidating Distributions (Net Reversal of Liquidating Distributions) | Liquidating distributions (net reversal of liquidating distributions) in the years ended March 31, 2018, 2017 and 2016 consisted of the following: (in thousands) 2018 2017 2016 Distributions during the year $ 433 $ 112,382 $ 130,248 Less: Liquidating distributions payable as of beginning of year (9,205 ) (6,213 ) (7,714 ) Add: Liquidating distributions payable as of end of year 1,825 9,205 6,213 Total $ (6,947 ) $ 115,374 $ 128,747 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table presents information about the GUC Trust’s assets and liabilities measured at fair value on a recurring basis as of March 31, 2018 and 2017, and the valuation techniques used by the GUC Trust to determine those fair values. March 31, 2018 (in thousands) Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 540 $ — $ — $ 540 Marketable Securities: U.S. Treasury bills — 505,183 — 505,183 Total Assets $ 540 $ 505,183 $ — $ 505,723 Liabilities: Liquidating distributions payable $ 1,825 $ — $ — $ 1,825 March 31, 2017 (in thousands) Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 2,109 $ — $ — $ 2,109 Marketable Securities: U.S. Treasury bills — 522,452 — 522,452 Total Assets $ 2,109 $ 522,452 $ — $ 524,561 Liabilities: Liquidating distributions payable $ 9,205 $ — $ — $ 9,205 |
Reserves for Expected Costs o18
Reserves for Expected Costs of Liquidation and Residual Wind-Down Claims and Costs (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Text Block [Abstract] | |
Summary of Activity in Reserves for Expected Costs of Liquidation | The following is a summary of the activity in the reserves for expected costs of liquidation for the years ended March 31, 2018, 2017 and 2016: (in thousands) Reserve for Reserve for Reserve for Total Reserves Balance, March 31, 2015 $ 21,089 $ 8,602 $ 364 $ 30,055 Plus additions to reserves 5,592 2,119 — 7,711 Less liquidation costs incurred: Trust Professionals (5,625 ) (2,291 ) — (7,916 ) Trust Governance (3,438 ) (1,800 ) (71 ) (5,309 ) Other Administrative Expenses (891 ) (251 ) — (1,142 ) Balance, March 31, 2016 16,727 6,379 293 23,399 Plus additions to reserves 5,325 6,798 — 12,123 Less liquidation costs incurred: Trust Professionals (3,295 ) (2,294 ) — (5,589 ) Trust Governance (2,848 ) (1,800 ) (68 ) (4,716 ) Other Administrative Expenses (58 ) (256 ) — (314 ) Less funds returned to DIP Lenders (6,000 ) — — (6,000 ) Balance, March 31, 2017 9,851 8,827 225 18,903 Plus additions to reserves 25,351 8,597 — 33,948 Less liquidation costs incurred: Trust Professionals (7,424 ) (2,669 ) — (10,093 ) Trust Governance (2,523 ) (1,800 ) (81 ) (4,404 ) Other Administrative Expenses (51 ) (216 ) — (267 ) Balance, March 31, 2018 $ 25,204 $ 12,739 $ 144 $ 38,087 |
Summary of Activity in Reserves for Residual Wind-Down Claims and Costs | The following is a summary of the activity in the reserves for Residual Wind-Down Claims and Costs for the years ended March 31, 2018, 2017 and 2016: (in thousands) 2018 2017 2016 Balance, beginning of year $ 966 $ 19,957 $ 26,629 Plus net addition to reserves 9 237 — Plus reclassification of accrued liability 9 417 — Less claims allowed during the period (815 ) (19,641 ) (6,661 ) Less costs incurred by trust professionals — (4 ) (11 ) Balance, end of year $ 169 $ 966 $ 19,957 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Summary of Deferred Taxes | Deferred taxes in the accompanying Statement of Net Assets in Liquidation as of March 31, 2018 and 2017 are comprised of the following components: (in thousands) 2018 2017 Deferred tax assets: Reserves for expected costs of liquidation and Residual Wind-Down Claims and Costs $ 14,155 $ 7,868 Net operating and capital loss carryovers 52,217 60,747 Gross deferred tax assets 66,372 68,615 Less: Valuation allowance (60,179 ) (67,286 ) Deferred tax asset, net of valuation allowance 6,193 1,329 Deferred tax liabilities: Accrued investment income (6,193 ) (1,329 ) Gross deferred tax liabilities (6,193 ) (1,329 ) Net deferred taxes $ — $ — |
Purpose of Trust - Additional I
Purpose of Trust - Additional Information (Detail) - New GM Common Stock [Member] - USD ($) $ / shares in Units, $ in Millions | Aug. 05, 2015 | Jul. 07, 2015 |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Number of converted New GM Series A Warrants | 10,352,556 | |
Number of shares of New GM Common Stock received in conversion of New GM Series A Warrants | 7,407,155 | |
Number of converted New GM Series B Warrants | 10,352,556 | |
Number of shares of New GM Common Stock received in conversion of New GM Series B Warrants | 4,953,635 | |
Net proceeds from the liquidation of New GM Securities | $ 741.7 | |
Conversion rate for New GM Series A Warrants into New GM Common Stock | 71.549% | |
Conversion rate for New GM Series B Warrants into New GM Common Stock | 47.849% | |
Net weighted average sales price, net of expenses, for New GM Common Stock sold after June 30, 2015 | $ 31.23 |
Plan of Liquidation - Additiona
Plan of Liquidation - Additional Information (Detail) - USD ($) | May 03, 2018 | May 02, 2018 | Mar. 31, 2018 | Mar. 31, 2018 | Aug. 05, 2015 | Mar. 31, 2017 | Nov. 30, 2016 | Mar. 31, 2012 | Dec. 15, 2011 | Mar. 31, 2011 |
Class of Warrant or Right [Line Items] | ||||||||||
Allowed General Unsecured Claims | $ 29,771,000,000 | |||||||||
Disputed General Unsecured Claims | $ 0 | $ 0 | 8,154,000,000 | |||||||
Total aggregate amount of general unsecured claims, both allowed and disputed inclusive of potential Term Loan Avoidance Action Claims | 39,425,000,000 | |||||||||
Reserve for remaining Disputed General Unsecured Claims | 50,000,000 | 50,000,000 | ||||||||
Amount of Term Loan Avoidance Action | 1,500,000,000 | |||||||||
Dividends received | $ 24,700,000 | |||||||||
Contribution from MLC | 52,700,000 | |||||||||
Initial Reporting Cash | $ 5,700,000 | |||||||||
Appropriated Distributable Cash | 35,600,000 | |||||||||
Distributable Cash set aside for projected Trust fees, costs and expenses | 24,700,000 | 24,700,000 | ||||||||
Distributable Cash set aside for potential Taxes on Distribution | 0 | 0 | ||||||||
Residual Wind-Down Assets | 200,000 | 200,000 | $ 42,800,000 | |||||||
Cash received to fund Avoidance Action Defense Costs | 1,400,000 | |||||||||
Residual wind-down assets transferred benefit in prepaid expenses | 2,800,000 | |||||||||
Avoidance action defense costs in excess of corresponding cash | 30,200,000 | 30,200,000 | ||||||||
Expected Residual Wind-Down Claims and Costs | 0 | 0 | ||||||||
Cash received for funding Indenture Trustee Fiscal and Paying Agent Costs and Reporting Costs | 3,400,000 | |||||||||
Cash received for indenture trustee and paying agent costs | 1,400,000 | |||||||||
Cash received for reporting cash | 0 | 0 | 2,000,000 | |||||||
Subsequent Event [Member] | ||||||||||
Class of Warrant or Right [Line Items] | ||||||||||
Motion for Appropriation of Distributable cash to satisfy noticing costs | $ 6,000,000 | |||||||||
Motion for Appropriation of Distributable cash to satisfy settlement payment | $ 15,000,000 | |||||||||
New GM Securities [Member] | ||||||||||
Class of Warrant or Right [Line Items] | ||||||||||
Aggregate sales of new GM Securities to fund costs and expenses | 61,700,000 | |||||||||
Aggregate dividend cash associated with sales of New GM Securities to fund costs | $ 200,000 | |||||||||
Cash and Cash Equivalents and Marketable Securities [Member] | ||||||||||
Class of Warrant or Right [Line Items] | ||||||||||
Remaining Administrative Fund aggregated | 1,717,000 | 1,717,000 | $ 1,743,000 | |||||||
Remaining Administrative Fund Returned to DIP Lenders | $ 6,000,000 | |||||||||
Aggregate Other Administrative Cash | 21,200,000 | 21,200,000 | 14,541,000 | |||||||
Residual Wind-Down Assets | 171,000 | 171,000 | 11,713,000 | $ 40,000,000 | ||||||
Funds for Indenture Trustee/Fiscal Paying Agent Costs | $ 148,000 | $ 148,000 | $ 226,000 | |||||||
New GM Series A Warrants [Member] | ||||||||||
Class of Warrant or Right [Line Items] | ||||||||||
Distributable assets number of securities called by warrants | 136,363,635 | |||||||||
Exercise price per share | $ 10 | |||||||||
Warrants expiration date | Jul. 10, 2016 | |||||||||
Number of securities sold to fund costs and expenses | 948,887 | |||||||||
New GM Series B Warrants [Member] | ||||||||||
Class of Warrant or Right [Line Items] | ||||||||||
Distributable assets number of securities called by warrants | 136,363,635 | |||||||||
Exercise price per share | $ 18.33 | |||||||||
Warrants expiration date | Jul. 10, 2019 | |||||||||
Number of securities sold to fund costs and expenses | 948,887 | |||||||||
New GM Common Stock [Member] | ||||||||||
Class of Warrant or Right [Line Items] | ||||||||||
Distributable assets number of securities | 150,000,000 | |||||||||
Securities authorized for sale | $ 13,700,000 | |||||||||
Number of securities sold to fund costs and expenses | 1,043,801 |
Basis of Presentation and Sig22
Basis of Presentation and Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2013 | Mar. 31, 2012 | |
Accounting Policies [Abstract] | ||||
Liquidation date | Nov. 30, 2020 | |||
Net operating loss carryovers | $ 139.5 | |||
Capital loss carryovers | $ 1.7 | $ 1.7 | $ 22.6 | $ 158.1 |
Net Assets in Liquidation - Add
Net Assets in Liquidation - Additional Information (Detail) | May 03, 2018USD ($) | May 02, 2018USD ($) | Mar. 31, 2011USD ($)Unit | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) |
Net Assets in Liquidation [Line Items] | |||||
Distributable Assets | $ 458,000,000 | ||||
Cash and cash equivalents and marketable securities | 507,700,000 | $ 526,800,000 | |||
Distributable Cash set aside for projected Trust fees, costs and expenses | 24,700,000 | ||||
Distributable cash pending distribution or set aside and not available for distribution | 26,500,000 | ||||
Settlement payment obligation | 15,000,000 | ||||
Accrued investment income | 16,700,000 | 3,400,000 | |||
Number of Trust Units issued per thousand dollars of allowed general unsecured claims | Unit | 1 | ||||
Amount required to issue one Trust Unit per contingent rights | $ 1,000 | ||||
Contingent settlement payment | 15,000,000 | ||||
Avoidance Action Trust Proposed Agreement [Member] | |||||
Net Assets in Liquidation [Line Items] | |||||
Term loan avoidance action claims allowed | 1,400,000 | 300,000 | |||
Liquidation Basis of Accounting [Member] | |||||
Net Assets in Liquidation [Line Items] | |||||
Liquidating distributions payable | 1,825,000 | 9,205,000 | |||
Settlement payment obligation | 15,000,000 | ||||
Accrued investment income | $ 17,495,000 | $ 3,698,000 | |||
Subsequent Event [Member] | |||||
Net Assets in Liquidation [Line Items] | |||||
Motion for Appropriation of Distributable Cash for satisfying noticing costs | $ 6,000,000 | ||||
Motion for Appropriation of Distributable Cash for satisfying settlement payment | $ 15,000,000 |
Net Assets in Liquidation - Sch
Net Assets in Liquidation - Schedule of Cash and Cash Equivalent and Marketable Securities (Detail) - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 15, 2011 |
Cash and Cash Equivalents [Line Items] | |||
Residual Wind-Down Assets | $ 200 | $ 42,800 | |
Total | 507,700 | $ 526,800 | |
Cash and Cash Equivalents and Marketable Securities [Member] | |||
Cash and Cash Equivalents [Line Items] | |||
Distributable Cash (including associated Dividend Cash) | 484,510 | 498,549 | |
Other Administrative Cash | 21,200 | 14,541 | |
Administrative Fund | 1,717 | 1,743 | |
Residual Wind-Down Assets | 171 | 11,713 | $ 40,000 |
Funds for Indenture Trustee / Fiscal Paying Agent Costs | 148 | 226 | |
Total | $ 507,746 | $ 526,772 |
Net Assets in Liquidation - S25
Net Assets in Liquidation - Schedule of GUC Trust Units (Detail) - Trust | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2016 | |
Net Assets [Abstract] | |||
Outstanding or issuable as of beginning of year | 31,854,103 | 31,853,758 | 31,853,702 |
Issued during the year | 1,448 | 298 | 56 |
Less: Issuable as of beginning of year | (47) | ||
Add: Issuable as of end of year | 47 | ||
Outstanding or issuable as of end of year | 31,855,504 | 31,854,103 | 31,853,758 |
Net Assets in Liquidation - S26
Net Assets in Liquidation - Schedule of GUC Trust Units (Parenthetical) (Detail) | Mar. 31, 2011USD ($)Unit | Mar. 31, 2018 |
Net Assets [Abstract] | ||
GUC Trust Units Outstanding or Issuable, description | The number of GUC Trust Units outstanding or issuable as of end of year does not equal the amount of Allowed General Unsecured Claims on a 1 to 1,000 basis as of the corresponding date because of additional GUC Trust Units that were issued due to rounding. | |
Number of Trust Units issued per thousand dollars of allowed general unsecured claims | Unit | 1 | |
Amount required to issue one Trust Unit per contingent rights | $ | $ 1,000 |
Net Assets in Liquidation - All
Net Assets in Liquidation - Allowed and Disputed General Unsecured Claims and Potential Term Loan Avoidance Action Claims (Detail) - USD ($) | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Loss Contingencies [Line Items] | ||
Beginning balance | $ 33,403,235,000 | $ 33,423,630,000 |
New Allowed General Unsecured Claims | 1,401,000 | 346,000 |
Disputed General Unsecured Claims resolved or disallowed | (20,000,000) | |
Term Loan Avoidance Action Claims resolved or disallowed | (4,218,000) | (741,000) |
Ending balance | 33,400,418,000 | 33,403,235,000 |
Allowed General Unsecured Claims [Member] | ||
Loss Contingencies [Line Items] | ||
Beginning balance | 31,854,031,000 | 31,853,685,000 |
New Allowed General Unsecured Claims | 1,401,000 | 346,000 |
Ending balance | 31,855,432,000 | 31,854,031,000 |
Disputed General Unsecured Claims [Member] | ||
Loss Contingencies [Line Items] | ||
Beginning balance | 50,000,000 | 70,000,000 |
Disputed General Unsecured Claims resolved or disallowed | (20,000,000) | |
Ending balance | 50,000,000 | 50,000,000 |
Term Loan Avoidance Action Claims [Member] | ||
Loss Contingencies [Line Items] | ||
Beginning balance | 1,499,204,000 | 1,499,945,000 |
Term Loan Avoidance Action Claims resolved or disallowed | (4,218,000) | (741,000) |
Ending balance | 1,494,986,000 | 1,499,204,000 |
Maximum Amount of Unresolved Claims [Member] | ||
Loss Contingencies [Line Items] | ||
Beginning balance | 1,549,204,000 | 1,569,945,000 |
Disputed General Unsecured Claims resolved or disallowed | (20,000,000) | |
Term Loan Avoidance Action Claims resolved or disallowed | (4,218,000) | (741,000) |
Ending balance | $ 1,544,986,000 | $ 1,549,204,000 |
Net Assets in Liquidation - A28
Net Assets in Liquidation - Allowed and Disputed General Unsecured Claims and Potential Term Loan Avoidance Action Claims (Parenthetical) (Detail) - USD ($) | Mar. 31, 2018 | Mar. 31, 2018 |
Loss Contingency [Abstract] | ||
Amount set aside from distribution for general claim contingency | $ 14,800,000 | |
Distributable cash per $1000 of allowed general claim | $ 296 |
Liquidating Distributions - Sch
Liquidating Distributions - Schedule of Liquidating Distributions (Net Reversal of Liquidating Distributions) (Detail) - Liquidation Basis of Accounting [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2016 | |
Distribution Made to Limited Liability Company (LLC) Member [Line Items] | |||
Distributions during the year | $ 433 | $ 112,382 | $ 130,248 |
Less: Liquidating distributions payable as of beginning of year | (9,205) | (6,213) | (7,714) |
Add: Liquidating distributions payable as of end of year | 1,825 | 9,205 | 6,213 |
Total | $ (6,947) | $ 115,374 | $ 128,747 |
Liquidating Distributions - Add
Liquidating Distributions - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2016 | |
Distribution Made to Limited Partner [Line Items] | |||
Cash distributions payable | $ 1,800 | ||
Liquidation Basis of Accounting [Member] | |||
Distribution Made to Limited Partner [Line Items] | |||
Net reversal of liquidating distributions | $ (6,947) | $ 115,374 | $ 128,747 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Transfers between fair value amount | $ 0 | $ 0 |
Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets measured | 0 | 0 |
Liquidating distributions payable | $ 0 | $ 0 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - Liquidation Basis of Accounting [Member] - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 |
Liabilities: | ||
Liquidating distributions payable | $ 1,825 | $ 9,205 |
Fair Value, Measurements, Recurring [Member] | ||
Assets: | ||
Total Assets | 505,723 | 524,561 |
Liabilities: | ||
Liquidating distributions payable | 1,825 | 9,205 |
Fair Value, Measurements, Recurring [Member] | Cash Equivalents [Member] | Money Market Funds [Member] | ||
Assets: | ||
Total Assets | 540 | 2,109 |
Fair Value, Measurements, Recurring [Member] | Marketable Securities [Member] | U.S. Treasury Bills [Member] | ||
Assets: | ||
Total Assets | 505,183 | 522,452 |
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | ||
Assets: | ||
Total Assets | 540 | 2,109 |
Liabilities: | ||
Liquidating distributions payable | 1,825 | 9,205 |
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | Cash Equivalents [Member] | Money Market Funds [Member] | ||
Assets: | ||
Total Assets | 540 | 2,109 |
Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | ||
Assets: | ||
Total Assets | 505,183 | 522,452 |
Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | Marketable Securities [Member] | U.S. Treasury Bills [Member] | ||
Assets: | ||
Total Assets | $ 505,183 | $ 522,452 |
Reserves for Expected Costs o33
Reserves for Expected Costs of Liquidation and Residual Wind-Down Claims and Costs - Summary of Activity in Reserves for Expected Costs of Liquidation (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2016 | |
Restructuring Cost and Reserve [Line Items] | |||
Beginning Balance | $ 18,903 | $ 23,399 | $ 30,055 |
Plus additions to reserves | 33,948 | 12,123 | 7,711 |
Less liquidation costs incurred: | |||
Less funds returned to DIP Lenders | (6,000) | ||
Ending Balance | 38,087 | 18,903 | 23,399 |
Liquidation Basis of Accounting [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Beginning Balance | 18,903 | ||
Less liquidation costs incurred: | |||
Ending Balance | 38,087 | 18,903 | |
Liquidation Basis of Accounting [Member] | Trust Professionals [Member] | |||
Less liquidation costs incurred: | |||
Liquidation costs incurred | (10,093) | (5,589) | (7,916) |
Liquidation Basis of Accounting [Member] | Trust Governance [Member] | |||
Less liquidation costs incurred: | |||
Liquidation costs incurred | (4,404) | (4,716) | (5,309) |
Liquidation Basis of Accounting [Member] | Other Administrative Expenses [Member] | |||
Less liquidation costs incurred: | |||
Liquidation costs incurred | (267) | (314) | (1,142) |
Reserve for Expected Wind-Down Costs [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Beginning Balance | 9,851 | 16,727 | 21,089 |
Plus additions to reserves | 25,351 | 5,325 | 5,592 |
Less liquidation costs incurred: | |||
Less funds returned to DIP Lenders | (6,000) | ||
Ending Balance | 25,204 | 9,851 | 16,727 |
Reserve for Expected Wind-Down Costs [Member] | Liquidation Basis of Accounting [Member] | Trust Professionals [Member] | |||
Less liquidation costs incurred: | |||
Liquidation costs incurred | (7,424) | (3,295) | (5,625) |
Reserve for Expected Wind-Down Costs [Member] | Liquidation Basis of Accounting [Member] | Trust Governance [Member] | |||
Less liquidation costs incurred: | |||
Liquidation costs incurred | (2,523) | (2,848) | (3,438) |
Reserve for Expected Wind-Down Costs [Member] | Liquidation Basis of Accounting [Member] | Other Administrative Expenses [Member] | |||
Less liquidation costs incurred: | |||
Liquidation costs incurred | (51) | (58) | (891) |
Reserve for Expected Reporting Costs [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Beginning Balance | 8,827 | 6,379 | 8,602 |
Plus additions to reserves | 8,597 | 6,798 | 2,119 |
Less liquidation costs incurred: | |||
Ending Balance | 12,739 | 8,827 | 6,379 |
Reserve for Expected Reporting Costs [Member] | Liquidation Basis of Accounting [Member] | Trust Professionals [Member] | |||
Less liquidation costs incurred: | |||
Liquidation costs incurred | (2,669) | (2,294) | (2,291) |
Reserve for Expected Reporting Costs [Member] | Liquidation Basis of Accounting [Member] | Trust Governance [Member] | |||
Less liquidation costs incurred: | |||
Liquidation costs incurred | (1,800) | (1,800) | (1,800) |
Reserve for Expected Reporting Costs [Member] | Liquidation Basis of Accounting [Member] | Other Administrative Expenses [Member] | |||
Less liquidation costs incurred: | |||
Liquidation costs incurred | (216) | (256) | (251) |
Reserve for Indenture Trustee/Fiscal and Paying Agent Costs [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Beginning Balance | 225 | 293 | 364 |
Less liquidation costs incurred: | |||
Ending Balance | 144 | 225 | 293 |
Reserve for Indenture Trustee/Fiscal and Paying Agent Costs [Member] | Liquidation Basis of Accounting [Member] | Trust Governance [Member] | |||
Less liquidation costs incurred: | |||
Liquidation costs incurred | $ (81) | $ (68) | $ (71) |
Reserves for Expected Costs o34
Reserves for Expected Costs of Liquidation and Residual Wind-Down Claims and Costs - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2016 | |
Restructuring Cost and Reserve [Line Items] | |||
Net increase additions to reserves for Expected Costs of Liquidation | $ 33,948 | $ 12,123 | $ 7,711 |
Expected liquidation end date | Nov. 30, 2020 | ||
Reserve for Expected Wind-Down Costs [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Net increase additions to reserves for Expected Costs of Liquidation | $ 25,351 | 5,325 | 5,592 |
Reserve for Expected Reporting Costs [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Net increase additions to reserves for Expected Costs of Liquidation | $ 8,597 | $ 6,798 | $ 2,119 |
Reserves for Expected Costs o35
Reserves for Expected Costs of Liquidation and Residual Wind-Down Claims and Costs - Summary of Activity in Reserves for Residual Wind-Down Claims and Costs (Detail) - Liquidation Basis of Accounting [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2016 | |
Restructuring Cost and Reserve [Line Items] | |||
Balance, beginning of year | $ 966 | $ 19,957 | $ 26,629 |
Plus net addition to reserves | 9 | 237 | |
Plus reclassification of accrued liability | 9 | 417 | |
Less claims allowed during the period | (815) | (19,641) | (6,661) |
Less costs incurred by trust professionals | (4) | (11) | |
Balance, end of year | $ 169 | $ 966 | $ 19,957 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | Apr. 01, 2018 | Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2013 | Mar. 31, 2012 |
Tax Credit Carryforward [Line Items] | ||||||
Current tax benefit or provision | $ 0 | $ 0 | $ 0 | |||
Income taxes paid | 0 | 0 | 0 | |||
Deferred tax benefit or provision | $ 0 | 0 | $ 0 | |||
Federal income tax rate | 39.60% | |||||
Capital losses carryovers | $ 1,700,000 | 1,700,000 | $ 22,600,000 | $ 158,100,000 | ||
Net operating loss carryovers | $ 139,500,000 | |||||
Remaining capital loss carryovers expire | Mar. 31, 2020 | |||||
Net operating loss carryovers begin to expire | Mar. 31, 2032 | |||||
Deferred tax asset | $ 52,217,000 | 60,747,000 | ||||
Deferred tax assets, valuation allowance | 60,179,000 | 67,286,000 | ||||
Change in valuation allowance against net deferred tax assets | 7,100,000 | 54,200,000 | ||||
Tax Year 2013 [Member] | ||||||
Tax Credit Carryforward [Line Items] | ||||||
Capital losses carryovers | $ 22.6 | |||||
Tax Year 2012 [Member] | ||||||
Tax Credit Carryforward [Line Items] | ||||||
Capital losses carryovers | $ 158.1 | |||||
Subsequent Event [Member] | ||||||
Tax Credit Carryforward [Line Items] | ||||||
Federal income tax rate | 37.00% | |||||
Internal Revenue Service (IRS) [Member] | ||||||
Tax Credit Carryforward [Line Items] | ||||||
Statutory notification period | 60 days |
Income Taxes - Summary of Defer
Income Taxes - Summary of Deferred Taxes (Detail) - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 |
Deferred tax assets: | ||
Reserves for expected costs of liquidation and Residual Wind-Down Claims and Costs | $ 14,155 | $ 7,868 |
Net operating and capital loss carryovers | 52,217 | 60,747 |
Gross deferred tax assets | 66,372 | 68,615 |
Less: Valuation allowance | (60,179) | (67,286) |
Deferred tax asset, net of valuation allowance | 6,193 | 1,329 |
Deferred tax liabilities: | ||
Accrued investment income | (6,193) | (1,329) |
Gross deferred tax liabilities | (6,193) | (1,329) |
Net deferred taxes | $ 0 | $ 0 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - Wilmington Trust Company [Member] - USD ($) | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2016 | |
Related Party Transaction [Line Items] | |||
Indenture trustee fees | $ 0 | $ 0 | $ 0 |
Standard fees and commissions | $ 300,000 | $ 300,000 | $ 200,000 |