Guarantor Condensed 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 in certain circumstances, including the sale or disposition of all of the Guarantor’s assets or capital stock, legal or covenant defeasance, and the discharge of certain guaranteed senior notes. Our currently outstanding $500 million 6.75% senior notes mature on June 1, 2018, and when, among other things, such notes are discharged on or before the stated maturity date, the Guarantor's guarantees on all outstanding senior notes will be automatically and unconditionally released and discharged.

The condensed 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 March 31, 2018 and December 31, 2017, and for the three months ended March 31, 2018 and 2017 (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.

CONDENSED CONSOLIDATING BALANCE SHEET

March 31, 2018

(Unaudited)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors			Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	—		$	3,086		$	1,092		$	—		$	4,178
Finance receivables, net	—			11,114			32,659			—			43,773
Leased vehicles, net	—			—			43,444			—			43,444
Goodwill	1,095			—			103			—			1,198
Equity in net assets of non-consolidated affiliate	—			—			1,281			—			1,281
Related party receivables	—			91			568			—			659
Other assets	633			2,045			4,899			(1,088		)	6,489
Due from affiliates	38,038			23,975			—			(62,013		)	—
Investment in affiliates	10,436			6,844			—			(17,280		)	—
Total assets	$	50,202		$	47,155		$	84,046		$	(80,381	)	$	101,022
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities
Secured debt	$	—		$	—		$	39,871		$	(430	)	$	39,441
Unsecured debt	39,055			—			5,024			—			44,079
Deferred income	—			—			3,336			—			3,336
Related party payables	2			—			130			—			132
Other liabilities	397			1,429			2,118			(658		)	3,286
Due to affiliates	—			37,772			24,241			(62,013		)	—
Total liabilities	39,454			39,201			74,720			(63,101		)	90,274
Shareholders' equity
Common stock	—			—			698			(698		)	—
Preferred stock	—			—			—			—			—
Additional paid-in capital	7,541			79			2,128			(2,207		)	7,541
Accumulated other comprehensive loss	(708		)	(133		)	(661		)	794			(708		)
Retained earnings	3,915			8,008			7,161			(15,169		)	3,915
Total shareholders' equity	10,748			7,954			9,326			(17,280		)	10,748
Total liabilities and shareholders' equity	$	50,202		$	47,155		$	84,046		$	(80,381	)	$	101,022

CONDENSED CONSOLIDATING BALANCE SHEET

December 31, 2017

(Unaudited)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors			Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	—		$	3,535		$	730		$	—		$	4,265
Finance receivables, net	—			9,569			32,603			—			42,172
Leased vehicles, net	—			—			42,882			—			42,882
Goodwill	1,095			—			102			—			1,197
Equity in net assets of non-consolidated affiliate	—			—			1,187			—			1,187
Related party receivables	2			23			284			—			309
Other assets	558			1,497			3,920			(972		)	5,003
Due from affiliates	35,312			22,603			—			(57,915		)	—
Investment in affiliates	9,870			6,426			—			(16,296		)	—
Total assets	$	46,837		$	43,653		$	81,708		$	(75,183	)	$	97,015
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities
Secured debt	$	—		$	—		$	40,289		$	(402	)	$	39,887
Unsecured debt	36,145			—			4,685			—			40,830
Deferred income	—			—			3,221			—			3,221
Related party payables	2			—			90			—			92
Other liabilities	396			967			1,898			(570		)	2,691
Due to affiliates	—			35,110			22,805			(57,915		)	—
Total liabilities	36,543			36,077			72,988			(58,887		)	86,721
Shareholders' equity
Common stock	—			—			698			(698		)	—
Preferred stock	—			—			—			—			—
Additional paid-in capital	7,525			79			2,123			(2,202		)	7,525
Accumulated other comprehensive loss	(768		)	(109		)	(714		)	823			(768		)
Retained earnings	3,537			7,606			6,613			(14,219		)	3,537
Total shareholders' equity	10,294			7,576			8,720			(16,296		)	10,294
Total liabilities and shareholders' equity	$	46,837		$	43,653		$	81,708		$	(75,183	)	$	97,015

CONDENSED CONSOLIDATING STATEMENT OF INCOME

Three Months Ended March 31, 2018

(Unaudited)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors		Eliminations			Consolidated
Revenue
Finance charge income	$	—		$	169		$	697	$	—		$	866
Leased vehicle income	—			—			2,447		—			2,447
Other income	2			311			28		(243		)	98
Total revenue	2			480			3,172		(243		)	3,411
Costs and expenses
Salaries and benefits	—			181			40		—			221
Other operating expenses	82			(16		)	216		(138		)	144
Total operating expenses	82			165			256		(138		)	365
Leased vehicle expenses	—			—			1,787		—			1,787
Provision for loan losses	—			88			48		—			136
Interest expense	101			290			446		(105		)	732
Total costs and expenses	183			543			2,537		(243		)	3,020
Equity income	475			442			52		(917		)	52
Income before income taxes	294			379			687		(917		)	443
Income tax (benefit) provision	(75		)	(23		)	172		—			74
Net income	369			402			515		(917		)	369

Net income attributable to common shareholder	$	355		$	402		$	515	$	(917	)	$	355

Comprehensive income	$	429		$	378		$	568	$	(946	)	$	429

CONDENSED CONSOLIDATING STATEMENT OF INCOME

Three Months Ended March 31, 2017

(Unaudited)



	General Motors Financial Company, Inc.			Guarantor		Non- Guarantors			Eliminations			Consolidated
Revenue
Finance charge income	$	—		$	95	$	657		$	—		$	752
Leased vehicle income	—			—		1,931			—			1,931
Other income	—			273		(9		)	(199		)	65
Total revenue	—			368		2,579			(199		)	2,748
Costs and expenses
Salaries and benefits	—			163		36			—			199
Other operating expenses	7			44		190			(110		)	131
Total operating expenses	7			207		226			(110		)	330
Leased vehicle expenses	—			—		1,429			—			1,429
Provision for loan losses	—			73		138			—			211
Interest expense	235			33		417			(89		)	596
Total costs and expenses	242			313		2,210			(199		)	2,566
Equity income	315			215		47			(530		)	47
Income from continuing operations before income taxes	73			270		416			(530		)	229
Income tax (benefit) provision	(129		)	26		153			—			50
Income from continuing operations	202			244		263			(530		)	179
Income from discontinued operations, net of tax	—			—		23			—			23
Net income	$	202		$	244	$	286		$	(530	)	$	202

Comprehensive income	$	292		$	248	$	386		$	(634	)	$	292

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

Three Months Ended March 31, 2018

(Unaudited)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors			Eliminations			Consolidated
Net cash (used in) provided by operating activities	$	(324	)	$	(47	)	$	2,040		$	—		$	1,669
Cash flows from investing activities
Purchases of retail finance receivables, net	—			(5,289		)	(4,074		)	4,290			(5,073		)
Principal collections and recoveries on retail finance receivables	—			828			2,748			—			3,576
Proceeds from transfer of retail finance receivables, net	—			3,135			1,155			(4,290		)	—
Net funding (collections) of commercial finance receivables	—			(322		)	354			—			32
Purchases of leased vehicles, net	—			—			(4,496		)	—			(4,496		)
Proceeds from termination of leased vehicles	—			—			2,379			—			2,379
Other investing activities	—			(44		)	(4		)	28			(20		)
Net change in due from affiliates	(2,726		)	(1,372		)	—			4,098			—
Net change in investment in affiliates	(5		)	—			5			—			—
Net cash used in investing activities	(2,731		)	(3,064		)	(1,933		)	4,126			(3,602		)
Cash flows from financing activities
Net change in debt (original maturities less than three months)	48			—			(25		)	—			23
Borrowings and issuances of secured debt	—			—			5,630			(28		)	5,602
Payments on secured debt	—			—			(6,166		)	—			(6,166		)
Borrowings and issuances of unsecured debt	3,053			—			808			—			3,861
Payments on unsecured debt	—			—			(486		)	—			(486		)
Debt issuance costs	(16		)	—			(24		)	—			(40		)
Dividends paid	(30		)	—			—			—			(30		)
Net capital contributions	—			—			—			—			—
Net change in due to affiliates	—			2,662			1,436			(4,098		)	—
Net cash provided by financing activities	3,055			2,662			1,173			(4,126		)	2,764
Net increase (decrease) in cash, cash equivalents and restricted cash	—			(449		)	1,280			—			831
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash	—			—			8			—			8
Cash, cash equivalents and restricted cash at beginning of period	—			3,535			3,032			—			6,567
Cash, cash equivalents and restricted cash at end of period	$	—		$	3,086		$	4,320		$	—		$	7,406

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidating balance sheet:



	General Motors Financial Company, Inc.		Guarantor		Non- Guarantors		Eliminations		Consolidated
Cash and cash equivalents	$	—	$	3,086	$	1,092	$	—	$	4,178
Restricted cash included in other assets	—		—		3,228		—		3,228
Total	$	—	$	3,086	$	4,320	$	—	$	7,406

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

Three Months Ended March 31, 2017

(Unaudited)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors			Eliminations			Consolidated
Net cash (used in) provided by operating activities - continuing operations	$	(273	)	$	117		$	1,511		$	—		$	1,355
Net cash provided by (used in) operating activities - discontinued operations	—			(14		)	75			—			61
Net cash (used in) provided by operating activities	(273		)	103			1,586			—			1,416
Cash flows from investing activities
Purchases of retail finance receivables, net	—			(4,920		)	(2,924		)	2,369			(5,475		)
Principal collections and recoveries on retail finance receivables	—			450			2,360			—			2,810
Proceeds from transfer of retail finance receivables, net	—			2,095			274			(2,369		)	—
Net funding of commercial finance receivables	—			(194		)	(383		)	—			(577		)
Purchases of leased vehicles, net	—			—			(4,760		)	—			(4,760		)
Proceeds from termination of leased vehicles	—			—			1,079			—			1,079
Other investing activities	—			(98		)	(1		)	79			(20		)
Net change in due from affiliates	(2,230		)	80			—			2,150			—
Net change in investment in affiliates	—			694			—			(694		)	—
Net cash used in investing activities - continuing operations	(2,230		)	(1,893		)	(4,355		)	1,535			(6,943		)
Net cash provided by (used in) investing activities - discontinued operations	—			—			(140		)	—			(140		)
Net cash used in investing activities	(2,230		)	(1,893		)	(4,495		)	1,535			(7,083		)
Cash flows from financing activities
Net change in debt (original maturities less than three months)	17			—			(377		)	—			(360		)
Borrowings and issuances of secured debt	—			—			8,134			(79		)	8,055
Payments on secured debt	—			—			(4,440		)	—			(4,440		)
Borrowings and issuances of unsecured debt	2,497			—			471			—			2,968
Payments on unsecured debt	—			—			(531		)	—			(531		)
Debt issuance costs	(11		)	—			(16		)	—			(27		)
Net capital contributions	—			—			(694		)	694			—
Net change in due to affiliates	—			1,546			604			(2,150		)	—
Net cash provided by financing activities - continuing operations	2,503			1,546			3,151			(1,535		)	5,665
Net cash provided by (used in) financing activities - discontinued operations	—			—			(10		)	—			(10		)
Net cash provided by financing activities	2,503			1,546			3,141			(1,535		)	5,655
Net increase (decrease) in cash, cash equivalents and restricted cash	—			(244		)	232			—			(12		)
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash	—			—			37			—			37
Cash, cash equivalents and restricted cash at beginning of period	—			2,284			3,018			—			5,302
Cash, cash equivalents and restricted cash at end of period	$	—		$	2,040		$	3,287		$	—		$	5,327
Cash, cash equivalents and restricted cash from continuing operations at end of period	$	—		$	2,040		$	2,697		$	—		$	4,737
Cash, cash equivalents and restricted cash from discontinued operations at end of period	$	—		$	—		$	590		$	—		$	590