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): October 29, 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))

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 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 October 29, 2019, General Motors Financial Company, Inc. (the “Company”) issued a press release announcing the results of operations for the quarter ended September 30, 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 October 29, 2019 by 11:00 a.m. 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 October 29, 2019, entitled “GM Financial Reports Third 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: October 29, 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 THIRD QUARTER 2019

OPERATING RESULTS

• Third quarter net income of $516 million

• Retail loan and operating lease originations of$11.3 billion for the third quarter

• Earning assets of $97.8 billion at September 30, 2019

• Available liquidity of $27.2 billion at September 30, 2019

FORT WORTH, TEXAS October 29, 2019 – GENERAL MOTORS FINANCIAL COMPANY, INC.

(“GMFinancial” or the “Company”) announced net income of$516 millionfor the quarter endedSeptember 30, 2019, compared to$441 millionfor the quarter endedSeptember 30, 2018. Net income for the nine months endedSeptember 30, 2019was$1.2 billion,compared to $1.3 billion for the nine months endedSeptember 30, 2018.

Retail loan originations were$5.4 billionfor the quarter endedSeptember 30, 2019, compared to$6.7 billionfor the quarter endedSeptember 30, 2018. Retail loan originations for the nine months endedSeptember 30, 2019were$19.7 billion, compared to $17.8 billion for the nine months endedSeptember 30, 2018. The outstanding balance of retail finance receivables, net of fees was$42.0 billionatSeptember 30, 2019, compared to $40.7 billion at December 31, 2018 and $37.9 billion atSeptember 30, 2018.

Operating lease originations were$5.8 billionforthequarter endedSeptember 30, 2019, compared to$5.4 billionfor the quarter endedSeptember 30, 2018. Operating lease originations for the nine months endedSeptember 30, 2019were$17.0 billion, compared to $17.3 billion for the nine months endedSeptember 30, 2018. Leased vehicles, net was$42.5 billionatSeptember 30, 2019, compared to $43.6 billion at December 31, 2018 and $44.1 billion atSeptember 30, 2018.

The outstanding balance of commercial finance receivables, net of fees was$13.3 billionatSeptember 30, 2019, compared to$12.7 billion at December 31, 2018 and $11.1 billionatSeptember 30, 2018.

Retail finance receivables 31-60 days delinquent were3.0%of the portfolio atSeptember 30, 2019and 3.4% at September 30, 2018. Accounts more than 60 days delinquent were1.2%of the portfolio atSeptember 30, 2019and 1.3% atSeptember 30, 2018.

Annualized net charge-offs were1.6%of average retail finance receivables for the quarter endedSeptember 30, 2019and 1.7% for the quarter ended September 30, 2018. For the nine months endedSeptember 30, 2019, annualized net charge-offs were1.5%, compared to 1.8% for the nine months endedSeptember 30, 2018.

The Company had total available liquidity of$27.2 billionatSeptember 30, 2019, consisting of$3.2 billionof cash and cash equivalents,$20.7 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 $39 million for the quarter ended September 30, 2019, compared to $44 million for the quarter ended September 30, 2018. Earnings for the nine months ended September 30, 2019 were $126 million, compared to $141 million for the nine months ended September 30, 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 and nine months ended September 30, 2019. This recording, along with the presentation slides and this release, will be posted to the Company’s website on October 29, 2019 by 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 September 30,				Nine Months Ended September 30,
	2019		2018		2019		2018
Revenue
Finance charge income	$	1,043	$	917	$	3,038	$	2,667
Leased vehicle income	2,515		2,501		7,536		7,445
Other income	101		100		344		305
Total revenue	3,659		3,518		10,918		10,417
Costs and expenses
Operating expenses	384		369		1,131		1,116
Leased vehicle expenses	1,574		1,677		5,025		5,148
Provision for loan losses	150		180		504		444
Interest expense	879		838		2,778		2,373
Total costs and expenses	2,987		3,064		9,438		9,081
Equity income	39		44		126		141
Income before income taxes	711		498		1,606		1,477
Income tax provision	195		57		416		225
Net income	516		441		1,190		1,252
Less: cumulative dividends on preferred stock	23		15		68		44
Net income attributable to common shareholder	$	493	$	426	$	1,122	$	1,208

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Condensed Consolidated Balance Sheets

(Unaudited, in millions)

	September 30, 2019		December 31, 2018
ASSETS
Cash and cash equivalents	$	3,218	$	4,883
Finance receivables, net	54,332		52,512
Leased vehicles, net	42,527		43,559
Goodwill	1,182		1,186
Equity in net assets of non-consolidated affiliates	1,381		1,355
Related party receivables	696		729
Other assets	6,025		5,696
Total assets	$	109,361	$	109,920
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities
Secured debt	$	39,029	$	42,835
Unsecured debt	50,099		48,153
Deferred income	3,708		3,605
Related party payables	67		63
Other liabilities	3,770		3,605
Total liabilities	96,673		98,261
Total shareholders' equity	12,688		11,659
Total liabilities and shareholders' equity	$	109,361	$	109,920

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Operational and Financial Data

(Unaudited, Dollars in millions)

	Three Months Ended September 30,				Nine Months Ended September 30,
Originations	2019		2018		2019		2018
Retail finance receivables originations	$	5,407	$	6,668	$	19,682	$	17,797
Lease originations	$	5,843	$	5,432	$	16,964	$	17,345

	Three Months Ended September 30,				Nine Months Ended September 30,
Average Earning Assets	2019		2018		2019		2018
Average retail finance receivables	$	42,311	$	36,809	$	42,103	$	35,130
Average commercial finance receivables	13,118		10,619		12,614		10,302
Average finance receivables	55,429		47,428		54,717		45,432
Average leased vehicles, net	42,754		44,110		43,059		43,688
Average earning assets	$	98,183	$	91,538	$	97,776	$	89,120

Ending Earning Assets	September 30, 2019		December 31, 2018
Retail finance receivables, net of fees	$	41,967	$	40,702
Commercial finance receivables, net of fees	13,298		12,721
Leased vehicles, net	42,527		43,559
Ending earning assets	$	97,792	$	96,982

Total Finance Receivables	September 30, 2019			December 31, 2018
Retail
Retail finance receivables, net of fees	$	41,967		$	40,702
Less: allowance for loan losses	(856		)	(844		)
Total retail finance receivables, net	41,111			39,858
Commercial
Commercial finance receivables, net of fees	13,298			12,721
Less: allowance for loan losses	(77		)	(67		)
Total commercial finance receivables, net	13,221			12,654
Total finance receivables, net	$	54,332		$	52,512

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Allowance for Loan Losses	September 30, 2019		December 31, 2018
Allowance for loan losses as a percentage of retail finance receivables, net of fees	2.0	%	2.1	%
Allowance for loan losses as a percentage of commercial finance receivables, net of fees	0.6	%	0.5	%

Delinquencies	September 30, 2019		September 30, 2018
Loan delinquency as a percentage of ending retail finance receivables:
31 - 60 days	3.0	%	3.4	%
Greater than 60 days	1.2		1.3
Total	4.2	%	4.7	%

	Three Months Ended September 30,						Nine Months Ended September 30,
Charge-offs and Recoveries	2019			2018			2019			2018
Charge-offs	$	300		$	285		$	886		$	878
Less: recoveries	(133		)	(130		)	(410		)	(398		)
Net charge-offs	$	167		$	155		$	476		$	480
Net charge-offs as an annualized percentage of average retail finance receivables	1.6		%	1.7		%	1.5		%	1.8		%

	Three Months Ended September 30,				Nine Months Ended September 30,
Operating Expenses	2019		2018		2019		2018
Operating expenses as an annualized percentage of average earning assets	1.6	%	1.6	%	1.5	%	1.7	%

Investor Relations contact:

Stephen Jones

Vice President, Investor Relations

(817) 302-7119

Investors@gmfinancial.com

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