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): June 3, 2013

 

 

General Motors Financial Company, Inc.

Exact name of registrant as specified in its charter)

 

 

 

Texas   1-10667   75-2291093
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   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))

 

 

 


Item 8.01 Other Events

On June 3, 2013, General Motors Financial Company, Inc. (“GM Financial”) and Ally Financial Inc. (“Ally”) completed a transaction under which GM Financial acquired, effective as of June 1, 2013, Ally’s equity interests in its companies that comprise Ally’s auto finance and financial services business in France and Portugal, pursuant to the Purchase and Sale Agreement entered into on November 21, 2012, as subsequently amended and restated on February 22, 2013 (as amended and restated, the “PSA”). The purchase price was approximately $150 million, subject to possible adjustments as provided in the PSA. The acquisition by GM Financial of the companies that comprise Ally’s business in Brazil remains subject to certain regulatory approvals. The acquisition of the businesses in Brazil is expected to be completed in 2013.

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

 

  (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.

 

  (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.

 

  (c) Not Applicable

 

  (d) Not Applicable


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: June 7, 2013   By:  

/S/ CHRIS A. CHOATE

    Chris A. Choate
    Executive Vice President, Chief Financial Officer and Treasurer