Guarantor Consolidating Financial Statements

The payment of principal and interest on senior notes issued by our top-tier holding company is currently guaranteed solely by AFSI (the "Guarantor") and none of our other subsidiaries (the "Non-Guarantor Subsidiaries"). The Guarantor is a 100% owned consolidated subsidiary and is unconditionally liable for the obligations represented by the senior notes. The Guarantor’s guarantee may be released only upon customary circumstances, the terms of which vary by issuance. Customary circumstances include the sale or disposition of all of the Guarantor’s assets or capital stock, the achievement of investment grade rating of the senior notes and legal or covenant defeasance.

The consolidating financial statements present consolidating financial data for (i) General Motors Financial Company, Inc. (on a parent-only basis), (ii) the Guarantor, (iii) the combined Non-Guarantor Subsidiaries and (iv) the parent company and our subsidiaries on a consolidated basis at December 31, 2015 and December 31, 2014 and for the years ended December 31, 2015, 2014 and 2013 (after the elimination of intercompany balances and transactions).

Investments in subsidiaries are accounted for by the parent company using the equity method for purposes of this presentation. Results of operations of subsidiaries are therefore reflected in the parent company's investment accounts and earnings. The principal elimination entries set forth below eliminate investments in subsidiaries and intercompany balances and transactions.

We determined that a revision was required to correct the classification of certain intercompany amounts between General Motors Financial Company Inc. and Guarantor and Non-Guarantor Subsidiaries that were previously being presented net within the change in the due from/due to affiliates line item in the consolidating balance sheet in the financing activities section of the consolidating statements of cash flows for the years ended December 31, 2014 and 2013. As a result, correcting adjustments have been made from what was previously reported to (1) reclassify $3.1 billion and $1.5 billion of the net change in the due from affiliates for General Motors Financial Company, Inc. within the consolidating statements of cash flows to the investing activities section for 2014 and 2013, respectively; (2) reclassify $443 million and $159 million of the net change in the due from affiliates for the Guarantor within the consolidating statements of cash flows to the investing activities section for 2014 and 2013, respectively; (3) reclassify $400 million of the net change of the due to affiliates for the Non-Guarantor subsidiaries within the consolidated statement of cash flow to the investing activities section for 2014; and (4) report a $2.0 billion due from affiliates for the Guarantor within the consolidating balance sheet at December 31, 2014 that was previously presented net within the due to affiliates line. In addition, reclassifications have been made solely within the investing activities section of the consolidating statements of cash flows to separately present cash flow activities related to repurchases by the Guarantor of receivables that had previously been transferred to Non-Guarantor Subsidiaries of $1.4 billion and $1.0 billion for 2014 and 2013, respectively. These adjustments had no effect on the consolidated financial statements at or for the years ended December 31, 2014 or 2013.

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONSOLIDATING BALANCE SHEET

December 31, 2015

(in millions)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors			Eliminations			Consolidated
Assets
Cash and cash equivalents	$	—		$	2,259		$	802		$	—		$	3,061
Finance receivables, net	—			4,808			31,973			—			36,781
Leased vehicles, net	—			—			20,172			—			20,172
Restricted cash	—			60			1,881			—			1,941
Goodwill	1,095			—			94			—			1,189
Equity in net assets of non-consolidated affiliates	—			—			986			—			986
Property and equipment, net	—			41			178			—			219
Deferred income taxes	212			—			179			(160		)	231
Related party receivables	—			27			546			—			573
Other assets	32			32			687			—			751
Due from affiliates	15,573			7,556			—			(23,129		)	—
Investment in affiliates	8,476			6,425			—			(14,901		)	—
Total assets	$	25,388		$	21,208		$	57,498		$	(38,190	)	$	65,904
Liabilities and Shareholder's Equity
Liabilities
Secured debt	$	—		$	—		$	30,689		$	—		$	30,689
Unsecured debt	17,087			—			6,570			—			23,657
Accounts payable and accrued expenses	181			717			320			—			1,218
Deferred income	—			—			1,454			—			1,454
Deferred income taxes	—			289			—			(160		)	129
Related party payable	—			—			362			—			362
Other liabilities	68			34			241			—			343
Due to affiliates	—			15,495			7,634			(23,129		)	—
Total liabilities	17,336			16,535			47,270			(23,289		)	57,852
Shareholder's equity
Common stock	—			—			698			(698		)	—
Additional paid-in capital	6,484			79			6,490			(6,569		)	6,484
Accumulated other comprehensive loss	(1,104		)	(175		)	(1,095		)	1,270			(1,104		)
Retained earnings	2,672			4,769			4,135			(8,904		)	2,672
Total shareholder's equity	8,052			4,673			10,228			(14,901		)	8,052
Total liabilities and shareholder's equity	$	25,388		$	21,208		$	57,498		$	(38,190	)	$	65,904

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONSOLIDATING BALANCE SHEET

December 31, 2014

(in millions)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors			Eliminations			Consolidated
Assets
Cash and cash equivalents	$	—		$	2,266		$	708		$	—		$	2,974
Finance receivables, net	—			2,401			30,599			—			33,000
Leased vehicles, net	—			—			7,060			—			7,060
Restricted cash	—			17			2,054			—			2,071
Goodwill	1,095			—			149			—			1,244
Property and equipment, net	—			23			149			—			172
Deferred income taxes	28			—			601			(288		)	341
Related party receivables	—			11			373			—			384
Other assets	29			18			315			—			362
Due from affiliates	6,787			1,965			400			(9,152		)	—
Investment in affiliates	7,684			4,059			—			(11,743		)	—
Total assets	$	15,623		$	10,760		$	42,408		$	(21,183	)	$	47,608
Liabilities and Shareholder's Equity
Liabilities
Secured debt	$	—		$	—		$	25,173		$	—		$	25,173
Unsecured debt	7,435			—			4,707			—			12,142
Accounts payable and accrued expenses	78			156			768			—			1,002
Deferred income	—			—			392			—			392
Deferred income taxes	—			288			20			(288		)	20
Related party taxes payable	636			—			—			—			636
Related party payable	—			—			433			—			433
Other liabilities	82			12			324			—			418
Due to affiliates	—			6,129			3,023			(9,152		)	—
Total liabilities	8,231			6,585			34,840			(9,440		)	40,216
Shareholder's equity
Common stock	—			—			690			(690		)	—
Additional paid-in capital	5,799			79			4,064			(4,143		)	5,799
Accumulated other comprehensive loss	(433		)	(64		)	(410		)	474			(433		)
Retained earnings	2,026			4,160			3,224			(7,384		)	2,026
Total shareholder's equity	7,392			4,175			7,568			(11,743		)	7,392
Total liabilities and shareholder's equity	$	15,623		$	10,760		$	42,408		$	(21,183	)	$	47,608

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONSOLIDATING STATEMENT OF INCOME

Year Ended December 31, 2015

(in millions)



	General Motors Financial Company, Inc.			Guarantor		Non- Guarantors		Eliminations			Consolidated
Revenue
Finance charge income	$	—		$	403	$	2,978	$	—		$	3,381
Leased vehicle income	—			—		2,807		—			2,807
Other income	13			505		139		(391		)	266
Total revenue	13			908		5,924		(391		)	6,454
Costs and expenses
Salaries and benefits	—			332		394		—			726
Other operating expenses	64			105		649		(251		)	567
Total operating expenses	64			437		1,043		(251		)	1,293
Leased vehicle expenses	—			—		2,200		—			2,200
Provision for loan losses	—			398		226		—			624
Interest expense	488			18		1,250		(140		)	1,616
Total costs and expenses	552			853		4,719		(391		)	5,733
Equity income	941			579		116		(1,520		)	116
Income before income taxes	402			634		1,321		(1,520		)	837
Income tax (benefit) provision	(244		)	25		410		—			191
Net income	$	646		$	609	$	911	$	(1,520	)	$	646

Comprehensive (loss) income	$	(25	)	$	498	$	225	$	(723	)	$	(25	)

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONSOLIDATING STATEMENT OF INCOME

Year Ended December 31, 2014

(in millions)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors		Eliminations			Consolidated
Revenue
Finance charge income	$	—		$	194		$	3,281	$	—		$	3,475
Leased vehicle income	—			—			1,090		—			1,090
Other income	68			432			178		(389		)	289
Total revenue	68			626			4,549		(389		)	4,854
Costs and expenses
Salaries and benefits	—			249			365		—			614
Other operating expenses	159			(17		)	657		(251		)	548
Total operating expenses	159			232			1,022		(251		)	1,162
Leased vehicle expenses	—			—			847		—			847
Provision for loan losses	—			334			270		—			604
Interest expense	232			23			1,309		(138		)	1,426
Total costs and expenses	391			589			3,448		(389		)	4,039
Equity income	757			523			—		(1,280		)	—
Income before income taxes	434			560			1,101		(1,280		)	815
Income tax (benefit) provision	(103		)	12			369		—			278
Net income	$	537		$	548		$	732	$	(1,280	)	$	537

Comprehensive income	$	93		$	491		$	298	$	(789	)	$	93

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONSOLIDATING STATEMENT OF INCOME

Year Ended December 31, 2013

(in millions)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors		Eliminations			Consolidated
Revenue
Finance charge income	$	—		$	140		$	2,423	$	—		$	2,563
Leased vehicle income	—			—			595		—			595
Other income	56			433			105		(408		)	186
Total revenue	56			573			3,123		(408		)	3,344
Costs and expenses
Salaries and benefits	—			216			232		—			448
Other operating expenses	(100		)	228			441		(247		)	322
Total operating expenses	(100		)	444			673		(247		)	770
Leased vehicle expenses	—			—			453		—			453
Provision for loan losses	—			239			236		—			475
Interest expense	180			37			665		(161		)	721
Acquisition and integration expenses	—			—			42		—			42
Total costs and expenses	80			720			2,069		(408		)	2,461
Equity income	584			551			—		(1,135		)	—
Income before income taxes	560			404			1,054		(1,135		)	883
Income tax (benefit) provision	(6		)	(42		)	365		—			317
Net income	$	566		$	446		$	689	$	(1,135	)	$	566

Comprehensive income	$	580		$	449		$	700	$	(1,149	)	$	580

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONSOLIDATING STATEMENT OF CASH FLOWS

Year Ended December 31, 2015

(in millions)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors			Eliminations			Consolidated
Cash flows from operating activities
Net income	$	646		$	609		$	911		$	(1,520	)	$	646
Adjustments to reconcile net income to net cash (used in) provided by operating activities
Depreciation and amortization	28			3			2,372			—			2,403
Accretion and amortization of loan and leasing fees	—			25			(634		)	—			(609		)
Amortization of carrying value adjustment	—			(14		)	(135		)	—			(149		)
Equity in income of affiliates	(941		)	(579		)	(116		)	1,520			(116		)
Provision for loan losses	—			398			226			—			624
Deferred income taxes	(189		)	2			319			—			132
Stock-based compensation expense	33			—			3			—			36
Other	32			(5		)	(64		)	—			(37		)
Changes in assets and liabilities:
Other assets	(3		)	25			(126		)	—			(104		)
Accounts payable and accrued expenses	100			531			(349		)	—			282
Taxes payable	(12		)	1			(9		)	—			(20		)
Related party taxes payable	(636		)	—			—			—			(636		)
Related party payables	1			—			(14		)	—			(13		)
Net cash (used in) provided by operating activities	(941		)	996			2,384			—			2,439
Cash flows from investing activities
Purchases of retail finance receivables, net	—			(13,997		)	(16,981		)	13,461			(17,517		)
Principal collections and recoveries on retail finance receivables	—			755			10,971			—			11,726
Proceeds from transfer of retail finance receivables, net	—			10,428			3,033			(13,461		)	—
Net funding of commercial finance receivables	—			6			(1,023		)	—			(1,017		)
Purchases of leased vehicles, net	—			—			(15,337		)	—			(15,337		)
Proceeds from termination of leased vehicles	—			—			1,096			—			1,096
Acquisition of international operations	(513		)	(536		)	—			—			(1,049		)
Disposition of equity interest	—			125			—			—			125
Purchases of property and equipment	—			(21		)	(69		)	—			(90		)
Change in restricted cash	—			(43		)	(221		)	—			(264		)
Change in other assets	—			—			30			—			30
Net change in due from affiliates	(8,819		)	(5,593		)	—			14,412			—
Net change in investment in affiliates	(6		)	(1,893		)	—			1,899			—
Net cash used in investing activities	(9,338		)	(10,769		)	(18,501		)	16,311			(22,297		)
Cash flows from financing activities
Net change in debt (original maturities less than three months)	—			—			1,147			—			1,147
Borrowings and issuance of secured debt	—			—			22,385			—			22,385
Payments on secured debt	—			—			(15,178		)	—			(15,178		)
Borrowings and issuance of unsecured debt	9,687			—			3,290			—			12,977
Payments on unsecured debt	—			—			(1,709		)	—			(1,709		)
Net capital contributions	649			—			1,899			(1,899		)	649
Debt issuance costs	(58		)	—			(97		)	—			(155		)
Other	1			—			—			—			1
Net change in due to affiliates	—			9,766			4,646			(14,412		)	—
Net cash provided by financing activities	10,279			9,766			16,383			(16,311		)	20,117
Net increase (decrease) in cash and cash equivalents	—			(7		)	266			—			259
Effect of foreign exchange rate changes on cash and cash equivalents	—			—			(172		)	—			(172		)
Cash and cash equivalents at beginning of period	—			2,266			708			—			2,974
Cash and cash equivalents at end of period	$	—		$	2,259		$	802		$	—		$	3,061

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONSOLIDATING STATEMENT OF CASH FLOWS

Year Ended December 31, 2014

(in millions)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors			Eliminations			Consolidated
Cash flows from operating activities
Net income	$	537		$	548		$	732		$	(1,280	)	$	537
Adjustments to reconcile net income to net cash (used in) provided by operating activities
Depreciation and amortization	14			2			976			—			992
Accretion and amortization of loan and leasing fees	—			4			(367		)	—			(363		)
Amortization of carrying value adjustment	—			(4		)	(230		)	—			(234		)
Equity in income of affiliates	(757		)	(523		)	—			1,280			—
Provision for loan losses	—			334			270			—			604
Deferred income taxes	1			127			(211		)	—			(83		)
Stock-based compensation expense	18			—			1			—			19
Other	137			(2		)	47			—			182
Changes in assets and liabilities:
Other assets	(18		)	(14		)	(56		)	—			(88		)
Accounts payable and accrued expenses	36			(25		)	122			—			133
Taxes payable	(3		)	—			(60		)	—			(63		)
Related party taxes payable	(7		)	—			—			—			(7		)
Related party payable	—			—			5			—			5
Net cash (used in) provided by operating activities	(42		)	447			1,229			—			1,634
Cash flows from investing activities
Purchases of retail finance receivables, net	—			(8,220		)	(14,321		)	7,792			(14,749		)
Principal collections and recoveries on retail finance receivables	—			(99		)	10,959			—			10,860
Proceeds from transfer of retail finance receivables, net	—			6,369			1,423			(7,792		)	—
Net funding of commercial finance receivables	—			(128		)	(1,770		)	—			(1,898		)
Purchases of leased vehicles, net	—			—			(4,882		)	—			(4,882		)
Proceeds from termination of leased vehicles	—			—			533			—			533
Acquisition of international operations	(46		)	—			—			—			(46		)
Purchases of property and equipment	—			(20		)	(32		)	—			(52		)
Change in restricted cash	—			3			(235		)	—			(232		)
Change in other assets	—			—			(2		)	—			(2		)
Net change in due from affiliates	(3,149		)	(443		)	(400		)	3,992			—
Net change in investment in affiliates	(357		)	(27		)	—			384			—
Net cash used in investing activities	(3,552		)	(2,565		)	(8,727		)	4,376			(10,468		)
Cash flows from financing activities
Net change in debt (original maturities less than three months)	—			—			470			—			470
Borrowings and issuance of secured debt	—			—			21,080			—			21,080
Payments on secured debt	—			—			(16,890		)	—			(16,890		)
Borrowings and issuance of unsecured debt	3,500			—			3,674			—			7,174
Payments on unsecured debt	—			—			(1,889		)	—			(1,889		)
Net capital contributions	996			—			382			(382		)	996
Debt issuance costs	(39		)	—			(88		)	—			(127		)
Net change in due to affiliates	(863		)	3,989			866			(3,992		)	—
Net cash provided by financing activities	3,594			3,989			7,605			(4,374		)	10,814
Net increase (decrease) in cash and cash equivalents	—			1,871			107			2			1,980
Effect of foreign exchange rate changes on cash and cash equivalents	—			—			(78		)	(2		)	(80		)
Cash and cash equivalents at beginning of period	—			395			679			—			1,074
Cash and cash equivalents at end of period	$	—		$	2,266		$	708		$	—		$	2,974

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONSOLIDATING STATEMENT OF CASH FLOWS

Year Ended December 31, 2013

(in millions)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors			Eliminations			Consolidated
Cash flows from operating activities
Net income	$	566		$	446		$	689		$	(1,135	)	$	566
Adjustments to reconcile net income to net cash (used in) provided by operating activities
Depreciation and amortization	8			2			535			—			545
Accretion and amortization of loan and leasing fees	—			2			(90		)	—			(88		)
Amortization of carrying value adjustment	—			(2		)	(92		)	—			(94		)
Equity in income of affiliates	(584		)	(551		)	—			1,135			—
Provision for loan losses	—			239			236			—			475
Deferred income taxes	9			133			37			—			179
Stock-based compensation expense	9			—			—			—			9
Other	(118		)	—			(49		)	—			(167		)
Changes in assets and liabilities
Other assets	(71		)	22			(78		)	—			(127		)
Accounts payable and accrued expenses	73			34			88			—			195
Taxes payable	(6		)	(5		)	31			—			20
Related party taxes payable	84			—			—			—			84
Related party payable	—			—			(39		)	—			(39		)
Net cash (used in) provided by operating activities	(30		)	320			1,268			—			1,558
Cash flows from investing activities
Purchases of retail finance receivables, net	—			(6,119		)	(11,360		)	7,906			(9,573		)
Principal collections and recoveries on retail finance receivables	—			(124		)	7,648			—			7,524
Proceeds from transfer of retail finance receivables, net	—			6,921			985			(7,906		)	—
Net funding of commercial finance receivables	—			39			(1,351		)	46			(1,266		)
Purchases of leased vehicles, net	—			—			(2,262		)	—			(2,262		)
Proceeds from termination of leased vehicles	—			—			217			—			217
Acquisition of international operations	(3,222		)	—			607			—			(2,615		)
Purchases of property and equipment	—			(3		)	(13		)	—			(16		)
Change in restricted cash	—			(16		)	(251		)	—			(267		)
Change in other assets	—			—			3			—			3
Net change in due from affiliates	(1,531		)	(1,022		)	—			2,553			—
Net change in investment in affiliates	(29		)	(818		)	—			847			—
Net cash used in investing activities	(4,782		)	(1,142		)	(5,777		)	3,446			(8,255		)
Cash flows from financing activities
Borrowings and issuance of secured debt	—			—			17,378			—			17,378
Payments on secured debt	—			—			(13,222		)	—			(13,222		)
Borrowings and issuance of unsecured debt	2,500			—			2,724			—			5,224
Payments on unsecured debt	—			—			(2,699		)	—			(2,699		)
Borrowings on related party line of credit	1,100			—			—			—			1,100
Payments on related party line of credit	(1,100		)	—			—			—			(1,100		)
Repayment of debt to Ally Financial	—			—			(1,416		)	—			(1,416		)
Net capital contribution	1,478			—			672			(850		)	1,300
Debt issuance costs	(30		)	—			(46		)	—			(76		)
Other	1			—			1			—			2
Net change in due to affiliates	863			(35		)	1,771			(2,599		)	—
Net cash provided by (used in) financing activities	4,812			(35		)	5,163			(3,449		)	6,491
Net increase (decrease) in cash and cash equivalents	—			(857		)	654			(3		)	(206		)
Effect of foreign exchange rate changes on cash and cash equivalents	—			—			(12		)	3			(9		)
Cash and cash equivalents at beginning of period	—			1,252			37			—			1,289
Cash and cash equivalents at end of period	$	—		$	395		$	679		$	—		$	1,074