8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 30, 2019

General Motors Financial Company, Inc.

(Exact name of registrant as specified in its charter)

Texas	1-10667	75-2291093
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS 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 or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

Emerging growth company ¨

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. ¨

Item 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On April 30, 2019, General Motors Financial Company, Inc. (the “Company”) issued a press release announcing the results of operations for the quarter ended March 31, 2019. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

In lieu of a conference call, management recorded remarks addressing the results. This recording, along with the presentation slides and the press release, will be posted to the Company’s website on April 30, 2019 at 11:00am central time. Materials can be accessed via the Investor Relations section of the website at www.gmfinancial.com.

Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS

Exhibit No.	Description of Exhibit
99.1	Press Release dated April 30, 2019, entitled “GM Financial Reports First Quarter 2019 Operating Results”

SIGNATURES

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 hereunto duly authorized.

		General Motors Financial Company, Inc.
		(Registrant)
Date: April 30, 2019	By:	/s/ SUSAN B. SHEFFIELD
		Susan B. Sheffield
		Executive Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

GM FINANCIAL REPORTS FIRST QUARTER 2019

OPERATING RESULTS

• First quarter net income of $271 million

• Retail loan and operating lease originations of$12.4 billion for the first quarter

• Earning assets of $97.2 billion at March 31, 2019

• Available liquidity of $28.3 billion at March 31, 2019

FORT WORTH, TEXAS April 30, 2019 – GENERAL MOTORS FINANCIAL COMPANY, INC.

(“GMFinancial” or the “Company”) announced net income of$271 millionfor the quarter endedMarch 31, 2019, compared to $318 million for the quarter ended December 31, 2018, and$369 millionfor the quarter endedMarch 31, 2018.

Retail loan originations were$7.2 billionfor the quarter endedMarch 31, 2019, compared to$8.4 billionfor the quarter ended December 31, 2018, and$5.1 billionfor the quarter endedMarch 31, 2018. The outstanding balance of retail finance receivables, net of fees was$41.8 billionatMarch 31, 2019, compared to $40.7 billion at December 31, 2018 and $34.3 billion atMarch 31, 2018.

Operating lease originations were$5.2 billionforthequarter endedMarch 31, 2019, compared to$5.2 billionfor the quarter ended December 31, 2018, and$5.7 billionfor the quarter endedMarch 31, 2018. Leased vehicles, net was$43.1 billionatMarch 31, 2019, compared to $43.6 billion at December 31, 2018 and $43.4 billion atMarch 31, 2018.

The outstanding balance of commercial finance receivables, net of fees was$12.4 billionatMarch 31, 2019, compared to$12.7 billion at December 31, 2018 and $10.4 billionatMarch 31, 2018.

Retail finance receivables 31-60 days delinquent were2.5%of the portfolio atMarch 31, 2019and 3.7% at March 31, 2018. Accounts more than 60 days delinquent were1.0%of the portfolio atMarch 31, 2019and 1.7% atMarch 31, 2018.

Annualized net charge-offs were1.6%of average retail finance receivables for the quarter endedMarch 31, 2019and 2.1% for the quarter ended March 31, 2018.

The Company had total available liquidity of$28.3 billionatMarch 31, 2019, consisting of$5.3 billionof cash and cash equivalents,$19.7 billionof borrowing capacity on unpledged eligible assets,$0.3 billionof borrowing capacity on committed unsecured lines of credit,$1.0 billionof borrowing capacity on the Junior Subordinated Revolving Credit Facility from GM, and$2.0 billion of borrowing capacity on the GM Revolving 364-Day Credit Facility.

Earnings resulting from the Company's equity investment joint ventures that conduct automotive finance operations in China were $45 million for the quarter ended March 31, 2019 compared to $42 million for the quarter ended December 31, 2018, and $52 million for the quarter ended March 31, 2018.

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About GM Financial

General Motors Financial Company, Inc. is the wholly-owned captive finance subsidiary of General Motors Company and is headquartered in Fort Worth, Texas. In lieu of a conference call, management recorded remarks addressing the Company’s results of operations for the quarter ended March 31, 2019. This recording, along with the presentation slides and this release, will be posted to the Company’s website on April 30, 2019 at 11:00 a.m. central time. The recording and materials can be accessed via the Investor Relations section of the Company’s website at www.gmfinancial.com.

Forward-Looking Statements

This release 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, including our annual report on Form 10-K for the year ended December 31, 2018. Such risks include - but are not limited to - GM’s ability to sell new vehicles that we finance in the markets we serve; the viability of GM-franchised dealers that are commercial loan customers; changes in the automotive industry that result in a change in demand for vehicles and related vehicle financing; the sufficiency, availability and cost of sources of financing, including credit facilities, securitization programs and secured and unsecured debt issuances; our joint ventures in China, which we cannot operate solely for our benefit and over which we have limited control; 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; the adequacy of our allowance for loan losses on our finance receivables; 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 the inception of a lease and the residual value performance on vehicles we lease; interest rate fluctuations and certain related derivatives exposure; foreign currency exchange rate fluctuations and other risks applicable to our operations outside of the U.S.; changes to the LIBOR calculation process and potential phasing out of LIBOR; our ability to effectively manage capital or liquidity consistent with evolving business or operational needs, risk management standards, and regulatory or supervisory requirements; changes in local, regional, national or international economic, social or political conditions; 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; our ability to secure private customer and employee data or our proprietary information, manage risks related to security breaches and other disruptions to our networks and systems and comply with enterprise data regulations in all key market regions; and changes in business strategy, including expansion of product lines and credit risk appetite, acquisitions and divestitures. 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. It is advisable not to place undue reliance on any 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.

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General Motors Financial Company, Inc.

Condensed Consolidated Statements of Income

(Unaudited, in millions)

	Three Months Ended March 31,
	2019		2018
Revenue
Finance charge income	$	987	$	866
Leased vehicle income	2,509		2,447
Other income	124		98
Total revenue	3,620		3,411
Costs and expenses
Operating expenses	370		365
Leased vehicle expenses	1,814		1,787
Provision for loan losses	175		136
Interest expense	947		732
Total costs and expenses	3,306		3,020
Equity income	45		52
Income before income taxes	359		443
Income tax provision	88		74
Net income	271		369
Less: cumulative dividends on preferred stock	23		14
Net income attributable to common shareholder	$	248	$	355

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Condensed Consolidated Balance Sheets

(Unaudited, in millions)

	March 31, 2019		December 31, 2018
ASSETS
Cash and cash equivalents	$	5,286	$	4,883
Finance receivables, net	53,229		52,512
Leased vehicles, net	43,052		43,559
Goodwill	1,187		1,186
Equity in net assets of non-consolidated affiliates	1,429		1,355
Related party receivables	640		729
Other assets	6,422		5,696
Total assets	$	111,245	$	109,920
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities
Secured debt	$	41,625	$	42,835
Unsecured debt	50,506		48,153
Deferred income	3,633		3,605
Related party payables	66		63
Other liabilities	3,431		3,605
Total liabilities	99,261		98,261
Total shareholders' equity	11,984		11,659
Total liabilities and shareholders' equity	$	111,245	$	109,920

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Operational and Financial Data

(Unaudited, Dollars in millions)

	Three Months Ended March 31,
Originations	2019		2018
Retail finance receivables originations	$	7,162	$	5,078
GM lease originations	$	5,210	$	5,712

	Three Months Ended March 31,
Average Earning Assets	2019		2018
Average retail finance receivables	$	41,591	$	33,471
Average commercial finance receivables	12,167		10,068
Average finance receivables	53,758		43,539
Average leased vehicles, net	43,394		43,177
Average earning assets	$	97,152	$	86,716

Ending Earning Assets	March 31, 2019		December 31, 2018
Retail finance receivables, net of fees	$	41,785	$	40,702
Commercial finance receivables, net of fees	12,368		12,721
Leased vehicles, net	43,052		43,559
Ending earning assets	$	97,205	$	96,982

Total Finance Receivables	March 31, 2019			December 31, 2018
Retail
Retail finance receivables, net of fees	$	41,785		$	40,702
Less: allowance for loan losses	(862		)	(844		)
Total retail finance receivables, net	40,923			39,858
Commercial
Commercial finance receivables, net of fees	12,368			12,721
Less: allowance for loan losses	(62		)	(67		)
Total commercial finance receivables, net	12,306			12,654
Total finance receivables, net	$	53,229		$	52,512

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Allowance for Loan Losses	March 31, 2019		December 31, 2018
Allowance for loan losses as a percentage of retail finance receivables, net of fees	2.1	%	2.1	%
Allowance for loan losses as a percentage of commercial finance receivables, net of fees	0.5	%	0.5	%

Delinquencies	March 31, 2019		March 31, 2018
Loan delinquency as a percentage of ending retail finance receivables:
31 - 60 days	2.5	%	3.7	%
Greater than 60 days	1.0		1.7
Total	3.5	%	5.4	%

	Three Months Ended March 31,
Charge-offs and Recoveries	2019			2018
Charge-offs	$	307		$	295
Less: recoveries	(145		)	(123		)
Net charge-offs	$	162		$	172
Net charge-offs as an annualized percentage of average retail finance receivables	1.6		%	2.1		%

	Three Months Ended March 31,
Operating Expenses	2019		2018
Operating expenses as an annualized percentage of average earning assets	1.5	%	1.7	%

Investor Relations contact:

Stephen Jones

Vice President, Investor Relations

(817) 302-7119

Investors@gmfinancial.com

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