Form 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 1, 2013
General Motors Financial Company, Inc.
Exact name of registrant as specified in its charter)
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| Texas |
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1-10667 |
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75-2291093 |
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of incorporation) |
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(Commission
File Number) |
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(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01 Other Events
On October 1, 2013, General Motors Financial Company, Inc. (“GM Financial”) and Ally Financial Inc. (“Ally”) completed
a transaction under which GM Financial acquired Ally’s equity interests in its companies that comprise Ally’s auto finance and financial services business in Brazil, pursuant to the Purchase and Sale Agreement entered into on
November 21, 2012, as subsequently amended and restated on February 22, 2013 and as amended by Amendment No. 1 to the Amended and Restated Purchase Agreement, dated as of July 25, 2013 and Amendment No. 2 to the Amended and
Restated Purchase Agreement, dated as of August 12, 2013 (as amended and restated, the “PSA”). The purchase price was $611 million, subject to possible adjustments as provided in the PSA.
GM Financial is an indirect, wholly-owned subsidiary of General Motors Company (“GM”). Ally has historically provided a majority of
the financing for GM’s dealers and a significant portion of the financing for its customers in the U.S. and Canada and other major international markets where it operates including through the operations that are the subject of this
transaction. Historically, Ally has been GM’s primary financing partner for incentivized retail financing programs in its major markets. Currently, GM owns 9.9% of the common equity of Ally through an independent trust. Consideration for the
transaction was determined based on arm’s length negotiations.
Item 9.01 Financial Statements And Exhibits
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(a) |
Financial Statements of Assets Acquired |
To the extent required, GM Financial will file
by amendment to this Current Report on Form 8-K the historical financial information provided by this Item 9.01(a) within 71 days from the date on which this Current Report on Form 8-K is required to be filed.
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(b) |
Pro Forma Financial Information |
To the extent required, GM Financial will file by
amendment to this Current Report on Form 8-K the pro forma financial information provided by this Item 9.01(a) within 71 days from the date on which this Current Report on Form 8-K is required to be filed.
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| Exhibit No. |
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Description of Exhibit |
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| 99.1 |
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Press release, dated October 1, 2013. |
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.
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General Motors Financial Company, Inc. |
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(Registrant) |
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| Date: October 7, 2013 |
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By: |
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/s/ CHRIS A. CHOATE |
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Chris A. Choate |
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Executive Vice President, Chief Financial Officer and Treasurer |
