UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

______________________________________________

FORM 10-Q

(Mark One)



ý☒						QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~September 30, 2017~~March 31, 2022



o☐						TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________________ to ________________

Commission file number 1-10667

______________________________________________

General Motors Financial Company, Inc.

(Exact name of registrant as specified in its charter)



~~State of~~ Texas						75-2291093
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

801 Cherry Street, Suite 3500, Fort Worth, Texas 76102

(Address of principal executive offices, including Zip Code)

(817) 302-7000

(Registrant’s telephone number, including area code)

Not applicable

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol	Name of each exchange on which registered
5.250% Senior Notes due 2026	GM/26	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes Q☒ No o☐

Indicate by check mark whether the registrant has submitted electronically ~~and posted on its corporate Web site, if any,~~ every Interactive Data File required to be submitted ~~and posted~~ pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit ~~and post~~ such files). Yes Q☒ No o☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

o☐

Accelerated filer

o☐

Non-accelerated filer ~~(Do not check if a smaller reporting company)~~

ý☒

Smaller reporting company

o☐

Emerging growth company

o☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o☐ No Q☒

As of ~~October 23, 2017,~~April 26, 2022, there were 5,050,000 shares of the registrant’s common stock, par value $0.0001 per share, outstanding. All shares of the registrant’s common stock isare owned by General Motors Holdings ~~LLC.~~LLC, a wholly-owned subsidiary of General Motors Company.

The registrant is a wholly-owned subsidiary of General Motors Company and meets the conditions set forth in General Instructions H(1)(a) and (b) of Form 10-Q and is therefore filing this Quarterly Report on Form 10-Q with a reduced disclosure format as permitted by Instruction H(2).

INDEX



				Page
PART I
Item 1. 1.			Condensed Consolidated Financial Statements ~~(Unaudited)~~	1
			Condensed Consolidated Balance Sheets (Unaudited)	1
			Condensed Consolidated Statements of Income ~~and~~(Unaudited)	2
			Condensed Consolidated Statements of Comprehensive Income (Unaudited)	2
			Condensed Consolidated Statements of Shareholders' Equity (Unaudited)	3
			Condensed Consolidated Statements of Cash Flows (Unaudited)	34
			Notes to Condensed Consolidated Financial Statements	45
			Note 1. Summary of Significant Accounting Policies	45
			Note 2. ~~Discontinued Operations~~ Related Party Transactions	45
			Note 3. ~~Related Party Transactions~~ Finance Receivables	57
			Note 4. ~~Finance Receivables~~ Leased Vehicles	710
			Note 5. ~~Leased Vehicles~~	10
	~~Note 6.~~ Equity in Net Assets of Non-consolidated ~~Affiliate~~ Affiliates	10
			Note 6. Debt	~~Note 7. Debt~~	10
			Note 8.7. Variable Interest Entities and Other Transfers of Finance Receivables	11
			Note 9.8. Derivative Financial Instruments and Hedging Activities	12
			Note ~~10.~~9. Commitments and Contingencies	1314
			Note 10. Shareholders' Equity	~~Note 11. Shareholders' Equity~~15	14
			Note 11. Income Taxes	~~Note 12. Income Taxes~~15	14
			Note 12. Segment Reporting	~~Note 13. Segment Reporting~~16	15
			Note ~~14. Accumulated Other Comprehensive Loss~~	16
	~~Note 15.~~13. Regulatory Capital and ~~other~~Other Regulatory Matters	16
Item 2.			~~Note 16. Guarantor Condensed Consolidating Financial Statements~~	17
~~Item 2~~.	Management's Discussion and Analysis of Financial Condition and Results of Operations	2617
Item 3. 3.			Quantitative and Qualitative Disclosures About Market Risk	3526
Item 4. 4.			Controls and Procedures	3526
~~PART II~~
~~Item 1.~~	~~Legal Proceedings~~	36
~~Item 1A.~~	~~Risk Factors~~	36
~~Item 6.~~	~~Exhibits~~	37
PART II
Item 1.			Legal Proceedings	~~Signature~~27
Item 1A.			Risk Factors	3827
Item 6.			Exhibits	27
			Signature	28

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

PART I

Item 1. Condensed Consolidated Financial Statements

CONDENSED CONSOLIDATED BALANCE SHEETS

(~~Dollars in~~In millions, except per share amounts)(Unaudited)

September 30, 2017 December 31, 2016
ASSETS
Cash and cash equivalents $ 3,976
$ 2,815
Finance receivables, net (Note 4; Note 8 VIEs)
40,864
33,475
Leased vehicles, net (Note 5; Note 8 VIEs)
41,775
34,342
Goodwill 1,201
1,196
Equity in net assets of non-consolidated affiliate (Note 6)
1,119
944
Related party receivables (Note 3)
339
347
Other assets (Note 8 VIEs)
4,767
3,695
Assets held for sale (Note 2)
12,094
10,951
Total assets $ 106,135
$ 87,765
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities
Secured debt (Note 7; Note 8 VIEs)
$ 40,775
$ 35,087
Unsecured debt (Note 7)
38,263
29,476
Deferred income 3,066
2,355
Related party payables (Note 3)
253
320
Other liabilities 2,449
2,141
Liabilities held for sale (Note 2)
10,858
9,693
Total liabilities 95,664
79,072
Commitments and contingencies (Note 10)

Shareholders' equity
Common stock, $0.0001 par value per share, 10,000,000 shares authorized and 5,050,000 shares issued (Note 11)
—
—
Preferred stock, $0.01 par value per share, 250,000,000 shares authorized and 1,000,000 shares issued (Note 11)
—
—
Additional paid-in capital 7,514
6,505
Accumulated other comprehensive loss (Note 14)
(935 ) (1,238 )
Retained earnings 3,892
3,426
Total shareholders' equity 10,471
8,693
Total liabilities and shareholders' equity $ 106,135
$ 87,765


	March 31, 2022		December 31, 2021
ASSETS
Cash and cash equivalents	$	4,483	$	3,948
Finance receivables, net of allowance for loan losses $1,928 and $1,886 (Note 3; Note 7 VIEs)	64,970		62,979
Leased vehicles, net (Note 4; Note 7 VIEs)	36,581		37,929
Goodwill	1,176		1,169
Equity in net assets of non-consolidated affiliates (Note 5)	1,779		1,717
Related party receivables (Note 2)	397		301
Other assets (Note 7 VIEs)	6,799		5,743
Total assets	$	116,186	$	113,786
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities
Secured debt (Note 6; Note 7 VIEs)	$	37,362	$	39,338
Unsecured debt (Note 6)	55,552		53,223
Deferred income	2,451		2,551
Related party payables (Note 2)	243		313
Other liabilities	5,575		4,567
Total liabilities	101,182		99,992
Commitments and contingencies (Note 9)	0		0
Shareholders' equity (Note 10)
Common stock, $0.0001 par value per share	—		—
Preferred stock, $0.01 par value per share	—		—
Additional paid-in capital	8,701		8,692
Accumulated other comprehensive income (loss)	(1,034)		(1,273)
Retained earnings	7,337		6,375
Total shareholders' equity	15,004		13,794
Total liabilities and shareholders' equity	$	116,186	$	113,786

The accompanying notes are an integral part of these condensed consolidated financial statements.

Amounts may not add due to rounding.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(In millions)(Unaudited)


	Three Months Ended March 31,
		2022		2021
Revenue
Finance charge income		$	1,010	$	1,016
Leased vehicle income		2,066		2,321
Other income		80		70
Total revenue		3,156		3,407
Costs and expenses
Operating expenses		372		411
Leased vehicle expenses		855		1,244
Provision for loan losses (Note 3)		122		(26)
Interest expense		577		650
Total costs and expenses		1,926		2,279
Equity income (Note 5)		54		54
Income before income taxes		1,284		1,182
Income tax provision (Note 11)		322		304
Net income		962		878
Less: cumulative dividends on preferred stock		30		30
Net income attributable to common shareholder		$	932	$	848

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Revenue
Finance charge income $ 837
$ 721
$ 2,401
$ 2,110
Leased vehicle income 2,244
1,582
6,282
4,144
Other income 80
57
216
175
Total revenue 3,161
2,360
8,899
6,429
Costs and expenses
Salaries and benefits 224
195
621
536
Other operating expenses 122
132
388
360
Total operating expenses 346
327
1,009
896
Leased vehicle expenses 1,670
1,197
4,648
3,148
Provision for loan losses 204
167
573
501
Interest expense 672
511
1,903
1,393
Total costs and expenses 2,892
2,202
8,133
5,938
Equity income (Note 6)
41
36
129
109
Income from continuing operations before income taxes 310
194
895
600
Income tax provision (Note 12)
124
60
260
185
Income from continuing operations 186
134
635
415
Income (loss) from discontinued operations, net of tax (Note 2)
16
13
(169 ) 85
Net income $ 202
$ 147
$ 466
$ 500

Net income attributable to common shareholder $ 200
$ 147
$ 464
$ 500

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In millions)(Unaudited)

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Net income $ 202
$ 147
$ 466
$ 500
Other comprehensive income (loss), net of tax
Unrealized loss on cash flow hedges, net of income tax benefit of $2, $1, $10 and $3 (3 ) (1 ) (14 ) (5 )
Defined benefit plans, net of income tax —
—
(1 ) —
Foreign currency translation adjustment, net of income tax expense of $21, $0, $30 and $0 120
(10 ) 318
60
Other comprehensive income (loss), net of tax 117
(11 ) 303
55
Comprehensive income $ 319
$ 136
$ 769
$ 555


	Three Months Ended March 31,
		2022		2021
Net income		$	962	$	878
Other comprehensive income (loss), net of tax (Note 10)
Unrealized gain (loss) on hedges, net of income tax benefit (expense) of $(31), $(17)		95		49
Foreign currency translation adjustment		144		(72)
Other comprehensive income (loss), net of tax		238		(23)
Comprehensive income (loss)		$	1,200	$	855

The accompanying notes are an integral part of these condensed consolidated financial statements.

Amounts may not add due to rounding.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

(In millions)(Unaudited)


	Common Stock		Preferred Stock		Additional Paid-in Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Total Shareholders' Equity
Balance at January 1, 2021	$	—	$	—	$	8,642	$	(1,309)	$	6,265	$	13,598
Net income	—		—		—		—		878		878
Other comprehensive income (loss)	—		—		—		(23)		—		(23)
Stock-based compensation	—		—		8		—		—		8
Dividends paid (Note 10)	—		—		—		—		(661)		(661)
Balance at March 31, 2021	$	—	$	—	$	8,650	$	(1,332)	$	6,482	$	13,800












Balance at January 1, 2022	$	—	$	—	$	8,692	$	(1,273)	$	6,375	$	13,794
Net income	—		—		—		—		962		962
Other comprehensive income (loss)	—		—		—		238		—		238
Stock-based compensation	—		—		10		—		—		10

Balance at March 31, 2022	$	—	$	—	$	8,701	$	(1,034)	$	7,337	$	15,004

The accompanying notes are an integral part of these condensed consolidated financial statements.

Amounts may not add due to rounding.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions) (Unaudited)


	Three Months Ended March 31,
	2022		2021
Cash flows from operating activities
Net income	$	962	$	878
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	1,275		1,715
Accretion and amortization of loan and leasing fees	(292)		(410)
Undistributed earnings of non-consolidated affiliates, net	(54)		(54)
Provision for loan losses	122		(26)
Deferred income taxes	306		216
Stock-based compensation expense	10		8
Gain on termination of leased vehicles	(369)		(416)
Other operating activities	(101)		23
Changes in assets and liabilities:
Other assets	(381)		48
Other liabilities	(144)		(361)
Related party payables	(85)		(96)
Net cash provided by operating activities	1,248		1,525
Cash flows from investing activities
Purchases of retail finance receivables, net	(8,144)		(8,245)
Principal collections and recoveries on retail finance receivables	6,904		5,749
Net collections (funding) of commercial finance receivables	(541)		2,079
Purchases of leased vehicles, net	(2,990)		(6,066)
Proceeds from termination of leased vehicles	3,732		4,919

Other investing activities	(10)		(17)
Net cash used in investing activities	(1,048)		(1,581)
Cash flows from financing activities
Net change in debt (original maturities less than three months)	712		1,547
Borrowings and issuances of secured debt	6,332		8,720
Payments on secured debt	(8,367)		(8,663)
Borrowings and issuances of unsecured debt	4,352		4,385
Payments on unsecured debt	(2,416)		(3,879)
Debt issuance costs	(37)		(46)
Dividends paid	(59)		(661)
Net cash provided by financing activities	517		1,403
Net increase in cash, cash equivalents and restricted cash	717		1,347
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash	53		(50)
Cash, cash equivalents and restricted cash at beginning of period	7,183		8,126
Cash, cash equivalents and restricted cash at end of period	$	7,953	$	9,423

Nine Months Ended September 30,
2017 2016
Net cash provided by operating activities - continuing operations $ 4,795
$ 3,566
Net cash provided by operating activities - discontinued operations 243
290
Net cash provided by operating activities 5,038
3,856
Cash flows from investing activities
Purchases of retail finance receivables, net (15,267 ) (10,408 )
Principal collections and recoveries on retail finance receivables 9,410
7,368
Net funding of commercial finance receivables (1,557 ) (1,145 )
Purchases of leased vehicles, net (14,809 ) (14,939 )
Proceeds from termination of leased vehicles 4,649
1,799
Other investing activities (65 ) (59 )
Net cash used in investing activities - continuing operations (17,639 ) (17,384 )
Net cash used in investing activities - discontinued operations (468 ) (949 )
Net cash used in investing activities (18,107 ) (18,333 )
Cash flows from financing activities
Net change in debt (original maturities less than three months) (305 ) (301 )
Borrowings and issuance of secured debt 26,731
18,420
Payments on secured debt (20,905 ) (12,525 )
Borrowings and issuance of unsecured debt 12,626
10,358
Payments on unsecured debt (4,375 ) (2,345 )
Debt issuance costs (131 ) (112 )
Proceeds from issuance of preferred stock 985
—
Net cash provided by financing activities - continuing operations 14,626
13,495
Net cash provided by financing activities - discontinued operations 63
601
Net cash provided by financing activities 14,689
14,096
Net increase (decrease) in cash, cash equivalents and restricted cash 1,620
(381 )
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash 112
22
Cash, cash equivalents and restricted cash at beginning of period 5,302
5,002
Cash, cash equivalents and restricted cash at end of period $ 7,034
$ 4,643
Cash, cash equivalents and restricted cash from continuing operations at end of period $ 6,469
$ 3,918
Cash, cash equivalents and restricted cash from discontinued operations at end of period $ 565
$ 725

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

September 30, 2017
Cash and cash equivalents $ 3,976
Restricted cash included in other assets 2,493
Total $ 6,469


	March 31, 2022
Cash and cash equivalents	$	4,483
Restricted cash included in other assets	3,470
Total	$	7,953

The accompanying notes are an integral part of these condensed consolidated financial statements.

Amounts may not add due to rounding.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 1. Summary of Significant Accounting Policies

Basis of PresentationThe ~~condensed~~ consolidated financial statements include our accounts and the accounts of our consolidated subsidiaries, including certain ~~special-purpose financing~~special purpose entities (SPEs) utilized in secured financing transactions, which are considered variable interest entities (VIEs). We consolidate certain operating entities that provide auto finance and financial services, which we do not control through a majority voting interest. We manage these entities and maintain a controlling financial interest in them and are exposed to the risks of ownership through contractual arrangements. The majority voting interests in these entities are indirectly wholly-owned by our parent, General Motors Company (GM). All intercompany transactions and ~~balances~~accounts have been eliminated in consolidation.

Our operations in Europe are presented as discontinued operations, and the related assets and liabilities are presented as held for sale in our condensed consolidated financial statements for all periods presented. Unless otherwise indicated, information in these notes to the condensed consolidated financial statements relates to continuing operations. Refer to ~~Note 2~~ ~~- "Discontinued Operations" for additional details regarding our planned disposal of these operations.~~

The ~~condensed~~ consolidated financial statements, including the notes thereto, are condensed and do not include all disclosures required by generally accepted accounting principles (GAAP) in the ~~United States of America.~~U.S. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements ~~that are~~ included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, as filed with the Securities and Exchange Commission on February ~~7, 2017 (Form~~2, 2022 (2021 Form 10-K). Except as otherwise specified, dollar amounts presented within tables are stated in millions. Certain columns and rows may not add due to rounding.

The condensed consolidated financial statements at ~~September 30, 2017,~~March 31, 2022, and for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2022 and ~~2016,~~2021, are unaudited and, in management’s opinion, include all adjustments, which consist of normal recurring adjustments and transactions or events discretely impacting the interim periods, considered necessary by management to fairly state our results of operations. The results for interim periods are not necessarily indicative of results for a full year.

In August 2017, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update 2017-12, "Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities" (ASU 2017-12), which simplifies the application of hedge accounting and more closely aligns hedge accounting with companies' risk management strategies thereby making more hedging strategies eligible for hedge accounting. ASU 2017-12 is effective for fiscal years beginning after The condensed consolidated balance sheet at December 15, 2018, and interim periods within those fiscal years, with early adoption permitted. ASU 2017-12 requires a cumulative-effect adjustment for certain items upon adoption. We are currently evaluating the impact the adoption of ASU 2017-12 will have on our consolidated31, 2021 was derived from audited annual financial statements.

Segment InformationWe are the wholly-owned captive finance subsidiary of ~~GM.~~General Motors Company (GM). We offer substantially similar products and services throughout many different regions, subject to local regulations and market conditions. We evaluate our business in ~~two~~2 operating ~~segments. The~~segments: North America (the North America Segment) and International (the International Segment). Our North America Segment includes ~~our~~ operations in the U.S. and Canada. ~~The~~Our International Segment includes ~~our~~ operations in Brazil, Chile, Colombia, Mexico and Peru, as well as our equity ~~investment~~investments in ~~SAIC-GMAC Automotive Finance Company Limited (SAIC-GMAC), a~~ joint ~~venture that conducts auto finance operations~~ventures in China.

Accounting Standards Not Yet Adopted In March 2022, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) 2022-02, "Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures" (ASU 2022-02), which eliminates the accounting guidance for troubled debt restructurings (TDRs) by creditors that have adopted ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments." We adopted ASU 2016-13 on January 1, 2020. ASU 2022-02 enhances disclosure requirements for certain loan refinancing and restructurings by creditors when a borrower is experiencing financial difficulty. In addition, ASU 2022-02 amends the guidance on vintage disclosures to require entities to disclose current-period gross write-offs by year of origination.

~~Note 2. Discontinued Operations~~For entities that have adopted ASU 2016-13, ASU 2022-02 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Early adoption is permitted if an entity has adopted ASU 2016-13.

~~On March 5, 2017, General Motors Holdings LLC, a wholly-owned subsidiary~~The adoption of GM and our parent, entered into a Master Agreement (the Agreement) with Peugeot S.A. Pursuant to the Agreement, Peugeot S.A. acquired on July 31, 2017 GM’s Opel and Vauxhall businesses and certain other assets in Europe (the Opel/Vauxhall Business) and will acquire, together with a financial partner, certain of our European financial subsidiaries and branches (collectively, our European Operations and, together with Opel/Vauxhall Business, GM's European Business). The transfer of our European OperationsASU 2022-02 is not expected to ~~close by the end of the year subject to the receipt of the necessary regulatory approvals and satisfaction of other closing conditions.~~

The net consideration to be paid for our European Operations will be 0.8 times their book value at closing. Based on exchange rates at September 30, 2017, we estimate the net consideration will be approximately $1.1 billion, and we currently expect to recognizehave a ~~disposal loss of approximately $500 million, subject to foreign currency fluctuations, which have had a favorable~~material impact on the estimated loss. The purchase price is subject to certain adjustments as provided in the Agreement. During the nine months ended September 30, 2017, we recognized a portion of the disposal loss in accordance with ASC 360 - "Property, Plant and Equipment." We expect to recognize the remainder of the disposal loss at the closing of the transaction.our consolidated financial statements.

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)~~

~~The following table summarizes the assets and liabilities held for sale:~~

September 30, 2017 December 31, 2016
ASSETS
Cash and cash equivalents $ 242
$ 386
Finance receivables, net 11,303
9,715
Related party receivables —
163
Other assets 549
687
Total assets held for sale $ 12,094
$ 10,951
LIABILITIES
Secured debt $ 4,872
$ 4,183
Unsecured debt 5,469
5,130
Related party payables —
80
Other liabilities 517
300
Total liabilities held for sale $ 10,858
$ 9,693

~~The following table summarizes the results of operations for the discontinued operations:~~

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Total revenue $ 148
$ 138
$ 422
$ 436
Interest expense 24
30
70
112
Other expenses 75
74
231
205
Total costs and expenses 99
104
301
317
Income from discontinued operations before income taxes 49
34
121
119
Loss on sale of discontinued operations before income taxes 38
—
374
—
Income (loss) from discontinued operations before income taxes 11
34
(253 ) 119
Income tax (benefit) provision (5 ) 21
(84 ) 34
Income (loss) from discontinued operations, net of tax $ 16
$ 13
$ (169 ) $ 85

Note 3.2. Related Party Transactions

We offer loan and lease finance products through GM-franchised dealers to customers purchasing new vehicles manufactured by GM and certain used vehicles and make commercial loans directly to GM-franchised dealers and their affiliates. We also offer commercial loans to dealers that are consolidated by GM and those balances are included in ~~our~~ finance receivables, net.

Under subvention programs, GM makes cash payments to us for offering incentivized rates and structures on retail loan and lease finance products. In addition, GM makes cash payments to us to cover ~~certain~~ interest payments on certain commercial ~~loans.~~loans we make to GM-franchised dealers.

~~In March 2017, we executed an agreement to purchase certain program vehicles from Maven Drive LLC (Maven), a wholly-owned subsidiary of GM.~~ We ~~simultaneously leased these vehicles to Maven for use in their ride-sharing arrangements. We account for these leases as direct-financing leases, which~~ are included in GM's consolidated U.S. federal income tax returns and certain U.S. state returns, and we are obligated to pay GM for our share of tax liabilities. During the three months ended March 31, 2022, we made payments of $89 million to GM for state and federal income taxes related to the years 2021 and 2020. Amounts owed to GM for income taxes are accrued and recorded as a related party payable. In addition, amounts due to GM for commercial finance receivables ~~net.~~originated but not yet funded are recorded as a related party payable.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

~~We have related party payables due to GM, primarily for commercial finance receivables originated but not yet funded. These payables typically settle within 30 days.~~ The following tables present related party transactions:


Balance Sheet Data	September 30, 2017		December 31, 2016		Balance Sheet Data	March 31, 2022		December 31, 2021
Commercial finance receivables, net due from dealers consolidated by GM^(a)	$	349	$	347	Commercial finance receivables, net due from dealers consolidated by GM(a)	$	122	$	163
Direct-financing lease receivables from Maven^(a)	$	96	$	—
Subvention receivable^(b)	$	338	$	347	Subvention receivable(b)	$	357	$	282
Commercial loan funding payable^(c)	$	251	$	320	Commercial loan funding payable(c)	$	41	$	26
Taxes payable(c)					Taxes payable(c)	$	194	$	282


	Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended March 31,
Income Statement Data	2017		2016		2017		2016		Income Statement Data		2022		2021
Interest subvention earned on retail finance receivables^(d)	$	115	$	90	$	319	$	245	Interest subvention earned on retail finance receivables(d)		$	210	$	179
Interest subvention earned on commercial finance receivables^(d)	$	14	$	13	$	42	$	35	Interest subvention earned on commercial finance receivables(d)		$	10	$	9
Leased vehicle subvention earned^(e)	$	786	$	591	$	2,246	$	1,588	Leased vehicle subvention earned(e)		$	547	$	721

_________________


~~(a)~~	~~Included in finance receivables, net.~~


~~(b)~~	Included in related party receivables. We received subvention payments from GM of $1.1 billion and $1.0 billion for the three months ended September 30, 2017 and 2016, and $3.3 billion and $3.2 billion for the nine months ended September 30, 2017 and 2016.


~~(c)~~	~~Included in related party payables.~~


~~(d)~~	~~Included in finance charge income.~~


~~(e)~~	~~Included as a reduction to leased vehicle expenses.~~

(a)Included in finance receivables, net.

(b)Included in related party receivables. We received subvention payments from GM of $439 million and $1.0 billion for the three months ended March 31, 2022 and 2021.

(c)Included in related party payables.

(d)Included in finance charge income.

(e)Included as a reduction to leased vehicle expenses.

Under ~~our~~the support agreement with GM (the Support Agreement), if our earning assets leverage ratio at the end of any calendar quarter exceeds the applicable threshold set in the Support Agreement, we may require GM to provide funding sufficient to bring our earning assets leverage ratio to within the applicable threshold. In determining our earning assets leverage ratio (net earning assets divided by adjusted equity) under the Support Agreement, net earning assets means our finance receivables, net, plus leased vehicles, net, and adjusted equity means our equity, net of goodwill and inclusive of outstanding junior subordinated debt, as each may be adjusted for derivative accounting from time to time.

Additionally, the Support Agreement provides that GM will own all of our outstanding voting shares as long as we have any unsecured debt securities outstanding and that GM will use commercially reasonable efforts to ensure that we will continue to be designated as a subsidiary borrower of up to $4.0 billion under GM’s corporate revolving credit facilities. We have the ability to borrow up to $1.0 billion under GM's three-year, $4.0 billion unsecured revolving credit facility and $3.0 billion under GM's five-year, $10.5 billion unsecured revolving credit facility, subject to available capacity.outstanding. GM also ~~agreed~~agrees to certain provisions in the Support Agreement intended to ensure ~~that~~ we maintain adequate access to liquidity. Pursuant to these provisions, GM ~~provided~~provides us with a $1.0 billion junior subordinated unsecured intercompany revolving credit facility, ~~(the Junior Subordinated~~and GM will use commercially reasonable efforts to ensure we will continue to be designated as a subsidiary borrower under GM's corporate revolving credit facilities. We have access, subject to available capacity, to $15.5 billion of GM's unsecured revolving credit facilities consisting of a three-year, $4.3 billion facility and a five-year, $11.2 billion facility. We also have exclusive access to GM's $2.0 billion 364-day revolving credit facility (GM Revolving 364-day Credit Facility).

We are included in GM's consolidated U.S. federal income tax returns. For taxable income we recognize in any period beginning on or after October 1, 2010, we are obligated to pay GM for our share of the consolidated U.S. federal and certain state tax liabilities. Amounts owed to GM for income taxes are accrued and recorded as a related party payable. At ~~September 30, 2017~~March 31, 2022 and December 31, ~~2016, there are~~2021, we had no ~~related party taxes payable~~borrowings outstanding under any of the GM revolving credit facilities. In April 2022, GM renewed the GM Revolving 364-Day Credit Facility, which now matures on April 4, 2023.

Cruise is the GM global segment responsible for the development and commercialization of autonomous vehicle technology. We have a multi-year credit agreement with Cruise whereby we may provide advances to ~~GM due~~Cruise up to ~~our taxable loss position.~~ an aggregate of $5.0 billion, over time, through 2024, to fund the purchase of autonomous vehicles from GM. At March 31, 2022 and December 31, 2021, Cruise had 0 borrowings outstanding under the credit agreement.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Note 4.3. Finance Receivables


	March 31, 2022		December 31, 2021
Retail finance receivables
Retail finance receivables, net of fees(a)	$	59,503	$	58,093
Less: allowance for loan losses	(1,884)		(1,839)
Total retail finance receivables, net	57,618		56,254
Commercial finance receivables
Commercial finance receivables, net of fees(b)	7,395		6,772
Less: allowance for loan losses	(44)		(47)
Total commercial finance receivables, net	7,352		6,725
Total finance receivables, net	$	64,970	$	62,979
Fair value utilizing Level 2 inputs	$	7,352	$	6,725
Fair value utilizing Level 3 inputs	$	57,774	$	57,613

September 30, 2017 December 31, 2016
Retail finance receivables
Retail finance receivables, collectively evaluated for impairment, net of fees $ 30,147
$ 24,480
Retail finance receivables, individually evaluated for impairment, net of fees 2,170
1,920
Total retail finance receivables, net of fees^(a)
32,317
26,400
Less: allowance for loan losses - collective (571 ) (489 )
Less: allowance for loan losses - specific (328 ) (276 )
Total retail finance receivables, net 31,418
25,635
Commercial finance receivables
Commercial finance receivables, collectively evaluated for impairment, net of fees 9,468
7,853
Commercial finance receivables, individually evaluated for impairment, net of fees 27
27
Total commercial finance receivables, net of fees 9,495
7,880
Less: allowance for loan losses - collective (46 ) (36 )
Less: allowance for loan losses - specific (3 ) (4 )
Total commercial finance receivables, net 9,446
7,840
Total finance receivables, net $ 40,864
$ 33,475
Fair value of finance receivables $ 40,957
$ 33,528

________________

(a) Net of unearned income, unamortized premiums and discounts, and deferred fees and ~~costs~~costs.

(b) Net of ~~$282 million~~dealer cash management balances of $1.2 billion and ~~$178 million~~$1.0 billion at ~~September 30, 2017~~March 31, 2022 and December 31, ~~2016.~~2021.

~~We estimate the fair value~~

Rollforward of retail finance receivables using observable and unobservable Level 3 inputs within a cash flow model. The inputs reflect assumptions regarding expected prepayments, deferrals, delinquencies, recoveries and charge-offsAllowance for Retail Loan Losses A summary of the ~~loans within~~activity in the portfolio. The cash flow model produces an estimated amortization schedule of the finance receivables. The projected cash flows are then discounted to derive the fair value of the portfolio. Macroeconomic factors could affect the credit performance of the portfolio and, therefore, could potentially affect the assumptions used in our cash flow model. A substantial majority of our commercial finance receivables have variable interest rates. The carrying amount, a Level 2 input,allowance for retail loan losses is ~~considered to be a reasonable estimate of fair value.~~as follows:


	Three Months Ended March 31,
		2022		2021
Allowance for retail loan losses beginning balance		$	1,839	$	1,915
Provision for loan losses		126		(13)
Charge-offs		(275)		(253)
Recoveries		177		149
Foreign currency translation		18		(14)
Allowance for retail loan losses ending balance		$	1,884	$	1,784

Retail Finance Receivables Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Allowance for retail loan losses beginning balance $ 844
$ 790
$ 765
$ 713
Provision for loan losses 204
164
563
497
Charge-offs (286 ) (284 ) (856 ) (826 )
Recoveries 135
128
420
403
Foreign currency translation 2
(2 ) 7
9
Allowance for retail loan losses ending balance $ 899
$ 796
$ 899
$ 796

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)~~

Retail Credit QualityOur retail finance receivables portfolio includes loans made to consumers and businesses to finance the purchase of vehicles for personal and commercial use. ~~We use proprietary scoring systems in the underwriting process that measure the credit quality~~The following tables are consolidated summaries of the receivables using several factors, such as credit bureau information, consumer credit risk scores (e.g. FICO score or its equivalent), and contract characteristics. We also consider other factors, such as employment history, financial stability and capacity to pay. In North America, while we historically focused on consumers with lower than prime credit scores, we have expanded our prime lending programs. A summary of the credit risk profile by FICO score band or equivalent scores, determined at origination,amortized cost of the retail finance receivables ~~in North America is as follows:~~by FICO score or its equivalent, determined at origination, for each vintage of the portfolio at March 31, 2022 and December 31, 2021:


	Year of Origination												March 31, 2022
	2022		2021		2020		2019		2018		Prior		Total		Percent
Prime - FICO Score 680 and greater	$	6,019	$	17,792	$	11,121	$	3,540	$	1,912	$	655	$	41,039	69.0	%
Near-prime - FICO Score 620 to 679	856		3,569		2,153		1,089		553		274		8,494		14.3
Sub-prime - FICO Score less than 620	929		3,720		2,258		1,563		831		669		9,970		16.8
Retail finance receivables, net of fees	$	7,804	$	25,081	$	15,531	$	6,192	$	3,296	$	1,599	$	59,503	100.0	%


	Year of Origination												December 31, 2021
	2021		2020		2019		2018		2017		Prior		Total		Percent
Prime - FICO Score 680 and greater	$	19,729	$	12,408	$	4,078	$	2,298	$	763	$	143	$	39,419	67.9	%
Near-prime - FICO Score 620 to 679	3,856		2,388		1,229		648		274		84		8,479		14.6
Sub-prime - FICO Score less than 620	4,053		2,528		1,777		972		570		295		10,195		17.5
Retail finance receivables, net of fees	$	27,638	$	17,324	$	7,084	$	3,918	$	1,607	$	522	$	58,093	100.0	%

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

September 30, 2017 December 31, 2016
Amount Percent Amount Percent
Prime - FICO Score 680 and greater $ 12,332
45.7 % $ 7,923
36.4 %
Near-prime - FICO Score 620 to 679 4,194
15.6
3,468
15.9
Sub-prime - FICO Score less than 620 10,443
38.7
10,395
47.7
Balance at end of period $ 26,969
100.0 % $ 21,786
100.0 %

~~In addition, we~~We review the ongoing credit quality of our retail finance receivables based on customer payment activity. A retail account is considered delinquent if a substantial portion of a scheduled payment has not been received by the date ~~such~~the payment was contractually due. Retail finance receivables are collateralized by vehicle titles and, subject to local laws, we generally have the right to repossess the vehicle in the event the customer defaults on the payment terms of the contract. The following ~~is a~~tables are consolidated ~~summary~~summaries of the ~~contractual amounts~~delinquency status of ~~delinquent~~the outstanding amortized cost of retail finance receivables ~~which is not significantly different than~~for each vintage of the ~~recorded investment for such receivables.~~

September 30, 2017 September 30, 2016
Amount Percent of Contractual Amount Due Amount Percent of Contractual Amount Due
31 - 60 days $ 1,176
3.6 % $ 1,112
4.4 %
Greater than 60 days 521
1.6
491
1.9
Total finance receivables more than 30 days delinquent 1,697
5.2
1,603
6.3
In repossession 55
0.2
57
0.2
Total finance receivables more than 30 days delinquent or in repossession $ 1,752
5.4 % $ 1,660
6.5 %

~~At September 30, 2017~~portfolio at March 31, 2022 and December 31, ~~2016, the~~2021, as well as summary totals for March 31, 2021:


	Year of Origination												March 31, 2022				March 31, 2021
	2022		2021		2020		2019		2018		Prior		Total		Percent		Total		Percent
0 - 30 days	$	7,788	$	24,672	$	15,197	$	5,934	$	3,139	$	1,448	$	58,179	97.8	%	$	52,367	98.1	%

31 - 60 days	15		298		246		192		119		113		983		1.7		741		1.4
Greater than 60 days	—		95		79		59		34		34		302		0.5		257		0.5
Finance receivables more than 30 days delinquent	15		393		325		251		153		148		1,285		2.2		998		1.9
In repossession	—		16		9		7		3		3		39		0.1		32		—
Finance receivables more than 30 days delinquent or in repossession	15		409		334		258		157		150		1,324		2.2		1,030		1.9
Retail finance receivables, net of fees	$	7,804	$	25,081	$	15,531	$	6,192	$	3,296	$	1,599	$	59,503	100.0	%	$	53,397	100.0	%


	Year of Origination												December 31, 2021
	2021		2020		2019		2018		2017		Prior		Total		Percent
0 - 30 days	$	27,270	$	16,945	$	6,772	$	3,721	$	1,478	$	440	$	56,626	97.5	%

31 - 60 days	273		276		230		147		97		60		1,083		1.8
Greater than 60 days	83		93		76		46		30		21		349		0.6
Finance receivables more than 30 days delinquent	356		369		306		193		127		81		1,432		2.4
In repossession	12		10		6		4		2		1		35		0.1
Finance receivables more than 30 days delinquent or in repossession	368		379		312		197		129		82		1,467		2.5
Retail finance receivables, net of fees	$	27,638	$	17,324	$	7,084	$	3,918	$	1,607	$	522	$	58,093	100.0	%

The accrual of finance charge income had been suspended on retail finance receivables with contractual amounts due of ~~$797~~$527 million and ~~$798 million.~~$602 million at March 31, 2022 and December 31, 2021. Accrual of finance charge income on retail finance receivables is generally suspended on accounts that are more than 60 days delinquent, accounts in bankruptcy and accounts in repossession.

Impaired Retail Finance Receivables - TDRsRetail finance receivables that become classified as troubled debt restructurings (TDRs) are separately assessed for impairment. A specific allowance is estimated based on the present value of the expected future cash flows of the receivable discounted at the loan's original effective interest rate. Accounts that become classified as TDRs because of a payment deferral accrue interest at the contractual rate and an additional fee is collected (where permitted) at each time of deferral and recorded as a reduction of accrued interest. No interest or fees are forgiven on a payment deferral to a customer; therefore, there are no additional financial effects of deferred loans becoming classified as TDRs. Accounts in the U.S. in Chapter 13 bankruptcy would have already been placed on non-accrual; therefore, there are no additional financial effects from these loans becoming classified as TDRs. Finance charge income from loans classified as TDRs is accounted for in the same manner as other accruing loans. Cash collections on these loans are allocated according to the same payment hierarchy methodology applied to loans that are not classified as TDRs.

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)~~

The outstanding ~~recorded investment for~~amortized cost of retail finance receivables that are considered ~~to be~~ TDRs was $1.9 billion, including $183 million in nonaccrual loans at March 31, 2022, and ~~the related allowance~~$1.9 billion, including $219 million in nonaccrual loans at December 31, 2021. For definition and additional information on TDRs, see Note 1 in our 2021 Form 10-K. Additional TDR activity is presented below:

September 30, 2017 December 31, 2016
Outstanding recorded investment $ 2,170
$ 1,920
Less: allowance for loan losses (328 ) (276 )
Outstanding recorded investment, net of allowance $ 1,842
$ 1,644
Unpaid principal balance $ 2,210
$ 1,967

~~Additional information about loans classified as TDRs is presented below:~~

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Average outstanding recorded investment $ 2,091
$ 1,785
$ 2,045
$ 1,725
Finance charge income recognized $ 56
$ 55
$ 173
$ 156
Number of loans classified as TDRs during the period 23,015
18,548
56,853
49,327
Recorded investment of loans classified as TDRs during the period $ 407
$ 315
$ 997
$ 846


	Three Months Ended March 31,
		2022		2021
Number of loans classified as TDRs during the period		11,848		11,376
Outstanding amortized cost of loans classified as TDRs during the period		$	238	$	234

The unpaid principal ~~balance,~~balances, net of recoveries, of loans ~~that were~~ charged off during the reporting period and were within 12 months of being modified as a TDR were insignificant for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2022 and ~~2016.~~2021.

~~Commercial Finance Receivables~~

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Commercial Credit QualityOur commercial finance receivables consist of dealer financings, primarily for dealer inventory purchases. ~~A proprietary model is~~Proprietary models are used to assign a risk rating to each dealer. We perform periodic credit reviews of each dealership and adjust the dealership's risk rating, if necessary.

Our commercial risk model and risk rating categories are as follows:


Dealer Risk Rating						Description
I						Performing accounts with strong to acceptable financial metrics with at least satisfactory capacity to meet financial commitments.
II						Performing accounts experiencing potential weakness in financial metrics and repayment prospects resulting in increased monitoring.
III						Non-Performing accounts with inadequate paying capacity for current obligations and that have the distinct possibility of creating a loss if deficiencies are not corrected.
IV						Non-Performing accounts with inadequate paying capacity for current obligations and inherent weaknesses that make collection or liquidation in full highly questionable or improbable.

Dealers ~~in Group VI~~with III and IV risk ratings are subject to additional monitoring and restrictions on funding, including suspension of lines of credit and liquidation of assets. The following ~~table summarizes~~tables summarize the credit risk profile by dealer risk rating of commercial finance ~~receivables:~~

September 30, 2017 December 31, 2016
Amount Percent Amount Percent
Group I - Dealers with superior financial metrics $ 1,547
16.3 % $ 1,389
17.6 %
Group II - Dealers with strong financial metrics 3,565
37.5
2,661
33.8
Group III - Dealers with fair financial metrics 3,112
32.8
2,775
35.2
Group IV - Dealers with weak financial metrics 931
9.8
631
8.0
Group V - Dealers warranting special mention due to elevated risks 238
2.5
334
4.2
Group VI - Dealers with loans classified as substandard, doubtful or impaired 102
1.1
90
1.2
Balance at end of period $ 9,495
100.0 % $ 7,880
100.0 %

~~At September 30, 2017~~receivables at March 31, 2022 and December 31, ~~2016,~~2021:


	Year of Origination														March 31, 2022
Dealer Risk Rating	Revolving		2022		2021		2020		2019		2018		Prior		Total		Percent
I	$	5,898	$	129	$	417	$	416	$	113	$	51	$	56	$	7,081	95.7	%
II	209		—		7		16		13		—		10		254		3.4
III	58		—		—		—		1		—		1		60		0.8
IV	—		—		—		—		—		—		—		—		—
Balance at end of period	$	6,165	$	129	$	424	$	432	$	126	$	52	$	67	$	7,395	100.0	%


	Year of Origination														December 31, 2021
Dealer Risk Rating	Revolving		2021		2020		2019		2018		2017		Prior		Total		Percent
I	$	5,296	$	433	$	426	$	131	$	57	$	50	$	10	$	6,403	94.6	%
II	213		5		16		12		1		10		—		257		3.8
III	81		8		15		2		—		2		4		112		1.6
IV	—		—		—		—		—		—		—		—		—
Balance at end of period	$	5,590	$	446	$	457	$	145	$	58	$	62	$	14	$	6,772	100.0	%

Floorplan advances comprise 94% of the total revolving balances at March 31, 2022 and December 31, 2021. Dealer term loans are presented by year of origination.

At March 31, 2022 and December 31, 2021, substantially all of our commercial finance receivables were current with respect to payment ~~status. Commercial finance receivables on non-accrual~~ status, ~~were insignificant,~~ and ~~none were classified as TDRs. Activity~~activity in the allowance for commercial loan losses was insignificant for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2022 and ~~2016.~~2021. There were 0 commercial finance receivables on nonaccrual status and NaN were classified as TDRs at March 31, 2022 and December 31, 2021.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Note 5.4. Leased Vehicles


	March 31, 2022		December 31, 2021
Leased vehicles	$	52,401	$	54,821
Manufacturer subvention	(6,732)		(7,398)
Net capitalized cost	45,669		47,423
Less: accumulated depreciation	(9,088)		(9,494)
Leased vehicles, net	$	36,581	$	37,929

September 30, 2017 December 31, 2016
Leased vehicles $ 60,112
$ 48,340
Manufacturer subvention (9,265 ) (7,686 )
50,847
40,654
Less: accumulated depreciation (9,072 ) (6,312 )
Leased vehicles, net $ 41,775
$ 34,342
Depreciation expense related to leased vehicles, net was $1.2 billion and $1.7 billion for the three months ended March 31, 2022 and 2021.

The following table summarizes minimum rental payments due to us as lessor under operating ~~leases:~~leases at March 31, 2022:


	Years Ending December 31,
	2022		2023		2024		2025		2026		Thereafter		Total
Lease payments under operating leases	$	4,167	$	3,790	$	1,546	$	213	$	4	$	—	$	9,721

Years Ending December 31,
2017 2018 2019 2020 2021
Minimum rental payments under operating leases $ 1,800
$ 6,256
$ 3,861
$ 1,182
$ 110

Note 6.5. Equity in Net Assets of Non-consolidated ~~Affiliate~~Affiliates

We use the equity method to account for our equity interest in ~~SAIC-GMAC, a~~ joint ~~venture that conducts auto finance operations in China.~~ventures. The income of ~~SAIC-GMAC~~these joint ventures is not consolidated into our financial statements; rather, our proportionate share of the earnings is reflected as equity income.

Three Months Ended September 30, Nine Months Ended September 30,
Summarized Operating Data^(a)
2017 2016 2017 2016
Finance charge income $ 261
$ 229
$ 775
$ 700
Provision for loan losses $ 2
$ 7
$ (9 ) $ 21
Interest expense $ 83
$ 65
$ 241
$ 192
Income before income taxes $ 157
$ 137
$ 490
$ 411
Net income $ 118
$ 103
$ 368
$ 308

~~_________________~~


~~(a)~~	~~This data represents that of the entire entity and not our 35% proportionate share.~~

There ~~were~~have been no ~~dividends received from SAIC-GMAC during the nine months ended September 30, 2017. We received dividends from SAIC-GMAC~~ownership changes in our joint ventures since December 31, 2021. The following table presents certain aggregated operating data of ~~$129 million during the nine months ended September 30, 2016.~~ our joint ventures:


	Three Months Ended March 31,
Summarized Operating Data		2022		2021
Finance charge income		$	451	$	430
Income before income taxes		$	206	$	203
Net income		$	154	$	153

At ~~September 30, 2017~~March 31, 2022 and December 31, ~~2016~~2021, we had undistributed earnings of ~~$271~~$794 million and ~~$142~~$740 million related to ~~SAIC-GMAC.~~our non-consolidated affiliates.

Note 7.6. Debt


	September 30, 2017				December 31, 2016					March 31, 2022				December 31, 2021
	Carrying Amount		Fair Value		Carrying Amount		Fair Value			Carrying Amount		Fair Value		Carrying Amount		Fair Value
Secured debt									Secured debt
Revolving credit facilities	$	4,751	$	4,769	$	8,503	$	8,498	Revolving credit facilities	$	1,552	$	1,551	$	3,497	$	3,495
Securitization notes payable	36,024		36,120		26,584		26,664		Securitization notes payable	35,809		35,450		35,841		35,906
Total secured debt	40,775		40,889		35,087		35,162		Total secured debt	37,362		37,002		39,338		39,401
Unsecured debt									Unsecured debt
Senior notes	34,794		35,927		26,737		27,304		Senior notes	47,371		46,485		45,386		46,539
Credit facilities	2,162		2,174		1,961		1,961		Credit facilities	1,213		1,190		1,229		1,211
Other unsecured debt	1,307		1,310		778		780		Other unsecured debt	6,968		6,972		6,608		6,607
Total unsecured debt	38,263		39,411		29,476		30,045		Total unsecured debt	55,552		54,648		53,223		54,357
Total secured and unsecured debt	$	79,038	$	80,300	$	64,563	$	65,207	Total secured and unsecured debt	$	92,913	$	91,649	$	92,561	$	93,758
Fair value utilizing Level 2 inputs			$	78,293			$	62,951	Fair value utilizing Level 2 inputs			$	89,810			$	92,250
Fair value utilizing Level 3 inputs			$	2,007			$	2,256	Fair value utilizing Level 3 inputs			$	1,839			$	1,508

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The fair value of our debt measured utilizing Level 2 inputs was based on quoted market prices for identical instruments and if unavailable, quoted market prices of similar instruments. For debt with original maturity or revolving period of eighteen months or less par value is considered to be a reasonable estimate of fair value. The fair value of our debt measured utilizing Level 3 inputs was based on the discounted future net cash flows expected to be settled using current risk-adjusted rates.

Secured Debt Most of the secured debt was issued by VIEs and is repayable only from proceeds related to the underlying pledged assets. Refer to Note 8 7~~- "Variable Interest Entities"~~ for further ~~discussion.~~information.

During the ~~nine~~three months ended ~~September 30, 2017,~~March 31, 2022, we ~~entered into new credit facilities or~~ renewed credit facilities with a total ~~net additional~~ borrowing capacity of ~~$1.7~~$1.9 billion, and we issued ~~$18.8~~$5.2 billion in aggregate principal amount of securitization notes payable with an initial weighted average interest rate of ~~2.09%~~1.74% and ~~legal final~~ maturity dates ranging from ~~2019~~2023 to ~~2025.~~2029.

Unsecured DebtDuring the ~~nine~~three months ended ~~September 30, 2017,~~March 31, 2022, we issued ~~$10.6~~$3.7 billion in aggregate principal amount of senior notes with an initial weighted average interest rate of ~~2.87%~~2.40% and maturity dates ranging from ~~2019~~2024 to ~~2027.~~2032.

All of these notes are guaranteed by AmeriCredit Financial Services, Inc. (AFSI), our primary U.S. operating subsidiary, and $407 million in senior notes issued by subsidiaries in Canada and Mexico are also guaranteed by General Motors Financial Company, Inc. is the sole guarantor of its subsidiaries' unsecured debt obligations for which a guarantee is provided.

Compliance with Debt CovenantsSeveral of our revolving credit facilities require compliance with certain financial and operational covenants as well as regular reporting to lenders, including providing certain subsidiary financial statements. Certain of our secured debt agreements also contain various covenants, including maintaining portfolio performance ratios as well as limits on deferment levels. Our unsecured ~~senior notes~~debt obligations contain covenants including limitations on our ability to incur certain liens. At ~~September 30, 2017,~~March 31, 2022, we were in compliance with ~~our~~these debt covenants.

Note 8.7. Variable Interest Entities and Other Transfers of Finance Receivables

Securitizations and Credit Facilities The following table summarizes the assets and liabilities related to our consolidated VIEs:


	September 30, 2017		December 31, 2016			March 31, 2022		December 31, 2021
Restricted cash^(a)	$	2,291	$	1,780	Restricted cash(a)	$	2,952	$	2,740
Finance receivables, net of fees	$	26,451	$	24,644	Finance receivables, net of fees	$	30,387	$	31,940
Lease related assets	$	23,751	$	19,341	Lease related assets	$	16,148	$	16,143
Secured debt	$	40,188	$	34,185	Secured debt	$	37,288	$	39,277

_______________

(a) Included in other ~~assets~~assets.

We use SPEs that are considered VIEs to issue variable funding notes to third-party, bank-sponsored warehouse facilities or asset-backed securities to investors in ~~the condensed consolidated balance sheets.~~

~~These amounts are related to~~ securitization ~~and credit facilities held~~transactions. The debt issued by ~~consolidated VIEs. Our continuing involvement with~~ these VIEs ~~consists of servicing~~is backed by finance receivables and leasing-related assets ~~held by~~transferred to the ~~entities and holding residual interests in the entities.~~VIEs. We ~~have~~ determined that we are the primary beneficiary of ~~each VIE~~the VIEs because ~~we hold both (i)~~our servicing responsibilities give us the power to direct the activities ~~of the VIEs~~ that most significantly impact the ~~VIEs' economic~~ performance of the VIEs and ~~(ii)~~our variable interests in the VIEs give us the obligation to absorb losses ~~from~~ and the right to receive ~~benefits of the VIEs~~residual returns that could potentially be ~~significant~~significant. The respective assets of the VIEs serve as the sole source of repayment for the debt issued by these entities. Investors in the notes issued by the VIEs do not have recourse to us or our other assets, with the ~~VIEs.~~exception of customary representation and warranty repurchase provisions and indemnities that we provide as the servicer. We are not required, and do not currently intend, to provide any additional financial support to these VIEs. ~~Liabilities recognized as a result~~While these subsidiaries are included in our condensed consolidated financial statements, these subsidiaries are separate legal entities and the finance receivables, lease-related assets and cash held by these subsidiaries are legally owned by them and are not available to our creditors or creditors of ~~consolidating these~~our other subsidiaries.

Other Transfers of Finance Receivables Under certain debt agreements, we transfer finance receivables to entities ~~generally~~that we do not ~~represent claims against us~~control through majority voting interest or through contractual arrangements. These transfers do not meet the criteria to be considered sales under GAAP; therefore, the finance receivables and the related debt are included in our ~~other subsidiaries~~condensed consolidated financial statements, similar to the treatment of finance receivables and ~~assets recognized generally~~related debt of our consolidated VIEs. Any collections received on the transferred receivables are available only for the ~~benefit~~repayment of ~~these entities operations~~the related debt. At March 31, 2022 and ~~cannot be used~~December 31, 2021, $167 million and $500 million in finance receivables had been transferred in secured funding arrangements to ~~satisfy our or our other subsidiaries' obligations.~~third-party banks, relating to $139 million and $125 million in secured debt outstanding.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Note 9.8. Derivative Financial Instruments and Hedging Activities

We are exposed to certain risks arising from both our business operations and economic conditions. We manage economic risks, including interest rate risk, primarily by managing the amount, sources, and duration of our assets and liabilities and by using derivative financial instruments. Specifically, we enter into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. Our derivative financial instruments are used to manage differences in the amount, timing, and duration of our known or expected cash receipts and our known or expected cash payments principally related to our borrowings.

September 30, 2017 December 31, 2016
Level Notional Fair Value Notional Fair Value
Derivatives designated as hedges
Assets
Fair value hedges
Interest rate swaps 2 $ 3,500
$ 20
$ —
$ —
Cash flow hedges
Interest rate swaps 2,3 2,561
12
3,070
12
Foreign currency swaps 2 1,356
60
—
—
Total assets^(a)
$ 7,417
$ 92
$ 3,070
$ 12
Liabilities
Fair value hedges
Interest rate swaps 2 $ 7,860
$ 260
$ 7,700
$ 276
Cash flow hedges
Interest rate swaps 2,3 —
—
500
1
Foreign currency swaps 2 —
—
791
33
Total liabilities^(b)
$ 7,860
$ 260
$ 8,991
$ 310
Derivatives not designated as hedges
Assets
Interest rate swaps 2,3 $ 33,218
$ 123
$ 7,959
$ 54
Interest rate caps and floors 2 16,810
43
9,698
26
Foreign currency swaps 2 1,182
85
—
—
Total assets^(a)
$ 51,210
$ 251
$ 17,657
$ 80
Liabilities
Interest rate swaps 2,3 $ 12,823
$ 59
$ 6,170
$ 28
Interest rate caps and floors 2 18,467
43
12,146
26
Foreign currency swaps 2 —
—
—
—
Total liabilities^(b)
$ 31,290
$ 102
$ 18,316
$ 54
Certain of our foreign operations expose us to fluctuations of foreign interest rates and exchange rates. We primarily finance our earning assets with debt in the same currency to minimize the impact to earnings from our exposure to fluctuations in exchange rates. When we use a different currency, these fluctuations may impact the value of our cash receipts and payments in terms of our functional currency. We enter into derivative financial instruments to protect the value or fix the amount of certain assets and liabilities in terms of the relevant functional currency.

~~_________________~~


~~(a)~~	~~Derivative assets are included in other assets in the condensed consolidated balance sheets.~~


~~(b)~~	Derivative liabilities are included in other liabilities in the condensed consolidated balance sheets. Amounts accrued for interest payments in a net receivable position are included in other assets in the condensed consolidated balance sheets.

The table below presents the gross fair value amounts of our derivative financial instruments and the associated notional amounts:


	March 31, 2022						December 31, 2021
	Notional		Fair Value of Assets		Fair Value of Liabilities		Notional		Fair Value of Assets		Fair Value of Liabilities
Derivatives designated as hedges
Fair value hedges
Interest rate swaps	$	19,310	$	11	$	345	$	15,058	$	74	$	88
Foreign currency swaps	—		—		—		682		—		59
Cash flow hedges
Interest rate swaps	709		17		4		611		12		4
Foreign currency swaps	7,945		79		221		7,419		85		201
Derivatives not designated as hedges
Interest rate contracts	108,709		1,245		797		110,053		846		339
Foreign currency contracts	—		—		—		148		—		—
Total	$	136,674	$	1,353	$	1,368	$	133,971	$	1,017	$	691

The gross amounts of the fair value of our derivative instruments that are classified as assets or liabilities are included in other assets or other liabilities, respectively. Amounts accrued for interest payments in a net receivable position are included in other assets. Amounts accrued for interest payments in a net payable position are included in other liabilities. All our derivatives are categorized within Level 2 of the fair value hierarchy. The fair value for Level 2 instruments was derived using the market approach based on observable market inputs including quoted prices of similar instruments and foreign exchange and interest rate forward curves. ~~The~~

We primarily enter into derivative instruments through AmeriCredit Financial Services, Inc. (AFSI); however, our SPEs may also be parties to derivative instruments. Agreements between AFSI and its derivative counterparties include rights of setoff for positions with offsetting values or for collateral held or posted. At March 31, 2022 and December 31, 2021, the fair value of derivative instruments that are classified as assets or liabilities available for ~~Level 3 instruments~~offset was ~~derived using the income approach based on a discounted cash flow model, in which expected cash flows are discounted using current risk-adjusted rates. The activity~~$778 million and $505 million. At March 31, 2022 and December 31, 2021, we held $323 million and $376 million of collateral from counterparties that was available for ~~interest rate swap agreements measured at fair value on a recurring basis using significant unobservable inputs (Level 3)~~netting against our asset positions. At March 31, 2022 and December 31, 2021, we posted $432 million and $45 million of collateral to counterparties that was ~~insignificant~~available for ~~the three and nine months ended September 30, 2017 and 2016.~~netting against our liability positions.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The following amounts were recorded in the condensed consolidated balance sheet related to items designated and qualifying as hedged items in fair value hedging relationships:


	Carrying Amount of Hedged Items				Cumulative Amount of Fair Value Hedging Adjustments(a)
	March 31, 2022		December 31, 2021		March 31, 2022		December 31, 2021
Unsecured debt	$	26,157	$	24,964	$	153	$	(226)

Income (Losses) Recognized In Income
Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Fair value hedges
Interest rate contracts^(a)(b)
$ 9
$ 6
$ 38
$ 26
Cash flow hedges
Interest rate contracts^(a)
2
(1 ) 1
(2 )
Foreign currency contracts^(c)
44
(1 ) 99
(1 )
Derivatives not designated as hedges
Interest rate contracts^(a)
16
4
7
7
Foreign currency contracts^(c)(d)
37
—
72
—
Total $ 108
$ 8
$ 217
$ 30
_________________

(a)Includes $196 million and $246 million of unamortized gains remaining on hedged items for which hedge accounting has been discontinued at March 31, 2022 and December 31, 2021.

The table below presents the effect of our derivative financial instruments in the condensed consolidated statements of income:


	Three Months Ended March 31,
		2022	2021
			Interest Expense(a)		Operating Expenses(b)		Interest Expense(a)		Operating Expenses(b)
Fair value hedges
Hedged items - interest rate swaps			$	376	$	—	$	352	$	—
Interest rate swaps			(340)		—		(335)		—
Hedged items - foreign currency swaps(c)			—		23		—		77
Foreign currency swaps			(2)		(24)		(5)		(76)
Cash flow hedges
Interest rate swaps			2		—		(5)		—
Hedged items - foreign currency swaps(c)			—		160		—		190
Foreign currency swaps			(38)		(160)		(30)		(190)
Derivatives not designated as hedges
Interest rate contracts			—		—		20		—
Total income (losses) recognized			$	(2)	$	—	$	(3)	$	1

_________________


~~(a)~~	~~Recognized in earnings as interest expense.~~


~~(b)~~	~~Includes hedge ineffectiveness which reflects the net change in the fair value of interest rate contracts offset by the change in fair value of hedged debt attributable to the hedged risk.~~


~~(c)~~	~~Recognized in earnings as other operating expenses and interest expense.~~


~~(d)~~	~~Activity is partially offset by translation activity (included in other operating expenses) related to foreign currency-denominated loans.~~

(a)Total interest expense was $577 million and $650 million for the three months ended March 31, 2022 and 2021.

(b)Total operating expenses were $372 million and $411 million for the three months ended March 31, 2022 and 2021.

(c)Transaction activity recorded in operating expenses related to foreign currency-denominated loans.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Gains (Losses) Recognized In
Accumulated Other Comprehensive Loss
Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Cash flow hedges
Interest rate contracts $ —
$ 2
$ 1
$ (2 )
Foreign currency contracts 24
—
45
—
Total $ 24
$ 2
$ 46
$ (2 )
The tables below present the effect of our derivative financial instruments in the condensed consolidated statements of comprehensive income (loss):


		Gains (Losses) Recognized In Accumulated Other Comprehensive Income (Loss)
	Three Months Ended March 31,
		2022		2021
Fair value hedges
Foreign currency swaps		$	(2)	$	(3)
Cash flow hedges
Interest rate swaps		4		5
Foreign currency swaps		(57)		(125)
Total		$	(55)	$	(123)


															(Gains) Losses Reclassified From Accumulated Other Comprehensive Income (Loss) Into Income
	Gains (Losses) Reclassified From Accumulated Other Comprehensive Loss Into Income													Three Months Ended March 31,
	Three Months Ended September 30,						Nine Months Ended September 30,								2022		2021
	2017			2016			2017			2016
Fair value hedges													Fair value hedges
Foreign currency swaps													Foreign currency swaps		$	2	$	3
Cash flow hedges													Cash flow hedges
Interest rate contracts	$	(1	)	$	1		$	—		$	1
Foreign currency contracts	(26		)	(4		)	(60		)	(4		)
Interest rate swaps													Interest rate swaps		(1)		3
Foreign currency swaps													Foreign currency swaps		149		166
Total	$	(27	)	$	(3	)	$	(60	)	$	(3	)	Total		$	150	$	172

All amounts reclassified from accumulated other comprehensive income (loss) were recorded to interest expense. During the next 12 months, we estimate an insignificant amount in losses will be reclassified into pre-tax earnings from derivatives designated for hedge accounting.

Note ~~10.~~9. Commitments and Contingencies

~~Guarantees of Indebtedness~~ The payments of principal and interest on senior notes issued by our top-tier holding company, our primary Canadian operating subsidiary and a European subsidiary are guaranteed by our primary U.S. operating subsidiary, AFSI. At September 30, 2017 and December 31, 2016, the par value of these senior notes was $37.3 billion and $29.0 billion. Refer to ~~Note 16 -~~ ~~"Guarantor Condensed Consolidating Financial Statements" for further discussion.~~

Legal Proceedings~~As a finance company, we~~We are subject to various ~~customer~~pending and potential legal and regulatory proceedings in the ordinary course of business, including litigation, arbitration, claims, investigations, examinations, subpoenas and litigation seeking damages and statutory penalties based upon, among other things, usury, disclosure inaccuracies, wrongful repossession, violations of bankruptcy stay provisions, certificate of title disputes, fraud, breach of contract, and discriminatory treatment of credit applicants.enforcement proceedings. Some litigation against us could take the form of class ~~action complaints by customers~~actions. The outcome of these proceedings is inherently uncertain, and ~~certain legal actions include claims~~thus we cannot confidently predict how or when proceedings will be resolved. An adverse outcome in one or more of these proceedings could result in substantial damages, settlements, fines, penalties, diminished income or reputational harm.

In accordance with the current accounting standards for ~~substantial compensatory and/or punitive damages or claims for indeterminate amounts of damages. We~~loss contingencies, we establish reserves for legal ~~claims~~matters when ~~payments~~it is probable that a loss associated with the ~~claims become probable~~matter has been incurred and the ~~payments~~amount of the loss can be reasonably estimated. ~~Given the inherent difficulty of predicting the outcome of litigation and regulatory matters, it is generally very difficult to predict what the eventual~~

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)~~

~~outcome will be, and when the matter will be resolved.~~ The actual costs of resolving legal ~~claims~~matters may be higher or lower than any amounts reserved for ~~the claims.~~these matters. At ~~September 30, 2017,~~March 31, 2022, we ~~estimate~~estimated our reasonably possible legal exposure for unfavorable outcomes is ~~up to $73~~approximately $259 million, ~~excluding $38 million related to the discontinued operations. We~~and we have accrued ~~$24 million excluding $10 million related to the discontinued operations.~~$146 million.

In 2014 and 2015, we were served with investigative subpoenas to produce documents from various state attorneys general and other local governmental offices relating to our automobile loan and lease business and securitization of automobile loans and leases. These investigations are ongoing and could in the future result in the imposition of damages, fines or other civil or criminal penalties. No assurance can be given that the ultimate outcome of the investigations or any resulting proceedings would not materially and adversely affect us or any of our subsidiaries and affiliates.

Other Administrative Tax MattersWe accrue non-income tax liabilities for contingencies when management believes that a loss is probable and the amounts can be reasonably estimated, while contingent gains are recognized only when realized. In the event any losses are sustained in excess of accruals, they will be charged against income at that time.

In evaluating indirect tax matters, we take into consideration factors such as our historical experience with matters of similar nature, specific facts and circumstances, and the likelihood of prevailing. We reevaluate and update our accruals as matters progress over ~~time. Where~~time, where there is a reasonable possibility that losses exceeding amounts already recognized may be ~~incurred, our~~incurred. Our estimate of the additional range of loss is up to ~~$18~~$68 million ~~excluding $18 million~~ ~~related to the discontinued operations.~~at March 31, 2022.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Note ~~11.~~10. Shareholders' Equity

On September 1, 2017, we executed a 10,000 to 1 stock split of each share of our previously authorized common stock, par value $1.00 per share. Each outstanding share was deemed automatically converted into 10,000 shares of common stock, par value $0.0001 per share.

In September 2017, we issued 1,000,000 shares, par value $0.01 per share, of Fixed-to-Floating Rate Cumulative Perpetual Preferred Stock, Series A, at a liquidation preference $1,000 per share, for net proceeds of $985 million.

For the first 10 years after issuance, holders of the preferred stock will be entitled to receive cash dividend payments at an annual rate of 5.750%, payable semi-annually in arrears on March 30 and September 30 of each year beginning on March 30, 2018. After 10 years, holders of the preferred stock will be entitled to receive cash dividend payments at a floating rate equal to the then applicable three-month U.S. dollar LIBOR plus a spread of 3.598% per annum, payable quarterly in arrears, on March 30, June 30, September 30 and December 30 of each year. Dividends on the preferred stock are cumulative whether or not we have earnings, whether or not there are funds legally available for the payment of the dividends and whether or not the dividends are authorized or declared.

The preferred stock does not have a maturity date. We may, at our option, redeem the shares of preferred stock, in whole or in part, at any time on or after September 30, 2027, at a price of $1,000 per share of preferred stock plus all accumulated and unpaid dividends.

~~Note 12. Income Taxes~~

For interim income tax reporting we estimate our annual effective tax rate and apply it to our year-to-date ordinary income. Tax jurisdictions with a projected or year-to-date loss for which a tax benefit cannot be realized are excluded from the annualized effective tax rate. The tax effects of unusual or infrequently occurring items, including changes in judgment about valuation allowances and effects of changes in tax laws or rates, are reported in the interim period in which they occur.


	March 31, 2022	December 31, 2021
Common Stock
Number of shares authorized	10,000,000	10,000,000
Number of shares issued and outstanding	5,050,000	5,050,000

During the three ~~and nine~~ months ended ~~September 30, 2017, income tax expense~~March 31, 2021, our Board of ~~$124~~Directors declared and paid dividends of $600 million ~~and $260 million primarily resulted from tax expense attributable~~on our common stock to ~~entities included in our effective tax rate calculation.~~ General Motors Holdings LLC.


	March 31, 2022	December 31, 2021
Preferred Stock
Number of shares authorized	250,000,000	250,000,000
Number of shares issued and outstanding
Fixed-to-Floating Rate Cumulative Perpetual Preferred Stock, Series A (Series A Preferred Stock)	1,000,000	1,000,000
Fixed-to-Floating Rate Cumulative Perpetual Preferred Stock, Series B (Series B Preferred Stock)	500,000	500,000
Fixed-Rate Reset Cumulative Perpetual Preferred Stock, Series C (Series C Preferred Stock)	500,000	500,000

During the three ~~and nine~~ months ended ~~September 30, 2016,~~March 31, 2022, we paid dividends of $29 million to holders of record of our Series A Preferred Stock, $16 million to holders of record of our Series B Preferred Stock, and $14 million to holders of record of our Series C Preferred Stock. During the three months ended March 31, 2021, we paid dividends of $29 million to holders of record of our Series A Preferred Stock, $16 million to holders of record of our Series B Preferred Stock, and $16 million to holders of record of our Series C Preferred Stock.

The following table summarizes the significant components of accumulated other comprehensive income ~~tax expense of $60 million and $185 million primarily resulted from tax expense attributable to entities included in our effective tax rate calculation.~~(loss):


	Three Months Ended March 31,
		2022		2021
Unrealized gain (loss) on hedges
Beginning balance		$	(77)	$	(157)
Change in value of hedges, net of tax		95		49
Ending balance		19		(108)
Defined benefit plans
Beginning balance		1		1
Unrealized gain (loss) on subsidiary pension, net of tax		—		—
Ending balance		—		1
Foreign currency translation adjustment
Beginning balance		(1,197)		(1,153)
Translation gain (loss), net of tax		144		(72)
Ending balance		(1,053)		(1,225)
Total accumulated other comprehensive income (loss)		$	(1,034)	$	(1,332)

Note 11. Income Taxes

We are included in GM’s consolidated U.S. federal income tax return and ~~for~~ certain states’ income tax returns. Net operating losses and certain tax credits generated by us have been utilized by GM; however, income tax expense and deferred tax balances are presented in ~~these~~our financial statements as if we filed our own tax returns in each jurisdiction.

Refer to Note 2 for further information on related party taxes payable.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Note ~~13.~~12. Segment Reporting

We offer substantially similar products and services throughout many different regions, subject to local regulations and market conditions. We evaluate our business in two operating segments: the North America Segment and the International Segment. The North America Segment includes our operations in the U.S. and Canada. The International Segment includes our operations in Brazil, Chile, Colombia, Mexico and Peru as well as our equity investment in SAIC-GMAC, a joint venture that conducts auto finance operations in China. Our chief operating decision maker evaluates the operating results and performance of our business based on ~~these operating segments.~~our North America and International Segments. The management of each segment is responsible for executing our strategies. ~~As discussed in~~ ~~Note 2~~ - "Discontinued Operations," our European Operations are presented as discontinued operations and are excluded from our segment results for all periods presented. These operations were previously included in our International Segment. KeyThe following tables summarize key operating data for our operating ~~segments were as follows:~~segments:


	Three Months Ended March 31, 2022						Three Months Ended March 31, 2021
	North America		International		Total		North America		International		Total
Total revenue	$	2,930	$	226	$	3,156	$	3,171	$	236	$	3,407
Operating expenses	303		69		372		339		72		411
Leased vehicle expenses	842		13		855		1,231		13		1,244
Provision for loan losses	98		24		122		(44)		18		(26)
Interest expense	507		70		577		592		58		650
Equity income	—		54		54		—		54		54
Income before income taxes	$	1,179	$	105	$	1,284	$	1,053	$	129	$	1,182

Three Months Ended September 30, 2017
North
America International Total
Total revenue $ 2,868
$ 293
$ 3,161
Operating expenses 265
81
346
Leased vehicle expenses 1,662
8
1,670
Provision for loan losses 177
27
204
Interest expense 536
136
672
Equity income —
41
41
Income from continuing operations before income taxes $ 228
$ 82
$ 310


	March 31, 2022						December 31, 2021
	North America		International		Total		North America		International		Total
Finance receivables, net	$	60,492	$	4,478	$	64,970	$	58,883	$	4,096	$	62,979
Leased vehicles, net	$	36,380	$	201	$	36,581	$	37,741	$	188	$	37,929
Total assets	$	108,551	$	7,635	$	116,186	$	106,572	$	7,214	$	113,786

Three Months Ended September 30, 2016
North
America International Total
Total revenue $ 2,092
$ 268
$ 2,360
Operating expenses 240
87
327
Leased vehicle expenses 1,194
3
1,197
Provision for loan losses 147
20
167
Interest expense 383
128
511
Equity income —
36
36
Income from continuing operations before income taxes $ 128
$ 66
$ 194

Nine Months Ended September 30, 2017
North
America International Total
Total revenue $ 8,042
$ 857
$ 8,899
Operating expenses 766
243
1,009
Leased vehicle expenses 4,631
17
4,648
Provision for loan losses 497
76
573
Interest expense 1,488
415
1,903
Equity income —
129
129
Income from continuing operations before income taxes $ 660
$ 235
$ 895

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)~~

Nine Months Ended September 30, 2016
North
America International Total
Total revenue $ 5,666
$ 763
$ 6,429
Operating expenses 656
240
896
Leased vehicle expenses 3,143
5
3,148
Provision for loan losses 449
52
501
Interest expense 1,025
368
1,393
Equity income —
109
109
Income from continuing operations before income taxes $ 393
$ 207
$ 600

September 30, 2017 December 31, 2016
North
America International Total North
America International Total
Finance receivables, net $ 34,225
$ 6,639
$ 40,864
$ 27,617
$ 5,858
$ 33,475
Leased vehicles, net $ 41,657
$ 118
$ 41,775
$ 34,284
$ 58
$ 34,342
Total assets^(a)
$ 84,971
$ 21,164
$ 106,135
$ 68,656
$ 19,109
$ 87,765

~~________________~~

~~(a) International Segment includes assets held for sale of $12.1 billion and $11.0 billion at September 30, 2017 and December 31, 2016.~~

~~Note 14. Accumulated Other Comprehensive Loss~~

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Unrealized gain (loss) on cash flow hedges
Beginning balance $ 6
$ (4 ) $ 17
$ —
Change in value of cash flow hedges, net of tax (3 ) (1 ) (14 ) (5 )
Ending balance 3
(5 ) 3
(5 )
Defined benefit plans
Beginning balance (21 ) (13 ) (20 ) (13 )
Unrealized gain (loss) on subsidiary pension, net of tax —
—
(1 ) —
Ending balance (21 ) (13 ) (21 ) (13 )
Foreign currency translation adjustment
Beginning balance (1,037 ) (1,021 ) (1,235 ) (1,091 )
Translation gain (loss), net of tax 120
(10 ) 318
60
Ending balance (917 ) (1,031 ) (917 ) (1,031 )
Total accumulated other comprehensive loss $ (935 ) $ (1,049 ) $ (935 ) $ (1,049 )

Note ~~15.~~13. Regulatory Capital and ~~other~~Other Regulatory Matters

We are required to comply with a wide variety of laws and regulations. Certain of our entities operate in international markets as either banks or regulated finance companies that are subject to regulatory restrictions. These regulatory restrictions, among other things, require that certain of these entities meet minimum capital requirements and may restrict dividend distributions and ownership of certain assets. We were in compliance with all regulatory capital requirements as most recently reported.

Total assets of our regulated international banks and finance companies were approximately ~~$7.6~~$5.4 billion and ~~$6.9~~$5.1 billion at ~~September 30, 2017~~March 31, 2022 and December 31, ~~2016.~~2021.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)~~

~~Note 16. 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 September 30, 2017 and December 31, 2016, and for the three and nine months ended September 30, 2017 and 2016 (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.

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)~~

~~CONDENSED CONSOLIDATING BALANCE SHEET~~

~~September 30, 2017~~

~~(Unaudited)~~

General
Motors
Financial
Company, Inc.
Guarantor
Non-
Guarantors
Eliminations Consolidated
ASSETS
Cash and cash equivalents $ —
$ 3,546
$ 430
$ —
$ 3,976
Finance receivables, net —
10,097
30,767
—
40,864
Leased vehicles, net —
—
41,775
—
41,775
Goodwill 1,095
—
106
—
1,201
Equity in net assets of non-consolidated affiliate —
—
1,119
—
1,119
Related party receivables —
38
301
—
339
Other assets 855
1,230
3,933
(1,251 ) 4,767
Assets held for sale —
—
12,095
(1 ) 12,094
Due from affiliates 32,762
19,467
—
(52,229 ) —
Investment in affiliates 10,177
5,610
—
(15,787 ) —
Total assets $ 44,889
$ 39,988
$ 90,526
$ (69,268 ) $ 106,135
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities
Secured debt $ —
$ —
$ 41,177
$ (402 ) $ 40,775
Unsecured debt 34,047
—
4,216
—
38,263
Deferred income —
—
3,066
—
3,066
Related party payables 2
—
251
—
253
Other liabilities 369
772
2,157
(849 ) 2,449
Liabilities held for sale —
—
10,864
(6 ) 10,858
Due to affiliates —
32,576
19,648
(52,224 ) —
Total liabilities 34,418
33,348
81,379
(53,481 ) 95,664
Shareholders' equity
Common stock —
—
698
(698 ) —
Preferred stock —
—
—
—
—
Additional paid-in capital 7,514
79
3,450
(3,529 ) 7,514
Accumulated other comprehensive loss (935 ) (107 ) (874 ) 981
(935 )
Retained earnings 3,892
6,668
5,873
(12,541 ) 3,892
Total shareholders' equity 10,471
6,640
9,147
(15,787 ) 10,471
Total liabilities and shareholders' equity $ 44,889
$ 39,988
$ 90,526
$ (69,268 ) $ 106,135

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)~~

~~CONDENSED CONSOLIDATING BALANCE SHEET~~

~~December 31, 2016~~

~~(Unaudited)~~

General
Motors
Financial
Company, Inc.
Guarantor
Non-
Guarantors
Eliminations Consolidated
ASSETS
Cash and cash equivalents $ —
$ 2,284
$ 531
$ —
$ 2,815
Finance receivables, net —
4,969
28,506
—
33,475
Leased vehicles, net —
—
34,342
—
34,342
Goodwill 1,095
—
101
—
1,196
Equity in net assets of non-consolidated affiliate —
—
944
—
944
Related party receivables —
25
322
—
347
Other assets 506
884
3,065
(760 ) 3,695
Assets held for sale —
—
10,959
(8 ) 10,951
Due from affiliates 24,548
16,065
—
(40,613 ) —
Investment in affiliates 8,986
6,445
—
(15,431 ) —
Total assets $ 35,135
$ 30,672
$ 78,770
$ (56,812 ) $ 87,765
LIABILITIES AND SHAREHOLDER'S EQUITY
Liabilities
Secured debt $ —
$ —
$ 35,256
$ (169 ) $ 35,087
Unsecured debt 26,076
—
3,400
—
29,476
Deferred income —
—
2,355
—
2,355
Related party payables 1
—
319
—
320
Other liabilities 365
690
1,677
(591 ) 2,141
Liabilities held for sale —
—
9,694
(1 ) 9,693
Due to affiliates —
24,437
16,183
(40,620 ) —
Total liabilities 26,442
25,127
68,884
(41,381 ) 79,072
Shareholder's equity
Common stock —
—
698
(698 ) —
Additional paid-in capital 6,505
79
5,345
(5,424 ) 6,505
Accumulated other comprehensive loss (1,238 ) (161 ) (1,223 ) 1,384
(1,238 )
Retained earnings 3,426
5,627
5,066
(10,693 ) 3,426
Total shareholder's equity 8,693
5,545
9,886
(15,431 ) 8,693
Total liabilities and shareholder's equity $ 35,135
$ 30,672
$ 78,770
$ (56,812 ) $ 87,765

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)~~

~~CONDENSED CONSOLIDATING STATEMENT OF INCOME~~

~~Three Months Ended September 30, 2017~~

~~(Unaudited)~~

General
Motors
Financial
Company, Inc. Guarantor Non-
Guarantors Eliminations Consolidated
Revenue
Finance charge income $ —
$ 146
$ 691
$ —
$ 837
Leased vehicle income —
—
2,244
—
2,244
Other income —
306
—
(226 ) 80
Total revenue —
452
2,935
(226 ) 3,161
Costs and expenses
Salaries and benefits —
182
42
—
224
Other operating expenses 94
(48 ) 203
(127 ) 122
Total operating expenses 94
134
245
(127 ) 346
Leased vehicle expenses —
—
1,670
—
1,670
Provision for loan losses —
196
8
—
204
Interest expense 301
1
469
(99 ) 672
Total costs and expenses 395
331
2,392
(226 ) 2,892
Equity income 461
306
41
(767 ) 41
Income from continuing operations before income taxes 66
427
584
(767 ) 310
Income tax (benefit) provision (136 ) 40
220
—
124
Income from continuing operations 202
387
364
(767 ) 186
Income (loss) from discontinued operations, net of tax —
(6 ) 22
—
16
Net income 202
381
386
(767 ) 202

Net income attributable to common shareholder $ 200
$ 381
$ 386
$ (767 ) $ 200

Comprehensive income $ 319
$ 411
$ 525
$ (936 ) $ 319

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)~~

~~CONDENSED CONSOLIDATING STATEMENT OF INCOME~~

~~Three Months Ended September 30, 2016~~

~~(Unaudited)~~

General
Motors
Financial
Company, Inc. Guarantor Non-
Guarantors Eliminations Consolidated
Revenue
Finance charge income $ —
$ 127
$ 594
$ —
$ 721
Leased vehicle income —
—
1,582
—
1,582
Other income —
213
15
(171 ) 57
Total revenue —
340
2,191
(171 ) 2,360
Costs and expenses
Salaries and benefits —
157
38
—
195
Other operating expenses 6
54
173
(101 ) 132
Total operating expenses 6
211
211
(101 ) 327
Leased vehicle expenses —
—
1,197
—
1,197
Provision for loan losses —
102
65
—
167
Interest expense 171
54
356
(70 ) 511
Total costs and expenses 177
367
1,829
(171 ) 2,202
Equity income 267
202
36
(469 ) 36
Income from continuing operations before income taxes 90
175
398
(469 ) 194
Income tax (benefit) provision (72 ) (17 ) 149
—
60
Income from continuing operations 162
192
249
(469 ) 134
(Loss) income from discontinued operations, net of tax (15 ) —
28
—
13
Net income $ 147
$ 192
$ 277
$ (469 ) $ 147

Comprehensive income $ 136
$ 183
$ 270
$ (453 ) $ 136

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)~~

~~CONDENSED CONSOLIDATING STATEMENT OF INCOME~~

~~Nine Months Ended September 30, 2017~~

~~(Unaudited)~~

General
Motors
Financial
Company, Inc. Guarantor Non-
Guarantors Eliminations Consolidated
Revenue
Finance charge income $ —
$ 375
$ 2,026
$ —
$ 2,401
Leased vehicle income —
—
6,282
—
6,282
Other income —
870
(15 ) (639 ) 216
Total revenue —
1,245
8,293
(639 ) 8,899
Costs and expenses
Salaries and benefits —
504
117
—
621
Other operating expenses 200
(43 ) 587
(356 ) 388
Total operating expenses 200
461
704
(356 ) 1,009
Leased vehicle expenses —
—
4,648
—
4,648
Provision for loan losses —
356
217
—
573
Interest expense 883
(28 ) 1,331
(283 ) 1,903
Total costs and expenses 1,083
789
6,900
(639 ) 8,133
Equity income 1,051
797
129
(1,848 ) 129
(Loss) income from continuing operations before income taxes (32 ) 1,253
1,522
(1,848 ) 895
Income tax (benefit) provision (498 ) 199
559
—
260
Income from continuing operations 466
1,054
963
(1,848 ) 635
Income (loss) from discontinued operations, net of tax —
(13 ) (156 ) —
(169 )
Net income 466
1,041
807
(1,848 ) 466

Net income attributable to common shareholder $ 464
$ 1,041
$ 807
$ (1,848 ) $ 464

Comprehensive income $ 769
$ 1,095
$ 1,156
$ (2,251 ) $ 769

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)~~

~~CONDENSED CONSOLIDATING STATEMENT OF INCOME~~

~~Nine Months Ended September 30, 2016~~

~~(Unaudited)~~

General
Motors
Financial
Company, Inc. Guarantor Non-
Guarantors Eliminations Consolidated
Revenue
Finance charge income $ —
$ 344
$ 1,766
$ —
$ 2,110
Leased vehicle income —
—
4,144
—
4,144
Other income (1 ) 628
28
(480 ) 175
Total revenue (1 ) 972
5,938
(480 ) 6,429
Costs and expenses
Salaries and benefits —
432
104
—
536
Other operating expenses 2
175
475
(292 ) 360
Total operating expenses 2
607
579
(292 ) 896
Leased vehicle expenses —
—
3,148
—
3,148
Provision for loan losses —
282
219
—
501
Interest expense 612
(67 ) 1,036
(188 ) 1,393
Total costs and expenses 614
822
4,982
(480 ) 5,938
Equity income 858
538
109
(1,396 ) 109
Income from continuing operations before income taxes 243
688
1,065
(1,396 ) 600
Income tax (benefit) provision (272 ) 63
394
—
185
Income from continuing operations 515
625
671
(1,396 ) 415
(Loss) income from discontinued operations, net of tax (15 ) —
100
—
85
Net income $ 500
$ 625
$ 771
$ (1,396 ) $ 500

Comprehensive income $ 555
$ 653
$ 837
$ (1,490 ) $ 555

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)~~

~~CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS~~

~~Nine Months Ended September 30, 2017~~

~~(Unaudited)~~

General
Motors
Financial
Company, Inc.
Guarantor
Non-
Guarantors
Eliminations Consolidated
Net cash (used in) provided by operating activities - continuing operations $ (690 ) $ 616
$ 4,869
$ —
$ 4,795
Net cash provided by (used in) operating activities - discontinued operations 26
(24 ) 241
—
243
Net cash (used in) provided by operating activities (664 ) 592
5,110
—
5,038
Cash flows from investing activities
Purchases of retail finance receivables, net —
(15,709 ) (11,312 ) 11,754
(15,267 )
Principal collections and recoveries on retail finance receivables —
1,875
7,535
—
9,410
Proceeds from transfer of retail finance receivables, net —
8,787
2,967
(11,754 ) —
Net funding of commercial finance receivables —
(429 ) (1,128 ) —
(1,557 )
Purchases of leased vehicles, net —
—
(14,809 ) —
(14,809 )
Proceeds from termination of leased vehicles —
—
4,649
—
4,649
Other investing activities —
(288 ) (10 ) 233
(65 )
Net change in due from affiliates (8,213 ) (3,397 ) —
11,610
—
Net change in investment in affiliates 54
1,686
—
(1,740 ) —
Net cash used in investing activities - continuing operations (8,159 ) (7,475 ) (12,108 ) 10,103
(17,639 )
Net cash provided by (used in) investing activities - discontinued operations 131
—
(599 ) —
(468 )
Net cash used in investing activities (8,028 ) (7,475 ) (12,707 ) 10,103
(18,107 )
Cash flows from financing activities
Net change in debt (original maturities less than three months) 66
—
(371 ) —
(305 )
Borrowings and issuance of secured debt —
—
26,964
(233 ) 26,731
Payments on secured debt —
—
(20,905 ) —
(20,905 )
Borrowings and issuance of unsecured debt 10,133
—
2,493
—
12,626
Payments on unsecured debt (2,450 ) —
(1,925 ) —
(4,375 )
Debt issuance costs (42 ) —
(89 ) —
(131 )
Proceeds from issuance of preferred stock 985
—
—
—
985
Net capital contributions —
—
(1,740 ) 1,740
—
Net change in due to affiliates —
8,145
3,465
(11,610 ) —
Net cash provided by financing activities - continuing operations 8,692
8,145
7,892
(10,103 ) 14,626
Net cash provided by financing activities - discontinued operations —
—
63
—
63
Net cash provided by financing activities 8,692
8,145
7,955
(10,103 ) 14,689
Net increase in cash, cash equivalents and restricted cash —
1,262
358
—
1,620
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash —
—
112
—
112
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 $ —
$ 3,546
$ 3,488
$ —
$ 7,034
Cash, cash equivalents and restricted cash from continuing operations at end of period $ —
$ 3,546
$ 2,923
$ —
$ 6,469
Cash, cash equivalents and restricted cash from discontinued operations at end of period $ —
$ —
$ 565
$ —
$ 565

~~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 $ —
$ 3,546
$ 430
$ —
$ 3,976
Restricted cash included in other assets —
—
2,493
—
2,493
Total $ —
$ 3,546
$ 2,923
$ —
$ 6,469

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)~~

~~CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS~~

~~Nine Months Ended September 30, 2016~~

~~(Unaudited)~~

General
Motors
Financial
Company, Inc.
Guarantor
Non-
Guarantors
Eliminations Consolidated
Net cash (used in) provided by operating activities - continuing operations $ (454 ) $ (389 ) $ 4,409
$ —
$ 3,566
Net cash provided by operating activities - discontinued operations (15 ) 10
295
—
290
Net cash (used in) provided by operating activities (469 ) (379 ) 4,704
—
3,856
Cash flows from investing activities
Purchases of retail finance receivables, net —
(12,676 ) (10,047 ) 12,315
(10,408 )
Principal collections and recoveries on retail finance receivables —
1,274
6,094
—
7,368
Proceeds from transfer of retail finance receivables, net —
8,232
4,083
(12,315 ) —
Net funding of commercial finance receivables —
(335 ) (810 ) —
(1,145 )
Purchases of leased vehicles, net —
—
(14,939 ) —
(14,939 )
Proceeds from termination of leased vehicles —
—
1,799
—
1,799
Other investing activities —
(219 ) (9 ) 169
(59 )
Net change in due from affiliates (7,506 ) (6,621 ) —
14,127
—
Net change in investment in affiliates 24
2,473
—
(2,497 ) —
Net cash used in investing activities - continuing operations (7,482 ) (7,872 ) (13,829 ) 11,799
(17,384 )
Net cash used in investing activities - discontinued operations —
—
(949 ) —
(949 )
Net cash used in investing activities (7,482 ) (7,872 ) (14,778 ) 11,799
(18,333 )
Cash flows from financing activities
Net change in debt (original maturities less than three months) 1
—
(302 ) —
(301 )
Borrowings and issuance of secured debt —
—
18,589
(169 ) 18,420
Payments on secured debt —
—
(12,525 ) —
(12,525 )
Borrowings and issuance of unsecured debt 8,987
—
1,371
—
10,358
Payments on unsecured debt (1,000 ) —
(1,345 ) —
(2,345 )
Debt issuance costs (37 ) —
(75 ) —
(112 )
Net capital contributions —
—
(2,497 ) 2,497
—
Net change in due to affiliates —
7,643
6,484
(14,127 ) —
Net cash provided by financing activities - continuing operations 7,951
7,643
9,700
(11,799 ) 13,495
Net cash provided by financing activities - discontinued operations —
—
601
—
601
Net cash provided by financing activities 7,951
7,643
10,301
(11,799 ) 14,096
Net increase (decrease) in cash, cash equivalents and restricted cash —
(608 ) 227
—
(381 )
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash —
—
22
—
22
Cash, cash equivalents and restricted cash at beginning of period —
2,319
2,683
—
5,002
Cash, cash equivalents and restricted cash at end of period $ —
$ 1,711
$ 2,932
$ —
$ 4,643
Cash, cash equivalents and restricted cash from continuing operations at end of period $ —
$ 1,711
$ 2,207
$ —
$ 3,918
Cash, cash equivalents and restricted cash from discontinued operations at end of period $ —
$ —
$ 725
$ —
$ 725

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

~~Basis of Presentation~~ ~~This~~Forward-looking statements in this Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) ~~should be read in conjunction with the accompanying condensed consolidated financial statements and the audited consolidated financial statements and notes thereto included in our 2016 Form 10-K.~~

Our European Operations are presented as discontinued operations, and the assets and liabilities of our European Operations are presented as held for sale in our condensed consolidated financial statements for all periods presented. Unless otherwise indicated, information in this discussion and analysis relates to continuing operations. Refer to ~~Note 2~~ ~~- "Discontinued Operations" to our condensed consolidated financial statements for additional details regarding our planned disposal of these operations.~~

~~Forward-looking statements in this MD&A~~ are not guarantees of future performance and may involve risks and uncertainties that could cause actual results to differ materially from those projected. Refer to the "Forward-Looking Statements" section of this MD&A and the "Risk Factors" section of our ~~2016~~Annual Report on Form 10-K for the fiscal year ended December 31, 2021, as filed with the Securities and Exchange Commission on February 2, 2022 (2021 Form 10-K) for a discussion of these risks and uncertainties.

Basis of Presentation

This MD&A should be read in conjunction with the accompanying condensed consolidated financial statements and notes thereto and the audited consolidated financial statements and notes thereto included in our 2021 Form 10-K.

Except as otherwise specified, dollar amounts presented within tables are stated in millions.

~~Retail~~ ~~Our retail automobile finance programs in the U.S. include full-spectrum lending~~ Certain columns and leasing offered through GM-franchised dealers under the "GM Financial" brand. We also offer a sub-prime lending product through non-GM-franchised and select independent dealers under the "AmeriCredit" brand. Our sub-prime lending program is designed to serve customers who have limited access to automobile financing through banks and credit unions. We therefore generally charge higher rates than those charged by banks and credit unions and expect to sustain a higher level of credit losses than on prime lending. We finance new GM vehicles, moderately-priced new vehicles from other manufacturers, and later-model, low mileage used vehicles.

Our international retail lending and leasing programs focus on financing new GM vehicles and select used vehicles. We also offer finance and/or car-related insurance products through third parties, such as payment protection, gap, extended warranty and motor insurance.

We have expanded our leasing and prime lending programs through GM-franchised dealerships in the U.S.; therefore, leasing and prime lending have become a larger percentage of our originations and retail portfolio balance. We have been the exclusive subvented lease provider for GM in the U.S. since April 2015 and the exclusive subvented loan provider for GM in the U.S. since January 2016. The following table presents our retail loan and lease originations in the North America Segment by FICO score band or equivalents:

Nine Months Ended September 30,
2017 2016
Amount Percentage Amount Percentage
Prime - FICO Score 680 and greater $ 24,082
74.2 % $ 19,330
69.6 %
Near-prime - FICO Score 620 to 679 3,783
11.7
3,606
13.0
Sub-prime - FICO Score less than 620 4,577
14.1
4,829
17.4
Total originations $ 32,442
100.0 % $ 27,765
100.0 %

~~The following table summarizes additional information for operating leases (in thousands):~~

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Operating leases originated^(a)
174
161
530
518
Operating leases terminated^(b)
98
36
242
94
Operating lease vehicles returned^(c)
68
17
163
44
Return rate^(d)
69 % 47 % 67 % 47 %

~~________________~~


~~(a)~~	~~Operating leases originated represents the number of operating leases we purchase during a given period.~~


~~(b)~~	~~Operating leases terminated represents the number of vehicles for which the lease has ended during a given period.~~


~~(c)~~	~~Operating lease vehicles returned represents the number of vehicles returned to us for remarketing at the end of the lease term.~~


~~(d)~~	~~Return rates are calculated as the number of operating leases returned divided by the number of operating leases terminated.~~

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

~~Operating leases terminated and operating lease vehicles returned increased~~rows may not add due to the growth and maturity of the leased asset portfolio. Due to the current age and size of our lease portfolio, the current return rate is lower than we expect it to be in future periods as our lease portfolio grows and matures.

~~The following table summarizes the residual value and the number of units included in leased vehicles, net by vehicle type (units in thousands):~~

September 30, 2017 December 31, 2016
Residual Value Units
Unit
Percentage
Residual Value Units Unit
Percentage
Cars $ 5,968
460
28.6 % $ 5,240
420
31.7 %
Trucks 6,722
276
17.1
5,231
224
16.9
CUVs 13,107
782
48.5
10,349
604
45.7
SUVs 3,456
93
5.8
2,791
75
5.7
Total $ 29,253
1,611
100.0 % $ 23,611
1,323
100.0 %

Based on recent pricing trends for used vehicles in the secondary market, which have remained more favorable than previously expected, as well as the temporary impact from Hurricanes Harvey and Irma, we now expect used car prices to decline less than 7% during 2017 compared to 2016. We continue to expect an increased supply of used vehicles to pressure used car prices in 2018.

~~Commercial~~ Our commercial lending programs are offered primarily to our GM-franchised dealer customers and their affiliates. Commercial lending products primarily include floorplan financing, working capital financing, loans to purchase and/or finance dealership real estate and loans to finance improvements to dealership facilities. Other commercial products include financing for parts and accessories, dealer fleets and storage centers.

~~Financing~~ We primarily finance our loan, lease and commercial origination volume through the use of our secured and unsecured credit facilities, through public and private securitization transactions where such markets are developed and through the issuance of unsecured debt in the public markets. Generally, we seek to fund our operations through local sources of funding to minimize currency and country risk, although we may issue debt globally in order to enhance funding source diversification and support financing needs for the U.S. As such, the mix of funding sources varies from country to country, based on the characteristics of our earning assets and the relative development of the capital markets in each country. We actively monitor the capital markets and seek to optimize our mix of funding sources and our cost of funds.

~~Peugeot S.A. Transaction~~ On March 5, 2017, General Motors Holdings LLC, a wholly-owned subsidiary of GM and our parent, entered into a Master Agreement (the Agreement) with Peugeot S.A. Pursuant to the Agreement, Peugeot S.A. acquired on July 31, 2017 GM’s Opel and Vauxhall businesses and certain other assets in Europe (the Opel/Vauxhall Business) and will acquire, together with a financial partner, certain of our European financial subsidiaries and branches (collectively, our European Operations and, together with Opel/Vauxhall Business, GM's European Business), as described in ~~Note 2~~ ~~- "Discontinued Operations" to our condensed consolidated financial statements.~~

The net consideration to be paid for our European Operations will be 0.8 times their book value at closing. Based on exchange rates at September 30, 2017, we estimate the net consideration will be approximately $1.1 billion, and we currently expect to recognize a disposal loss of approximately $500 million, subject to foreign currency fluctuations, which have had a favorable impact on the estimated loss. The purchase price is subject to certain adjustments as provided in the Agreement. During the nine months ended September 30, 2017, we recognized a portion of the disposal loss, in accordance with ASC 360 - "Property, Plant and Equipment." We expect to recognize the remainder of the disposal loss at the closing of the transaction.

At and during the nine months ended September 30, 2017, the assets and liabilities of our European Operations have been presented as held for sale and its operations and cash flows have been presented as discontinued operations based on the progress towards satisfying the various closing conditions necessary to complete the transaction. The transfer of our European Operations is expected to close by the end of the year subject to the receipt of the remaining necessary regulatory approvals and satisfaction of other closing conditions. Refer to ~~Note 2~~ - "Discontinued Operations" to our condensed consolidated financial statements for more information related to the assets and liabilities held for sale and discontinued operations of our European Operations.

Our principal focus is on expanding our business in the U.S. to reach full captive penetration levels; therefore, we do not expect that the sale of our European Operations will have a material adverse effect on our consolidated results of operations, financial condition, liquidity or financing strategies, including the mix of secured and unsecured debt issuances. We also do not expect that the sale of our European Operations will result in a material increase in our ratio of total debt to total equity or our earning assets leverage ratio as calculated under our Support Agreement with GM. Due to the size of the prime retail loan portfolio held by our European Operations, we expect that, for a period of time following the sale, leased vehicles will make up a greater

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

percentage of our earning assets than they have historically. As our U.S. operations increase purchases of prime retail loans, we expect that our earning asset mix will return to more recent historical levels. We will distribute 50% of the sales proceeds to GM as a special dividend shortly following the completion of the sale.

~~We continue to expect pre-tax income to double from 2014 earnings of $815 million once full captive penetration levels are achieved on a consistent basis.~~

~~Results of Operations~~

In our tabular presentation of the changes in results between financial periods, we provide the following information: (i) the amount of change excluding the impact of foreign currency translation (FX); (ii) the amount of the impact of foreign currency translation; and (iii) the total change. The amount of the impact of foreign currency translation is derived by translating current year results at the average of prior year exchange rates, and is driven by the change in the U.S. Dollar against the currencies used by our foreign operations. We believe the amount of change excluding the foreign currency translation impact facilitates a better comparison of results. In our discussion below, we discuss changes in relevant items excluding any foreign currency translation impact.rounding. Average balances are calculated using daily balances, where available. Otherwise, average balances are calculated using monthly balances.

Overview

We continue to monitor the impact of the COVID-19 pandemic, government actions and measures taken to prevent its spread, and the potential to affect our operations, particularly in China. We are also monitoring the current global economic environment, including specifically the inflationary pressures in the U.S. and the macroeconomic impact of the conflict in the Ukraine, and any resulting impacts on our financial position and results of operations. Refer to the "Risk Factors" section of our 2021 Form 10-K for additional information.

Results of Operations

This section discusses our results of operations for the three months ended March 31, 2022 as compared to the three months ended March 31, 2021.

Income before income taxes for the three months ended March 31, 2022 increased to $1.3 billion from $1.2 billion for the three months ended March 31, 2021. Key drivers of the change in income before income taxes include the following:

•Leased vehicle income decreased $255 million primarily due to a decrease in the size of the leased vehicles portfolio.

•Leased vehicle expenses decreased $389 million primarily due to a $431 decrease in depreciation on leased vehicles, resulting from increased residual value estimates and a decrease in the size of the leased vehicles portfolio, partially offset by a $47 million decrease in lease termination gains.

•Provision for loan losses increased $148 million primarily due to a reduction in reserve levels recorded in the three months ended March 31, 2021 as a result of actual credit performance that was better than forecast, as well as favorable expectations for charge-offs and recoveries to reflect improved forecast economic conditions.

•Interest expense decreased $73 million primarily due to decreased credit spreads on our debt, as well as a decrease in the average debt outstanding.

Return on average common equity is widely used to measure earnings in relation to invested capital. Our return on average common equity increased to 29.8% for the four quarters ended March 31, 2022 from 24.3% for the four quarters ended March 31, 2021 primarily due to increased earnings.

We use return on average tangible common equity, a non-generally accepted accounting principle (GAAP) measure, to measure our contribution to General Motors Company's (GM) enterprise profitability and cash flow. Our return on average tangible common equity increased to 32.9% for the four quarters ended March 31, 2022 from 27.3% for the four quarters ended March 31, 2021 primarily due to increased earnings.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

The following table presents our reconciliation of return on average tangible common equity to return on average common equity, the most directly comparable GAAP measure:


	Four Quarters Ended
	March 31, 2022			March 31, 2021
Net income attributable to common shareholder	$	3,754		$	2,615

Average equity	$	14,556		$	12,486
Less: average preferred equity	(1,969)			(1,742)
Average common equity	12,587			10,744
Less: average goodwill	(1,171)			(1,169)
Average tangible common equity	$	11,415		$	9,575

Return on average common equity	29.8		%	24.3		%
Return on average tangible common equity	32.9		%	27.3		%

Our calculation of this non-GAAP measure may not be comparable to similarly titled measures of other companies due to potential differences between companies in the method of calculation. As a result, the use of this non-GAAP measure has limitations and should not be considered superior to, in isolation from, or as a substitute for, related U.S. GAAP measures. This non-GAAP measure allows investors the opportunity to measure and monitor our performance against our externally communicated targets and evaluate the investment decisions being made by management to improve our return on average tangible common equity. Management uses this measure in its financial, investment and operational decision-making processes, for internal reporting and as part of its forecasting and budgeting processes. For these reasons we believe this non-GAAP measure is useful for our investors.

Three Months Ended ~~September 30, 2017~~March 31, 2022 compared to Three Months Ended ~~September 30, 2016~~March 31, 2021


Average Earning Assets	Three Months Ended September 30,				2017 vs. 2016								Average Earning Assets	Three Months Ended March 31,				2022 vs. 2021
	2017		2016		Change excluding FX		FX		Total change		%			2022		2021		Amount		Percentage
Average retail finance receivables	$	31,796	$	24,740	$	6,905	$	151	$	7,056	28.5	%	Average retail finance receivables	$	58,827	$	52,519	$	6,308	12.0	%
Average commercial finance receivables	9,617		6,161		3,397		59		3,456		56.1	%	Average commercial finance receivables	6,987		8,113		(1,126)		(13.9)	%
Average finance receivables	41,413		30,901		10,302		210		10,512		34.0	%	Average finance receivables	65,814		60,632		5,182		8.5	%
Average leased vehicles, net	40,789		29,971		10,736		82		10,818		36.1	%	Average leased vehicles, net	37,249		40,102		(2,853)		(7.1)	%
Average earning assets	$	82,202	$	60,872	$	21,038	$	292	$	21,330	35.0	%	Average earning assets	$	103,063	$	100,734	$	2,329	2.3	%

Retail finance receivables purchased	$	4,686	$	4,159	$	495	$	32	$	527	12.7	%	Retail finance receivables purchased	$	8,074	$	8,232	$	(158)	(1.9)	%

Leased vehicles purchased	$	6,557	$	6,129	$	411	$	17	$	428	7.0	%	Leased vehicles purchased	$	3,542	$	5,760	$	(2,218)	(38.5)	%

Average retail finance receivables increased ~~as a result~~primarily due to new loan originations in excess of ~~the continued increase of our share~~principal collections and payoffs. Origination volume was also impacted by higher average amounts financed. Our penetration of GM's ~~business~~retail sales in the U.S. ~~The increase in average leased vehicles, net primarily resulted from our exclusive lease subvention arrangement~~was 46.1% and 43.8% for the three months ended March 31, 2022 and 2021. Penetration levels vary depending on incentive financing programs available and competing third-party financing products in the ~~U.S. with GM.~~market.

Average commercial finance receivables decreased primarily due to reduced dealer new vehicle inventory.

Leased vehicles purchased decreased during the three months ended March 31, 2022 as compared to the same period in 2021, primarily due to sustained low new vehicle inventory and reduced new vehicle incentive levels.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.


Revenue	Three Months Ended September 30,						2017 vs. 2016								Revenue	Three Months Ended March 31,						2022 vs. 2021
	2017			2016			Change excluding FX		FX		Total change		%			2022			2021			Amount		Percentage
Finance charge income															Finance charge income
Retail finance receivables	$	724		$	655		$	61	$	8	$	69	10.5	%	Retail finance receivables	$	945		$	945		$	—	—	%
Commercial finance receivables	$	113		$	66		$	46	$	1	$	47	71.2	%	Commercial finance receivables	$	65		$	71		$	(6)	(8.5)	%
Leased vehicle income	$	2,244		$	1,582		$	655	$	7	$	662	41.8	%	Leased vehicle income	$	2,066		$	2,321		$	(255)	(11.0)	%
Other income	$	80		$	57		$	21	$	2	$	23	40.4	%	Other income	$	80		$	70		$	10	14.3	%
Equity income	$	41		$	36		$	5	$	—	$	5	13.9	%	Equity income	$	54		$	54		$	—	—	%
Effective yield - retail finance receivables	9.0		%	10.5		%									Effective yield - retail finance receivables	6.5		%	7.3		%
Effective yield - commercial finance receivables	4.7		%	4.3		%									Effective yield - commercial finance receivables	3.8		%	3.5		%

Finance Charge Income - Retail Finance Receivables Finance charge income on retail finance receivables increased due to growth in the portfolio, substantially offset by a decrease in effective yield. The effective yield on our retail finance receivables decreased due primarily to a decrease in the average annual percentage rate on new originations in the U.S. to 5.2%was flat for the three months ended ~~September 30, 2017 from 6.2% for~~March 31, 2022 compared to the ~~three months ended September 30, 2016,~~same period in 2021, as ~~we have increased our lending~~the increase due to ~~borrowers with~~a higher average balance of retail finance receivables was offset by the decrease in effective yield as a result of the expansion of the retail loan portfolio into prime credit. The effective yield represents finance charges, rate subvention and fees recorded in earnings during the period as a percentage of average retail finance receivables. The effective yield, as a percentage of average retail finance receivables, is higher than the contractual rates of our auto finance contracts primarily because the effective yield includes, in addition to the contractual rates and fees, the impact of rate subvention provided by GM.

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

Finance Charge Income - Commercial Finance Receivables Finance charge income on commercial finance receivables ~~increased~~decreased due to ~~growth~~a decrease in the size of the portfolio ~~and due to~~as a result of continued reduced dealer new vehicle inventory, partially offset by an increase in the effective yield ~~resulting from rising~~as a result of higher benchmark ~~interest~~ rates.

~~The increase in leased~~Leased Vehicle Income Leased vehicle income ~~reflects~~decreased primarily due to a decrease in the ~~growth~~size of the leased ~~asset~~vehicles portfolio.

~~Equity income in our China joint venture increased due primarily to growth in asset levels driven by increased retail penetration.~~


Costs and Expenses	Three Months Ended March 31,						2022 vs. 2021
	2022			2021			Amount		Percentage
Operating expenses	$	372		$	411		$	(39)	(9.5)	%
Leased vehicle expenses	$	855		$	1,244		$	(389)	(31.3)	%
Provision for loan losses	$	122		$	(26)		$	148	(569.2)	%
Interest expense	$	577		$	650		$	(73)	(11.2)	%
Average debt outstanding	$	92,802		$	93,870		$	(1,068)	(1.1)	%
Effective rate of interest on debt	2.5		%	2.8		%

Costs and Expenses Three Months Ended September 30, 2017 vs. 2016
2017 2016 Change excluding FX FX Total change %
Operating expenses $ 346
$ 327
$ 18
$ 1
$ 19
5.8 %
Leased vehicle expenses $ 1,670
$ 1,197
$ 469
$ 4
$ 473
39.5 %
Provision for loan losses $ 204
$ 167
$ 36
$ 1
$ 37
22.2 %
Interest expense $ 672
$ 511
$ 157
$ 4
$ 161
31.5 %
Average debt outstanding $ 78,953
$ 56,902
$ 21,823
$ 228
$ 22,051
38.8 %
Effective rate of interest on debt 3.4 % 3.6 %

Operating Expenses ~~The increase in operating expenses relates to the growth in earning assets and investments to support the prime lending program and enhance lease origination and servicing capabilities in the U.S.~~ Operating expenses as an annualized percentage of average earning assets ~~decreased to~~were 1.5% and 1.7% ~~from 2.1%~~ for the three months ended ~~September 30, 2017, compared to the three months ended September 30, 2016, due primarily to efficiency gains achieved through higher earning asset levels.~~March 31, 2022 and 2021.

Leased Vehicle Expenses Leased vehicle expenses ~~which are~~decreased primarily ~~comprised of~~due to a $431 million decrease in depreciation ofon leased vehicles, resulting equally from increased ~~due to~~residual value estimates and a decrease in the ~~growth~~size of the ~~leased asset portfolio.~~

~~Provision~~portfolio, partially offset by a $47 million decrease in lease termination gains, resulting from fewer vehicles returned to us for ~~Loan Losses~~ The provision for retail loan losses increased due primarily to the growth of the retail finance receivables portfolio. As an annualized percentage of average retail finance receivables, the provision for retail loan losses decreased to 2.5%remarketing for the three months ended ~~September 30, 2017 from 2.6%~~March 31, 2022 compared to the same period in 2021.

Provision for Loan Losses Provision for loan losses increased primarily due to a reduction in reserve levels recorded in the three months ended ~~September 30, 2016, due primarily~~March 31, 2021 as a result of actual credit performance that was better than forecast, as well as favorable expectations for charge-offs and recoveries to ~~a shift in the credit mix of the portfolio to a larger percentage of prime loans. The provision for commercial loan losses was insignificant for the three months ended September 30, 2017 and 2016.~~reflect improved forecast economic conditions.

Interest Expense Interest expense ~~increased~~decreased primarily due ~~primarily~~ to ~~an increase~~decreased credit spreads on our debt, as well as a decrease in the average debt ~~outstanding resulting from growth in the loan and lease portfolios.~~outstanding.

Taxes Our consolidated effective income tax rate was ~~46.1%~~26.2% and ~~38.0%~~27.0% of income before income taxes and equity income for the three months ended ~~September 30, 2017~~March 31, 2022 and ~~2016.~~2021. The ~~increase~~decrease in the effective income tax rate is primarily due ~~primarily~~ to ~~differences~~a lower percentage of income being taxed at higher rates for our non-U.S. entities included in ~~U.S. taxation of foreign earnings and a decrease in certain U.S. federal~~our effective tax ~~credits.~~rate calculation.

Other Comprehensive Income (Loss)

Unrealized Gain (Loss) on Hedges Unrealized gains on hedges included in other comprehensive income (loss) were $95 million and $49 million for the three months ended March 31, 2022 and 2021. The change in unrealized gain (loss) was primarily due to changes in the fair value of our foreign currency swap agreements.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

Unrealized gains and losses on cash flow hedges of our floating rate debt are reclassified into earnings in the same period during which the hedged transactions affect earnings via principal remeasurement or accrual of interest expense.

Foreign Currency Translation Adjustment Foreign currency translation adjustments included in other comprehensive income (loss) were ~~$120~~$144 million and ~~$(10)~~$(72) million for the three months ended ~~September 30, 2017~~March 31, 2022 and ~~2016.~~2021. Translation adjustments ~~result~~resulted from changes in the values of our international currency-denominated assets and liabilities as the value of the U.S. Dollar ~~changes~~changed in relation to international currencies.

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

~~Nine Months Ended September 30, 2017 compared~~ The foreign currency translation gain for the three months ended March 31, 2022 was primarily due to ~~Nine Months Ended September 30, 2016~~

Average Earning Assets Nine Months Ended September 30, 2017 vs. 2016
2017 2016 Change excluding FX FX Total change %
Average retail finance receivables $ 29,918
$ 23,728
$ 6,030
$ 160
$ 6,190
26.1 %
Average commercial finance receivables 8,844
5,731
3,091
22
3,113
54.3 %
Average finance receivables 38,762
29,459
9,121
182
9,303
31.6 %
Average leased vehicles, net 38,282
26,128
12,131
23
12,154
46.5 %
Average earning assets $ 77,044
$ 55,587
$ 21,252
$ 205
$ 21,457
38.6 %

Retail finance receivables purchased $ 15,546
$ 10,580
$ 4,872
$ 94
$ 4,966
46.9 %
Leased vehicles purchased $ 19,581
$ 19,327
$ 242
$ 12
$ 254
1.3 %

~~Average finance receivables increased as a result~~appreciating values of the ~~continued increase of our share of GM's business. The increase~~Brazilian Real, the Chilean Peso and the Mexican Peso in ~~average leased vehicles, net primarily resulted from our exclusive lease subvention arrangement in~~relation to the U.S. ~~with GM.~~Dollar. The foreign currency translation loss for the three months ended March 31, 2021 was primarily due to depreciating values of the Brazilian Real and the Mexican Peso in relation to the U.S. Dollar.

Revenue Nine Months Ended September 30, 2017 vs. 2016
2017 2016 Change excluding FX FX Total change %
Finance charge income
Retail finance receivables $ 2,098
$ 1,924
$ 140
$ 34
$ 174
9.0 %
Commercial finance receivables $ 303
$ 186
$ 113
$ 4
$ 117
62.9 %
Leased vehicle income $ 6,282
$ 4,144
$ 2,133
$ 5
$ 2,138
51.6 %
Other income $ 216
$ 175
$ 35
$ 6
$ 41
23.4 %
Equity income $ 129
$ 109
$ 24
$ (4 ) $ 20
18.3 %
Effective yield - retail finance receivables 9.4 % 10.8 %
Effective yield - commercial finance receivables 4.6 % 4.3 %
Earning Assets Quality

Retail Finance ~~charge income on~~Receivables Our retail finance receivables ~~increased due~~portfolio includes loans made to ~~growth in~~consumers and businesses to finance the portfolio, substantially offset by a decrease in effective yield. The effective yield on our retail finance receivables decreased due primarily to a decrease in the average annual percentage rate on new originations in the U.S. to 5.9%purchase of vehicles for the nine months ended September 30, 2017 from 7.0% for the nine months ended September 30, 2016, as we have increased our lending to borrowers with prime credit. The effective yield represents finance chargespersonal and fees recorded in earnings during the period as a percentage of average retail finance receivables. The effective yield, as a percentage of average retail finance receivables, is higher than the contractual rates of our auto finance contracts primarily because the effective yield includes, in addition to the contractual rates and fees, the impact of rate subvention provided by GM.

~~Finance charge income on~~ commercial ~~finance receivables increased due to growth in the portfolio, and due to an increase in the effective yield resulting from rising benchmark interest rates.~~

~~The increase in leased vehicle income reflects the growth~~use. A summary of the ~~leased asset portfolio.~~

~~Equity income in our China joint venture increased due primarily to growth in asset levels driven~~credit risk profile by ~~increased retail penetration.~~

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

Costs and Expenses Nine Months Ended September 30, 2017 vs. 2016
2017 2016 Change excluding FX FX Total change %
Operating expenses $ 1,009
$ 896
$ 103
$ 10
$ 113
12.6 %
Leased vehicle expenses $ 4,648
$ 3,148
$ 1,497
$ 3
$ 1,500
47.6 %
Provision for loan losses $ 573
$ 501
$ 70
$ 2
$ 72
14.4 %
Interest expense $ 1,903
$ 1,393
$ 489
$ 21
$ 510
36.6 %
Average debt outstanding $ 73,278
$ 52,378
$ 20,720
$ 180
$ 20,900
39.9 %
Effective rate of interest on debt 3.5 % 3.6 %

~~Operating Expenses~~ ~~The increase in operating expenses relates to the growth in earning assets and investments to support the prime lending program and enhance lease~~FICO score or its equivalent, determined at origination, and servicing capabilities in the U.S. Operating expenses as an annualized percentage of average earning assets decreased to 1.8% from 2.2% for the nine months ended September 30, 2017, compared to the nine months ended September 30, 2016, due primarily to efficiency gains achieved through higher earning asset levels.

~~Leased Vehicle Expenses~~ ~~Leased vehicle expenses, which are primarily comprised of depreciation of leased vehicles, increased due to the growth of the leased asset portfolio.~~

~~Provision for Loan Losses~~ ~~The provision for retail loan losses increased due primarily to the growth~~ of the retail finance receivables ~~portfolio. As an annualized percentage~~is as follows:


	March 31, 2022					December 31, 2021
	Amount			Percent		Amount			Percent
Prime - FICO Score 680 and greater	$	41,039		69.0	%	$	39,419		67.9	%
Near-prime - FICO Score 620 to 679	8,494			14.3		8,479			14.6
Sub-prime - FICO Score less than 620	9,970			16.8		10,195			17.5
Retail finance receivables, net of fees	59,503			100.0	%	58,093			100.0	%
Less: allowance for loan losses	(1,884)					(1,839)
Retail finance receivables, net	$	57,618				$	56,254
Number of outstanding contracts	2,846,673					2,861,963
Average amount of outstanding contracts (in dollars)(a)	$	20,903				$	20,298
Allowance for loan losses as a percentage of retail finance receivables, net of fees	3.2		%			3.2		%

_________________

(a)Average amount of ~~average~~outstanding contracts is calculated as retail finance receivables, ~~the provision for~~net of fees, divided by number of outstanding contracts.

Delinquency The following is a consolidated summary of delinquent retail ~~loan losses decreased~~finance receivables:


	March 31, 2022				March 31, 2021
	Amount		Percentage		Amount		Percentage
31 - 60 days	$	983	1.7	%	$	741	1.4	%
Greater than 60 days	302		0.5		257		0.5
Total finance receivables more than 30 days delinquent	1,285		2.2		998		1.9
In repossession	39		0.1		32		—
Total finance receivables more than 30 days delinquent or in repossession	$	1,324	2.2	%	$	1,030	1.9	%

At March 31, 2022 and 2021, delinquency continued to ~~2.5% for the nine months ended September 30, 2017 from 2.8% for the nine months ended September 30, 2016,~~be lower than historical levels primarily due ~~primarily~~ to ~~a shift~~favorable labor markets and strong household balance sheets. We expect that delinquency will increase over time relative to current levels, but may remain below pre-pandemic levels due to improvement in the credit mix of the ~~portfolio to a larger percentage of prime loans. The provision for commercial loan losses was insignificant for the nine months ended September 30, 2017 and 2016.~~portfolio.

~~Interest Expense~~ ~~Interest expense increased due primarily to an increase in the average debt outstanding resulting from growth in the loan and lease portfolios.~~

~~Taxes~~ Our consolidated effective income tax rate was 33.9% and 37.7% of income before income taxes and equity income for the nine months ended September 30, 2017 and 2016. The decrease in the effective income tax rate is due primarily to reduced tax expense attributable to entities included in our effective tax rate calculation and an increase in certain U.S. federal tax credits.

~~Other Comprehensive Income~~

~~Foreign Currency Translation Adjustment~~ Foreign currency translation adjustments included in other comprehensive income were $318 million and $60 million for the nine months ended September 30, 2017 and 2016. Translation adjustments result from changes in the values of our international currency-denominated assets and liabilities as the value of the U.S. Dollar changes in relation to international currencies.

~~Credit Quality~~

Retail Finance Receivables September 30, 2017 December 31, 2016
Retail finance receivables, net of fees $ 32,317
$ 26,400
Less: allowance for loan losses (899 ) (765 )
Retail finance receivables, net $ 31,418
$ 25,635
Number of outstanding contracts 2,262,017
2,011,818
Average amount of outstanding contracts (in dollars)^(a)
$ 14,287
$ 13,122
Allowance for loan losses as a percentage of retail finance receivables, net of fees 2.8 % 2.9 %

~~_________________~~


~~(a)~~	~~Average amount of outstanding contracts consists of retail finance receivables, net of fees, divided by number of outstanding contracts.~~

At September 30, 2017, the allowance for loan losses as a percentage of retail finance receivables, net of fees, decreased from the level at December 31, 2016 consistent with the improved credit mix in our portfolio resulting from our expansion of prime lending. The allowance for loan losses reflects our estimate of the impact on credit losses resulting from hurricane activity during the three months ended September 30, 2017, which we expect to be minimal.

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

~~Deferrals~~ In accordance with our policies and guidelines in the North America Segment, we may offer payment deferrals to retail customers, whereby the borrower is allowed to move up to two delinquent payments to the end of the loan generally by paying a fee (approximately the interest portion of the payment deferred, except where state law provides for a lesser amount). Our policies and guidelines limit the number and frequency of deferrals that may be granted. Additionally, we generally limit the granting of deferrals on new accounts until a requisite number of payments have been received. Contracts receiving a payment deferral as an average quarterly percentage of average retail finance receivables outstanding increased to 6.1% for the three months ended September 30, 2017 from 5.1% for the three months ended September 30, 2016 primarily due to deferrals granted on accounts of borrowers who were impacted by hurricane activity during the quarter. Contracts receiving a payment deferral as an average quarterly percentage of average retail finance receivables outstanding were 4.9% and 5.1% for the nine months ended September 30, 2017 and 2016. Deferrals in the International Segment were insignificant.

~~Delinquency and~~ Troubled Debt Restructurings (TDRs) Refer to Note 43 ~~- "Finance Receivables"~~ to our condensed consolidated financial statements for further ~~discussion~~information on TDRs.

Table of ~~delinquent retail finance receivables and TDRs.~~Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

Net Charge-offs The following table presents charge-off data with respect to our retail finance receivables portfolio:


	Three Months Ended March 31,
		2022			2021
Charge-offs		$	275		$	253
Less: recoveries		(177)			(149)
Net charge-offs		$	97		$	104
Net charge-offs as an annualized percentage of average retail finance receivables		0.7		%	0.8		%

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Charge-offs $ 286
$ 284
$ 856
$ 826
Less: recoveries (135 ) (128 ) (420 ) (403 )
Net charge-offs $ 151
$ 156
$ 436
$ 423
Net charge-offs as an annualized percentage^(a)
1.9 % 2.5 % 1.9 % 2.4 %

~~_________________~~


~~(a)~~	~~Net charge-offs as an annualized percentage is calculated as a percentage of average retail finance receivables.~~

Net charge-offs ~~as an annualized percentage of average retail finance receivables decreased during~~for the three ~~and nine~~ months ended ~~September 30, 2017 from the prior period,~~March 31, 2022 and 2021, continued to be lower than historical levels primarily due to ~~the shift~~favorable labor markets, strong household balance sheets and improved recovery rates on repossessed vehicles. We expect that charge-offs will increase over time relative to current levels, but may remain below pre-pandemic levels due to improvement in the ~~North America~~credit mix of the portfolio.


Commercial Finance Receivables	March 31, 2022			December 31, 2021
Commercial finance receivables, net of fees	$	7,395		$	6,772
Less: allowance for loan losses	(44)			(47)
Commercial finance receivables, net	$	7,352		$	6,725
Number of dealers	2,313			2,305
Average carrying amount per dealer	$	3		$	3
Allowance for loan losses as a percentage of commercial finance receivables, net of fees	0.6		%	0.7		%

At March 31, 2022 and December 31, 2021, no commercial finance receivables ~~portfolio toward prime credit quality and due to growth~~were classified as TDRs. Activity in the ~~North America portfolio. The recovery rate as a percentage of gross repossession charge-offs in North America~~allowance for commercial loan losses was ~~51.8% and 52.4%~~insignificant for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2022 and ~~52.3%~~2021, and ~~53.8% for the three and nine months ended September 30, 2016.~~

Commercial Finance Receivables September 30, 2017 December 31, 2016
Commercial finance receivables, net of fees $ 9,495
$ 7,880
Less: allowance for loan losses (49 ) (40 )
Total commercial finance receivables, net $ 9,446
$ 7,840
Number of dealers 1,502
1,356
Average carrying amount per dealer $ 6
$ 6
Allowance for loan losses as a percentage of commercial finance receivables, net of fees 0.5 % 0.5 %

There were insignificant charge-offs of commercial finance receivables during the three and nine months ended September 30, 2017 and none during the three and nine months ended September 30, 2016. At September 30, 2017 and December 31, 2016, substantially all of our commercial finance receivables were current with respect to payment status at March 31, 2022 and ~~none~~December 31, 2021.

Leased VehiclesThe following table summarizes activity in our operating lease portfolio (in thousands, except where noted):


	Three Months Ended March 31,
		2022		2021
Operating leases purchased		80		135
Operating leases terminated		151		142
Operating leased vehicles returned(a)		2		74
Percentage of leased vehicles returned(b)		1	%	52	%

________________

(a)Represents the number of vehicles returned to us for remarketing.

(b)Calculated as the number of operating leased vehicles returned divided by the number of operating leases terminated.

The return rate is dependent on the level of used vehicle values at lease termination compared to contractual residual values at lease inception. Used vehicle prices were classified as TDRs. The inventory securing our commercial finance receivables is generally covered by insurance; therefore, we do not expect any significant impact to credit losses resulting from hurricane activity duringsustained at high levels for the three months ended ~~September 30, 2017.~~March 31, 2022, primarily due to low new vehicle inventory, and resulted in unusually low return rates. The high levels of used vehicle prices also resulted in gains on terminations of leased vehicles of $369 million and $416 million for the three months ended March 31, 2022 and 2021. The decrease in gains is due to fewer vehicles returned for the three months ended March 31, 2022 compared to the same period in 2021. For the remainder of 2022, we expect used vehicle prices to decrease relative to 2021 levels, but to remain above pre-pandemic levels, primarily due to sustained low new vehicle inventory.

~~Leased Vehicles~~

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

The following table summarizes the residual value based on our most recent estimates and the number of units included in leased vehicles, net by vehicle type (units in thousands):


	March 31, 2022					December 31, 2021
	Residual Value		Units	Percentage of Units		Residual Value		Units	Percentage of Units
Crossovers	$	16,134	850	67.2	%	$	16,696	897	67.3	%
Trucks	7,741		256	20.3		7,886		264	19.8
SUVs	2,952		75	5.9		3,104		80	5.9
Cars	1,278		83	6.5		1,430		93	7.0
Total	$	28,105	1,264	100.0	%	$	29,116	1,334	100.0	%

At ~~September 30, 2017~~March 31, 2022 and ~~2016, 99.1% o~~f2021, 99.6% and 99.6% of our operating leases were current with respect to payment status. ~~Our leased vehicles are generally insured; therefore, we do not expect any significant losses resulting from hurricane activity during the three months ended September 30, 2017.~~

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

Liquidity and Capital Resources

GeneralOur primary sources of cash are finance charge income, leasing income and proceeds from the sale of terminated leased vehicles, ~~servicing fees,~~ net ~~distributions~~proceeds from ~~secured debt~~credit facilities, ~~including~~ securitizations, secured and unsecured borrowings, and collections and recoveries on finance receivables. Our primary uses of cash are purchases and funding of ~~retail~~ finance receivables and leased vehicles, ~~the funding of commercial finance receivables,~~ repayment or repurchases of secured and unsecured debt, funding credit enhancement requirements in connection with securitizations and secured credit facilities, interest costs, operating expenses, income taxes and ~~interest costs.~~dividend payments.

~~Our~~Typically, our purchase and funding of retail and commercial finance receivables and leased vehicles are financed initially by utilizing cash and borrowings on our secured credit facilities. Subsequently, we typically obtain long-term financing for finance receivables and leased vehicles through securitization transactions and the issuance of unsecured debt.

~~Cash Flow~~ The following table summarizes our available liquidity:


Liquidity	March 31, 2022		December 31, 2021
Cash and cash equivalents(a)	$	4,483	$	3,948
Borrowing capacity on unpledged eligible assets	21,842		19,283
Borrowing capacity on committed unsecured lines of credit	643		518
Borrowing capacity on the Junior Subordinated Revolving Credit Facility	1,000		1,000
Borrowing capacity on the GM Revolving 364-Day Credit Facility	2,000		2,000
Available liquidity	$	29,968	$	26,749

_________________

(a)Includes $371 million and $348 million in unrestricted cash outside of the U.S. at March 31, 2022 and December 31, 2021. This cash is considered to be indefinitely invested based on specific plans for reinvestment.

At March 31, 2022, available liquidity increased from December 31, 2021, primarily due to increased available borrowing capacity on unpledged eligible assets, resulting from the issuance of securitization transactions and unsecured debt, and increase in cash and cash equivalents. We generally target liquidity levels to support at least six months of our expected net cash outflows, including new originations, without access to new debt financing transactions or other capital markets activity. At March 31, 2022, available liquidity exceeded our liquidity targets.

Our support agreement with GM (the Support Agreement) provides that GM will use commercially reasonable efforts to ensure we will continue to be designated as a subsidiary borrower under GM's corporate revolving credit facilities. We have access, subject to available capacity, to $15.5 billion of GM's unsecured revolving credit facilities consisting of a three-year, $4.3 billion facility and a five-year, $11.2 billion facility. We also have exclusive access to GM's $2.0 billion 364-day revolving credit facility (GM Revolving 364-day Credit Facility) and a $1.0 billion junior subordinated unsecured intercompany revolving credit facility (the "Junior Subordinated Revolving Credit Facility"). At March 31, 2022, we had no borrowings outstanding under any of the GM revolving credit facilities. In April 2022, GM renewed the GM Revolving 364-Day Credit Facility, which now matures on April 4, 2023.

Cruise is the GM global segment responsible for the development and commercialization of autonomous vehicle technology. We have a multi-year credit agreement with Cruise whereby we may provide advances to Cruise up to an aggregate of $5.0 billion, over time, through 2024, to fund the purchase of autonomous vehicles from GM. At March 31, 2022 and December 31, 2021, Cruise had no borrowings outstanding under the credit agreement.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.


Cash Flow	Three Months Ended March 31,				2022 vs. 2021
	2022		2021		2022 vs. 2021
Net cash provided by operating activities	$	1,248	$	1,525	$	(277)
Net cash used in investing activities	$	(1,048)	$	(1,581)	$	533
Net cash provided by financing activities	$	517	$	1,403	$	(886)

During the ~~nine~~three months ended ~~September 30, 2017,~~March 31, 2022, net cash provided by operating activities ~~increased~~decreased primarily due ~~primarily~~ to ~~an increase~~a decrease in ~~net~~ leased vehicle income of $255 million and a decrease in counterparty derivative collateral posting activities of $189 million, partially offset by ~~increased~~a decrease in interest ~~expense and operating expenses.~~paid of $158 million.

During the ~~nine~~three months ended ~~September 30, 2017,~~March 31, 2022, net cash used in investing activities ~~increased~~decreased primarily due to ~~an increase in net purchases of retail finance receivables of $4.9 billion and an increase in net fundings of commercial finance receivables of $0.4 billion, partially offset by~~ a decrease in purchases of leased vehicles of ~~$130 million, increased~~$3.1 billion and an increase in collections and recoveries on retail finance receivables of ~~$2.0~~$1.2 billion, partially offset by a decrease in net collections of commercial finance receivables of $2.6 billion and ~~an increase~~a decrease in proceeds ~~received on terminated leases~~from termination of ~~$2.9~~leased vehicles of $1.2 billion.

During the ~~nine~~three months ended ~~September 30, 2017,~~March 31, 2022, net cash provided by financing activities ~~increased~~decreased primarily due ~~primarily~~ to ~~the issuance of preferred stock of $985 million and an increase~~a decrease in borrowings ~~net~~ of $3.3 billion, partially offset by a decrease in debt repayments of ~~$146~~$1.8 billion and a decrease in dividend payments of $600 million.

Liquidity September 30, 2017 December 31, 2016
Cash and cash equivalents^(a)
$ 3,976
$ 2,815
Borrowing capacity on unpledged eligible assets 12,661
8,321
Borrowing capacity on committed unsecured lines of credit 132
105
Borrowing capacity on the Junior Subordinated Revolving Credit Facility 1,000
1,000
Available liquidity $ 17,769
$ 12,241

~~_________________~~


~~(a)~~	Includes $377 million and $454 million in unrestricted cash outside of the U.S. at September 30, 2017 and December 31, 2016. This cash is considered to be indefinitely invested based on specific plans for reinvestment of these earnings.

During the nine months ended September 30, 2017, available liquidity increased due primarily to an increase in cash and additional capacity on new and renewed secured credit facilities, resulting from the issuance of secured and unsecured debt and preferred stock.

We have the ability to borrow up to $1.0 billion under GM's three-year, $4.0 billion unsecured revolving credit facility and up to $3.0 billion under GM's five-year, $10.5 billion unsecured revolving credit facility, subject to available capacity. Our borrowings under GM's facilities are limited by GM's ability to borrow the entire amount available under the facilities. Therefore, we may be able to borrow up to $4.0 billion in total or may be unable to borrow depending on GM's borrowing activity. If we do borrow under these facilities, we expect such borrowings would be short-term in nature and, except in extraordinary circumstances, would not be used to fund our operating activities in the ordinary course of business. Neither we, nor any of our subsidiaries, guarantee any obligations under these facilities and none of our assets secure these facilities. Liquidity available to us under the GM unsecured revolving credit facilities is not included in the table above. At September 30, 2017, we had no amounts borrowed under either of GM's unsecured revolving credit facilities.

Credit FacilitiesIn the normal course of business, in addition to using our available cash, we ~~utilize borrowings~~fund our operations by borrowing under our credit facilities, which may be secured and/or structured as securitizations, or may be ~~unsecured, and we~~unsecured. We repay these borrowings as appropriate under our liquidity management strategy.

At March 31, 2022, credit facilities consist of the following:


Facility Type	Facility Amount		Advances Outstanding
Revolving retail asset-secured facilities(a)	$	22,208	$	1,552
Revolving commercial asset-secured facilities(b)	3,960		—
Total secured	26,168		1,552
Unsecured committed facilities	653		10
Unsecured uncommitted facilities(c)	1,203		1,203
Total unsecured	1,856		1,213
Junior Subordinated Revolving Credit Facility	1,000		—
GM Revolving 364-Day Credit Facility	2,000		—
Total	$	31,024	$	2,766

_________________

(a)Includes committed and uncommitted revolving credit facilities backed by retail finance receivables and leases. The financial institutions providing the uncommitted facilities are not contractually obligated to advance funds under them. We had an insignificant amount in advances outstanding and $803 million in unused borrowing capacity on these uncommitted facilities at March 31, 2022.

(b)Includes revolving credit facilities backed by loans to dealers for floorplan financing.

(c)The financial institutions providing the uncommitted facilities are not contractually obligated to advance funds under them. We had $2.0 billion in unused borrowing capacity on these facilities at March 31, 2022.

Refer to Note 6 to our condensed consolidated financial statements for further discussion.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

~~At September 30, 2017, credit facilities consist of the following:~~

Facility Type Facility Amount Advances Outstanding
Revolving retail asset-secured facilities^(a)
$ 21,077
$ 4,563
Revolving commercial asset-secured facilities^(b)
3,920
188
Total secured 24,997
4,751
Unsecured committed facilities^(c)
132
—
Unsecured uncommitted facilities^(d)
2,162
2,162
Total unsecured 2,294
2,162
Junior Subordinated Revolving Credit Facility 1,000
—
Total $ 28,291
$ 6,913

~~_________________~~


~~(a)~~	Includes committed and uncommitted revolving credit facilities backed by retail finance receivables and leases. The financial institutions providing the uncommitted facilities are not contractually obligated to advance funds under them. We had $158 million in advances outstanding and $831 million in unused borrowing capacity on these facilities at September 30, 2017.


~~(b)~~	~~Includes revolving credit facilities backed by loans to dealers for floorplan financing.~~


~~(c)~~	~~Does not include $4.0 billion in liquidity available to us under GM's unsecured revolving credit facilities.~~


~~(d)~~	The financial institutions providing the uncommitted facilities are not contractually obligated to advance funds under them. We had $1.3 billion in unused borrowing capacity on these facilities at September 30, 2017.

~~Refer to Note 8 - "Debt" to our consolidated financial statements in our Form 10-K for further discussion of the terms of our revolving credit facilities.~~

Securitization Notes PayableWe periodically finance our retail and commercial finance receivables and leases through public and private term securitization transactions, where the securitization markets are sufficiently developed. A summary of securitization notes payable is as follows:


Year of Transaction	Maturity Date^(a)			Original Note Issuance^(b)		Note Balance At September 30, 2017			Year of Transaction	Maturity Date (a)			Original Note Issuance (b)		Note Balance At March 31, 2022
2013	October 2020	-	October 2021	$	4,058	$	523
2014	July 2019	-	March 2022	$	6,336	1,685
2015	July 2019	-	December 2023	$	13,110	5,553
2016	April 2018	-	September 2024	$	15,528	10,652
2017	August 2019	-	February 2025	$	19,039	17,686			2017	December 2023			$	1,300	$	127
2018									2018	February 2024	-	September 2026	$	8,567	1,152
2019									2019	April 2022	-	July 2027	$	10,236	2,935
2020									2020	August 2023	-	August 2028	$	23,939	10,361
2021									2021	December 2022	-	June 2034	$	23,263	16,368
2022									2022	October 2023	-	May 2029	$	5,167	4,932
Total active securitizations						36,099			Total active securitizations						35,875
Debt issuance costs						(75		)	Debt issuance costs						(66)
Total						$	36,024		Total						$	35,809

_________________


~~(a)~~	~~Maturity dates represent legal final maturity of issued notes. The notes are expected to be paid based on amortization of the finance receivables and leases pledged.~~


~~(b)~~	~~At historical foreign currency exchange rates at the time of issuance.~~

(a)Maturity dates represent legal final maturity of issued notes. The notes are expected to be paid based on amortization of the finance receivables and leases pledged.

(b)At historical foreign currency exchange rates at the time of issuance.

Our securitizations utilize special purpose entities which are also ~~VIEs~~variable interest entities that meet the requirements to be consolidated in our financial statements. Refer to Note 87 ~~- "Variable Interest Entities"~~ to our condensed consolidated financial statements ~~in this Form 10-Q~~ for further discussion.

~~Senior Notes and Other~~ Unsecured Debt We periodically access the unsecured debt capital markets through the issuance of senior unsecured ~~notes, predominantly from registered shelves in~~notes. At March 31, 2022, the ~~U.S., Europe and Mexico. At September 30, 2017, the par value~~aggregate principal amount of our outstanding unsecured senior notes was ~~$35.2~~$47.7 billion.

We issue other unsecured debt through demand notes, commercial paper offerings and other bank and non-bank funding sources. At ~~September 30, 2017,~~March 31, 2022, we had ~~$1.3~~$3.6 billion outstanding in demand notes and $2.1 billion under the U.S. commercial paper program.

LIBOR Transition The U.K. Financial Conduct Authority, which regulates the London Interbank Offered Rate (LIBOR), announced that it will no longer persuade or compel banks to submit rates for the calculation of LIBOR after 2021. In March 2021, the ICE Benchmark Administration Limited, the administrator of LIBOR, extended the transition dates of certain U.S. Dollar LIBOR tenors to June 30, 2023, after which LIBOR reference rates will cease to be provided. Despite this ~~type~~deferral, the LIBOR administrator has advised that no new contracts using U.S. Dollar LIBOR should be entered into after December 31, 2021. It is unknown whether LIBOR will continue to be published by its administrator based on continued bank submissions, or on any other basis, after such dates. Regulators, industry groups and certain committees such as the Alternative Reference Rates Committee have, among other things, published recommended fallback language for LIBOR-linked financial instruments, identified recommended alternatives for certain LIBOR rates, such as Secured Overnight Financing Rate, and proposed implementations of ~~unsecured debt outstanding.~~the recommended alternatives in floating rate financial instruments. For more information on the expected replacement of LIBOR, see the "Risk Factors" section of our 2021 Form 10-K.

Support Agreement ~~At September 30, 2017,~~Our earning assets leverage ratio calculated in accordance with the terms of the Support Agreement was 7.49x and 8.07x at March 31, 2022 and December 31, 2021, and the applicable leverage ratio threshold was 12.00x. In determining our earning assets leverage ratio ~~was 10.23,~~(net earning assets divided by adjusted equity) under the Support Agreement, net earning assets means our finance receivables, net, plus leased vehicles, net, and adjusted equity means our equity, net of goodwill and inclusive of outstanding junior subordinated debt, as each may be adjusted for derivative accounting from time to time. The decrease in the ~~applicable threshold was 11.50.~~

earning assets leverage ratio is primarily due to increased shareholders' equity as a result of $962 million in net income.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

Asset and Liability Maturity Profile We define our asset and liability profile as the cumulative maturities of our finance receivables, investment in leased vehicles, net of accumulated depreciation, cash and cash equivalents and other assets less our cumulative debt maturities. We manage our balance sheet so that asset maturities will exceed debt maturities each year. The following chart presents our cumulative maturities for earning assets and debt at March 31, 2022:


	2022		2023		2024		2025 and Thereafter
Encumbered assets	$	19,534	$	36,777	$	45,215	$	49,487
Unencumbered assets	25,366		39,477		53,530		66,699
Total assets	44,900		76,254		98,745		116,186

Secured debt	14,774		27,816		34,198		37,429
Unsecured debt	12,266		20,971		29,333		55,850
Total debt(a)	27,040		48,787		63,531		93,279
Net excess liquidity	$	17,860	$	27,467	$	35,214	$	22,907

_________________

(a)Excludes unamortized debt premium/(discount), unamortized debt issuance costs, and fair value adjustments.

Critical Accounting Estimates

The preparation of condensed financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosures of contingent assets and liabilities as of the date of the financial statements and the reported amount of revenue and expenses in the periods presented. Actual results could differ from those estimates, due to inherent uncertainties in making estimates, and those differences may be material. The critical accounting estimates that affect the condensed consolidated financial statements and the judgment and assumptions used are consistent with those described in Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our 2021 Form 10-K.

Forward-Looking Statements

This report contains several "forward-looking statements." Forward-looking statements are those that use words such as "believe," "expect," "intend," "plan," "may," "likely," "should," "estimate," "continue," "future" or "anticipate" and other comparable expressions. These words indicate future events and trends. Forward-looking statements are our current views with respect to future events and financial performance. These forward-looking statements are subject to many assumptions, risks and uncertainties that could cause actual results to differ significantly from historical results or from those anticipated by us. The most significant risks are detailed from time to time in our filings and reports with the Securities and Exchange Commission (SEC), including our ~~Annual Report on~~2021 Form ~~10-K for the year ended December 31, 2016.~~10-K. It is advisable not to place undue reliance on our forward-looking statements. We undertake no obligation to, and do not, publicly update or revise any forward-looking statements, except as required by federal securities laws, whether as a result of new information, future events or otherwise.

The following factors are among those that may cause actual results to differ materially from historical results or from the forward-looking statements:

•GM's ability to sell new vehicles that we finance in the markets we serve;

•dealers' effectiveness in marketing our financial products to consumers;

•the viability of GM-franchised dealers that are commercial loan customers;

•the sufficiency, availability and cost of sources of ~~financing;~~financing, including credit facilities, securitization programs and secured and unsecured debt issuances;

•the adequacy of our underwriting criteria for loans and leases and the level of net charge-offs, delinquencies and prepayments on the loans and leases we purchase or originate;

•our ability to effectively manage capital or liquidity consistent with evolving business or operational needs, risk management standards and regulatory or supervisory requirements;

•the adequacy of our allowance for loan losses on our finance receivables;

•our ability to maintain and expand our market share due to competition in the automotive finance industry from a large number of banks, credit unions, independent finance companies and other captive automotive finance subsidiaries;

•changes in the automotive industry that result in a change in demand for vehicles and related vehicle financing;

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

•the effect, interpretation or application of new or existing laws, regulations, court decisions and accounting pronouncements;

•adverse determinations with respect to the application of existing laws, or the results of any audits from tax authorities, as well as changes in tax laws and regulations, supervision, enforcement and licensing across various jurisdictions;

•the prices at which used vehicles are sold in the wholesale auction markets;

•vehicle return rates, our ability to estimate residual value at lease inception and the residual value performance on vehicles we lease;

•interest rate fluctuations and certain related derivatives exposure;

•our joint ~~venture~~ventures in China, which we cannot operate solely for our benefit and over which we have limited control;

~~the level of net charge-offs, delinquencies and prepayments on the loans and leases we originate;~~

~~the effect, interpretation or application of new or existing laws, regulations, court decisions and accounting pronouncements;~~

~~the prices at which used cars are sold~~•changes in the ~~wholesale auction markets;~~determination of LIBOR and other benchmark rates;

~~vehicle return rates~~•the length and severity of the ~~residual value performance on vehicles we lease;~~COVID-19 pandemic;

~~interest rate fluctuations and certain related derivatives exposure;~~

~~foreign currency exchange rate fluctuations;~~

~~our financial condition and liquidity, as well as future cash flows and earnings;~~

~~changes in general economic and business conditions;~~

~~competition;~~

•our ability to secure private data, proprietary information, manage risks related to security breaches and other disruptions to ~~our~~ networks and ~~systems;~~systems owned or maintained by us or third parties and comply with enterprise data regulations in all key market regions;

•foreign currency exchange rate fluctuations and other risks applicable to our operations outside of the U.S.;

•changes in ~~business strategy, including expansion of product lines~~local, regional, national or international economic, social or political conditions; and ~~credit risk appetite, acquisitions and divestitures; and~~

~~risks~~•impact and uncertainties ~~associated with the consummation of the sale of GM's European Business~~related to ~~Peugeot S.A., including satisfaction of the closing conditions.~~climate related events and climate change legislation.

If one or more of these risks or uncertainties materialize, or if underlying assumptions prove incorrect, our actual results may vary materially from those expected, estimated or projected.

Available Information

Our internet website is www.gmfinancial.com. Our website contains detailed information about us and our subsidiaries. Our Investor Center website at https://investor.gmfinancial.com contains a significant amount of information about our Company, including financial and other information for investors. We encourage investors to visit our website, as we frequently update and post new information about our Company on our website, and it is possible that this information could be deemed to be material information. Our website and information included in or linked to our website are not part of this Quarterly Report on Form 10-Q.

Our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, as well as any amendments to those reports, are available free of charge on our website as soon as reasonably practicable after they are electronically filed with or furnished to the SEC. These reports can also be found on the SEC website at www.sec.gov.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no ~~significant~~material changes in our exposure to market risk since December 31, ~~2016.~~2021. Refer to Item 7A7A. - "Quantitative and Qualitative Disclosures About Market Risk" in our ~~2016~~2021 Form 10-K.

Item 4. Controls and Procedures

Disclosure Controls and Procedures We maintain disclosure controls and procedures designed to provide reasonable assurance that information required to be disclosed in reports filed under the Securities Exchange Act of 1934, as amended (Exchange Act), is recorded, processed, summarized and reported within the specified time periods ~~specified in the SEC's rules and forms~~ and accumulated and communicated to our management, including our principal executive officer (CEO) and principal financial officer (CFO), as appropriate, to allow timely decisions regarding required ~~disclosure.~~disclosures.

Our management, with the participation of our CEO and CFO, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) promulgated under the Exchange Act) ~~at September 30, 2017. Based on this evaluation,~~as of March 31, 2022, as required by paragraph (b) of ~~Rule~~Rules 13a-15 ~~and/~~or ~~15d-15,~~15d-15. Based on this evaluation, our CEO and CFO concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of ~~September 30, 2017.~~March 31, 2022.

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

Changes in Internal Control ~~Over~~over Financial Reporting There have not been any changes in our internal control over financial reporting during the three months ended ~~September 30, 2017,~~March 31, 2022, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

PART II

Item 1. Legal Proceedings

Refer to Note 109 ~~-"Commitments and Contingencies"~~ to our condensed consolidated financial statements for information relating to ~~certain~~ legal proceedings.

Item 1A. Risk Factors

We face a number of significant risks and uncertainties in connection with our operations. Our business and the results of our operations and financial condition could be materially adversely affected by these ~~risks~~risk factors. There have been no material changes to the Risk Factors disclosed in our ~~2016~~2021 Form 10-K.

~~Table of Contents~~

~~GENERAL MOTORS FINANCIAL COMPANY, INC.~~

Item 6. Exhibits

3.1

~~Certificate of Amendment to~~Second Amended and Restated Certificate of Formation of General Motors Financial Company, Inc., ~~dated September 1, 2017, as corrected~~incorporated herein by reference to Exhibit 3.1 to the ~~Certificate of Correction, dated September 7, 2017~~Annual Report on Form 10-K, filed on February 10, 2021

~~Filed Herewith~~Incorporated by Reference

3.2

~~Statement of Resolution Establishing the Designation of Fixed-to-Floating Rate Cumulative Perpetual Preferred Stock, Series A~~Third Amended and Restated Bylaws of General Motors Financial Company, Inc., incorporated herein by reference to Exhibit ~~3.1~~3.2 to the Annual Report on Form 10-K, filed on February 10, 2021

Incorporated by Reference

4.1

Forty-Fifth Supplemental Indenture, dated January 11, 2022, between General Motors Financial Company, Inc. and Computershare Trust C ompany, N.A., as trustee, with respect to General Motors Financial Company, Inc.’s Floating Rate Senior Notes due 2027, 2.350% Senior Notes due 2027 and 3.100% Senior Notes due 2032, incorporated herein by reference to Exhibit 4.2 to the Current Report on Form 8-K, filed ~~September 20, 2017~~on January 11, 2022

Incorporated by Reference

31.1

~~Officers' Certifications~~Section 302 Certification of ~~Periodic Report pursuant~~the Chief Executive Officer

Filed Herewith

31.2

Section 302 Certification of the Chief Financial Officer

Filed Herewith

Certification Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section ~~302~~906 of the Sarbanes-Oxley Act of 2002

~~Filed~~Furnished Herewith

~~32.1~~

~~Officers' Certifications of Periodic Report pursuant to Section 906 of Sarbanes-Oxley Act of 2002~~

~~Furnished with~~

~~this Report~~

~~101.INS~~

~~XBRL Instance Document~~

~~Filed Herewith~~

~~101.SCH~~

~~XBRL Taxonomy Extension Schema Document~~

~~Filed Herewith~~

~~101.CAL~~

~~XBRL Taxonomy Extension Calculation Linkbase Document~~

~~Filed Herewith~~

~~101.DEF~~

~~XBRL Taxonomy Extension Definition Linkbase Document~~

~~Filed Herewith~~

~~101.LAB~~

~~XBRL Taxonomy Extension Label Linkbase Document~~

~~Filed Herewith~~

~~101.PRE~~

~~XBRL Taxonomy Presentation Linkbase Document~~

~~Filed Herewith~~

~~__________~~

*101

The ~~Company agrees to furnish supplementally a copy~~following financial information from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2022, formatted in Inline Extensible Business Reporting Language (iXBRL) includes: (i) the Condensed Consolidated Balance Sheets, (ii) the Condensed Consolidated Statements of ~~any omitted exhibit or schedule~~Income, (iii) the Condensed Consolidated Statements of Comprehensive Income, (iv) the Condensed Consolidated Statements of Shareholders' Equity, (v) the Condensed Consolidated Statements of Cash Flows, and (vi) Notes to the ~~Securities~~Condensed Consolidated Financial Statements

Filed Herewith

104

The cover page from the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2022, formatted as iXBRL and ~~Exchange Commission upon request.~~contained in Exhibit 101

Filed Herewith

Instruments defining the rights of holders of certain issues of long-term debt of General Motors Financial Company, Inc. have not been filed as exhibits because the authorized principal amount of any one of such issues does not exceed 10% of the total assets of General Motors Financial Company, Inc. General Motors Financial Company, Inc. will furnish a copy of each such instrument to the SEC upon request.

Table of Contents

GENERAL MOTORS FINANCIAL COMPANY, INC.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

General Motors Financial Company, Inc.

(Registrant)

Date:

April 27, 2022

By:

~~General Motors Financial Company, Inc.~~/S/ SUSAN B. SHEFFIELD

~~(Registrant)~~Susan B. Sheffield

~~Date:~~

~~October 24, 2017~~

~~By:~~

/S~~/ CHRIS~~ ~~A. CHOATE~~

~~(Signature)~~

~~Chris A. Choate~~

Executive Vice President and

Chief Financial Officer

3828



	September 30, 2017
Cash and cash equivalents	$	3,976
Restricted cash included in other assets	2,493
Total	$	6,469



	September 30, 2017				September 30, 2016
	Amount		Percent of Contractual Amount Due		Amount		Percent of Contractual Amount Due
31 - 60 days	$	1,176	3.6	%	$	1,112	4.4	%
Greater than 60 days	521		1.6		491		1.9
Total finance receivables more than 30 days delinquent	1,697		5.2		1,603		6.3
In repossession	55		0.2		57		0.2
Total finance receivables more than 30 days delinquent or in repossession	$	1,752	5.4	%	$	1,660	6.5	%



	September 30, 2017			December 31, 2016
Outstanding recorded investment	$	2,170		$	1,920
Less: allowance for loan losses	(328		)	(276		)
Outstanding recorded investment, net of allowance	$	1,842		$	1,644
Unpaid principal balance	$	2,210		$	1,967



	Three Months Ended September 30,				Nine Months Ended September 30,
Summarized Operating Data^(a)	2017		2016		2017			2016
Finance charge income	$	261	$	229	$	775		$	700
Provision for loan losses	$	2	$	7	$	(9	)	$	21
Interest expense	$	83	$	65	$	241		$	192
Income before income taxes	$	157	$	137	$	490		$	411
Net income	$	118	$	103	$	368		$	308



		September 30, 2017				December 31, 2016
	Level	Notional		Fair Value		Notional		Fair Value
Derivatives designated as hedges
Assets
Fair value hedges
Interest rate swaps	2	$	3,500	$	20	$	—	$	—
Cash flow hedges
Interest rate swaps	2,3	2,561		12		3,070		12
Foreign currency swaps	2	1,356		60		—		—
Total assets^(a)		$	7,417	$	92	$	3,070	$	12
Liabilities
Fair value hedges
Interest rate swaps	2	$	7,860	$	260	$	7,700	$	276
Cash flow hedges
Interest rate swaps	2,3	—		—		500		1
Foreign currency swaps	2	—		—		791		33
Total liabilities^(b)		$	7,860	$	260	$	8,991	$	310
Derivatives not designated as hedges
Assets
Interest rate swaps	2,3	$	33,218	$	123	$	7,959	$	54
Interest rate caps and floors	2	16,810		43		9,698		26
Foreign currency swaps	2	1,182		85		—		—
Total assets^(a)		$	51,210	$	251	$	17,657	$	80
Liabilities
Interest rate swaps	2,3	$	12,823	$	59	$	6,170	$	28
Interest rate caps and floors	2	18,467		43		12,146		26
Foreign currency swaps	2	—		—		—		—
Total liabilities^(b)		$	31,290	$	102	$	18,316	$	54



	Income (Losses) Recognized In Income
	Three Months Ended September 30,					Nine Months Ended September 30,
	2017		2016			2017		2016
Fair value hedges
Interest rate contracts^(a)(b)	$	9	$	6		$	38	$	26
Cash flow hedges
Interest rate contracts^(a)	2		(1		)	1		(2		)
Foreign currency contracts^(c)	44		(1		)	99		(1		)
Derivatives not designated as hedges
Interest rate contracts^(a)	16		4			7		7
Foreign currency contracts^(c)(d)	37		—			72		—
Total	$	108	$	8		$	217	$	30



	Three Months Ended September 30, 2017
	North America		International		Total
Total revenue	$	2,868	$	293	$	3,161
Operating expenses	265		81		346
Leased vehicle expenses	1,662		8		1,670
Provision for loan losses	177		27		204
Interest expense	536		136		672
Equity income	—		41		41
Income from continuing operations before income taxes	$	228	$	82	$	310



	Three Months Ended September 30, 2016
	North America		International		Total
Total revenue	$	2,092	$	268	$	2,360
Operating expenses	240		87		327
Leased vehicle expenses	1,194		3		1,197
Provision for loan losses	147		20		167
Interest expense	383		128		511
Equity income	—		36		36
Income from continuing operations before income taxes	$	128	$	66	$	194



	Nine Months Ended September 30, 2017
	North America		International		Total
Total revenue	$	8,042	$	857	$	8,899
Operating expenses	766		243		1,009
Leased vehicle expenses	4,631		17		4,648
Provision for loan losses	497		76		573
Interest expense	1,488		415		1,903
Equity income	—		129		129
Income from continuing operations before income taxes	$	660	$	235	$	895



	Nine Months Ended September 30, 2016
	North America		International		Total
Total revenue	$	5,666	$	763	$	6,429
Operating expenses	656		240		896
Leased vehicle expenses	3,143		5		3,148
Provision for loan losses	449		52		501
Interest expense	1,025		368		1,393
Equity income	—		109		109
Income from continuing operations before income taxes	$	393	$	207	$	600



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors			Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	—		$	3,546		$	430		$	—		$	3,976
Finance receivables, net	—			10,097			30,767			—			40,864
Leased vehicles, net	—			—			41,775			—			41,775
Goodwill	1,095			—			106			—			1,201
Equity in net assets of non-consolidated affiliate	—			—			1,119			—			1,119
Related party receivables	—			38			301			—			339
Other assets	855			1,230			3,933			(1,251		)	4,767
Assets held for sale	—			—			12,095			(1		)	12,094
Due from affiliates	32,762			19,467			—			(52,229		)	—
Investment in affiliates	10,177			5,610			—			(15,787		)	—
Total assets	$	44,889		$	39,988		$	90,526		$	(69,268	)	$	106,135
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities
Secured debt	$	—		$	—		$	41,177		$	(402	)	$	40,775
Unsecured debt	34,047			—			4,216			—			38,263
Deferred income	—			—			3,066			—			3,066
Related party payables	2			—			251			—			253
Other liabilities	369			772			2,157			(849		)	2,449
Liabilities held for sale	—			—			10,864			(6		)	10,858
Due to affiliates	—			32,576			19,648			(52,224		)	—
Total liabilities	34,418			33,348			81,379			(53,481		)	95,664
Shareholders' equity
Common stock	—			—			698			(698		)	—
Preferred stock	—			—			—			—			—
Additional paid-in capital	7,514			79			3,450			(3,529		)	7,514
Accumulated other comprehensive loss	(935		)	(107		)	(874		)	981			(935		)
Retained earnings	3,892			6,668			5,873			(12,541		)	3,892
Total shareholders' equity	10,471			6,640			9,147			(15,787		)	10,471
Total liabilities and shareholders' equity	$	44,889		$	39,988		$	90,526		$	(69,268	)	$	106,135