Guarantor Condensed Consolidating Financial Statements | 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 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 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, 2016 and December 31, 2015 , and for the three months ended March 31, 2016 and 2015 (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 three months ended March 31, 2015. As a result, correcting adjustments have been made from what was previously reported to (1) reclassify $1.6 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; and (2) reclassify $1.6 billion of the net change in the due from affiliates for the Guarantor within the consolidating statements of cash flows to the investing activities section. 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 $672 million . These adjustments had no effect on the consolidated financial statements at or for the three months ended March 31, 2015. GENERAL MOTORS FINANCIAL COMPANY, INC. CONDENSED CONSOLIDATING BALANCE SHEET March 31, 2016 (In millions) (Unaudited) General Motors Financial Company, Inc. Guarantor Non- Guarantors Eliminations Consolidated Assets Cash and cash equivalents $ — $ 2,033 $ 865 $ — $ 2,898 Finance receivables, net — 6,132 32,526 — 38,658 Leased vehicles, net — — 24,538 — 24,538 Restricted cash — 67 2,063 — 2,130 Goodwill 1,095 — 100 — 1,195 Equity in net assets of non-consolidated affiliates — — 989 — 989 Property and equipment, net — 105 125 — 230 Deferred income taxes 268 — 246 (263 ) 251 Related party receivables — 26 1,050 — 1,076 Other assets 36 160 663 (60 ) 799 Due from affiliates 18,162 8,764 — (26,926 ) — Investment in affiliates 8,884 6,303 — (15,187 ) — Total assets $ 28,445 $ 23,590 $ 63,165 $ (42,436 ) $ 72,764 Liabilities and Shareholder's Equity Liabilities Secured debt $ — $ — $ 32,793 $ (60 ) $ 32,733 Unsecured debt 19,831 — 7,807 — 27,638 Accounts payable and accrued expenses 169 222 845 — 1,236 Deferred income — — 1,783 — 1,783 Deferred income taxes — 169 255 (263 ) 161 Related party payables — — 448 — 448 Other liabilities 70 43 277 — 390 Due to affiliates — 18,107 8,819 (26,926 ) — Total liabilities 20,070 18,541 53,027 (27,249 ) 64,389 Shareholder's equity Common stock — — 698 (698 ) — Additional paid-in capital 6,491 79 6,149 (6,228 ) 6,491 Accumulated other comprehensive loss (952 ) (136 ) (936 ) 1,072 (952 ) Retained earnings 2,836 5,106 4,227 (9,333 ) 2,836 Total shareholder's equity 8,375 5,049 10,138 (15,187 ) 8,375 Total liabilities and shareholder's equity $ 28,445 $ 23,590 $ 63,165 $ (42,436 ) $ 72,764 GENERAL MOTORS FINANCIAL COMPANY, INC. CONDENSED CONSOLIDATING BALANCE SHEET December 31, 2015 (In millions) (Unaudited) 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 payables — — 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. CONDENSED CONSOLIDATING STATEMENT OF INCOME Three Months Ended March 31, 2016 (In millions) (Unaudited) General Guarantor Non- Eliminations Consolidated Revenue Finance charge income $ — $ 99 $ 719 $ — $ 818 Leased vehicle income — — 1,184 — 1,184 Other income (1 ) 205 15 (146 ) 73 Total revenue (1 ) 304 1,918 (146 ) 2,075 Costs and expenses Salaries and benefits — 135 58 — 193 Other operating expenses (4 ) 68 170 (93 ) 141 Total operating expenses (4 ) 203 228 (93 ) 334 Leased vehicle expenses — — 893 — 893 Provision for loan losses — 103 93 — 196 Interest expense 176 (30 ) 370 (53 ) 463 Total costs and expenses 172 276 1,584 (146 ) 1,886 Equity income 255 168 36 (423 ) 36 Income before income taxes 82 196 370 (423 ) 225 Income tax (benefit) provision (82 ) 12 131 — 61 Net income $ 164 $ 184 $ 239 $ (423 ) $ 164 Comprehensive income $ 316 $ 223 $ 398 $ (621 ) $ 316 GENERAL MOTORS FINANCIAL COMPANY, INC. CONDENSED CONSOLIDATING STATEMENT OF INCOME Three Months Ended March 31, 2015 (In millions) (Unaudited) General Guarantor Non- Eliminations Consolidated Revenue Finance charge income $ — $ 80 $ 774 $ — $ 854 Leased vehicle income — — 431 — 431 Other income 7 108 45 (91 ) 69 Total revenue 7 188 1,250 (91 ) 1,354 Costs and expenses Salaries and benefits — 89 76 — 165 Other operating expenses 54 (3 ) 154 (64 ) 141 Total operating expenses 54 86 230 (64 ) 306 Leased vehicle expenses — — 327 — 327 Provision for loan losses — 74 81 — 155 Interest expense 94 (2 ) 315 (27 ) 380 Total costs and expenses 148 158 953 (91 ) 1,168 Equity income 238 129 28 (367 ) 28 Income before income taxes 97 159 325 (367 ) 214 Income tax (benefit) provision (53 ) 11 106 — 64 Net income $ 150 $ 148 $ 219 $ (367 ) $ 150 Comprehensive (loss) income $ (196 ) $ 90 $ (125 ) $ 35 $ (196 ) GENERAL MOTORS FINANCIAL COMPANY, INC. CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Three Months Ended March 31, 2016 (In millions) (Unaudited) General Motors Financial Company, Inc. Guarantor Non- Guarantors Eliminations Consolidated Net cash (used in) provided by operating activities $ (144 ) $ (537 ) $ 1,839 $ — $ 1,158 Cash flows from investing activities Purchases of retail finance receivables, net — (4,466 ) (4,388 ) 4,689 (4,165 ) Principal collections and recoveries on retail finance receivables — 359 2,912 — 3,271 Proceeds from transfer of retail finance receivables, net — 2,866 1,823 (4,689 ) — Net funding of commercial finance receivables — (227 ) (797 ) — (1,024 ) Purchases of leased vehicles, net — — (5,158 ) — (5,158 ) Proceeds from termination of leased vehicles — — 481 — 481 Purchases of property and equipment — (15 ) (5 ) — (20 ) Change in restricted cash — (6 ) (170 ) — (176 ) Change in other assets — (60 ) 1 60 1 Net change in due from affiliates (2,587 ) (1,208 ) — 3,795 — Net change in investment in affiliates — 336 — (336 ) — Net cash used in investing activities (2,587 ) (2,421 ) (5,301 ) 3,519 (6,790 ) Cash flows from financing activities Net change in debt (original maturities less than three months) — — 757 — 757 Borrowings and issuance of secured debt — — 7,114 (60 ) 7,054 Payments on secured debt — — (5,251 ) — (5,251 ) Borrowings and issuance of unsecured debt 2,744 — 387 — 3,131 Payments on unsecured debt — — (241 ) — (241 ) Net capital contributions — — (336 ) 336 — Debt issuance costs (13 ) — (13 ) — (26 ) Net change in due to affiliates — 2,732 1,063 (3,795 ) — Net cash provided by financing activities 2,731 2,732 3,480 (3,519 ) 5,424 Net increase (decrease) in cash and cash equivalents — (226 ) 18 — (208 ) Effect of foreign exchange rate changes on cash and cash equivalents — — 45 — 45 Cash and cash equivalents at beginning of period — 2,259 802 — 3,061 Cash and cash equivalents at end of period $ — $ 2,033 $ 865 $ — $ 2,898 GENERAL MOTORS FINANCIAL COMPANY, INC. CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Three Months Ended March 31, 2015 (In millions) (Unaudited) General Motors Financial Company, Inc. Guarantor Non- Guarantors Eliminations Consolidated Net cash (used in) provided by operating activities $ (62 ) $ 368 $ 239 $ — $ 545 Cash flows from investing activities Purchases of retail finance receivables, net — (2,955 ) (2,950 ) 1,840 (4,065 ) Principal collections and recoveries on retail finance receivables — 120 2,694 — 2,814 Proceeds from transfer of retail finance receivables, net — 1,168 672 (1,840 ) — Net funding of commercial finance receivables — 150 (96 ) — 54 Purchases of leased vehicles, net — — (2,319 ) — (2,319 ) Proceeds from termination of leased vehicles — — 185 — 185 Acquisition of international operations (513 ) (536 ) — — (1,049 ) Purchases of property and equipment — (8 ) (9 ) — (17 ) Change in restricted cash — 4 (158 ) — (154 ) Change in other assets — — 6 — 6 Net change in due from affiliates (1,607 ) (1,633 ) — 3,240 — Net change in investment in affiliates (48 ) 571 — (523 ) — Net cash used in investing activities (2,168 ) (3,119 ) (1,975 ) 2,717 (4,545 ) Cash flows from financing activities Net change in debt (original maturities less than three months) — — 198 — 198 Borrowings and issuance of secured debt — — 2,889 — 2,889 Payments on secured debt — — (2,748 ) — (2,748 ) Borrowings and issuance of unsecured debt 2,250 — 1,008 — 3,258 Payments on unsecured debt — — (308 ) — (308 ) Net capital contributions — — (523 ) 523 — Debt issuance costs (20 ) — (21 ) — (41 ) Net change in due to affiliates — 1,929 1,311 (3,240 ) — Net cash provided by financing activities 2,230 1,929 1,806 (2,717 ) 3,248 Net increase (decrease) in cash and cash equivalents — (822 ) 70 — (752 ) Effect of foreign exchange rate changes on cash and cash equivalents — — (101 ) — (101 ) Cash and cash equivalents at beginning of period — 2,266 708 — 2,974 Cash and cash equivalents at end of period $ — $ 1,444 $ 677 $ — $ 2,121 |