Guarantor Consolidating Financial Statements

The payment of principal and interest on senior notes is currently guaranteed solely by AFSI (the "Guarantor") and none of our other subsidiaries (the "Non-Guarantor Subsidiaries"). The separate financial statements of the Guarantor are not included herein because the Guarantor is a 100% owned consolidated subsidiary and is unconditionally liable for the obligations represented by the senior notes. A subsidiary guarantee can be released under customary circumstances, including (i) the subsidiary is sold or sells all of its assets; (ii) the subsidiary is declared "unrestricted" for covenant purposes; (iii) the subsidiary's guarantee of other indebtedness is terminated or released; (iv) the requirements for legal defeasance or covenant defeasance or to discharge the indenture have been satisfied; (v) the rating on the parent's debt securities is changed to investment grade; or (vi) the parent's debt securities are converted or exchanged into equity securities.

The consolidating financial statements present consolidating financial data for (i) General Motors Financial Company, Inc. (on a parent only basis), (ii) the Guarantor, (iii) the combined Non-Guarantor Subsidiaries, (iv) an elimination column for adjustments to arrive at the information for the parent company and our subsidiaries on a consolidated basis and (v) the parent company and our subsidiaries on a consolidated basis as of March 31, 2014 and December 31, 2013, and for the three months ended March 31, 2014 and 2013.

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.

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONDENSED CONSOLIDATING BALANCE SHEET

March 31, 2014

(unaudited, in millions)



	General Motors Financial Company, Inc.		Guarantor			Non- Guarantors		Eliminations			Consolidated
Assets
Cash and cash equivalents	$	—	$	540		$	622	$	—		$	1,162
Finance receivables, net	—		1,235			29,311		—			30,546
Restricted cash	—		18			2,083		—			2,101
Property and equipment, net	—		5			128		—			133
Leased vehicles, net	—		—			3,726		—			3,726
Deferred income taxes	25		(194		)	609		—			440
Goodwill	1,095		—			144		—			1,239
Related party receivables	41		—			108		—			149
Other assets	81		11			324		(3		)	413
Due from affiliates	3,021		—			—		(3,021		)	—
Investment in affiliates	7,209		3,022			—		(10,231		)	—
Total assets	$	11,472	$	4,637		$	37,055	$	(13,255	)	$	39,909
Liabilities and Shareholder's Equity
Liabilities:
Secured debt	$	—	$	—		$	23,386	$	—		$	23,386
Unsecured debt	4,000		—			3,172		—			7,172
Accounts payable and accrued expenses	116		127			693		(3		)	933
Deferred income	—		—			184		—			184
Deferred taxes liabilities	—		—			8		—			8
Taxes payable	81		—			209		—			290
Related party taxes payable	838		—			1		(1		)	838
Related party payable	—		—			468		—			468
Other liabilities	—		10			183		—			193
Due to affiliates	—		721			2,299		(3,020		)	—
Total liabilities	5,035		858			30,603		(3,024		)	33,472
Shareholder's equity:
Common stock	—		—			620		(620		)	—
Additional paid-in capital	4,787		79			3,140		(3,219		)	4,787
Accumulated other comprehensive income	16		(28		)	29		(1		)	16
Retained earnings	1,634		3,728			2,663		(6,391		)	1,634
Total shareholder's equity	6,437		3,779			6,452		(10,231		)	6,437
Total liabilities and shareholder's equity	$	11,472	$	4,637		$	37,055	$	(13,255	)	$	39,909

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONDENSED CONSOLIDATING BALANCE SHEET

December 31, 2013

(in millions)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors			Eliminations			Consolidated
Assets
Cash and cash equivalents	$	—		$	395		$	679		$	—		$	1,074
Finance receivables, net	—			612			28,670			—			29,282
Restricted cash	—			20			1,938			—			1,958
Property and equipment, net	—			5			127			—			132
Leased vehicles, net	—			—			3,383			—			3,383
Deferred income taxes	1			—			358			—			359
Goodwill	1,095			—			145			—			1,240
Related party receivables	29			—			100			—			129
Other assets	74			5			358			(4		)	433
Due from affiliates	3,754			863			—			(4,617		)	—
Investment in affiliates	6,994			3,565			—			(10,559		)	—
Total assets	$	11,947		$	5,465		$	35,758		$	(15,180	)	$	37,990
Liabilities and Shareholder's Equity
Liabilities:
Secured debt	$	—		$	—		$	22,073		$	—		$	22,073
Unsecured debt	4,000			—			2,973			—			6,973
Accounts payable and accrued expenses	101			133			716			(4		)	946
Deferred income	—			—			168			—			168
Deferred taxes payable	(28		)	161			(46		)	—			87
Taxes payable	83			—			204			—			287
Related party taxes payables	643			—			1			(1		)	643
Related party payable	—			—			368			—			368
Other liabilities	—			14			146			—			160
Due to affiliates	863			1,474			2,280			(4,617		)	—
Total liabilities	5,662			1,782			28,883			(4,622		)	31,705
Shareholder's equity:
Common stock	—			—			532			(532		)	—
Additional paid-in capital	4,785			79			3,833			(3,912		)	4,785
Accumulated other comprehensive income (loss)	11			(8		)	24			(16		)	11
Retained earnings	1,489			3,612			2,486			(6,098		)	1,489
Total shareholder's equity	6,285			3,683			6,875			(10,558		)	6,285
Total liabilities and shareholder's equity	$	11,947		$	5,465		$	35,758		$	(15,180	)	$	37,990

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONDENSED CONSOLIDATING STATEMENT OF INCOME

Three Months Ended March 31, 2014

(unaudited, in millions)



	General Motors Financial Company, Inc.			Guarantor		Non- Guarantors		Eliminations			Consolidated
Revenue
Finance charge income	$	—		$	30	$	800	$	—		$	830
Leased vehicle income	—			—		200		—			200
Other income	20			127		38		(118		)	67
Equity in income of affiliates	170			116		—		(286		)	—
	190			273		1,038		(404		)	1,097
Costs and expenses
Salaries and benefits	—			53		83		—			136
Other operating expenses	1			33		161		(62		)	133
Total operating expenses	1			86		244		(62		)	269
Leased vehicle expenses	—			—		156		—			156
Provision for loan losses	—			60		75		—			135
Interest expense	55			11		305		(56		)	315
	56			157		780		(118		)	875
Income before income taxes	134			116		258		(286		)	222
Income tax (benefit) provision	(11		)	—		88		—			77
Net income	$	145		$	116	$	170	$	(286	)	$	145

Comprehensive income	$	150		$	96	$	175	$	(271	)	$	150

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONDENSED CONSOLIDATING STATEMENT OF INCOME

Three Months Ended March 31, 2013

(unaudited, in millions)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors		Eliminations			Consolidated
Revenue
Finance charge income	$	—		$	39		$	376	$	—		$	415
Leased vehicle income	—			—			107		—			107
Other income	14			41			47		(84		)	18
Equity in income of affiliates	113			146			—		(259		)	—
	127			226			530		(343		)	540
Costs and expenses
Salaries and benefits	—			48			26		—			74
Other operating expenses (income)	3			(25		)	56		—			34
Total operating expenses	3			23			82		—			108
Leased vehicle expenses	—			—			80		—			80
Provision for loan losses	—			67			27		—			94
Interest expense	21			35			110		(84		)	82
Acquisition and integration expenses	—			—			6		—			6
	24			125			305		(84		)	370
Income before income taxes	103			101			225		(259		)	170
Income tax (benefit) provision	(3		)	(14		)	81		—			64
Net income	$	106		$	115		$	144	$	(259	)	$	106

Comprehensive income	$	100		$	116		$	138	$	(254	)	$	100

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

Three Months Ended March 31, 2014

(unaudited, in millions)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors			Eliminations			Consolidated
Net cash provided by operating activities	$	175		$	57		$	233		$	—		$	465
Cash flows from investing activities:
Purchases of consumer finance receivables, net	—			(1,363		)	(2,822		)	881			(3,304		)
Principal collections and recoveries on consumer finance receivables	—			(33		)	2,650			—			2,617
Proceeds from sale of consumer finance receivables, net	—			881			—			(881		)	—
Net funding of commercial finance receivables	—			(152		)	(198		)	—			(350		)
Purchases of leased vehicles, net	—			—			(628		)	—			(628		)
Proceeds from termination of leased vehicles	—			—			123			—			123
Purchases of property and equipment	—			—			(7		)	—			(7		)
Change in restricted cash	—			3			(150		)	—			(147		)
Net change in investment in affiliates	—			640			—			(640		)	—
Net cash used in investing activities	—			(24		)	(1,032		)	(640		)	(1,696		)
Cash flows from financing activities:
Net increase in debt (original maturities less than three months)	—			—			451			—			451
Borrowings and issuance of secured debt	—			—			5,070			—			5,070
Payments on secured debt	—			—			(4,238		)	—			(4,238		)
Borrowings and issuance of unsecured debt	—			—			390			—			390
Payments on unsecured debt	—			—			(330		)	—			(330		)
Net capital contributions	(45		)	—			(595		)	640			—
Debt issuance costs	—			—			(23		)	—			(23		)
Net change in due from/due to affiliates	(130		)	112			18			—			—
Net cash (used in) provided by financing activities	(175		)	112			743			640			1,320
Net increase (decrease) in cash and cash equivalents	—			145			(56		)	—			89
Effect of foreign exchange rate changes on cash and cash equivalents	—			—			(1		)	—			(1		)
Cash and cash equivalents at beginning of period	—			395			679			—			1,074
Cash and cash equivalents at end of period	$	—		$	540		$	622		$	—		$	1,162

GENERAL MOTORS FINANCIAL COMPANY, INC.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

Three Months Ended March 31, 2013

(unaudited, in millions)



	General Motors Financial Company, Inc.			Guarantor			Non- Guarantors			Eliminations			Consolidated
Net cash provided by operating activities	$	28		$	113		$	174		$	—		$	315
Cash flows from investing activities:
Purchases of consumer finance receivables, net	—			(1,343		)	(2,114		)	2,114			(1,343		)
Principal collections and recoveries on consumer finance receivables	—			—			1,096			—			1,096
Proceeds from sale of consumer finance receivables, net	—			2,114			—			(2,114		)	—
Net funding of commercial finance receivables	—			(361		)	(644		)	732			(273		)
Proceeds from sale of commercial finance receivables, net	—			732			—			(732		)	—
Purchases of leased vehicles, net	—			—			(510		)	—			(510		)
Proceeds from termination of leased vehicles	—			—			37			—			37
Purchases of property and equipment	—			—			(1		)	—			(1		)
Change in restricted cash	—			—			(88		)	—			(88		)
Change in other assets	—			—			5			—			5
Net change in investment in affiliates	(6		)	(1,095		)	—			1,101			—
Net cash (used in) provided by investing activities	(6		)	47			(2,219		)	1,101			(1,077		)
Cash flows from financing activities:
Borrowings and issuance of secured debt	—			—			3,384			—			3,384
Payments on secured debt	—			—			(1,000		)	—			(1,000		)
Debt issuance costs	—			—			(13		)	—			(13		)
Net capital contribution to subsidiaries	—			—			1,101			(1,101		)	—
Net change in due from/due to affiliates	(21		)	1,422			(1,401		)	—			—
Net cash (used in) provided by financing activities	(21		)	1,422			2,071			(1,101		)	2,371
Net increase in cash and cash equivalents	—			1,582			26			—			1,609
Effect of foreign exchange rate changes on cash and cash equivalents	—			—			(1		)	—			(1		)
Cash and cash equivalents at beginning of period	—			1,252			37			—			1,289
Cash and cash equivalents at end of period	$	—		$	2,834		$	62		$	—		$	2,897