Item 8. Financial Statements and Supplementary Data

CONSOLIDATED INCOME STATEMENTS

(In millions, except per share amounts)

	Years Ended December 31,
	2018				2017				2016
Net sales and revenue
Automotive	$	133,045			$	133,449			$	140,205
GM Financial	14,004				12,139				8,979
Total net sales and revenue (Note 3)	147,049				145,588				149,184
Costs and expenses
Automotive and other cost of sales	120,656				116,229				121,784
GM Financial interest, operating and other expenses	12,298				11,128				8,369
Automotive and other selling, general and administrative expense	9,650				9,570				10,345
Total costs and expenses	142,604				136,927				140,498
Operating income	4,445				8,661				8,686
Automotive interest expense	655				575				563
Interest income and other non-operating income, net (Note 19)	2,596				1,645				1,603
Equity income (Note 8)	2,163				2,132				2,282
Income before income taxes	8,549				11,863				12,008
Income tax expense (Note 17)	474				11,533				2,739
Income from continuing operations	8,075				330				9,269
Loss from discontinued operations, net of tax (Note 22)	70				4,212				1
Net income (loss)	8,005				(3,882		)		9,268
Net loss attributable to noncontrolling interests	9				18				159
Net income (loss) attributable to stockholders	$	8,014			$	(3,864	)		$	9,427
Net income (loss) attributable to common stockholders	$	7,916			$	(3,880	)		$	9,427
Earnings per share (Note 21)
Basic earnings per common share – continuing operations	$	5.66			$	0.23			$	6.12
Basic loss per common share – discontinued operations	$	0.05			$	2.88			$	—
Basic earnings (loss) per common share	$	5.61			$	(2.65	)		$	6.12
Weighted-average common shares outstanding – basic	1,411				1,465				1,540
Diluted earnings per common share – continuing operations	$	5.58			$	0.22			$	6.00
Diluted loss per common share – discontinued operations	$	0.05			$	2.82			$	—
Diluted earnings (loss) per common share	$	5.53			$	(2.60	)		$	6.00
Weighted-average common shares outstanding – diluted	1,431				1,492				1,570

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In millions)

	Years Ended December 31,
	2018				2017				2016
Net income (loss)	$	8,005			$	(3,882	)		$	9,268
Other comprehensive income (loss), net of tax (Note 20)
Foreign currency translation adjustments and other	(715		)		747				(384		)
Defined benefit plans	(221		)		570				(969		)
Other comprehensive income (loss), net of tax	(936		)		1,317				(1,353		)
Comprehensive income (loss)	7,069				(2,565		)		7,915
Comprehensive loss attributable to noncontrolling interests	15				20				218
Comprehensive income (loss) attributable to stockholders	$	7,084			$	(2,545	)		$	8,133

Reference should be made to the notes to consolidated financial statements.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In millions, except per share amounts)

	December 31, 2018				December 31, 2017
ASSETS
Current Assets
Cash and cash equivalents	$	20,844			$	15,512
Marketable securities (Note 4)	5,966				8,313
Accounts and notes receivable (net of allowance of $211 and $278)	6,549				8,164
GM Financial receivables, net (Note 5; Note 11 at VIEs)	26,850				20,521
Inventories (Note 6)	9,816				10,663
Equipment on operating leases, net (Note 7)	247				1,106
Other current assets (Note 4; Note 11 at VIEs)	5,021				4,465
Total current assets	75,293				68,744
Non-current Assets
GM Financial receivables, net (Note 5; Note 11 at VIEs)	25,083				21,208
Equity in net assets of nonconsolidated affiliates (Note 8)	9,215				9,073
Property, net (Note 9)	38,758				36,253
Goodwill and intangible assets, net (Note 10)	5,579				5,849
Equipment on operating leases, net (Note 7; Note 11 at VIEs)	43,559				42,882
Deferred income taxes (Note 17)	24,082				23,544
Other assets (Note 4; Note 11 at VIEs)	5,770				4,929
Total non-current assets	152,046				143,738
Total Assets	$	227,339			$	212,482
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable (principally trade)	$	22,297			$	23,929
Short-term debt and current portion of long-term debt (Note 13)
Automotive	935				2,515
GM Financial (Note 11 at VIEs)	30,956				24,450
Accrued liabilities (Note 12)	28,049				25,996
Total current liabilities	82,237				76,890
Non-current Liabilities
Long-term debt (Note 13)
Automotive	13,028				10,987
GM Financial (Note 11 at VIEs)	60,032				56,267
Postretirement benefits other than pensions (Note 15)	5,370				5,998
Pensions (Note 15)	11,538				13,746
Other liabilities (Note 12)	12,357				12,394
Total non-current liabilities	102,325				99,392
Total Liabilities	184,562				176,282
Commitments and contingencies (Note 16)
Equity (Note 20)
Common stock, $0.01 par value	14				14
Additional paid-in capital	25,563				25,371
Retained earnings	22,322				17,627
Accumulated other comprehensive loss	(9,039		)		(8,011		)
Total stockholders’ equity	38,860				35,001
Noncontrolling interests	3,917				1,199
Total Equity	42,777				36,200
Total Liabilities and Equity	$	227,339			$	212,482

Reference should be made to the notes to consolidated financial statements.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions)

	Years Ended December 31,
	2018				2017				2016
Cash flows from operating activities
Income from continuing operations	$	8,075			$	330			$	9,269
Depreciation and impairment of Equipment on operating leases, net	7,604				6,805				4,804
Depreciation, amortization and impairment charges on Property, net	6,065				5,456				5,015
Foreign currency remeasurement and transaction losses	168				52				229
Undistributed earnings of nonconsolidated affiliates, net	(141		)		(132		)		(15		)
Pension contributions and OPEB payments	(2,069		)		(1,636		)		(3,454		)
Pension and OPEB income, net	(1,280		)		(934		)		(769		)
Provision (benefit) for deferred taxes	(112		)		10,880				2,228
Change in other operating assets and liabilities (Note 26)	(1,376		)		(3,015		)		580
Other operating activities	(1,678		)		(468		)		(894		)
Net cash provided by operating activities – continuing operations	15,256				17,338				16,993
Net cash used in operating activities – discontinued operations	—				(10		)		(386		)
Net cash provided by operating activities	15,256				17,328				16,607
Cash flows from investing activities
Expenditures for property	(8,761		)		(8,453		)		(8,384		)
Available-for-sale marketable securities, acquisitions	(2,820		)		(5,503		)		(15,182		)
Trading marketable securities, acquisitions	—				—				(262		)
Available-for-sale marketable securities, liquidations	5,108				9,007				10,871
Trading marketable securities, liquidations	—				—				872
Acquisition of companies/investments, net of cash acquired	(83		)		(41		)		(804		)
Purchases of finance receivables, net	(25,671		)		(19,325		)		(14,378		)
Principal collections and recoveries on finance receivables	17,048				12,578				9,899
Purchases of leased vehicles, net	(16,736		)		(19,180		)		(19,495		)
Proceeds from termination of leased vehicles	10,864				6,667				2,554
Other investing activities	122				178				162
Net cash used in investing activities – continuing operations	(20,929		)		(24,072		)		(34,147		)
Net cash provided by (used in) investing activities – discontinued operations (Note 22)	166				(3,500		)		(1,496		)
Net cash used in investing activities	(20,763		)		(27,572		)		(35,643		)
Cash flows from financing activities
Net increase (decrease) in short-term debt	1,186				(140		)		(282		)
Proceeds from issuance of debt (original maturities greater than three months)	43,801				52,187				42,036
Payments on debt (original maturities greater than three months)	(33,323		)		(33,592		)		(20,727		)
Payments to purchase common stock	(190		)		(4,492		)		(2,500		)
Proceeds from issuance of subsidiary preferred and common stock (Note 20)	2,862				985				—
Dividends paid	(2,242		)		(2,233		)		(2,368		)
Other financing activities	(640		)		(305		)		(163		)
Net cash provided by financing activities – continuing operations	11,454				12,410				15,996
Net cash provided by financing activities – discontinued operations	—				174				1,081
Net cash provided by financing activities	11,454				12,584				17,077
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(299		)		348				(213		)
Net increase (decrease) in cash, cash equivalents and restricted cash	5,648				2,688				(2,172		)
Cash, cash equivalents and restricted cash at beginning of period	17,848				15,160				17,332
Cash, cash equivalents and restricted cash at end of period	$	23,496			$	17,848			$	15,160
Cash, cash equivalents and restricted cash – continuing operations at end of period (Note 4)	$	23,496			$	17,848			$	14,487
Cash, cash equivalents and restricted cash – discontinued operations at end of period	$	—			$	—			$	673
Significant Non-cash Investing and Financing Activity
Non-cash property additions – continuing operations	$	3,813			$	3,996			$	3,897
Non-cash property additions – discontinued operations	$	—			$	—			$	868
Non-cash business acquisition – continuing operations	$	—			$	—			$	290
Non-cash proceeds on sale of discontinued operations (Note 22)	$	—			$	808			$	—

Reference should be made to the notes to consolidated financial statements.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF EQUITY

(In millions)

	Common Stockholders’																Noncontrolling Interests				Total Equity
Common Stock				Additional Paid-in Capital				Retained Earnings				Accumulated Other Comprehensive Loss
Balance at January 1, 2016	$	15			$	27,607			$	20,285			$	(8,036	)		$	452			$	40,323
Net income	—				—				9,427				—				(159		)		9,268
Other comprehensive loss	—				—				—				(1,294		)		(59		)		(1,353		)
Issuance of common stock	—				290				—				—				—				290
Purchase of common stock	—				(1,320		)		(1,180		)		—				—				(2,500		)
Exercise of common stock warrants	—				89				—				—				—				89
Stock based compensation	—				317				(27		)		—				—				290
Cash dividends paid on common stock	—				—				(2,337		)		—				—				(2,337		)
Dividends to noncontrolling interests	—				—				—				—				(31		)		(31		)
Other	—				—				—				—				36				36
Balance at December 31, 2016	15				26,983				26,168				(9,330		)		239				44,075
Net loss	—				—				(3,864		)		—				(18		)		(3,882		)
Other comprehensive income	—				—				—				1,319				(2		)		1,317
Purchase of common stock	(1		)		(2,063		)		(2,428		)		—				—				(4,492		)
Exercise of common stock warrants	—				43				—				—				—				43
Issuance of subsidiary preferred stock (Note 20)	—				—				—				—				985				985
Stock based compensation	—				468				(34		)		—				—				434
Cash dividends paid on common stock	—				—				(2,215		)		—				—				(2,215		)
Dividends to noncontrolling interests	—				—				—				—				(18		)		(18		)
Other	—				(60		)		—				—				13				(47		)
Balance at December 31, 2017	14				25,371				17,627				(8,011		)		1,199				36,200
Adoption of accounting standards (Note 2)	—				—				(1,046		)		(98		)		—				(1,144		)
Net income	—				—				8,014				—				(9		)		8,005
Other comprehensive loss	—				—				—				(930		)		(6		)		(936		)
Purchase of common stock	—				(91		)		(99		)		—				—				(190		)
Issuance of subsidiary preferred and common stock (Note 20)	—				—				—				—				2,862				2,862
Stock based compensation	—				287				—				—				—				287
Cash dividends paid on common stock	—				—				(2,144		)		—				—				(2,144		)
Dividends to noncontrolling interests	—				—				—				—				(169		)		(169		)
Other	—				(4		)		(30		)		—				40				6
Balance at December 31, 2018	$	14			$	25,563			$	22,322			$	(9,039	)		$	3,917			$	42,777

Reference should be made to the notes to consolidated financial statements.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1. Nature of Operations and Basis of Presentation

General Motors Company was incorporated as a Delaware corporation in 2009. We design, build and sell trucks, crossovers, cars and automobile parts worldwide and are investing in and growing an autonomous ride-sharing vehicle business. We also provide automotive financing services through GM Financial. We analyze the results of our continuing operations through the following segments: GMNA, GMI, GM Cruise and GM Financial. GM Cruise is our global segment responsible for the development and commercialization of autonomous vehicle technology. As a result of the growing importance of our autonomous vehicle operations, we moved these operations from Corporate to GM Cruise and began presenting GM Cruise as a new reportable segment in 2018. All periods presented have been recast to reflect the segment changes. Nonsegment operations and Maven, our ride- and car-sharing business, are classified as Corporate. Corporate includes certain centrally recorded income and costs such as interest, income taxes, corporate expenditures and certain nonsegment specific revenues and expenses.

On July 31, 2017 we closed the sale of the Opel/Vauxhall Business to PSA Group. On October 31, 2017 we closed the sale of the Fincos to Banque PSA Finance S.A. and BNP Paribas Personal Finance S.A. The European Business is presented as discontinued operations in our consolidated financial statements for all periods presented. Unless otherwise indicated, information in this report relates to our continuing operations. Refer to Note 22 for additional information on our discontinued operations.

In 2018 we changed the presentation of our consolidated statements of cash flows to separately classify Depreciation and impairment of Equipment on operating leases, net and Depreciation, amortization and impairment charges on Property, net. We have made corresponding reclassifications to the comparable information for all periods presented.

Principles of Consolidation The consolidated financial statements are prepared in conformity with U.S. GAAP. All intercompany balances and transactions have been eliminated in consolidation. Except for per share amounts or as otherwise specified, amounts presented within tables are stated in millions.

We consolidate entities that we control due to ownership of a majority voting interest and we consolidate variable interest entities (VIEs) when we are the primary beneficiary. Our share of earnings or losses of nonconsolidated affiliates is included in our consolidated operating results using the equity method of accounting when we are able to exercise significant influence over the operating and financial decisions of the affiliate. Beginning January 1, 2018 we no longer use the cost method of accounting due to the adoption of ASU 2016-01, "Recognition and Measurement of Financial Assets and Financial Liabilities" (ASU 2016-01). Refer to Note 2 for additional information on recently adopted accounting standards.

Use of Estimates in the Preparation of the Financial Statements Accounting estimates are an integral part of the consolidated financial statements. These estimates require the use of judgments and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses in the periods presented. We believe that the accounting estimates employed are appropriate and the resulting balances are reasonable; however, due to the inherent uncertainties in making estimates, actual results could differ from the original estimates, requiring adjustments to these balances in future periods.

GM Financial The amounts presented for GM Financial have been adjusted to include the effect of our tax attributes on GM Financial's deferred tax positions and provision for income taxes, which are not applicable to GM Financial on a stand-alone basis, and to eliminate the effect of transactions between GM Financial and the other members of the consolidated group. Accordingly, the amounts presented will differ from those presented by GM Financial on a stand-alone basis.

Note 2. Significant Accounting Policies

The accounting policies that follow are utilized by our automotive, automotive financing and GM Cruise operations, unless otherwise indicated. The information presented on Revenue Recognition, Equipment on Operating Leases, Marketable Debt Securities, Equity Investments and Derivative Financial Instruments reflects our recently adopted accounting standards on January 1, 2018.

Revenue Recognition We adopted ASU 2014-09 on January 1, 2018, which requires us to recognize revenue when a customer obtains control rather than when we have transferred substantially all risks and rewards of a good or service. We adopted ASU 2014-09 by applying the modified retrospective method to all noncompleted contracts as of the date of adoption. See the Recently Adopted Accounting Standards section for additional information pertaining to the adoption of ASU 2014-09. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. The following accounting policies became effective upon the adoption of ASU 2014-09:

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Automotive Automotive net sales and revenue represents the amount of consideration to which we expect to be entitled in exchange for vehicle, parts and accessories and services and other sales. The consideration recognized represents the amount received, typically shortly after the sale to a customer, net of estimated dealer and customer sales incentives we reasonably expect to pay. Significant factors in determining our estimates of incentives include forecasted sales volume, product mix, and the rate of customer acceptance of incentive programs, all of which are estimated based on historical experience and assumptions concerning future customer behavior and market conditions. Subsequent adjustments to incentive estimates are possible as facts and circumstances change over time. A portion of the consideration received is deferred for separate performance obligations, such as maintenance and vehicle connectivity, that will be provided to our customers at a future date. Taxes assessed by various government entities, such as sales, use and value-added taxes, collected at the time of the vehicle sale are excluded from Automotive net sales and revenue. Costs for shipping and handling activities that occur after control of the vehicle transfers to the dealer are recognized at the time of sale and presented in Automotive and other cost of sales.

Vehicle, Parts and Accessories For the majority of vehicle and accessories sales our customers obtain control and we recognize revenue when the vehicle transfers to the dealer, which generally occurs when the vehicle is released to the carrier responsible for transporting it to a dealer. Revenue, net of estimated returns, is recognized on the sale of parts upon delivery to the customer. When our customers have a right to return eligible parts and accessories, we consider the returns in our estimation of the transaction price.

Certain transfers to daily rental companies are accounted for as sales, with revenue recognized at the time of transfer. Such transactions were previously accounted for as operating leases. At the time of transfer, we defer revenue for remarketing obligations, record a residual value guarantee and reflect a deposit liability for amounts expected to be returned once the remarketing services are complete. Deferred revenue is recognized in earnings upon completion of the remarketing service. Transfers that occurred prior to January 1, 2018 and future transfers containing a substantive repurchase obligation continue to be accounted for as operating leases and rental income is recognized over the estimated term of the lease. Our total exposure to vehicle repurchase obligations would be reduced to the extent vehicles are able to be resold to a third party.

Used Vehicles Proceeds from the auction of vehicles returned from daily rental car companies and vehicles utilized by our employees are recognized in Automotive net sales and revenue upon transfer of control of the vehicle to the customer and the related vehicle carrying value is recognized in Automotive and other cost of sales.

Services and Other Services and other revenue primarily consists of revenue from vehicle-related service arrangements and after-sale services such as maintenance, vehicle connectivity and extended service warranties. For those service arrangements that are bundled with a vehicle sale, a portion of the revenue from the sale is allocated to the service component and recognized as deferred revenue within Accrued liabilities or Other liabilities. We recognize revenue for bundled services and services sold separately as services are performed, typically over a period of less than three years.

Automotive Financing - GM Financial Finance charge income earned on receivables is recognized using the effective interest method. Fees and commissions (including incentive payments) received and direct costs of originating loans are deferred and amortized over the term of the related finance receivables using the effective interest method and are removed from the consolidated balance sheets when the related finance receivables are fully charged off or paid in full. Accrual of finance charge income on retail finance receivables is generally suspended on accounts that are more than 60 days delinquent, accounts in bankruptcy and accounts in repossession. Payments received on nonaccrual loans are first applied to any fees due, then to any interest due and then any remaining amounts are applied to principal. Interest accrual generally resumes once an account has received payments bringing the delinquency to less than 60 days past due. Accrual of finance charge income on commercial finance receivables is generally suspended on accounts that are more than 90 days delinquent, upon receipt of a bankruptcy notice from a borrower, or where reasonable doubt exists about the full collectability of contractually agreed upon principal and interest. Payments received on nonaccrual loans are first applied to principal. Interest accrual resumes once an account has received payments bringing the account fully current and collection of contractual principal and interest is reasonably assured (including amounts previously charged off).

Income from operating lease assets, which includes lease origination fees, net of lease origination costs and incentives, is recorded as operating lease revenue on a straight-line basis over the term of the lease agreement.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Advertising and Promotion Expenditures Advertising and promotion expenditures, which are expensed as incurred in Automotive and other selling, general and administrative expense, were $4.0 billion, $4.3 billion and $4.6 billion in the years ended December 31, 2018, 2017 and 2016.

Research and Development Expenditures Research and development expenditures, which are expensed as incurred in Automotive and other cost of sales, were $7.8 billion, $7.3 billion and $6.6 billion in the years ended December 31, 2018, 2017 and 2016. We enter into cost sharing arrangements with third parties or nonconsolidated affiliates for product-related research, engineering, design and development activities. Cost sharing payments and fees related to these arrangements are presented in Automotive and other cost of sales.

Cash Equivalents and Restricted Cash Cash equivalents are defined as short-term, highly-liquid investments with original maturities of 90 days or less. We are required to post cash as collateral as part of certain agreements that we enter into as part of our operations. Cash and cash equivalents subject to contractual restrictions and not readily available are classified as restricted cash. Restricted cash is invested in accordance with the terms of the underlying agreements and include amounts related to various deposits, escrows and other cash collateral. Restricted cash is included in Other current assets and Other assets in the consolidated balance sheets.

Fair Value Measurements A three-level valuation hierarchy, based upon observable and unobservable inputs, is used for fair value measurements. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions based on the best evidence available. These two types of inputs create the following fair value hierarchy: Level 1 – Quoted prices for identical instruments in active markets; Level 2 – Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-derived valuations whose significant inputs are observable; and Level 3 – Instruments whose significant inputs are unobservable.

Marketable Debt Securities We classify marketable debt securities as either available-for-sale or trading. Various factors, including turnover of holdings and investment guidelines, are considered in determining the classification of securities. Available-for-sale debt securities are recorded at fair value with unrealized gains and losses recorded net of related income taxes in Accumulated other comprehensive loss until realized. Trading debt securities are recorded at fair value with changes in fair value recorded in Interest income and other non-operating income, net. We determine realized gains and losses for all debt securities using the specific identification method.

We measure the fair value of our marketable debt securities using a market approach where identical or comparable prices are available and an income approach in other cases. If quoted market prices are not available, fair values of securities are determined using prices from a pricing service, pricing models, quoted prices of securities with similar characteristics or discounted cash flow models. These prices represent non-binding quotes. Our pricing service utilizes industry-standard pricing models that consider various inputs. We conduct an annual review of our pricing service and believe the prices received from our pricing service are a reliable representation of exit prices.

An evaluation is made quarterly to determine if unrealized losses related to non-trading investments in debt securities are other-than-temporary. Factors considered include the length of time and extent to which the fair value has been below cost, the financial condition and near-term prospects of the issuer and the intent to sell or likelihood to be forced to sell the debt security before any anticipated recovery.

Accounts and Notes Receivable Accounts and notes receivable primarily consists of amounts that are due and payable from our customers for the sale of vehicles, parts, and accessories. We evaluate the collectability of receivables each reporting period and record an allowance for doubtful accounts representing our estimate of probable losses. Additions to the allowance are charged to bad debt expense reported in Automotive and other selling, general and administrative expense and were insignificant in the years ended December 31, 2018, 2017 and 2016.

GM Financial Receivables Finance receivables are carried at amortized cost, net of allowance for loan losses. GM Financial uses forecasting models to determine the collective allowance for loan losses based on factors including historical delinquency migration to loss, probability of default and loss given default. The loss confirmation period is a key assumption within the models and represents the average amount of time from when a loss event first occurs to when the receivable is charged off. GM Financial also considers an evaluation of overall portfolio credit quality based on various indicators.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Retail finance receivables that become classified as troubled debt restructurings (TDRs) are separately assessed for impairment. A specific allowance is estimated based on the present value of the expected future cash flows of the receivables discounted at the original weighted average effective interest rate. Finance charge income from loans classified as TDRs is accounted for in the same manner as other accruing loans. Cash collections on these loans are allocated according to the same payment hierarchy methodology applied to loans that are not classified as TDRs.

Retail finance receivables are generally charged off in the month in which the account becomes 120 days contractually delinquent if GM Financial has not yet recorded a repossession charge-off. A repossession charge-off generally represents the difference between the estimated net sales proceeds and the unpaid balance of the contract, including accrued interest.

Inventories Inventories are stated at the lower of cost or net realizable value. Net realizable value is the estimated selling price in the ordinary course of business less cost to sell, and considers general market and economic conditions, periodic reviews of current profitability of vehicles, product warranty costs and the effect of estimated sales incentives. Net realizable value for off-lease and other vehicles is current auction sales proceeds less disposal and warranty costs. Productive material, supplies, work in process and service parts are reviewed to determine if inventory quantities are in excess of forecasted usage or if they have become obsolete.

Equipment on Operating Leases Equipment on operating leases, net consists of vehicle leases to retail customers with lease terms of two to five years and vehicle sales to rental car companies that are expected to be repurchased in an average of seven months. We are exposed to changes in the residual values of these assets. The residual values represent estimates of the values of the leased vehicles at the end of the lease contracts and are determined based on forecasted auction proceeds when there is a reliable basis to make such a determination. Realization of the residual values is dependent on the future ability to market the vehicles under prevailing market conditions. The estimate of the residual value is evaluated over the life of the arrangement and adjustments may be made to the extent the expected value of the vehicle changes. Adjustments may be in the form of revisions to the depreciation rate or recognition of an impairment charge. A lease vehicle asset group is determined to be impaired if an impairment indicator exists and the expected future cash flows, which include estimated residual values, are lower than the carrying amount of the vehicle asset group. If the carrying amount is considered impaired an impairment charge is recorded for the amount by which the carrying amount exceeds fair value of the vehicle asset group. Fair value is determined primarily using the anticipated cash flows, including estimated residual values. In our automotive operations when a vehicle that is accounted for as a lease is returned the asset is reclassified from Equipment on operating leases, net to Inventories at the lower of cost or estimated selling price, less costs to sell. Upon disposition, proceeds are recorded in Automotive net sales and revenue and costs are recorded in Automotive and other cost of sales. In our automotive finance operations when a leased vehicle is returned or repossessed the asset is recorded in Other assets at the lower of amortized cost or estimated selling price, less costs to sell. Upon disposition a gain or loss is recorded in GM Financial interest, operating and other expenses for any difference between the net book value of the leased asset and the proceeds from the disposition of the asset.

Equity Investments When events and circumstances warrant, equity investments accounted for under the equity method of accounting are evaluated for impairment. An impairment charge is recorded whenever a decline in value of an equity investment below its carrying amount is determined to be other-than-temporary. Impairment charges related to equity method investments are recorded in Equity income. Equity investments that are not accounted for under the equity method of accounting are measured at fair value with changes in fair value recorded in Interest income and other non-operating income, net.

Property, net Property, plant and equipment, including internal use software, is recorded at cost. Major improvements that extend the useful life or add functionality are capitalized. The gross amount of assets under capital leases is included in property, plant and equipment. Expenditures for repairs and maintenance are charged to expense as incurred. We depreciate depreciable property using the straight-line method. Leasehold improvements are amortized over the period of lease or the life of the asset, whichever is shorter. The amortization of the assets under capital leases is included in depreciation expense. Upon retirement or disposition of property, plant and equipment, the cost and related accumulated depreciation are eliminated and any resulting gain or loss is recorded in earnings. Impairment charges related to property are recorded in Automotive and other cost of sales, Automotive and other selling, general and administrative expense or GM Financial interest, operating and other expenses.

Special Tools Special tools represent product-specific propulsion and non-propulsion related tools, dies, molds and other items used in the vehicle manufacturing process. Expenditures for special tools are recorded at cost and are capitalized. We amortize special tools over their estimated useful lives using the straight-line method or an accelerated amortization method based on their historical and estimated production volume. Impairment charges related to special tools are recorded in Automotive and other cost of sales.

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Goodwill Goodwill is not amortized but rather tested for impairment annually on October 1 or when events occur or circumstances change that would trigger such a review. The impairment test entails an assessment of qualitative factors to determine whether it is more likely than not that an impairment exists. If it is more likely than not that an impairment exists, then a quantitative impairment test is performed. Impairment exists when the carrying amount of a reporting unit exceeds its fair value.

Intangible Assets, net Intangible assets, excluding goodwill, primarily include brand names, technology and intellectual property, customer relationships and dealer networks. Intangible assets are amortized on a straight-line or an accelerated method of amortization over their estimated useful lives. An accelerated amortization method reflecting the pattern in which the asset will be consumed is utilized if that pattern can be reliably determined. We consider the period of expected cash flows and underlying data used to measure the fair value of the intangible assets when selecting a useful life. Amortization of developed technology and intellectual property is recorded in Automotive and other cost of sales. Amortization of brand names, customer relationships and our dealer networks is recorded in Automotive and other selling, general and administrative expense or GM Financial interest, operating and other expenses. Impairment charges, if any, related to intangible assets are recorded in Automotive and other selling, general and administrative expense or Automotive and other cost of sales.

Valuation of Long-Lived Assets The carrying amount of long-lived assets and finite-lived intangible assets to be held and used in the business is evaluated for impairment when events and circumstances warrant. If the carrying amount of a long-lived asset group is considered impaired, a loss is recorded based on the amount by which the carrying amount exceeds fair value. Product-specific long-lived asset groups and non-product specific long-lived assets are separately tested for impairment on an asset group basis. Fair value is determined using either the market or sales comparison approach, cost approach or anticipated cash flows discounted at a rate commensurate with the risk involved. Long-lived assets to be disposed of other than by sale are considered held for use until disposition.

Pension and OPEB Plans

Attribution, Methods and Assumptions The cost of benefits provided by defined benefit pension plans is recorded in the period employees provide service. The cost of pension plan amendments that provide for benefits already earned by plan participants is amortized over the expected period of benefit which may be the duration of the applicable collective bargaining agreement specific to the plan, the expected future working lifetime or the life expectancy of the plan participants.

The cost of medical, dental, legal service and life insurance benefits provided through postretirement benefit plans is recorded in the period employees provide service. The cost of postretirement plan amendments that provide for benefits already earned by plan participants is amortized over the expected period of benefit which may be the average period to full eligibility or the average life expectancy of the plan participants.

An expected return on plan asset methodology is utilized to calculate future pension expense for certain significant funded benefit plans. A market-related value of plan assets methodology is also utilized that averages gains and losses on the plan assets over a period of years to determine future pension expense. The methodology recognizes 60% of the difference between the fair value of assets and the expected calculated value in the first year and 10% of that difference over each of the next four years.

The discount rate assumption is established for each of the retirement-related benefit plans at their respective measurement dates. In the U.S. we use a cash flow matching approach that uses projected cash flows matched to spot rates along a high quality corporate bond yield curve to determine the present value of cash flows to calculate a single equivalent discount rate. We apply individual annual yield curve rates to determine the service cost and interest cost for our pension and OPEB plans to more specifically link the cash flows related to service cost and interest cost to bonds maturing in their year of payment.

The benefit obligation for pension plans in Canada, the U.K. and Germany represents 92% of the non-U.S. pension benefit obligation at December 31, 2018. The discount rates for plans in Canada, the U.K. and Germany are determined using a cash flow matching approach similar to the U.S.

Plan Asset Valuation Due to the lack of timely available market information for certain investments in the asset classes described below as well as the inherent uncertainty of valuation, reported fair values may differ from fair values that would have been used had timely available market information been available.

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Common and Preferred Stock Common and preferred stock for which market prices are readily available at the measurement date are valued at the last reported sale price or official closing price on the primary market or exchange on which they are actively traded and are classified in Level 1. Such equity securities for which the market is not considered to be active are valued via the use of observable inputs, which may include the use of adjusted market prices last available, bids or last available sales prices and/or other observable inputs and are classified in Level 2. Common and preferred stock classified in Level 3 are privately issued securities or other issues that are valued via the use of valuation models using significant unobservable inputs that generally consider aged (stale) pricing, earnings multiples, discounted cash flows and/or other qualitative and quantitative factors.

Debt Securities Valuations for debt securities are based on quotations received from independent pricing services or from dealers who make markets in such securities. Debt securities priced via pricing services that utilize matrix pricing which considers readily observable inputs such as the yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices, are classified in Level 2. Debt securities that are typically priced by dealers and pricing services via the use of proprietary pricing models which incorporate significant unobservable inputs are classified in Level 3. These inputs primarily consist of yield and credit spread assumptions, discount rates, prepayment curves, default assumptions and recovery rates.

Investment Funds, Private Equity and Debt Investments and Real Estate Investments Investment funds, private equity and debt investments and real estate investments are valued based on the Net Asset Value (NAV) per Share (or its equivalent) as a practical expedient to estimate fair value due to the absence of readily available market prices.

NAV's are provided by the respective investment sponsors or investment advisers and are subsequently reviewed and approved by management. In the event management concludes a reported NAV does not reflect fair value or is not determined as of the financial reporting measurement date, we will consider whether and when deemed necessary to make an adjustment at the balance sheet date. In determining whether an adjustment to the external valuation is required, we will review material factors that could affect the valuation, such as changes in the composition or performance of the underlying investments or comparable investments, overall market conditions, expected sale prices for private investments which are probable of being sold in the short-term and other economic factors that may possibly have a favorable or unfavorable effect on the reported external valuation.

Stock Incentive Plans Our stock incentive plans include RSUs, RSAs, PSUs, stock options and awards that may be settled in our stock, the stock of our subsidiaries or in cash. We measure and record compensation expense based on the fair value of GM or GM Cruise's common stock on the date of grant for RSUs, RSAs and PSUs and the grant date fair value, determined utilizing a lattice model or the Black-Scholes formula, for stock options and PSUs. RSUs granted in stock of GM Cruise vest upon satisfaction of both a service condition and a liquidity condition, defined as a change in control transaction or the consummation of an initial public offering. Compensation cost for awards that do not have an established accounting grant date, but for which the service inception date has been established, or are settled in cash is based on the fair value of GM or GM Cruise's common stock at the end of each reporting period. We record compensation cost for service-based RSUs, RSAs, PSUs and service-based stock options on a straight-line basis over the entire vesting period, or for retirement eligible employees over the requisite service period. Compensation costs for RSUs granted in stock of GM Cruise are recorded when the liquidity condition described above is met. We use the graded vesting method to record compensation cost for stock options with market conditions over the lesser of the vesting period or the time period an employee becomes eligible to retain the award at retirement.

Product Warranty and Recall Campaigns The estimated costs related to product warranties are accrued at the time products are sold and are charged to Automotive and other cost of sales. These estimates are established using historical information on the nature, frequency and average cost of claims of each vehicle line or each model year of the vehicle line and assumptions about future activity and events. Revisions are made when necessary and are based on changes in these factors.

The estimated costs related to recall campaigns are accrued when probable and estimable, which is generally at the time of vehicle sale. In GMNA, we estimate the costs related to recall campaigns by applying a frequency times severity approach that considers the number of historical recall campaigns, the number of vehicles per recall campaign, the estimated number of vehicles to be repaired and the cost per vehicle for each recall campaign. The estimated costs associated with recall campaigns in other geographical regions are determined using the estimated costs of repairs and the estimated number of vehicles to be repaired. Costs associated with recall campaigns are charged to Automotive and other cost of sales. Revisions are made when necessary based on changes in these factors.

Income Taxes The liability method is used in accounting for income taxes. Deferred tax assets and liabilities are recorded for temporary differences between the tax basis of assets and liabilities and their reported amounts in the consolidated financial statements using the statutory tax rates in effect for the year in which the differences are expected to reverse. The effect on deferred

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tax assets and liabilities of a change in tax laws or rates is recorded in the results of operations in the period that includes the enactment date under the law.

Deferred income tax assets are evaluated quarterly to determine if valuation allowances are required or should be adjusted. We establish valuation allowances for deferred tax assets based on a more likely than not standard. The ability to realize deferred tax assets depends on the ability to generate sufficient taxable income within the carryback or carryforward periods provided for in the tax law for each applicable tax jurisdiction. The assessment regarding whether a valuation allowance is required or should be adjusted also considers all available positive and negative evidence factors. It is difficult to conclude a valuation allowance is not required when there is significant objective and verifiable negative evidence, such as cumulative losses in recent years. We utilize a rolling three years of actual and current year results as the primary measure of cumulative losses in recent years.

Income tax expense (benefit) for the year is allocated between continuing operations and other categories of income such as Other comprehensive income (loss). In periods in which there is a pre-tax loss from continuing operations and pre-tax income in another income category, the tax benefit allocated to continuing operations is determined by taking into account the pre-tax income of other categories.

We record uncertain tax positions on the basis of a two-step process whereby we determine whether it is more likely than not that the tax positions will be sustained based on the technical merits of the position, and for those tax positions that meet the more likely than not criteria, we recognize the largest amount of tax benefit that is greater than 50% likely to be realized upon ultimate settlement with the related tax authority. We record interest and penalties on uncertain tax positions in Income tax expense (benefit).

Foreign Currency Transactions and Translation The assets and liabilities of foreign subsidiaries that use the local currency as their functional currency are translated to U.S. Dollars based on the current exchange rate prevailing at each balance sheet date and any resulting translation adjustments are included in Accumulated other comprehensive loss. The assets and liabilities of foreign subsidiaries whose local currency is not their functional currency are remeasured from their local currency to their functional currency and then translated to U.S. Dollars. Revenues and expenses are translated into U.S. Dollars using the average exchange rates prevailing for each period presented. The financial statements of any foreign subsidiary that has been identified as having a highly inflationary economy are remeasured as if the functional currency were the U.S. Dollar.

Gains and losses arising from foreign currency transactions and the effects of remeasurements discussed in the preceding paragraph are recorded in Automotive and other cost of sales and GM Financial interest, operating and other expenses unless related to Automotive debt, which are recorded in Interest income and other non-operating income, net. Foreign currency transaction and remeasurement losses were $168 million, $52 million and $229 million in the years ended December 31, 2018, 2017 and 2016.

Derivative Financial Instruments Derivative financial instruments are recognized as either assets or liabilities at fair value. The accounting for changes in the fair value of each derivative financial instrument depends on whether it has been designated and qualifies as an accounting hedge, as well as the type of hedging relationship identified. Derivative instruments are not used for trading or speculative purposes.

Automotive We utilize options, swaps and forward contracts to manage foreign currency, commodity price and interest rate risks. The change in fair value of option and forward contracts not designated as hedges is recorded in Interest income and other non-operating income, net. Cash flows for all derivative financial instruments are classified in cash flows from operating activities.

Certain foreign currency and commodity forward contracts have been designated as cash flow hedges. The risk being hedged is the foreign currency and commodity price risk related to forecasted transactions. If the contract has been designated as a cash flow hedge, the change in the fair value of the cash flow hedge is deferred in Accumulated other comprehensive loss and is recognized in Automotive and other cost of sales along with the earnings effect of the hedged item when the hedged item affects earnings.

We estimate the fair value of the PSA warrants using a Black-Scholes formula. The significant inputs to the model include the PSA stock price and the estimated dividend yield. We are entitled to receive any dividends declared by PSA through the conversion date upon exercise of the warrants. Gains or losses as a result of the change in the fair value of the PSA warrants are recorded in Interest income and other non-operating income, net.

Automotive Financing - GM Financial GM Financial utilizes interest rate derivative instruments to manage interest rate risk and foreign currency derivative instruments to manage foreign currency risk. The change in fair value of the derivative instruments

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not designated as hedges is recorded in GM Financial interest, operating and other expenses. Cash flows for all derivative financial instruments are classified in cash flows from operating activities.

Certain interest rate and foreign currency swap agreements have been designated as fair value hedges. The risk being hedged is the risk of changes in the fair value of the hedged debt attributable to changes in the benchmark interest rate or the risk of changes in fair value attributable to changes in foreign currency exchange rates. If the swap has been designated as a fair value hedge, the changes in the fair value of the hedged item are recorded in GM Financial interest, operating and other expenses. The change in fair value of the related hedge is also recorded in GM Financial interest, operating and other expenses.

Certain interest rate swap and foreign currency swap agreements have been designated as cash flow hedges. The risk being hedged is the interest rate and foreign currency risk related to forecasted transactions. If the contract has been designated as a cash flow hedge, the change in the fair value of the cash flow hedge is deferred in Accumulated other comprehensive loss and is recognized in GM Financial interest, operating and other expenses along with the earnings effect of the hedged item when the hedged item affects earnings. Changes in the fair value of amounts excluded from the assessment of effectiveness are recorded currently in earnings and are presented in the same income statement line as the earnings effect of the hedged item.

Recently Adopted Accounting Standards Effective January 1, 2018 we adopted ASU 2014-09, as incorporated into Accounting Standards Codification (ASC) 606, on a modified retrospective basis by recognizing a cumulative effect adjustment to the opening balance of Retained earnings. Under ASU 2014-09 sales incentives are recorded at the time of sale rather than at the later of sale or announcement, thereby resulting in the shifting of incentive amounts to an earlier quarter and fixed fee license arrangements are recognized when access to intellectual property is granted instead of over the contract period. The retiming of quarterly incentive amounts mainly offset for the year ended December 31, 2018. Actual incentive spending is dependent upon future market conditions.

Beginning January 1, 2018 certain transfers to daily rental companies are accounted for as sales when ownership of the vehicle is not expected to transfer back to us. Such transactions were previously accounted for as operating leases. Transfers that occurred prior to January 2018 continue to be accounted for as operating leases because at the original time of transfer an expectation existed that ownership of the vehicle would transfer back to us.

The following table summarizes the financial statement line items within our consolidated income statement and balance sheet significantly impacted by ASU 2014-09:

	Year Ended December 31, 2018
	As Reported				Balances without Adoption of ASC 606				Effect of Change
Income Statement
Automotive net sales and revenue	$	133,045			$	132,101			$	944
Automotive and other cost of sales	$	120,656			$	119,635			$	1,021
Income before income taxes	$	8,549			$	8,428			$	121
Net income attributable to stockholders	$	8,014			$	7,906			$	108

	December 31, 2018
	As Reported				Balances without Adoption of ASC 606				Effect of Change
Balance Sheet
Equipment on operating leases, net	$	247			$	1,182			$	(935	)
Deferred income taxes	$	24,082			$	23,652			$	430
Accrued liabilities	$	28,049			$	26,543			$	1,506
Other liabilities	$	12,357			$	12,792			$	(435	)
Retained earnings	$	22,322			$	23,550			$	(1,228	)

Effective January 1, 2018 we adopted ASU 2016-01, on a modified retrospective basis, with a $182 million cumulative effect adjustment recorded to the opening balance of Retained earnings to adjust an investment previously carried at cost to its fair value.

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ASU 2016-01 requires equity investments that are not accounted for under the equity method of accounting to be measured at fair value with changes recognized in Net income.

In the three months ended March 31, 2018 we adopted ASU 2017-12, "Derivatives and Hedging (Topic 815), Targeted Improvements to Accounting for Hedging Activities" (ASU 2017-12), on a modified retrospective basis and adopted ASU 2018-02, "Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income” (ASU 2018-02), on a modified retrospective basis. ASU 2018-02 provides the option to reclassify stranded tax effects related to the Tax Act in accumulated other comprehensive income to retained earnings. The adjustment relates to the change in the U.S. corporate income tax rate. The cumulative effect of the adjustments to the opening balance of Retained earnings for these adopted standards was $108 million.

The following table summarizes the changes to our consolidated balance sheet for the adoption of ASU 2014-09, ASU 2016-01, ASU 2017-12 and ASU 2018-02:

	December 31, 2017				Adjustment due to ASU 2014-09				Adjustment due to ASU 2016-01, ASU 2017-12 and ASU 2018-02				January 1, 2018
Deferred income taxes	$	23,544			$	444			$	(63	)		$	23,925
Other assets	$	4,929			$	195			$	242			$	5,366
GM Financial short-term debt and current portion of long-term debt	$	24,450			$	—			$	(13	)		$	24,437
Accrued liabilities	$	25,996			$	2,328			$	—			$	28,324
Other liabilities	$	12,394			$	(235	)		$	—			$	12,159
Retained earnings	$	17,627			$	(1,336	)		$	290			$	16,581
Accumulated other comprehensive loss	$	(8,011	)		$	—			$	(98	)		$	(8,109	)

Effective January 1, 2018 we adopted ASU 2016-15, "Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Payments" (ASU 2016-15), which clarified guidance on the classification of certain cash receipts and payments in the statement of cash flows. The adoption of ASU 2016-15 did not have a material impact on our consolidated financial statements and prior periods were not restated.

Effective January 1, 2018 we adopted ASU 2017-07, "Compensation - Retirement Benefits (Topic 715), Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost" (ASU 2017-07) on a retrospective basis, which requires that the service cost component of net periodic pension and OPEB (income) expense be presented in the same income statement line item as other employee compensation costs. The remaining components of net periodic pension and OPEB (income) expense are now presented outside operating income. Amounts previously reflected in Operating income were reclassified to Interest income and other non-operating income, net in accordance with the provisions of ASU 2017-07. Refer to Note 15 for amounts that were reclassified.

Accounting Standards Not Yet Adopted In February 2016 the Financial Accounting Standards Board (FASB) issued ASU 2016-02, "Leases" (ASU 2016-02), which requires us as the lessee to recognize most leases on the balance sheet thereby resulting in the recognition of right of use assets and lease obligations for those leases currently classified as operating leases. The accounting for leases where we are the lessor remains largely unchanged. ASU 2016-02 became effective for us on January 1, 2019 and we elected the optional transition method as well as the package of practical expedients upon adoption. While we are still finalizing our adoption procedures, we estimate the primary impact to our consolidated financial position upon adoption will be the recognition, on a discounted basis, of our minimum commitments under noncancelable operating leases on our consolidated balance sheets resulting in the recording of right of use assets and lease obligations for approximately $1.0 billion.

In June 2016 the FASB issued ASU 2016-13, "Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments" (ASU 2016-13), which requires entities to use a new impairment model based on Current Expected Credit Losses (CECL) rather than incurred losses. We plan to adopt ASU 2016-13 on January 1, 2020 on a modified retrospective basis, which will result in an increase to our allowance for credit losses and a decrease to Retained earnings as of the adoption date. Estimated credit losses under CECL will consider relevant information about past events, current conditions and reasonable and supportable forecasts, resulting in recognition of lifetime expected credit losses upon loan origination. We are currently

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

evaluating new processes to calculate credit losses in accordance with ASU 2016-13 that, once completed, will determine the impact on our consolidated financial statements at the date of adoption.

Note 3. Revenue

The following table disaggregates our revenue by major source for revenue generating segments:

	Year Ended December 31, 2018
	GMNA				GMI				Corporate				Total Automotive				GM Financial				Eliminations				Total
Vehicle, parts and accessories	$	107,217			$	17,980			$	20			$	125,217			$	—			$	(62	)		$	125,155
Used vehicles	3,215				175				—				3,390				—				(36		)		3,354
Services and other	3,360				993				183				4,536				—				—				4,536
Automotive net sales and revenue	113,792				19,148				203				133,143				—				(98		)		133,045
Leased vehicle income	—				—				—				—				9,963				—				9,963
Finance charge income	—				—				—				—				3,629				(8		)		3,621
Other income	—				—				—				—				424				(4		)		420
GM Financial net sales and revenue	—				—				—				—				14,016				(12		)		14,004
Net sales and revenue	$	113,792			$	19,148			$	203			$	133,143			$	14,016			$	(110	)		$	147,049

Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. Adjustments to sales incentives for previously recognized sales were insignificant during the year ended December 31, 2018.

Contract liabilities in our Automotive segments consist primarily of maintenance, extended warranty and other service contracts. We recognized revenue of $1.4 billion related to contract liabilities during the year ended December 31, 2018. We expect to recognize revenue of $1.5 billion, $509 million and $626 million in the years ending December 31, 2019, 2020 and thereafter related to contract liabilities as of December 31, 2018.

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Note 4. Marketable and Other Securities

The following table summarizes the fair value of cash equivalents and marketable debt and equity securities which approximates cost:

	Fair Value Level		December 31, 2018				December 31, 2017
Cash and cash equivalents
Cash and time deposits(a)			$	7,254			$	6,962
Available-for-sale debt securities
U.S. government and agencies	2		4,656				750
Corporate debt	2		3,791				3,032
Sovereign debt	2		1,976				1,954
Total available-for-sale debt securities – cash equivalents			10,423				5,736
Money market funds	1		3,167				2,814
Total cash and cash equivalents(b)			$	20,844			$	15,512
Marketable debt securities
U.S. government and agencies	2		$	1,230			$	3,310
Corporate debt	2		3,478				3,665
Mortgage and asset-backed	2		695				635
Sovereign debt	2		563				703
Total available-for-sale debt securities – marketable securities			$	5,966			$	8,313
Restricted cash
Cash and cash equivalents			$	260			$	219
Money market funds	1		2,392				2,117
Total restricted cash			$	2,652			$	2,336
Available-for-sale debt securities included above with contractual maturities(c)
Due in one year or less			$	11,288
Due between one and five years			4,406
Total available-for-sale debt securities with contractual maturities			$	15,694

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(a)	Includes $616 million that is designated exclusively to fund capital expenditures in GM Korea at December 31, 2018. Refer to Note 20 for additional information.

(b)	Includes $2.3 billion in GM Cruise at December 31, 2018. Refer to Note 20 for additional information.

(c)	Excludes mortgage and asset-backed securities.

Proceeds from the sale of investments classified as available-for-sale and sold prior to maturity were $4.3 billion, $5.6 billion and $8.5 billion in the years ended December 31, 2018, 2017 and 2016. Net unrealized gains and losses on available-for-sale debt securities were insignificant in the years ended December 31, 2018, 2017 and 2016. Cumulative unrealized gains and losses on available-for-sale debt securities were insignificant at December 31, 2018 and 2017.

Investments in equity securities where market quotations are not available that are accounted for at fair value primarily use Level 3 inputs. We recorded an unrealized gain of $142 million in Interest income and other non-operating income, net in the year ended December 31, 2018 to adjust an investment in an equity security to a fair value of $884 million at December 31, 2018.

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The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total of the same amounts shown in the consolidated statements of cash flows:

	December 31, 2018				December 31, 2017
Cash and cash equivalents	$	20,844			$	15,512
Restricted cash included in Other current assets	2,083				1,745
Restricted cash included in Other assets	569				591
Total	$	23,496			$	17,848

Note 5. GM Financial Receivables and Transactions

	December 31, 2018												December 31, 2017
	Retail				Commercial(a)				Total				Retail				Commercial(a)				Total
Finance receivables, collectively evaluated for impairment, net of fees	$	38,220			$	12,235			$	50,455			$	30,486			$	9,935			$	40,421
Finance receivables, individually evaluated for impairment, net of fees	2,348				41				2,389				2,228				22				2,250
GM Financial receivables	40,568				12,276				52,844				32,714				9,957				42,671
Less: allowance for loan losses	(844		)		(67		)		(911		)		(889		)		(53		)		(942		)
GM Financial receivables, net	$	39,724			$	12,209			$	51,933			$	31,825			$	9,904			$	41,729
Fair value of GM Financial receivables utilizing Level 2 inputs									$	12,209											$	9,904
Fair value of GM Financial receivables utilizing Level 3 inputs									$	39,430											$	31,831

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(a)	Net of dealer cash management balances of $922 million and $536 million at December 31, 2018 and 2017.

	Years Ended December 31,
	2018				2017				2016
Allowance for loan losses at beginning of period	$	942			$	805			$	749
Provision for loan losses	642				757				644
Charge-offs	(1,199		)		(1,173		)		(1,137		)
Recoveries	536				552				542
Effect of foreign currency	(10		)		1				7
Allowance for loan losses at end of period	$	911			$	942			$	805

The allowance for loan losses on retail and commercial finance receivables included a collective allowance of $586 million, $611 million and $525 million and a specific allowance of $325 million, $331 million and $280 million at December 31, 2018, 2017 and 2016.

Retail Finance Receivables We use proprietary scoring systems in the underwriting process that measure the credit quality of retail finance receivables using several factors, such as credit bureau information, consumer credit risk scores (e.g. FICO score or its equivalent) and contract characteristics. We also consider other factors such as employment history, financial stability and capacity to pay. Subsequent to origination we review the credit quality of retail finance receivables based on customer payment activity. At December 31, 2018 and 2017 25% and 33% of retail finance receivables were from consumers with sub-prime credit scores, which are defined as a FICO score or its equivalent of less than 620 at the time of loan origination.

We purchase retail finance contracts from automobile dealers without recourse, and accordingly, the dealer has no liability to GM Financial if the consumer defaults on the contract. Finance receivables are collateralized by vehicle titles and GM Financial has the right to repossess the vehicle in the event the consumer defaults on the payment terms of the contract.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

An account is considered delinquent if a substantial portion of a scheduled payment has not been received by the date the payment was contractually due. The accrual of finance charge income had been suspended on delinquent retail finance receivables with contractual amounts due of $888 million and $778 million at December 31, 2018 and 2017. The following table summarizes the contractual amount of delinquent retail finance receivables, which is not significantly different than the recorded investment of the retail finance receivables:

	December 31, 2018							December 31, 2017
	Amount				Percent of Contractual Amount Due			Amount				Percent of Contractual Amount Due
31-to-60 days delinquent	$	1,349			3.3	%		$	1,334			4.1	%
Greater-than-60 days delinquent	547				1.4	%		559				1.7	%
Total finance receivables more than 30 days delinquent	1,896				4.7	%		1,893				5.8	%
In repossession	44				0.1	%		27				—	%
Total finance receivables more than 30 days delinquent or in repossession	$	1,940			4.8	%		$	1,920			5.8	%

Retail finance receivables classified as TDRs and individually evaluated for impairment were $2.3 billion and $2.2 billion and the allowance for loan losses included $321 million and $328 million of specific allowances on these receivables at December 31, 2018 and 2017.

Commercial Finance Receivables Our commercial finance receivables consist of dealer financings, primarily for inventory purchases. Proprietary models are used to assign a risk rating to each dealer. We perform periodic credit reviews of each dealership and adjust the dealership's risk rating, if necessary. Dealers in Group VI are subject to additional restrictions on funding, including suspension of lines of credit and liquidation of assets. The commercial finance receivables on non-accrual status were insignificant at December 31, 2018 and 2017. The following table summarizes the credit risk profile by dealer risk rating of the commercial finance receivables:

		December 31, 2018				December 31, 2017
Group I	– Dealers with superior financial metrics	$	2,192			$	1,915
Group II	– Dealers with strong financial metrics	4,399				3,465
Group III	– Dealers with fair financial metrics	4,064				3,239
Group IV	– Dealers with weak financial metrics	1,116				997
Group V	– Dealers warranting special mention due to elevated risks	422				260
Group VI	– Dealers with loans classified as substandard, doubtful or impaired	83				81
		$	12,276			$	9,957

Transactions with GM Financial The following table shows transactions between our Automotive segments and GM Financial. These amounts are presented in GM Financial's consolidated balance sheets and statements of income. All balance sheet amounts in the table below are eliminated.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

	December 31, 2018				December 31, 2017
Consolidated Balance Sheets
Commercial finance receivables, net due from GM consolidated dealers	$	445			$	355
Direct-financing lease receivables from GM subsidiaries	$	134			$	88
Subvention receivable(a)	$	727			$	306
Commercial loan funding payable	$	61			$	90

	Years Ended December 31,
	2018				2017				2016
Consolidated Statements of Income
Interest subvention earned on finance receivables	$	554			$	492			$	387
Leased vehicle subvention earned	$	3,274			$	3,046			$	2,232

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(a)	Cash paid by Automotive segments to GM Financial for subvention was $3.8 billion, $4.3 billion, and $4.2 billion during 2018, 2017 and 2016.

GM Financial’s Board of Directors declared and paid a dividend of $375 million on its common stock in October 2018; and paid a special dividend of $550 million to GM in November 2017 following the sale of the Fincos.

Note 6. Inventories

	December 31, 2018				December 31, 2017
Total productive material, supplies and work in process	$	4,274			$	4,203
Finished product, including service parts	5,542				6,460
Total inventories	$	9,816			$	10,663

Note 7. Equipment on Operating Leases

Equipment on operating leases consists of leases to retail customers that are recorded as operating leases and vehicle sales to daily rental car companies with an actual or expected repurchase obligation.

	December 31, 2018				December 31, 2017
Equipment on operating leases	$	55,282			$	53,947
Less: accumulated depreciation	(11,476		)		(9,959		)
Equipment on operating leases, net(a)	$	43,806			$	43,988

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(a)	Includes $43.6 billion and $42.9 billion of GM Financial Equipment on operating leases, net at December 31, 2018 and 2017.

Depreciation expense related to Equipment on operating leases, net was $7.5 billion, $6.7 billion and $4.7 billion in the years ended December 31, 2018, 2017 and 2016.

The following table summarizes minimum rental payments due to GM Financial on leases to retail customers:

	Years Ending December 31,
	2019				2020				2021				2022				2023				Total
Minimum rental receipts under operating leases	$	6,733			$	4,141			$	1,568			$	155			$	9			$	12,606

Note 8. Equity in Net Assets of Nonconsolidated Affiliates

Nonconsolidated affiliates are entities in which an equity ownership interest is maintained and for which the equity method of accounting is used due to our ability to exert significant influence over decisions relating to their operating and financial affairs. Revenue and expenses of our joint ventures are not consolidated into our financial statements; rather, our proportionate share of the earnings of each joint venture is reflected as Equity income.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

	Years Ended December 31,
	2018				2017				2016
Automotive China equity income	$	1,981			$	1,976			$	1,973
Other joint ventures equity income	182				156				309
Total Equity income	$	2,163			$	2,132			$	2,282

Investments in Nonconsolidated Affiliates

	December 31, 2018				December 31, 2017
Automotive China carrying amount	$	7,779			$	7,832
Other investments carrying amount	1,436				1,241
Total equity in net assets of nonconsolidated affiliates	$	9,215			$	9,073

The carrying amount of our investments in certain joint ventures exceeded our share of the underlying net assets by $4.4 billion and $4.3 billion at December 31, 2018 and 2017 due primarily to goodwill from the application of fresh-start reporting and the purchase of additional interests in nonconsolidated affiliates.

The following table summarizes our direct ownership interests in our China JVs:

	December 31, 2018			December 31, 2017
Automotive China JVs
SAIC General Motors Corp., Ltd. (SGM)	50	%		50	%
FAW-GM Light Duty Commercial Vehicle Co., Ltd. (FAW-GM)	50	%		50	%
Pan Asia Technical Automotive Center Co., Ltd.	50	%		50	%
SAIC General Motors Sales Co., Ltd.	49	%		49	%
SAIC GM Wuling Automobile Co., Ltd. (SGMW)	44	%		44	%
Shanghai OnStar Telematics Co., Ltd. (Shanghai OnStar)	40	%		40	%
SAIC GM (Shenyang) Norsom Motors Co., Ltd. (SGM Norsom)	25	%		25	%
SAIC GM Dong Yue Motors Co., Ltd. (SGM DY)	25	%		25	%
SAIC GM Dong Yue Powertrain Co., Ltd. (SGM DYPT)	25	%		25	%
Other joint ventures
SAIC-GMAC	35	%		35	%
SAIC-GMF Leasing Co., Ltd.	35	%

SGM is a joint venture we established with Shanghai Automotive Industry Corporation (SAIC) (50%). SGM has interests in three other joint ventures in China: SGM Norsom, SGM DY and SGM DYPT. These three joint ventures are jointly held by SGM (50%), SAIC (25%) and ourselves. These four joint ventures are engaged in the production, import and sale of a range of products under the Buick, Chevrolet and Cadillac brands. SGM also has interests in Shanghai OnStar (20%), SAIC-GMAC (20%) and SAIC-GMF Leasing Co., Ltd. (20%). Shanghai Automotive Group Finance Company Ltd., a subsidiary of SAIC, owns 45% of SAIC-GMAC. SAIC Financial Holdings Company, a subsidiary of SAIC, owns 45% of SAIC-GMF Leasing Co., Ltd.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Summarized Financial Data of Nonconsolidated Affiliates

	December 31, 2018												December 31, 2017
	Automotive China JVs				Others				Total				Automotive China JVs				Others				Total
Summarized Balance Sheet Data
Current assets	$	16,506			$	16,234			$	32,740			$	17,370			$	13,484			$	30,854
Non-current assets	14,012				3,870				17,882				14,188				3,409				17,597
Total assets	$	30,518			$	20,104			$	50,622			$	31,558			$	16,893			$	48,451
Current liabilities	$	21,574			$	13,985			$	35,559			$	22,642			$	12,255			$	34,897
Non-current liabilities	1,689				2,826				4,515				1,639				1,903				3,542
Total liabilities	$	23,263			$	16,811			$	40,074			$	24,281			$	14,158			$	38,439
Noncontrolling interests	$	865			$	1			$	866			$	871			$	1			$	872

	Years Ended December 31,
	2018				2017				2016
Summarized Operating Data
Automotive China JVs' net sales	$	50,316			$	50,065			$	47,150
Others' net sales	1,721				2,542				2,412
Total net sales	$	52,037			$	52,607			$	49,562
Automotive China JVs' net income	$	3,992			$	3,984			$	4,117
Others' net income	536				648				378
Total net income	$	4,528			$	4,632			$	4,495

Transactions with Nonconsolidated Affiliates Our nonconsolidated affiliates are involved in various aspects of the development, production and marketing of trucks, crossovers, cars and automobile parts. We enter into transactions with certain nonconsolidated affiliates to purchase and sell component parts and vehicles. The following tables summarize transactions with and balances related to our nonconsolidated affiliates:

	Years Ended December 31,
	2018				2017				2016
Automotive sales and revenue	$	406			$	923			$	889
Automotive purchases, net	$	1,155			$	674			$	803
Dividends received	$	2,022			$	2,000			$	2,120
Operating cash flows	$	657			$	2,321			$	2,512

	December 31, 2018				December 31, 2017
Accounts and notes receivable, net	$	979			$	780
Accounts payable	$	163			$	534
Undistributed earnings	$	2,331			$	2,184

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Note 9. Property

	Estimated Useful Lives in Years		December 31, 2018				December 31, 2017
Land			$	1,349			$	1,647
Buildings and improvements	5-40		9,173				7,471
Machinery and equipment	3-27		26,453				23,915
Special tools	1-13		23,828				21,113
Construction in progress			4,680				6,188
Total property			65,483				60,334
Less: accumulated depreciation			(26,725		)		(24,081		)
Total property, net			$	38,758			$	36,253

The amount of capitalized software included in Property, net was $1.1 billion and $1.2 billion at December 31, 2018 and 2017. The amount of interest capitalized and excluded from Automotive interest expense related to Property, net was insignificant in the years ended December 31, 2018, 2017 and 2016.

	Years Ended December 31,
	2018				2017				2016
Depreciation and amortization expense	$	5,347			$	4,966			$	4,622
Impairment charges	$	466			$	199			$	68
Capitalized software amortization expense(a)	$	424			$	459			$	458

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(a)	Included in depreciation and amortization expense.

Note 10. Goodwill and Intangible Assets

Goodwill of $1.9 billion consisted of $1.4 billion recorded in GM Financial and $504 million and $490 million included in GM Cruise at December 31, 2018 and 2017.

	December 31, 2018												December 31, 2017
	Gross Carrying Amount				Accumulated Amortization				Net Carrying Amount				Gross Carrying Amount				Accumulated Amortization				Net Carrying Amount
Technology and intellectual property	$	734			$	457			$	277			$	8,092			$	7,735			$	357
Brands	4,299				1,165				3,134				4,302				1,044				3,258
Dealer network, customer relationships and other	968				661				307				1,310				933				377
Total intangible assets	$	6,001			$	2,283			$	3,718			$	13,704			$	9,712			$	3,992

Our amortization expense related to intangible assets was $247 million, $278 million, and $325 million in the years ended December 31, 2018, 2017 and 2016.

Amortization expense related to intangible assets is estimated to be approximately $184 million in each of the next five years.

We removed $7.7 billion of fully amortized intangible assets in the year ended December 31, 2018 which are no longer in use and provide no remaining economic benefit.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Note 11. Variable Interest Entities

GM Financial uses special purpose entities (SPEs) that are considered VIEs to issue variable funding notes to third party bank-sponsored warehouse facilities or asset-backed securities to investors in securitization transactions. The debt issued by these VIEs is backed by finance receivables and leasing related assets transferred to the VIEs (Securitized Assets). GM Financial determined that it is the primary beneficiary of the SPEs because the servicing responsibilities for the Securitized Assets give GM Financial the power to direct the activities that most significantly impact the performance of the VIEs and the variable interests in the VIEs give GM Financial the obligation to absorb losses and the right to receive residual returns that could potentially be significant. The assets serve as the sole source of repayment for the debt issued by these entities. Investors in the notes issued by the VIEs do not have recourse to GM Financial or its other assets, with the exception of customary representation and warranty repurchase provisions and indemnities that GM Financial provides as the servicer. GM Financial is not required and does not currently intend to provide additional financial support to these SPEs. While these subsidiaries are included in GM Financial's consolidated financial statements, they are separate legal entities and their assets are legally owned by them and are not available to GM Financial's creditors. The following table summarizes the assets and liabilities related to GM Financial's consolidated VIEs:

	December 31, 2018				December 31, 2017
Restricted cash – current	$	1,876			$	1,740
Restricted cash – non-current	$	504			$	527
GM Financial receivables, net of fees – current	$	18,304			$	15,141
GM Financial receivables, net of fees – non-current	$	14,008			$	12,944
GM Financial equipment on operating leases, net	$	21,781			$	22,222
GM Financial short-term debt and current portion of long-term debt	$	21,087			$	18,972
GM Financial long-term debt	$	21,417			$	20,356

GM Financial recognizes finance charge, leased vehicle and fee income on the Securitized Assets and interest expense on the secured debt issued in a securitization transaction and records a provision for loan losses to recognize probable loan losses inherent in the finance receivables.

Note 12. Accrued and Other Liabilities

	December 31, 2018				December 31, 2017
Accrued liabilities
Dealer and customer allowances, claims and discounts	$	11,611			$	8,523
Deposits primarily from rental car companies	405				2,113
Deferred revenue	3,504				3,400
Product warranty and related liabilities	2,788				2,994
Payrolls and employee benefits excluding postemployment benefits	2,233				2,594
Other	7,508				6,372
Total accrued liabilities	$	28,049			$	25,996
Other liabilities
Deferred revenue	$	2,959			$	2,887
Product warranty and related liabilities	4,802				5,338
Employee benefits excluding postemployment benefits	658				680
Postemployment benefits including facility idling reserves	875				574
Other	3,063				2,915
Total other liabilities	$	12,357			$	12,394

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

	Years Ended December 31,
	2018				2017				2016
Product Warranty and Related Liabilities
Warranty balance at beginning of period	$	8,332			$	9,069			$	8,550
Warranties issued and assumed in period – recall campaigns	665				678				899
Warranties issued and assumed in period – product warranty	2,143				2,123				2,338
Payments	(2,903		)		(3,129		)		(3,375		)
Adjustments to pre-existing warranties	(464		)		(495		)		636
Effect of foreign currency and other	(183		)		86				21
Warranty balance at end of period	$	7,590			$	8,332			$	9,069

We estimate our reasonably possible loss in excess of amounts accrued for recall campaigns to be insignificant at December 31, 2018. Refer to Note 16 for reasonably possible losses on Takata matters.

Note 13. Automotive and GM Financial Debt

	December 31, 2018				December 31, 2017
Secured debt	$	143			$	204
Unsecured debt	13,292				12,579
Capital leases	528				719
Total automotive debt(a)	$	13,963			$	13,502
Fair value utilizing Level 1 inputs	$	11,693			$	13,202
Fair value utilizing Level 2 inputs	1,838				1,886
Fair value of automotive debt	$	13,531			$	15,088
Available under credit facility agreements	$	14,167			$	14,067
Interest rate range on outstanding debt(b)	0.0-18.5%				0.0-21.8%
Weighted-average interest rate on outstanding short-term debt(b)	6.6		%		4.7		%
Weighted-average interest rate on outstanding long-term debt(b)	5.2		%		5.2		%

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(a)	Includes net discount and debt issuance costs of $499 million at December 31, 2018 and 2017.

(b)	Includes coupon rates on debt denominated in various foreign currencies and interest free loans and the impact of reclassification of $1.5 billion of senior unsecured notes from long-term to short-term in the year ended December 31, 2017.

In April 2018 we amended and restated our two existing revolving credit facilities and entered into a third facility, increasing our aggregate borrowing capacity from $14.5 billion to $16.5 billion. These facilities consist of a 364-day, $2.0 billion facility, a three-year, $4.0 billion facility and a five-year, $10.5 billion facility. The facilities are available to us as well as certain wholly-owned subsidiaries, including GM Financial. The three-year, $4.0 billion facility allows for borrowings in U.S. Dollars and other currencies and includes a letter of credit sub-facility of $1.1 billion. The five-year, $10.5 billion facility allows for borrowings in U.S. Dollars and other currencies. The 364-day, $2.0 billion facility allows for borrowing in U.S. Dollars only. We have allocated the 364-day, $2.0 billion facility for exclusive use by GM Financial.

In September 2018 we issued $2.1 billion in aggregate principal amount of senior unsecured notes with an initial weighted average interest rate of 5.03% and maturity dates ranging from 2021 to 2049. The notes are governed by the same indenture that was used in past issuances, which contains terms and covenants customary of these types of securities including limitations on the amount of certain secured debt we may incur. The net proceeds from the issuance of these senior unsecured notes were used to repay $1.5 billion of debt in October 2018 upon maturity, pre-fund $584 million in certain mandatory contributions for our U.K. and Canada pension plans due in 2019 through 2021, and for other general corporate purposes.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

In January 2019 we entered into a new three-year committed unsecured revolving credit facility with an initial borrowing capacity of $3.0 billion, reducing to $2.0 billion in July 2020. The facility will be used to fund costs related to the transformation activities announced in November 2018 and to provide additional financial flexibility.

	December 31, 2018								December 31, 2017
	Carrying Amount				Fair Value				Carrying Amount				Fair Value
Secured debt	$	42,835			$	42,835			$	39,887			$	39,948
Unsecured debt	48,153				47,556				40,830				41,989
Total GM Financial debt	$	90,988			$	90,391			$	80,717			$	81,937
Fair value utilizing Level 2 inputs					$	88,305							$	79,623
Fair value utilizing Level 3 inputs					$	2,086							$	2,314

Secured debt consists of revolving credit facilities and securitization notes payable. Most of the secured debt was issued by VIEs and is repayable only from proceeds related to the underlying pledged Securitized Assets. Refer to Note 11 for additional information on GM Financial's involvement with VIEs. GM Financial is required to hold certain funds in restricted cash accounts to provide additional collateral for borrowings under certain secured credit facilities. The weighted-average interest rate on secured debt was 2.85% at December 31, 2018. The revolving credit facilities have maturity dates ranging from 2019 to 2024 and securitization notes payable have maturity dates ranging from 2019 to 2026. At the end of the revolving period, if not renewed, the debt of revolving credit facilities will amortize over a defined period. In the year ended December 31, 2018 GM Financial entered into new or renewed credit facilities with a total net additional borrowing capacity of $695 million, which had substantially the same terms as existing debt and GM Financial issued $22.8 billion in aggregate principal amount of securitization notes payable with an initial weighted average interest rate of 3.00% and maturity dates ranging from 2020 to 2026.

Unsecured debt consists of senior notes, credit facilities and other unsecured debt. Senior notes outstanding at December 31, 2018 are due beginning in 2019 through 2028 and have a weighted-average interest rate of 3.40%. In the year ended December 31, 2018 GM Financial issued $8.6 billion in aggregate principal amount of senior notes with an initial weighted average interest rate of 3.36% and maturity dates ranging from 2020 to 2028.

In January 2019 GM Financial issued $2.5 billion in aggregate principal amount of senior notes with an initial weighted average interest rate of 5.03% and maturity dates ranging from 2021 to 2029.

In January 2019 GM Financial issued €850 million of Euro Medium Term Notes under the Euro Medium Term Note Programme with an interest rate of 2.20% due in 2024.

During the year ended December 31, 2018, GM Financial launched an unsecured commercial paper notes program in the U.S. At December 31, 2018, the principal amount outstanding of GM Financial's commercial paper in the U.S. was $1.2 billion.

Each of the revolving credit facilities and the indentures governing GM Financial's notes contain terms and covenants including limitations on GM Financial's ability to incur certain liens.

The terms of advances on credit facilities and other unsecured debt have original maturities of up to four years. The weighted-average interest rate on credit facilities and other unsecured debt was 5.98% at December 31, 2018.

	Years Ended December 31,
	2018				2017				2016
Automotive interest expense	$	655			$	575			$	563
Automotive Financing - GM Financial interest expense	3,225				2,566				1,972
Total interest expense	$	3,880			$	3,141			$	2,535

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The following table summarizes contractual maturities including capital leases at December 31, 2018:

	Automotive				Automotive Financing(a)				Total
2019	$	949			$	31,045			$	31,994
2020	589				23,153				23,742
2021	505				15,038				15,543
2022	49				7,430				7,479
2023	1,544				5,083				6,627
Thereafter	10,826				9,937				20,763
	$	14,462			$	91,686			$	106,148

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(a)	Secured debt, credit facilities and other unsecured debt are based on expected payoff date. Senior notes principal amounts are based on maturity.

At December 31, 2018 future interest payments on automotive capital lease obligations were $565 million. GM Financial had no capital lease obligations at December 31, 2018.

Compliance with Debt Covenants Several of our loan facilities, including our revolving credit facilities, require compliance with certain financial and operational covenants as well as regular reporting to lenders, including providing certain subsidiary financial statements. Certain of GM Financial’s secured debt agreements also contain various covenants, including maintaining portfolio performance ratios as well as limits on deferment levels. GM Financial’s unsecured debt obligations contain covenants including limitations on GM Financial's ability to incur certain liens. Failure to meet certain of these requirements may result in a covenant violation or an event of default depending on the terms of the agreement. An event of default may allow lenders to declare amounts outstanding under these agreements immediately due and payable, to enforce their interests against collateral pledged under these agreements or restrict our ability or GM Financial's ability to obtain additional borrowings. No technical defaults or covenant violations existed at December 31, 2018.

Note 14. Derivative Financial Instruments

Automotive The following table presents the notional amounts of derivative financial instruments in our automotive operations:

	Fair Value Level		December 31, 2018				December 31, 2017
Derivatives not designated as hedges(a)
Foreign currency	2		$	2,710			$	4,022
Commodity	2		658				606
PSA Warrants(b)	2		45				48
Total derivative financial instruments			$	3,413			$	4,676

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(a)	The fair value of these derivative instruments at December 31, 2018 and 2017 and the gains/losses included in our consolidated income statements for the years ended December 31, 2018, 2017 and 2016 were insignificant, unless otherwise noted.

(b)	The fair value of the PSA warrants located in Other assets was $827 million and $764 million at December 31, 2018 and 2017. We recorded insignificant amounts in Interest income and other non-operating income, net for the years ended December 31, 2018 and 2017.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

GM Financial The following table presents the notional amounts of GM Financial's derivative financial instruments:

	Fair Value Level		December 31, 2018				December 31, 2017
Derivatives designated as hedges(a)(b)
Fair value hedges – interest rate swaps(c)	2		$	9,533			$	11,110
Fair value hedges – foreign currency swaps(c)	2		1,829				—
Cash flow hedges
Interest rate swaps	2		768				2,177
Foreign currency swaps	2		2,075				1,574
Derivatives not designated as hedges(a)(b)
Interest rate contracts(d)	2		99,666				81,938
Foreign currency swaps	2		—				1,201
Total derivative financial instruments(e)			$	113,871			$	98,000

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(a)	The fair value of these derivative instruments at December 31, 2018 and 2017 and the gains/losses included in our consolidated income statements and statements of comprehensive income for the years ended December 31, 2018, 2017 and 2016 were insignificant, unless otherwise noted.

(b)	Amounts accrued for interest payments in a net receivable position are included in Other assets. Amounts accrued for interest payments in a net payable position are included in Other liabilities.

(c)	The fair value of these derivative instruments located in Other liabilities was $291 million and $290 million at December 31, 2018 and 2017. The fair value of these derivative instruments located in Other assets were insignificant at December 31, 2018 and 2017.

(d)	The fair value of these derivative instruments located in Other assets was $372 million and $329 million at December 31, 2018 and 2017. The fair value of these derivative instruments located in Other liabilities was $520 million and $207 million at December 31, 2018 and 2017.

(e)	We held insignificant amounts and posted $451 million and $299 million of collateral available for netting at December 31, 2018 and 2017.

The fair value for Level 2 instruments was derived using the market approach based on observable market inputs including quoted prices of similar instruments and foreign exchange and interest rate forward curves.

The following amounts were recorded in the consolidated balance sheet related to items designated and qualifying as hedged items in fair value hedging relationships:

	December 31, 2018
	Carrying Amount of Hedged Items				Cumulative Amount of Fair Value Hedging Adjustments(a)
GM Financial long-term debt	$	17,923			$	459

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(a)	Includes $247 million of adjustments remaining on hedged items for which hedge accounting has been discontinued.

Note 15. Pensions and Other Postretirement Benefits

Employee Pension and Other Postretirement Benefit Plans

Defined Benefit Pension Plans Defined benefit pension plans covering eligible U.S. hourly employees (hired prior to October 2007) and Canadian hourly employees (hired prior to October 2016) generally provide benefits of negotiated, stated amounts for each year of service and supplemental benefits for employees who retire with 30 years of service before normal retirement age. The benefits provided by the defined benefit pension plans covering eligible U.S. (hired prior to January 1, 2001) and Canadian salaried employees and employees in certain other non-U.S. locations are generally based on years of service and compensation history. Accrual of defined pension benefits ceased in 2012 for U.S. and Canadian salaried employees. There is also an unfunded nonqualified pension plan covering primarily U.S. executives for service prior to January 1, 2007 and it is based on an “excess plan” for service after that date.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The funding policy for qualified defined benefit pension plans is to contribute annually not less than the minimum required by applicable laws and regulations or to directly pay benefit payments where appropriate. In the year ended December 31, 2018 all legal funding requirements were met and we contributed $584 million to pre-fund U.K. and Canada pension plans. In the year ended December 31, 2016 we made a discretionary contribution to our U.S. hourly pension plan of $2.0 billion. The following table summarizes contributions made to the defined benefit pension plans:

	Years Ended December 31,
	2018				2017				2016
U.S. hourly and salaried	$	76			$	77			$	2,054
Non-U.S.	1,624				1,153				1,022
Total	$	1,700			$	1,230			$	3,076

We expect to contribute approximately $70 million to our U.S. non-qualified plans and approximately $600 million to our non-U.S. pension plans in 2019.

Based on our current assumptions, over the next five years we expect no significant mandatory contributions to our U.S. qualified pension plans and mandatory contributions totaling $310 million to our U.K. and Canada pension plans.

Other Postretirement Benefit Plans Certain hourly and salaried defined benefit plans provide postretirement medical, dental, legal service and life insurance to eligible U.S. and Canadian retirees and their eligible dependents. Certain other non-U.S. subsidiaries have postretirement benefit plans, although most non-U.S. employees are covered by government sponsored or administered programs. We made contributions to the U.S. OPEB plans of $325 million, $323 million and $335 million in the years ended December 31, 2018, 2017 and 2016. Plan participants' contributions were insignificant in the years ended December 31, 2018, 2017 and 2016.

Defined Contribution Plans We have defined contribution plans for eligible U.S. salaried and hourly employees that provide discretionary matching contributions. Contributions are also made to certain non-U.S. defined contribution plans. We made contributions to our defined contribution plans of $617 million, $650 million and $589 million in the years ended December 31, 2018, 2017 and 2016.

Significant Plan Amendments, Benefit Modifications and Related Events

Other Remeasurements The SOA issued mortality improvement tables in the three months ended December 31, 2018. We reviewed our recent mortality experience and have updated our base mortality assumptions in the U.S. This change in assumption decreased the December 31, 2018 U.S. pension and OPEB plans' obligations by $264 million. We determined our current mortality improvement assumptions are appropriate to measure our December 31, 2018 U.S. pension and OPEB plans obligations. We incorporated the mortality improvement tables issued by the SOA in the three months ended December 31, 2016 that lowered life expectancies and thereby indicated the amount of estimated aggregate benefit payments to our U.S. pension plans' participants was decreasing. This change in assumption decreased the December 31, 2016 U.S. pension and OPEB plans' obligations by $888 million.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Pension and OPEB Obligations and Plan Assets

	Year Ended December 31, 2018												Year Ended December 31, 2017
	Pension Benefits								Global OPEB Plans				Pension Benefits								Global OPEB Plans
	U.S.				Non-U.S.					U.S.				Non-U.S.
Change in benefit obligations
Beginning benefit obligation	$	68,450			$	22,789			$	6,374			$	68,827			$	21,156			$	6,180
Service cost	209				149				20				203				180				19
Interest cost	2,050				464				195				2,145				473				202
Actuarial (gains) losses	(4,449		)		(272		)		(389		)		2,885				561				311
Benefits paid	(4,898		)		(1,595		)		(388		)		(5,067		)		(1,369		)		(426		)
Foreign currency translation adjustments	—				(1,452		)		(106		)		—				1,953				78
Curtailments, settlements and other	(172		)		(179		)		38				(543		)		(165		)		10
Ending benefit obligation	61,190				19,904				5,744				68,450				22,789				6,374
Change in plan assets
Beginning fair value of plan assets	62,639				14,495				—				61,622				12,799				—
Actual return on plan assets	(1,419		)		301				—				6,549				1,025				—
Employer contributions	76				1,624				369				77				1,153				406
Benefits paid	(4,898		)		(1,595		)		(388		)		(5,067		)		(1,369		)		(426		)
Foreign currency translation adjustments	—				(1,106		)		—				—				1,007				—
Settlements and other	(296		)		(191		)		19				(542		)		(120		)		20
Ending fair value of plan assets	56,102				13,528				—				62,639				14,495				—
Ending funded status	$	(5,088	)		$	(6,376	)		$	(5,744	)		$	(5,811	)		$	(8,294	)		$	(6,374	)
Amounts recorded in the consolidated balance sheets
Non-current assets	$	—			$	496			$	—			$	—			$	67			$	—
Current liabilities	(73		)		(349		)		(374		)		(71		)		(355		)		(376		)
Non-current liabilities	(5,015		)		(6,523		)		(5,370		)		(5,740		)		(8,006		)		(5,998		)
Net amount recorded	$	(5,088	)		$	(6,376	)		$	(5,744	)		$	(5,811	)		$	(8,294	)		$	(6,374	)
Amounts recorded in Accumulated other comprehensive loss
Net actuarial gain (loss)	$	(752	)		$	(3,983	)		$	(752	)		$	114			$	(4,163	)		$	(1,186	)
Net prior service (cost) credit	19				(64		)		34				23				(26		)		55
Total recorded in Accumulated other comprehensive loss	$	(733	)		$	(4,047	)		$	(718	)		$	137			$	(4,189	)		$	(1,131	)

The following table summarizes the total accumulated benefit obligations (ABO), the ABO and fair value of plan assets for defined benefit pension plans with ABO in excess of plan assets, and the PBO and fair value of plan assets for defined benefit pension plans with PBO in excess of plan assets:

	December 31, 2018								December 31, 2017
	U.S.				Non-U.S.				U.S.				Non-U.S.
ABO	$	61,177			$	19,822			$	68,437			$	22,650
Plans with ABO in excess of plan assets
ABO	$	61,177			$	10,289			$	68,437			$	21,679
Fair value of plan assets	$	56,102			$	3,485			$	62,639			$	13,408
Plans with PBO in excess of plan assets
PBO	$	61,190			$	10,356			$	68,450			$	21,822
Fair value of plan assets	$	56,102			$	3,485			$	62,639			$	13,411

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The following table summarizes the components of net periodic pension and OPEB expense along with the assumptions used to determine benefit obligations:

	Year Ended December 31, 2018												Year Ended December 31, 2017												Year Ended December 31, 2016
	Pension Benefits								Global OPEB Plans				Pension Benefits								Global OPEB Plans				Pension Benefits								Global OPEB Plans
	U.S.				Non-U.S.					U.S.				Non-U.S.					U.S.				Non-U.S.
Components of expense
Service cost	$	330			$	163			$	20			$	315			$	199			$	19			$	381			$	273			$	18
Interest cost	2,050				464				195				2,145				473				202				2,212				527				201
Expected return on plan assets	(3,890		)		(825		)		—				(3,677		)		(750		)		—				(3,778		)		(733		)		—
Amortization of net actuarial (gains) losses	10				144				54				(6		)		157				23				(25		)		137				19
Curtailments, settlements and other	(19		)		43				(19		)		(37		)		8				(5		)		(4		)		16				(13		)
Net periodic pension and OPEB (income) expense	$	(1,519	)		$	(11	)		$	250			$	(1,260	)		$	87			$	239			$	(1,214	)		$	220			$	225
Weighted-average assumptions used to determine benefit obligations(a)
Discount rate	4.22		%		2.86		%		4.19		%		3.53		%		2.66		%		3.52		%		3.92		%		2.88		%		3.93		%
Weighted-average assumptions used to determine net expense(a)
Discount rate	3.19		%		2.99		%		3.29		%		3.35		%		2.94		%		3.39		%		3.36		%		3.14		%		3.49		%
Expected rate of return on plan assets	6.61		%		6.09		%		N/A				6.23		%		5.82		%		N/A				6.33		%		6.07		%		N/A

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(a)	The rate of compensation increase does not have a significant effect on our U.S. pension and OPEB plans.

The non-service cost components of the net periodic pension and OPEB income of $1.7 billion, $1.3 billion and $1.3 billion in the years ended December 31, 2018, 2017 and 2016 are presented in Interest income and other non-operating income, net. Refer to Note 2 for additional details on the adoption of ASU 2017-07.

U.S. pension plan service cost includes administrative expenses and Pension Benefit Guarantee Corporation premiums which were insignificant in the years ended December 31, 2018, 2017 and 2016. Weighted-average assumptions used to determine net expense are determined at the beginning of the period and updated for remeasurements. Non-U.S. pension plan administrative expenses included in service cost were insignificant in the years ended December 31, 2018, 2017 and 2016.

Estimated amounts to be amortized from Accumulated other comprehensive loss into net periodic benefit cost in the year ending December 31, 2019 based on December 31, 2018 plan measurements are $129 million, consisting primarily of amortization of the net actuarial loss in the non-U.S. pension plans.

Assumptions

Investment Strategies and Long-Term Rate of Return Detailed periodic studies are conducted by our internal asset management group as well as outside actuaries and are used to determine the long-term strategic mix among asset classes, risk mitigation strategies and the expected long-term return on asset assumptions for the U.S. pension plans. The U.S. study includes a review of alternative asset allocation and risk mitigation strategies, anticipated future long-term performance and risk of the individual asset classes that comprise the plans' asset mix. Similar studies are performed for the significant non-U.S. pension plans with the assistance of outside actuaries and asset managers. While the studies incorporate data from recent plan performance and historical returns, the expected long-term return on plan asset assumptions are determined based on long-term prospective rates of return.

We continue to pursue various options to fund and de-risk our pension plans, including continued changes to the pension asset portfolio mix to reduce funded status volatility. The strategic asset mix and risk mitigation strategies for the plans are tailored specifically for each plan. Individual plans have distinct liabilities, liquidity needs and regulatory requirements. Consequently there are different investment policies set by individual plan fiduciaries. Although investment policies and risk mitigation strategies may differ among plans, each investment strategy is considered to be appropriate in the context of the specific factors affecting each plan.

In setting new strategic asset mixes, consideration is given to the likelihood that the selected asset mixes will effectively fund the projected pension plan liabilities, while aligning with the risk tolerance of the plans' fiduciaries. The strategic asset mixes for U.S. defined benefit pension plans are increasingly designed to satisfy the competing objectives of improving funded positions

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

(market value of assets equal to or greater than the present value of the liabilities) and mitigating the possibility of a deterioration in funded status.

Derivatives may be used to provide cost effective solutions for rebalancing investment portfolios, increasing or decreasing exposure to various asset classes and for mitigating risks, primarily interest rate, equity and currency risks. Equity and fixed income managers are permitted to utilize derivatives as efficient substitutes for traditional securities. Interest rate derivatives may be used to adjust portfolio duration to align with a plan's targeted investment policy and equity derivatives may be used to protect equity positions from downside market losses. Alternative investment managers are permitted to employ leverage, including through the use of derivatives, which may alter economic exposure.

In December 2018 an investment policy study was completed for the U.S. pension plans. As a result of changes to our capital market assumptions, the weighted-average long-term rate of return on assets decreased from 6.6% at December 31, 2017 to 6.4% at December 31, 2018. The expected long-term rate of return on plan assets used in determining pension expense for non-U.S. plans is determined in a similar manner to the U.S. plans.

Target Allocation Percentages The following table summarizes the target allocations by asset category for U.S. and non-U.S. defined benefit pension plans:

	December 31, 2018						December 31, 2017
	U.S.			Non-U.S.			U.S.			Non-U.S.
Equity	12	%		14	%		15	%		18	%
Debt	64	%		66	%		61	%		56	%
Other(a)	24	%		20	%		24	%		26	%
Total	100	%		100	%		100	%		100	%

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(a)	Primarily includes private equity, real estate and absolute return strategies which mainly consist of hedge funds.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Assets and Fair Value Measurements The following tables summarize the fair value of U.S. and non-U.S. defined benefit pension plan assets by asset class:

	December 31, 2018																December 31, 2017
	Level 1				Level 2				Level 3				Total				Level 1				Level 2				Level 3				Total
U.S. Pension Plan Assets
Common and preferred stocks	$	4,914			$	18			$	2			$	4,934			$	8,892			$	17			$	2			$	8,911
Government and agency debt securities(a)	—				12,077				—				12,077				—				12,116				—				12,116
Corporate and other debt securities	—				24,645				—				24,645				—				26,122				—				26,122
Other investments, net	350				80				371				801				552				119				395				1,066
Net plan assets subject to leveling	$	5,264			$	36,820			$	373			42,457				$	9,444			$	38,374			$	397			48,215
Plan assets measured at net asset value
Investment funds													6,465																6,632
Private equity and debt investments													3,021																3,539
Real estate investments													3,504																3,351
Total plan assets measured at net asset value													12,990																13,522
Other plan assets, net(b)													655																902
Net plan assets													$	56,102															$	62,639

	December 31, 2018																December 31, 2017
	Level 1				Level 2				Level 3				Total				Level 1				Level 2				Level 3				Total
Non-U.S. Pension Plan Assets
Common and preferred stocks	$	441			$	1			$	5			$	447			$	578			$	1			$	6			$	585
Government and agency debt securities(a)	—				3,640				—				3,640				—				3,853				—				3,853
Corporate and other debt securities	—				2,589				1				2,590				—				2,566				—				2,566
Other investments, net	59				128				242				429				23				149				438				610
Net plan assets subject to leveling	$	500			$	6,358			$	248			7,106				$	601			$	6,569			$	444			7,614
Plan assets measured at net asset value
Investment funds													5,081																5,346
Private equity and debt investments													526																570
Real estate investments													980																1,097
Total plan assets measured at net asset value													6,587																7,013
Other plan assets (liabilities), net(b)													(165		)														(132		)
Net plan assets													$	13,528															$	14,495

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(a)	Includes U.S. and sovereign government and agency issues.

(b)	Cash held by the plans, net of amounts receivable/payable for unsettled security transactions and payables for investment manager fees, custody fees and other expenses.

The activity attributable to U.S. and non-U.S. Level 3 defined benefit pension plan investments was insignificant in the years ended December 31, 2018 and 2017.

Investment Fund Strategies Investment funds include hedge funds, funds of hedge funds, equity funds and fixed income funds. Hedge funds and funds of hedge funds managers typically seek to achieve their objectives by allocating capital across a broad array of funds and/or investment managers. Equity funds invest in U.S. common and preferred stocks as well as similar equity securities issued by companies incorporated, listed or domiciled in developed and/or emerging market countries. Fixed income funds include investments in high quality funds and, to a lesser extent, high yield funds. High quality fixed income funds invest in government securities, investment-grade corporate bonds and mortgage and asset-backed securities. High yield fixed income funds invest in high yield fixed income securities issued by corporations which are rated below investment grade. Other investment funds also included in this category primarily represent multi-strategy funds that invest in broadly diversified portfolios of equity, fixed income and derivative instruments.

Private equity and debt investments primarily consist of investments in private equity and debt funds. These investments provide exposure to and benefit from long-term equity investments in private companies, including leveraged buy-outs, venture capital and distressed debt strategies.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Real estate investments include funds that invest in entities which are primarily engaged in the ownership, acquisition, development, financing, sale and/or management of income-producing real estate properties, both commercial and residential. These funds typically seek long-term growth of capital and current income that is above average relative to public equity funds.

Significant Concentrations of Risk The assets of the pension plans include certain investment funds, private equity and debt investments and real estate investments. Investment managers may be unable to quickly sell or redeem some or all of these investments at an amount close or equal to fair value in order to meet a plan's liquidity requirements or to respond to specific events such as deterioration in the creditworthiness of any particular issuer or counterparty.

Illiquid investments held by the plans are generally long-term investments that complement the long-term nature of pension obligations and are not used to fund benefit payments when currently due. Plan management monitors liquidity risk on an ongoing basis and has procedures in place that are designed to maintain flexibility in addressing plan-specific, broader industry and market liquidity events.

The pension plans may invest in financial instruments denominated in foreign currencies and may be exposed to risks that the foreign currency exchange rates might change in a manner that has an adverse effect on the value of the foreign currency denominated assets or liabilities. Forward currency contracts may be used to manage and mitigate foreign currency risk.

The pension plans may invest in debt securities for which any change in the relevant interest rates for particular securities might result in an investment manager being unable to secure similar returns upon the maturity or the sale of securities. In addition changes to prevailing interest rates or changes in expectations of future interest rates might result in an increase or decrease in the fair value of the securities held. Interest rate swaps and other financial derivative instruments may be used to manage interest rate risk.

Benefit Payments Benefits for most U.S. pension plans and certain non-U.S. pension plans are paid out of plan assets rather than our Cash and cash equivalents. The following table summarizes net benefit payments expected to be paid in the future, which include assumptions related to estimated future employee service:

	Pension Benefits								Global OPEB Plans
	U.S. Plans				Non-U.S. Plans
2019	$	5,325			$	1,360			$	379
2020	$	4,858			$	1,212			$	374
2021	$	4,720			$	1,174			$	369
2022	$	4,603			$	1,144			$	364
2023	$	4,491			$	1,113			$	361
2024 - 2028	$	20,803			$	5,116			$	1,762

Note 16. Commitments and Contingencies

Litigation-Related Liability and Tax Administrative Matters In the normal course of our business, we are named from time to time as a defendant in various legal actions, including arbitrations, class actions and other litigation. We identify below the material individual proceedings and investigations where we believe a material loss is reasonably possible or probable. We accrue for matters when we believe that losses are probable and can be reasonably estimated. At December 31, 2018 and 2017, we had accruals of $1.3 billion and $930 million in Accrued liabilities and Other liabilities. In many matters, it is inherently difficult to determine whether loss is probable or reasonably possible or to estimate the size or range of the possible loss. Accordingly adverse outcomes from such proceedings could exceed the amounts accrued by an amount that could be material to our results of operations or cash flows in any particular reporting period.

Proceedings Related to Ignition Switch Recall and Other Recalls In 2014 we announced various recalls relating to safety and other matters. Those recalls included recalls to repair ignition switches that could under certain circumstances unintentionally move from the “run” position to the “accessory” or “off” position with a corresponding loss of power, which could in turn prevent airbags from deploying in the event of a crash.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Economic-Loss Claims We are aware of over 100 putative class actions pending against GM in U.S. and Canadian courts alleging that consumers who purchased or leased vehicles manufactured by GM or MLC (formerly known as General Motors Corporation) had been economically harmed by one or more of the 2014 recalls and/or the underlying vehicle conditions associated with those recalls (economic-loss cases). In general, these economic-loss cases seek recovery for purported compensatory damages, such as alleged benefit-of-the-bargain damages or damages related to alleged diminution in value of the vehicles, as well as punitive damages, injunctive relief and other relief.

Many of the pending U.S. economic-loss claims have been transferred to, and consolidated in, a single federal court, the U.S. District Court for the Southern District of New York (Southern District). These plaintiffs have asserted economic-loss claims under federal and state laws, including claims relating to recalled vehicles manufactured by GM and claims asserting successor liability relating to certain recalled vehicles manufactured by MLC. The Southern District has dismissed various of these claims, including claims under the Racketeer Influenced and Corrupt Organization Act, claims for recovery for alleged reduction in the value of plaintiffs' vehicles due to damage to GM’s reputation and brand as a result of the ignition switch matter, and claims of certain plaintiffs who purchased a vehicle before GM came into existence in July 2009. The Southern District also dismissed certain state law claims at issue.

In August 2017 the Southern District granted our motion to dismiss the successor liability claims of plaintiffs in seven of the sixteen states at issue on the motion and called for additional briefing to decide whether plaintiffs' claims can proceed in the other nine states. In December 2017 the Southern District granted GM's motion and dismissed successor liability claims of plaintiffs in an additional state, but found that there are genuine issues of material fact that prevent summary judgment for GM in eight other states. In January 2018, GM moved for reconsideration of certain portions of the Southern District's December 2017 summary judgment ruling. That motion was granted in April 2018, dismissing plaintiffs' successor liability claims in any state where New York law applies.

In September 2018 the Southern District granted our motion to dismiss claims for lost personal time (in 41 out of 47 jurisdictions) and certain unjust enrichment claims, but denied our motion to dismiss plaintiffs' economic loss claims in 27 jurisdictions under the "manifest defect" rule. Significant summary judgment, class certification, and expert evidentiary motions remain at issue.

Personal Injury Claims We also are aware of several hundred actions pending in various courts in the U.S. and Canada alleging injury or death as a result of defects that may be the subject of the 2014 recalls (personal injury cases). In general, these cases seek recovery for purported compensatory damages, punitive damages and/or other relief. Since 2016, several bellwether trials of personal injury cases have taken place in the Southern District and in a Texas state court, which is administering a Texas state multi-district litigation. None of these trials resulted in a finding of liability against GM.

Appellate Litigation Regarding Successor Liability Ignition Switch Claims In 2016, the United States Court of Appeals for the Second Circuit held that the 2009 order of the Bankruptcy Court approving the sale of substantially all of the assets of MLC to GM free and clear of, among other things, claims asserting successor liability for obligations owed by MLC (successor liability claims) could not be enforced to bar claims against GM asserted by either plaintiffs who purchased used vehicles after the sale or against purchasers who asserted claims relating to the ignition switch defect, including pre-sale personal injury claims and economic-loss claims.

Contingently Issuable Shares Under the Amended and Restated Master Sale and Purchase Agreement between us and MLC, GM may be obligated to issue Adjustment Shares of our common stock if allowed general unsecured claims against the GUC Trust, as estimated by the Bankruptcy Court, exceed $35.0 billion. The maximum number of Adjustment Shares issuable is 30 million shares (subject to adjustment to take into account stock dividends, stock splits and other transactions), which amounts to approximately $1.2 billion based on the GM share price as of January 25, 2019. The GUC Trust stated in public filings that allowed general unsecured claims were approximately $31.9 billion as of December 31, 2018. In 2016 and 2017 certain personal injury and economic loss plaintiffs filed motions in the Bankruptcy Court seeking authority to file late claims against the GUC Trust. In May 2018, the GUC Trust filed motions seeking the Bankruptcy Court’s approval of a proposed settlement with certain personal injury and economic loss plaintiffs, approval of a notice relating to that proposed settlement and estimation of alleged personal injury and economic loss late claims for the purpose of obtaining an order requiring GM to issue the maximum number of Adjustment Shares. GM vigorously contested each of these motions.

In September 2018 the Bankruptcy Court denied without prejudice the GUC Trust's motions described above, finding that the settling parties first need to obtain class certification with respect to the economic loss late claims. In February 2019 the GUC Trust and certain plaintiffs filed a motion with the Bankruptcy Court requesting approval of a new settlement to obtain the maximum

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

number of Adjustment Shares. We will assert available and appropriate legal objections to this new settlement. We are unable to estimate any reasonably possible loss or range of loss that may result from this matter.

Government Matters In connection with the 2014 recalls, we have from time to time received subpoenas and other requests for information related to investigations by agencies or other representatives of U.S. federal, state and the Canadian governments. GM is cooperating with all reasonable pending requests for information. Any existing governmental matters or investigations could in the future result in the imposition of damages, fines, civil consent orders, civil and criminal penalties or other remedies.

The total amount accrued for the 2014 recalls at December 31, 2018 reflects amounts for a combination of settled but unpaid matters, and for the remaining unsettled investigations, claims and/or lawsuits relating to the ignition switch recalls and other related recalls to the extent that such matters are probable and can be reasonably estimated. The amounts accrued for those unsettled investigations, claims, and/or lawsuits represent a combination of our best single point estimates where determinable and, where no such single point estimate is determinable, our estimate of the low end of the range of probable loss with regard to such matters, if that is determinable. We will continue to consider resolution of pending matters involving ignition switch recalls and other recalls where it makes sense to do so.

GM Korea Wage Litigation GM Korea is party to litigation with current and former hourly employees in the appellate court and Incheon District Court in Incheon, Korea. The group actions, which in the aggregate involve more than 10,000 employees, allege that GM Korea failed to include bonuses and certain allowances in its calculation of Ordinary Wages due under Korean regulations. In 2012 the Seoul High Court (an intermediate level appellate court) affirmed a decision in one of these group actions involving five GM Korea employees which was contrary to GM Korea's position. GM Korea appealed to the Supreme Court of the Republic of Korea (Supreme Court). In 2014 the Supreme Court largely agreed with GM's legal arguments and remanded the case to the Seoul High Court for consideration consistent with earlier Supreme Court precedent holding that while fixed bonuses should be included in the calculation of Ordinary Wages, claims for retroactive application of this rule would be barred under certain circumstances. In 2015, on reconsideration, the Seoul High Court held in GM Korea's favor, after which the plaintiffs appealed to the Supreme Court. The Supreme Court has not yet rendered a decision. We estimate our reasonably possible loss in excess of amounts accrued to be approximately $590 million at December 31, 2018. Both the scope of claims asserted and GM Korea's assessment of any or all of the individual claim elements may change if new information becomes available or the legal or regulatory framework change.

GM Korea is also party to litigation with current and former salaried employees over allegations relating to ordinary wages regulation and whether to include fixed bonuses in the calculation of ordinary wages. In 2017, the Seoul High Court held that certain workers are not barred from filing retroactive wage claims. GM Korea appealed this ruling to the Supreme Court. The Supreme Court has not yet rendered a decision. We estimate our reasonably possible loss in excess of amounts accrued to be approximately $170 million at December 31, 2018. Both the scope of claims asserted and GM Korea's assessment of any or all of the individual claim elements may change if new information becomes available or the legal or regulatory framework change.

GM Korea is also party to litigation with current and former subcontract workers over allegations that they are entitled to the same wages and benefits provided to full-time employees, and to be hired as full-time employees. In May 2018 the Korean labor authorities issued an adverse administrative order finding that GM Korea must hire certain current subcontract workers as full-time employees. GM Korea appealed that order. At December 31, 2018, we recorded an insignificant accrual covering certain asserted claims and claims that we believe are probable of assertion and for which liability is probable. We estimate that the reasonably possible loss in excess of amounts accrued for other current subcontract workers who may assert similar claims to be approximately $150 million at December 31, 2018. We are currently unable to estimate any possible loss or range of loss that may result from additional claims that may be asserted by former subcontract workers.

GM Brazil Indirect Tax Claim In March 2017, the Supreme Court of Brazil issued a decision concluding that a certain state value added tax should not be included in the calculation of federal gross receipts taxes. The decision reduced GM Brazil’s gross receipts tax prospectively and, potentially, retrospectively. The retrospective right to recover is under judicial review, and a decision could be rendered in 2019. If the Judicial Court grants retrospective recovery we estimate potential recoveries of up to $1.3 billion. However, given the remaining uncertainty regarding the judicial resolution of this matter, we are unable to assess the likelihood of any favorable outcome at this time. We have not recorded any amounts relating to the retrospective nature of this matter.

Other Litigation-Related Liability and Tax Administrative Matters Various other legal actions, including class actions, governmental investigations, claims and proceedings are pending against us or our related companies or joint ventures, including matters arising out of alleged product defects; employment-related matters; product and workplace safety, vehicle emissions and

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

fuel economy regulations; product warranties; financial services; dealer, supplier and other contractual relationships; government regulations relating to competition issues; tax-related matters not subject to the provision of ASC 740, Income Taxes (indirect tax-related matters); product design, manufacture and performance; consumer protection laws; and environmental protection laws, including laws regulating air emissions, water discharges, waste management and environmental remediation from stationary sources.

There are several putative class actions pending against GM in federal courts in the U.S. and in the Provincial Courts in Canada alleging that various vehicles sold including model year 2011-2016 Duramax Diesel Chevrolet Silverado and GMC Sierra vehicles, violate federal and state emission standards. GM has also faced a series of additional lawsuits based primarily on allegations in the Duramax suit, including putative shareholder class actions claiming violations of federal securities law and a shareholder demand lawsuit. The securities lawsuits have been voluntarily dismissed. At this stage of these proceedings, we are unable to provide an evaluation of the likelihood that a loss will be incurred or an estimate of the amounts or range of possible loss.

We believe that appropriate accruals have been established for losses that are probable and can be reasonably estimated. It is possible that the resolution of one or more of these matters could exceed the amounts accrued in an amount that could be material to our results of operations. We also from time to time receive subpoenas and other inquiries or requests for information from agencies or other representatives of U.S. federal, state and foreign governments on a variety of issues.

Indirect tax-related matters are being litigated globally pertaining to value added taxes, customs, duties, sales, property taxes and other non-income tax related tax exposures. The various non-U.S. labor-related matters include claims from current and former employees related to alleged unpaid wage, benefit, severance and other compensation matters. Certain administrative proceedings are indirect tax-related and may require that we deposit funds in escrow or provide an alternative form of security which may range from $200 million to $550 million at December 31, 2018. Some of the matters may involve compensatory, punitive or other treble damage claims, environmental remediation programs or sanctions that, if granted, could require us to pay damages or make other expenditures in amounts that could not be reasonably estimated at December 31, 2018. We believe that appropriate accruals have been established for losses that are probable and can be reasonably estimated. For indirect tax-related matters we estimate our reasonably possible loss in excess of amounts accrued to be up to approximately $900 million at December 31, 2018.

Takata Matters In May 2016 NHTSA issued an amended consent order requiring Takata to file DIRs for previously unrecalled front airbag inflators that contain phased-stabilized ammonium nitrate-based propellant without a moisture absorbing desiccant on a multi-year, risk-based schedule through 2019 impacting tens of millions of vehicles produced by numerous automotive manufacturers. NHTSA concluded that the likely root cause of the rupturing of the airbag inflators is a function of time, temperature cycling and environmental moisture.

Although we do not believe there is a safety defect at this time in any unrecalled GM vehicles within scope of the Takata DIRs, in cooperation with NHTSA we have filed Preliminary DIRs covering certain of our GMT900 vehicles, which are full-size pickup trucks and SUVs. We have also filed petitions for inconsequentiality with respect to the vehicles subject to those Preliminary DIRs. NHTSA has consolidated our petitions and will rule on them at the same time.

While these petitions have been pending, we have provided NHTSA with the results of our long-term studies and the studies performed by third-party experts, all of which form the basis for our determination that the inflators in these vehicles do not present an unreasonable risk to safety and that no repair should ultimately be required.

We believe these vehicles are currently performing as designed and our inflator aging studies and field data support the belief that the vehicles' unique design and integration mitigates against inflator propellant degradation and rupture risk. For example, the airbag inflators used in the vehicles are a variant engineered specifically for our vehicles, and include features such as greater venting, unique propellant wafer configurations, and machined steel end caps. The inflators are packaged in the instrument panel in such a way as to minimize exposure to moisture from the climate control system. Also, these vehicles have features that minimize the maximum temperature to which the inflator will be exposed, such as larger interior volumes and standard solar absorbing windshields and side glass.

Accordingly, no warranty provision has been made for any repair associated with our vehicles subject to the Preliminary DIRs and amended consent order. However, in the event we are ultimately obligated to repair the vehicles subject to current or future Takata DIRs under the amended consent order in the U.S., we estimate a reasonably possible impact to GM of approximately $1.2 billion.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

GM has recalled certain vehicles sold outside of the U.S. to replace Takata inflators in those vehicles. There are significant differences in vehicle and inflator design between the relevant vehicles sold internationally and those sold in the U.S. We continue to gather and analyze evidence about these inflators and to share our findings with regulators. Additional recalls, if any, could be material to our results of operations and cash flows. We continue to monitor the international situation.

Through January 25, 2019 we are aware of three putative class actions pending against GM in federal court in the U.S., one putative class action in Mexico and three putative class actions pending in various Provincial Courts in Canada arising out of allegations that airbag inflators manufactured by Takata are defective. At this early stage of these proceedings, we are unable to provide an evaluation of the likelihood that a loss will be incurred or an estimate of the amounts or range of possible loss.

Product Liability With respect to product liability claims (other than claims relating to the ignition switch recalls discussed above) involving our and General Motors Corporation products, we believe that any judgment against us for actual damages will be adequately covered by our recorded accruals and, where applicable, excess liability insurance coverage. We recorded liabilities of $531 million and $595 million in Accrued liabilities and Other liabilities at December 31, 2018 and 2017 for the expected cost of all known product liability claims, plus an estimate of the expected cost for product liability claims that have already been incurred and are expected to be filed in the future for which we are self-insured. It is reasonably possible that our accruals for product liability claims may increase in future periods in material amounts, although we cannot estimate a reasonable range of incremental loss based on currently available information.

Guarantees We enter into indemnification agreements for liability claims involving products manufactured primarily by certain joint ventures. These guarantees terminate in years ranging from 2019 to 2029 or upon the occurrence of specific events or are ongoing. We believe that the related potential costs incurred are adequately covered by our recorded accruals, which are insignificant. The maximum future undiscounted payments mainly based on vehicles sold to date was $2.4 billion and $1.9 billion for these guarantees at December 31, 2018 and 2017, the majority of which relate to the indemnification agreements.

We provide payment guarantees on commercial loans outstanding with third parties such as dealers. In some instances certain assets of the party or our payables to the party whose debt or performance we have guaranteed may offset, to some degree, the amount of any potential future payments. We are also exposed to residual value guarantees associated with certain sales to rental car companies.

We periodically enter into agreements that incorporate indemnification provisions in the normal course of business. It is not possible to estimate our maximum exposure under these indemnifications or guarantees due to the conditional nature of these obligations. Insignificant amounts have been recorded for such obligations as the majority of them are not probable or estimable at this time and the fair value of the guarantees at issuance was insignificant. Refer to Note 22 for additional information on our indemnification obligations to PSA Group under the Agreement.

Credit Cards Credit card programs offer rebates that can be applied primarily against the purchase or lease of our vehicles. At December 31, 2018 and 2017 our redemption liability was insignificant, our deferred revenue was $247 million and $283 million, and qualified cardholders had rebates available, net of deferred program revenue, of $1.4 billion and $1.5 billion. Our redemption liability and deferred revenue are recorded in Accrued liabilities and Other liabilities.

Noncancelable Operating Leases The following table summarizes our minimum commitments under noncancelable operating leases having initial terms in excess of one year, primarily for property:

	2019				2020				2021				2022				2023				Thereafter				Total
Minimum commitments(a)	$	296			$	286			$	247			$	180			$	146			$	582			$	1,737
Sublease income	(61		)		(51		)		(44		)		(38		)		(33		)		(129		)		(356		)
Net minimum commitments	$	235			$	235			$	203			$	142			$	113			$	453			$	1,381

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(a)	Certain leases contain escalation clauses and renewal or purchase options.

Rental expense under operating leases was $300 million, $284 million and $270 million in the years ended December 31, 2018, 2017 and 2016.

Note 17. Income Taxes

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

	Years Ended December 31,
	2018				2017				2016
U.S. income	$	4,433			$	8,399			$	9,989
Non-U.S. income (loss)	1,953				1,332				(263		)
Income before income taxes and equity income	$	6,386			$	9,731			$	9,726

	Years Ended December 31,
	2018				2017				2016
Current income tax expense (benefit)
U.S. federal	$	(104	)		$	18			$	(126	)
U.S. state and local	113				83				65
Non-U.S.	577				552				572
Total current income tax expense	586				653				511
Deferred income tax expense (benefit)
U.S. federal	(578		)		7,831				1,865
U.S. state and local	250				(187		)		264
Non-U.S.	216				3,236				99
Total deferred income tax expense (benefit)	(112		)		10,880				2,228
Total income tax expense	$	474			$	11,533			$	2,739

Provisions are made for estimated U.S. and non-U.S. income taxes which may be incurred on the reversal of our basis differences in investments in foreign subsidiaries and corporate joint ventures not deemed to be indefinitely reinvested. Taxes have not been provided on basis differences in investments primarily as a result of earnings in foreign subsidiaries which are deemed indefinitely reinvested of $2.9 billion and $2.8 billion at December 31, 2018 and 2017. Additional basis differences related to investments in nonconsolidated China JVs exist of $4.1 billion at December 31, 2018 and 2017 as a result of fresh-start reporting. Quantification of the deferred tax liability, if any, associated with indefinitely reinvested basis differences is not practicable.

	Years Ended December 31,
	2018				2017				2016
Income tax expense at U.S. federal statutory income tax rate	$	1,341			$	3,406			$	3,404
State and local tax expense	282				(76		)		190
Non-U.S. income taxed at other than the U.S. federal statutory tax rate	90				(145		)		(61		)
U.S. tax impact on Non-U.S. income	(822		)		(941		)		(894		)
Change in valuation allowances	1,695				2,712				237
Change in tax laws	(134		)		7,194				147
General business credits and manufacturing incentives	(695		)		(428		)		(342		)
Capital loss expiration	107				—				—
Settlements of prior year tax matters	(188		)		(256		)		(46		)
Realization of basis differences in affiliates	(59		)		—				(94		)
German statutory approval of net operating losses	(990		)		—				—
Other adjustments	(153		)		67				198
Total income tax expense	$	474			$	11,533			$	2,739

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Deferred Income Tax Assets and Liabilities Deferred income tax assets and liabilities at December 31, 2018 and 2017 reflect the effect of temporary differences between amounts of assets, liabilities and equity for financial reporting purposes and the bases of such assets, liabilities and equity as measured based on tax laws, as well as tax loss and tax credit carryforwards. The following table summarizes the components of temporary differences and carryforwards that give rise to deferred tax assets and liabilities:

	December 31, 2018				December 31, 2017
Deferred tax assets
Postretirement benefits other than pensions	$	1,584			$	1,948
Pension and other employee benefit plans	3,020				3,285
Warranties, dealer and customer allowances, claims and discounts	6,307				5,675
U.S. capitalized research expenditures	5,176				4,413
U.S. operating loss and tax credit carryforwards(a)	8,591				8,578
Non-U.S. operating loss and tax credit carryforwards(b)	6,393				5,103
Miscellaneous	2,034				1,697
Total deferred tax assets before valuation allowances	33,105				30,699
Less: valuation allowances	(7,976		)		(6,690		)
Total deferred tax assets	25,129				24,009
Deferred tax liabilities
Property, plant and equipment	1,098				418
Intangible assets	729				735
Total deferred tax liabilities	1,827				1,153
Net deferred tax assets	$	23,302			$	22,856

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(a)	At December 31, 2018 U.S. operating loss and tax credit carryforwards of $8.6 billion expire through 2038 if not utilized.

(b)	At December 31, 2018 Non-U.S. operating loss and tax credit carryforwards of $1.2 billion expire through 2037 if not utilized and the remaining balance of $5.2 billion may be carried forward indefinitely.

Valuation Allowances We have $3.3 billion of net operating loss carryforwards in Germany that, as a result of reorganizations that took place in 2008 and 2009 and then existing German Law, were not previously recorded as deferred tax assets. In the three months ended December 31, 2018 a favorable European court decision was statutorily approved in Germany enabling use of those loss carryforwards. As a result, in the three months ended December 31, 2018 deferred tax assets totaling $1.0 billion were established for the loss carryfowards; offsetting valuation allowances were also established as the deferred tax assets are not more likely than not to be realized. During the year ended December 31, 2018 valuation allowances against deferred tax assets of $8.0 billion were comprised of cumulative losses, credits and other timing differences, primarily in Germany, Spain and South Korea.

During the year ended December 31, 2017 there was a $2.3 billion increase in the valuation allowance related to deferred tax assets that are no longer realizable as a result of the sale of the Opel/Vauxhall Business as described in Note 22. At December 31, 2017 valuation allowances against deferred tax assets of $6.7 billion were comprised of cumulative losses, credits and other timing differences, primarily in Germany, Spain and South Korea.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Uncertain Tax Positions The following table summarizes activity of the total amounts of unrecognized tax benefits:

	Years Ended December 31,
	2018				2017				2016
Balance at beginning of period	$	1,557			$	1,182			$	1,337
Additions to current year tax positions	292				160				49
Additions to prior years' tax positions	264				448				96
Reductions to prior years' tax positions	(244		)		(195		)		(192		)
Reductions in tax positions due to lapse of statutory limitations	(38		)		(44		)		(103		)
Settlements	(450		)		(11		)		(1		)
Other	(40		)		17				(4		)
Balance at end of period	$	1,341			$	1,557			$	1,182

At December 31, 2018 and 2017 there were $991 million and $390 million of unrecognized tax benefits that if recognized would favorably affect our effective tax rate in the future. In the years ended December 31, 2018, 2017 and 2016 income tax related interest and penalties were insignificant. At December 31, 2018 and 2017 we had liabilities of $116 million and $152 million for income tax related interest and penalties.

At December 31, 2018 it is not possible to reasonably estimate the expected change to the total amount of unrecognized tax benefits in the next twelve months.

Other Matters Income tax returns are filed in multiple jurisdictions and are subject to examination by taxing authorities throughout the world. We have open tax years from 2008 to 2018 with various significant tax jurisdictions. Tax authorities may have the ability to review and adjust net operating loss or tax credit carryforwards that were generated prior to these periods if utilized in an open tax year. These open years contain matters that could be subject to differing interpretations of applicable tax laws and regulations as they relate to the amount, character, timing or inclusion of revenue and expenses or the sustainability of income tax credits for a given audit cycle.

The Tax Act was signed into law on December 22, 2017. The Tax Act changed many aspects of U.S. corporate income taxation and included reduction of the corporate income tax rate from 35% to 21%, implementation of a territorial tax system and imposition of a tax on deemed repatriated earnings of foreign subsidiaries. We recognized the tax effects of the Tax Act in the year ended December 31, 2017 and recorded $7.3 billion in tax expense. The tax expense relates primarily to the remeasurement of deferred tax assets to the 21% tax rate. We applied the guidance in SAB 118 when accounting for the enactment-date effects of the Tax Act in 2017 and throughout 2018. At December 31, 2018, we have now completed our accounting for all the enactment-date income tax effects of the Tax Act. We reduced our year ended December 31, 2017 estimated tax expense of $7.3 billion to $7.1 billion, primarily related to the remeasurement of deferred tax assets to the 21% tax rate.

The Tax Act subjects a U.S. shareholder to tax on Global Intangible Low Tax Income (GILTI) earned by certain foreign subsidiaries. The FASB Staff Q&A Topic 740, No. 5 "Accounting for Global Intangible Low-Taxed Income," states that an entity can make an accounting policy election to either recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future years or to provide for the tax expense related to GILTI in the year the tax is incurred as a period expense only. We have elected to account for GILTI as a current period expense when incurred.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Note 18. Restructuring and Other Initiatives

We have and continue to execute various restructuring and other initiatives and we may execute additional initiatives in the future, if necessary, to streamline manufacturing capacity and other costs to improve the utilization of remaining facilities. To the extent these programs involve voluntary separations, a liability is generally recorded at the time offers to employees are accepted. To the extent these programs provide separation benefits in accordance with pre-existing agreements, a liability is recorded once the amount is probable and reasonably estimable. If employees are involuntarily terminated, a liability is generally recorded at the communication date. Related charges are recorded in Automotive and other cost of sales and Automotive and other selling, general and administrative expense. The following table summarizes the reserves and charges related to restructuring and other initiatives, including postemployment benefit reserves and charges:

	Years Ended December 31,
	2018				2017				2016
Balance at beginning of period	$	227			$	268			$	383
Additions, interest accretion and other	1,637				330				412
Payments	(600		)		(315		)		(490		)
Revisions to estimates and effect of foreign currency	(142		)		(56		)		(37		)
Balance at end of period	$	1,122			$	227			$	268

In the year ended December 31, 2018 restructuring and other initiatives in GMNA primarily included actions related to the unallocation of products to certain manufacturing facilities in 2019 and other employee separation programs. We recorded charges of $1.2 billion in GMNA in the year ended December 31, 2018 consisting of $941 million in employee separation and other charges, which are reflected in the table above, and $301 million primarily in non-cash accelerated depreciation, not reflected in the table above. We expect to incur additional restructuring and other charges in 2019 that range between $1.5 billion to $2.0 billion, primarily related to accelerated depreciation, supplier-related charges, and employee-related separation charges. We expect cash outflows related to these activities of approximately $1.5 billion by the end of 2020.

In the year ended December 31, 2018 restructuring and other initiatives in GMI primarily included the closure of a facility and other restructuring actions in Korea and employee separation programs. We recorded charges of $1.0 billion related to Korea, net of noncontrolling interests. These charges consisted of $537 million in non-cash asset impairments and other charges, not reflected in the table above, and $495 million in employee separation charges, which are reflected in the table above. We incurred $775 million in cash outflows resulting from Korea restructuring actions, primarily for employee separations and statutory pension payments. In GMI we expect to incur between $200 million and $300 million in additional employee separation and other charges in 2019, and we expect cash outflows related to previously announced restructuring activities of approximately $300 million in 2019.

In the year ended December 31, 2017 restructuring and other initiatives primarily included restructuring actions announced in the three months ended June 30, 2017 in GMI. These actions related primarily to the withdrawal of Chevrolet from the Indian and South African markets at the end of 2017 and the transition of our South Africa manufacturing operations to Isuzu Motors. We continue to manufacture vehicles in India for sale to certain export markets. We recorded charges of $460 million in GMI primarily consisting of $297 million of asset impairments, sales incentives, inventory provisions and other charges, not reflected in the table above, and $163 million of dealer restructurings, employee separations and other contract cancellation costs, which are reflected in the table above. We completed these programs in GMI in 2017. Other GMI restructuring programs reflected in the table above include separation and other programs in Australia, Korea and India and the withdrawal of the Chevrolet brand from Europe. Collectively, these programs had a total cost of $892 million since inception in 2013 through the completion of the programs in the year ended December 31, 2017.

In the year ended December 31, 2016 restructuring and other initiatives related primarily to charges of $240 million in the three months ended March 31, 2016 in GMNA related to the cash severance incentive program to qualified U.S. hourly employees under our 2015 labor agreement with the UAW and insignificant costs for separation and other programs in Australia, Korea and India and the withdrawal of Chevrolet brand from Europe.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Note 19. Interest Income and Other Non-Operating Income

	Years Ended December 31,
	2018				2017				2016
Non-service pension and OPEB income	$	1,665			$	1,316			$	1,262
Interest income	335				266				182
Licensing agreements income	296				74				94
Revaluation of investments	258				(56		)		—
Other	42				45				65
Total interest income and other non-operating income, net	$	2,596			$	1,645			$	1,603

Note 20. Stockholders’ Equity and Noncontrolling Interests

Preferred and Common Stock We have 2.0 billion shares of preferred stock and 5.0 billion shares of common stock authorized for issuance. At December 31, 2018 and 2017 we had 1.4 billion shares of common stock issued and outstanding.

Common Stock Holders of our common stock are entitled to dividends at the sole discretion of our Board of Directors. Our dividends declared per common share were $1.52 and our total dividends paid on common stock were $2.1 billion, $2.2 billion and $2.3 billion for the years ended December 31, 2018, 2017 and 2016. Holders of common stock are entitled to one vote per share on all matters submitted to our stockholders for a vote. The liquidation rights of holders of our common stock are secondary to the payment or provision for payment of all our debts and liabilities and to holders of our preferred stock, if any such shares are then outstanding.

In the years ended December 31, 2018, 2017 and 2016 we purchased three million, 120 million and 77 million shares of our outstanding common stock for $100 million, $4.5 billion and $2.5 billion as part of the common stock repurchase program announced in March 2015, which our Board of Directors increased and extended in January 2016 and January 2017.

Warrants At December 31, 2017 we had 22 million warrants outstanding that we issued in July 2009. The warrants are exercisable at any time prior to July 10, 2019 at an exercise price of $18.33 per share. We had 15 million warrants outstanding at December 31, 2018.

GM Financial Preferred Stock In September 2018 GM Financial issued $500 million of Fixed-to-Floating Rate Cumulative Perpetual Preferred Stock, Series B, $0.01 par value, with a liquidation preference of $1,000 per share. The preferred stock is classified as noncontrolling interests in our consolidated financial statements. Dividends will be paid semi-annually when declared starting March 30, 2019 at a fixed rate of 6.50%.

In September 2017 GM Financial issued $1.0 billion of Fixed-to-Floating Rate Cumulative Perpetual Preferred Stock, Series A, $0.01 par value, with a liquidation preference of $1,000 per share. The preferred stock is classified as noncontrolling interests in our consolidated financial statements. Dividends are paid semi-annually when declared, which started March 30, 2018 at a fixed rate of 5.75%.

GM Cruise Preferred Shares On May 31, 2018, we entered into a Purchase Agreement with The Vision Fund. The Vision Fund subsequently assigned its rights and obligations under the Purchase Agreement to SoftBank. In June 2018, at the closing of the transactions contemplated by the Purchase Agreement, GM Cruise Holdings, our subsidiary, issued $900 million of GM Cruise Preferred Shares to SoftBank, representing 10.9% of GM Cruise Holdings' equity at closing. Immediately prior to the issuance of the GM Cruise Preferred Shares, we invested $1.1 billion in GM Cruise Holdings. When GM Cruise's autonomous vehicles are ready for commercial deployment, SoftBank is obligated to purchase additional GM Cruise Preferred Shares for $1.35 billion, subject to regulatory approval, after which the GM Cruise Preferred Shares will represent 18.6% of GM Cruise Holdings’ equity. All proceeds are designated exclusively for working capital and general corporate purposes of GM Cruise. Dividends are cumulative and accrue at an annual rate of 7% and are payable quarterly in cash or in-kind, at GM Cruise's discretion. The GM Cruise Preferred Shares are also entitled to participate in GM Cruise dividends above a defined threshold. Prior to an initial public offering, SoftBank is restricted from transferring the GM Cruise Preferred Shares until June 28, 2025.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The GM Cruise Preferred Shares are convertible into common stock of GM Cruise Holdings, at specified exchange ratios, at the option of SoftBank or upon occurrence of an initial public offering. The GM Cruise Preferred Shares are entitled to receive the greater of their carrying value or a pro-rata share of any proceeds or distributions upon the occurrence of a merger, sale, liquidation, or dissolution of GM Cruise Holdings. Beginning on June 28, 2025, SoftBank has the option to convert all of the GM Cruise Preferred Shares into our common stock at a conversion ratio that is indexed to the fair value of GM Cruise Holdings at the time of conversion. We have the option to settle the conversion feature with our common shares or cash, and in certain situations with nonredeemable, nonconvertible preferred shares. Beginning on June 28, 2025, we can call all, but not less than all of the GM Cruise Preferred Shares held by SoftBank at an amount equal to the greater of the original investment amount plus accrued distributions paid in-kind and the fair value of GM Cruise Holdings at the time of conversion. The GM Cruise Preferred Shares are classified as noncontrolling interests in our consolidated financial statements.

GM Cruise Common Shares In October 2018, GM Cruise Holdings entered into a Purchase Agreement with Honda, pursuant to which Honda invested $750 million in GM Cruise Holdings in exchange for Class E Common Shares, representing 5.7% of the fully diluted equity of GM Cruise Holdings at closing. In addition, Honda agreed to contribute approximately $2.0 billion primarily in the form of a long-term annual fee to GM Cruise Holdings for certain rights to use GM Cruise Holdings' trade names and trademarks and the exclusive right to partner with GM Cruise Holdings to develop, deploy, and maintain a foreign market. The remaining contribution or funding will come in the form of shared development costs for a SAV that Honda, General Motors Holdings LLC and GM Cruise Holdings will jointly develop for deployment onto GM Cruise's autonomous vehicle network. All proceeds are designated exclusively for working capital and general corporate purposes of GM Cruise. At the later of October 3, 2025 or the termination of the commercial agreements between GM Cruise Holdings and Honda, GM Cruise Holdings can call all, but not less than all of the Class E Common Shares at an amount equal to the then fair value of GM Cruise Holdings. The Class E Common Shares are classified as noncontrolling interests in our consolidated financial statements.

GM Korea Preferred Shares In the year ended December 31, 2018 KDB purchased $720 million of GM Korea Preferred Shares. Dividends on the GM Korea Preferred Shares are cumulative and accrue at an annual rate of 1%. GM Korea can call the preferred shares at their original issue price six years from the date of issuance and once called, the preferred shares can be converted into common shares of GM Korea at the option of the holder. The GM Korea Preferred Shares are classified as noncontrolling interests in our consolidated financial statements. The KDB investment proceeds can only be used for purposes of funding capital expenditures in GM Korea. In conjunction with the GM Korea Preferred Share issuance we agreed to provide GM Korea future funding, if needed, not to exceed $2.8 billion through December 31, 2027, inclusive of $2.0 billion of planned capital expenditures through 2027.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The following table summarizes the significant components of Accumulated other comprehensive loss:

	Years Ended December 31,
	2018				2017				2016
Foreign Currency Translation Adjustments
Balance at beginning of period	$	(1,606	)		$	(2,355	)		$	(2,034	)
Other comprehensive income (loss) and noncontrolling interests before reclassification adjustment, net of tax and impact of adoption of accounting standards(a)(b)(c)	(664		)		560				(317		)
Reclassification adjustment, net of tax(a)	20				189				(4		)
Other comprehensive income (loss), net of tax(a)	(644		)		749				(321		)
Balance at end of period	$	(2,250	)		$	(1,606	)		$	(2,355	)
Defined Benefit Plans
Balance at beginning of period	$	(6,398	)		$	(6,968	)		$	(5,999	)
Other comprehensive loss and noncontrolling interests before reclassification adjustment, net of impact of adoption of accounting standards(b)(c)	(580		)		(798		)		(1,546		)
Tax benefit	100				98				459
Other comprehensive loss and noncontrolling interests before reclassification adjustment, net of tax and impact of adoption of accounting standards(b)(c)	(480		)		(700		)		(1,087		)
Reclassification adjustment, net of tax(a)(d)	141				1,270				118
Other comprehensive income (loss), net of tax	(339		)		570				(969		)
Balance at end of period(e)	$	(6,737	)		$	(6,398	)		$	(6,968	)

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(a)	The income tax effect was insignificant in the years ended December 31, 2018, 2017 and 2016.

(b)	The noncontrolling interests are insignificant in the years ended December 31, 2018, 2017 and 2016.

(c)	Refer to Note 2 for additional information on adoption of accounting standards in 2018.

(d)	$1.2 billion is included in the loss on sale of the Opel/Vauxhall Business in the year ended December 31, 2017. An insignificant amount is included in the computation of periodic pension and OPEB (income) expense in the years ended December 31, 2018, 2017 and 2016.

(e)	Consists primarily of unamortized actuarial loss on our defined benefit plans. Refer to the critical accounting estimates section of our MD&A for additional information.

Note 21. Earnings Per Share

Basic and diluted earnings (loss) per share are computed by dividing Net income (loss) attributable to common stockholders by the weighted-average common shares outstanding in the period. Diluted earnings (loss) per share is computed by giving effect to all potentially dilutive securities that are outstanding.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

	Years Ended December 31,
	2018				2017				2016
Basic earnings per share
Income from continuing operations(a)	$	8,084			$	348			$	9,428
Less: cumulative dividends on subsidiary preferred stock	(98		)		(16		)		—
Income from continuing operations attributable to common stockholders	7,986				332				9,428
Loss from discontinued operations, net of tax	70				4,212				1
Net income (loss) attributable to common stockholders	$	7,916			$	(3,880	)		$	9,427
Weighted-average common shares outstanding	1,411				1,465				1,540
Basic earnings per common share – continuing operations	$	5.66			$	0.23			$	6.12
Basic loss per common share – discontinued operations	$	0.05			$	2.88			$	—
Basic earnings (loss) per common share	$	5.61			$	(2.65	)		$	6.12
Diluted earnings per share
Income from continuing operations attributable to common stockholders – diluted(a)	$	7,986			$	332			$	9,428
Loss from discontinued operations, net of tax – diluted	$	70			$	4,212			$	1
Net income (loss) attributable to common stockholders – diluted	$	7,916			$	(3,880	)		$	9,427
Weighted-average common shares outstanding – basic	1,411				1,465				1,540
Dilutive effect of warrants and awards under stock incentive plans	20				27				30
Weighted-average common shares outstanding – diluted	1,431				1,492				1,570
Diluted earnings per common share – continuing operations	$	5.58			$	0.22			$	6.00
Diluted loss per common share – discontinued operations	$	0.05			$	2.82			$	—
Diluted earnings (loss) per common share	$	5.53			$	(2.60	)		$	6.00
Potentially dilutive securities(b)	9				—				—

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(a)	Net of Net loss attributable to noncontrolling interests.

(b)	Potentially dilutive securities attributable to outstanding stock options and RSUs were excluded from the computation of diluted EPS because the securities would have had an antidilutive effect.

Note 22. Discontinued Operations

On March 5, 2017 we entered into the Master Agreement to sell our European Business to PSA Group. On July 31, 2017 we closed the sale of our Opel/Vauxhall Business to PSA Group and on October 31, 2017 we closed the sale of the Fincos to Banque PSA Finance S.A. and BNP Paribas Personal Finance S.A. The net consideration paid at closing for the European Business was $2.5 billion, consisting of (1) $2.2 billion in cash; and (2) $808 million in warrants in PSA Group; partially offset by (3) a $455 million de-risking premium payment made to PSA Group for assuming certain underfunded pension liabilities. The warrants are not exercisable for five years from closing.

The total charge from the sale of the European Business during the year ended December 31, 2017 was $6.2 billion, net of tax, of which $3.9 billion was recorded in Loss from discontinued operations, net of tax, and $2.3 billion was recorded in Income tax expense. The charge related to: (1) $4.3 billion of deferred tax assets that will no longer be realizable or that transferred to PSA Group; (2) $1.5 billion related to previously deferred pension losses and payment of the de-risking premium to PSA Group for its assumption of certain underfunded pension liabilities; (3) a pre-tax disposal loss of $525 million as a result of the sale of the Fincos, which included the recognition of $197 million of foreign currency translation losses; (4) a pre-tax charge of $421 million for the cancellation of production programs resulting from the convergence of vehicle platforms between our European Business and PSA Group; and (5) other insignificant costs to support the separation of operations provided for a period of time following closing; partially offset by proceeds.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

We retained net underfunded pension liabilities of $6.8 billion owed primarily to current pensioners and former employees of the European Business with vested pension rights. PSA Group assumed, pursuant to the Agreement, approximately $3.1 billion of net underfunded pension liabilities primarily with respect to active employees of the Opel/Vauxhall Business, and during the year ended December 31, 2017 our wholly owned subsidiary (the Seller) made payments to PSA Group, or one or more pension funding vehicles, of $3.4 billion in respect of these assumed liabilities, which included pension funding payments for active employees and the de-risking premium payment of $455 million discussed above.

The Seller agreed to indemnify PSA Group for certain losses resulting from any inaccuracy of the representations and warranties or breaches of our covenants included in the Agreement and for certain other liabilities including certain emissions and product liabilities. The Company entered into a guarantee for the benefit of PSA Group and pursuant to which the Company agreed to guarantee the Seller's obligation to indemnify PSA Group. Certain of these indemnification obligations are subject to time limitations, thresholds and/or caps as to the amount of required payments.

Although the sale reduced our new vehicle presence in Europe, we may still be impacted by actions taken by regulators related to vehicles sold before the sale. In Germany, the Kraftfahrt-Bundesamt (KBA) issued an order in October 2018 converting Opel’s existing voluntary recall of certain vehicles into a mandatory recall for allegedly failing to comply with certain emissions regulations. In addition, at the KBA's request, the German authorities recently re-opened a separate criminal investigation that had previously been closed with no action. Opel is challenging the mandatory recall order of the KBA in court on the grounds that the emission control systems contained in the subject vehicles, have at all times complied with the regulations in place when the vehicles were manufactured, tested, approved and sold.

Opel voluntarily recalled and serviced many of these vehicles between 2017 and 2018 at its own expense, and this expense should not be transferred to the Seller because it was undertaken voluntarily by Opel and accounted for at the time of the sale. However, the Seller may be obligated to indemnify PSA Group for certain additional expenses resulting from any mandatory recall that is actually implemented, including potential litigation costs, settlements, judgments and potential fines. We are unable to estimate any reasonably possible loss or range of loss that may result from this matter.

We continue to purchase from and supply to PSA Group certain vehicles for a period of time following closing. Total net sales and revenue of $1.9 billion and $853 million and purchases and expenses of $1.4 billion and $218 million related to transactions with the Opel/Vauxhall Business were included in continuing operations during the years ended December 31, 2018 and 2017. Cash payments of $1.8 billion and $242 million and cash receipts of $2.3 billion and $1.2 billion were recorded in Net cash provided by (used in) operating activities - continuing operations related to transactions with the Opel/Vauxhall Business during the years ended December 31, 2018 and 2017.

The following table summarizes the results of the European Business operations:

	Years Ended December 31,
	2018				2017				2016
Automotive net sales and revenue	$	—			$	11,257			$	19,704
GM Financial net sales and revenue	—				466				552
Total net sales and revenue	—				11,723				20,256
Automotive and other cost of sales	—				11,049				18,894
GM Financial interest, operating and other expenses	—				342				423
Automotive and other selling, general, and administrative expense	—				813				1,356
Other income (expense) items	—				(72		)		93
Loss from discontinued operations before taxes	—				553				324
Loss on sale of discontinued operations before taxes(a)(b)	70				2,176				—
Total loss from discontinued operations before taxes	70				2,729				324
Income tax expense (benefit)(b)(c)	—				1,483				(323		)
Loss from discontinued operations, net of tax	$	70			$	4,212			$	1

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(a)	Includes contract cancellation charges associated with the disposal for the year ended December 31, 2017.

(b)	Total loss on sale of discontinued operations, net of tax was $3.9 billion for the year ended December 31, 2017.

(c)	Includes $2.0 billion of deferred tax assets that transferred to PSA Group in the year ended December 31, 2017.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Note 23. Stock Incentive Plans

GM Stock Incentive Awards

We grant to certain employees RSUs, RSAs, PSUs and stock options (collectively, stock incentive awards) under our 2016 Equity Incentive Plan and 2017 Long-Term Incentive Plan (LTIP) and prior to the 2017 LTIP, under our 2014 LTIP. The 2017 LTIP was approved by stockholders in June 2017 and replaced the 2014 LTIP. Shares awarded under the plans are subject to forfeiture if the participant leaves the company for reasons other than those permitted under the plans such as retirement, death or disability.

RSU awards granted either cliff vest or ratably vest generally over a three-year service period, as defined in the terms of each award. PSU awards vest at the end of a three-year performance period, based on performance criteria determined by the Executive Compensation Committee of the Board of Directors at the time of award. The number of shares earned may equal, exceed or be less than the targeted number of shares depending on whether the performance criteria are met, surpassed or not met. Stock options expire 10 years from the grant date. Our performance-based stock options vest ratably over 55 months based on the performance of our common stock relative to that of a specified peer group. Our service-based stock options vest ratably over 19 months to three years.

In connection with our acquisition of Cruise Automation, Inc. in May 2016, RSAs and PSUs in common shares of GM were granted to employees of GM Cruise Holdings. The RSAs vest ratably, generally over a three-year service period. The PSUs are contingent upon achievement of specific technology and commercialization milestones.

	Shares (in millions)			Weighted-Average Grant Date Fair Value				Weighted-Average Remaining Contractual Term in Years
Units outstanding at January 1, 2018	52.9			$	21.75			2.0
Granted	13.7			$	30.41
Settled	(10.2	)		$	30.23
Forfeited or expired	(8.3	)		$	29.51
Units outstanding at December 31, 2018(a)	48.1			$	19.81			1.3

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(a)	Includes the target amount of PSUs.

Our weighted-average assumptions used to value our stock options are a dividend yield of 3.69% and 4.43%, expected volatility of 28.0% and 25.0%, a risk-free interest rate of 2.73% and 1.97%, and an expected option life of 5.98 and 5.84 years for options issued during the years ended December 31, 2018 and 2017. There were no stock options issued during the year ended December 31, 2016.

Total compensation expense related to the above awards was $316 million, $585 million and $627 million in the years ended December 31, 2018, 2017 and 2016.

At December 31, 2018 the total unrecognized compensation expense for nonvested equity awards granted was $208 million. This expense is expected to be recorded over a weighted-average period of 1.3 years. The total fair value of stock incentive awards vested was $317 million, $421 million and $325 million in the years ended December 31, 2018, 2017 and 2016.

GM Cruise Stock Incentive Awards

In addition to the awards noted above, stock options and RSUs were granted to GM Cruise employees in common shares of GM Cruise Holdings in the year ended December 31, 2018. These awards were granted under the 2018 Employee Incentive Plan approved by GM Cruise Holdings' Board of Directors in August 2018. Shares awarded under the plan are subject to forfeiture if the participant leaves the company for reasons other than those permitted under the plan. There were no awards granted in GM Cruise common shares for the years ended December 31, 2017 and December 31, 2016. Stock options vest ratably over four to 10 years, as defined in the terms of each award. Stock options expire 10 years from the grant date. RSU awards granted vest upon the satisfaction of both a service condition and a liquidity condition. The service condition for the majority of these awards is

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

satisfied over four years. The liquidity condition is satisfied upon the earlier of the date of a change in control transaction or the consummation of an initial public offering.

Total compensation expense related to GM Cruise Holdings’ share-based awards was insignificant for the year ended December 31, 2018. As of December 31, 2018, no share-based compensation expense had been recognized for the RSUs because the liquidity condition described above was not met. Total unrecognized compensation expense for GM Cruise Holdings’ nonvested equity awards granted was $392 million at December 31, 2018, which included the RSUs for which the liquidity condition had not been met. The expense related to stock options is expected to be recorded over a weighted-average period of 8.5 years. The timing of the expense related to RSUs will depend upon the date of the satisfaction of the liquidity condition.

Note 24. Supplementary Quarterly Financial Information (Unaudited)

The following tables summarize supplementary quarterly financial information:

	1st Quarter				2nd Quarter				3rd Quarter				4th Quarter
2018
Total net sales and revenue	$	36,099			$	36,760			$	35,791			$	38,399
Automotive and other gross margin(a)	$	2,507			$	3,204			$	3,743			$	2,935
Income from continuing operations	$	1,110			$	2,366			$	2,530			$	2,069
Loss from discontinued operations, net of tax	$	70			$	—			$	—			$	—
Net income attributable to stockholders	$	1,046			$	2,390			$	2,534			$	2,044
Basic earnings per common share – continuing operations	$	0.78			$	1.68			$	1.77			$	1.42
Basic loss per common share – discontinued operations	$	0.05			$	—			$	—			$	—
Diluted earnings per common share – continuing operations	$	0.77			$	1.66			$	1.75			$	1.40
Diluted loss per common share – discontinued operations	$	0.05			$	—			$	—			$	—

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(a)	Includes our GM Cruise segment.

In the three months ended March 31, 2018 and June 30, 2018, we collectively recorded charges of $1.1 billion related to the closure of a facility and other restructuring actions in Korea. In the three months ended September 30, 2018 we recorded charges of $440 million for ignition switch related legal matters. In the three months ended December 31, 2018 we recorded charges of $1.3 billion related to transformation activities including employee separation, accelerated depreciation and other charges; and a non-recurring tax benefit of $1.0 billion related to foreign earnings.

	1st Quarter				2nd Quarter				3rd Quarter				4th Quarter
2017
Total net sales and revenue	$	37,266			$	36,984			$	33,623			$	37,715
Automotive and other gross margin(a)	$	4,758			$	4,463			$	3,614			$	4,385
Income (loss) from continuing operations	$	2,686			$	2,433			$	114			$	(4,903	)
Loss from discontinued operations, net of tax	$	69			$	770			$	3,096			$	277
Net income (loss) attributable to stockholders	$	2,608			$	1,660			$	(2,981	)		$	(5,151	)
Basic earnings (loss) per common share – continuing operations	$	1.78			$	1.62			$	0.08			$	(3.46	)
Basic loss per common share – discontinued operations	$	0.05			$	0.51			$	2.14			$	0.19
Diluted earnings (loss) per common share – continuing operations	$	1.75			$	1.60			$	0.08			$	(3.46	)
Diluted loss per common share – discontinued operations	$	0.05			$	0.51			$	2.11			$	0.19

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(a)	Includes our GM Cruise segment.

In the three months ended June 30, 2017, September 30, 2017 and December 31, 2017, we collectively recorded a total charge of $6.2 billion as a result of the sale of the European Business, of which $3.9 billion is recorded in Loss from discontinued

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

operations, net of tax, and $2.3 billion is related to Income tax expense. In the three months ended December 31, 2017, we recorded a $7.3 billion tax expense related to the U.S. tax reform legislation.

Note 25. Segment Reporting

We report segment information consistent with the way the chief operating decision maker evaluates the operating results and performance of the Company. As a result of the growing importance of our autonomous vehicle operations, we moved these operations from Corporate to GM Cruise and began presenting GM Cruise as a new reportable segment in the year ended December 31, 2018. Our GMNA, GMI and GM Financial segments were not significantly impacted. All periods presented have been recast to reflect the changes.

We analyze the results of our business through the following segments: GMNA, GMI, GM Cruise and GM Financial. As discussed in Note 1, the European Business is presented as discontinued operations and is excluded from our segment results for all periods presented. The European Business was previously reported as our GM Europe (GME) segment and part of GM Financial. The chief operating decision maker evaluates the operating results and performance of our automotive segments and GM Cruise through EBIT-adjusted, which is presented net of noncontrolling interests. The chief operating decision maker evaluates GM Financial through earnings before income taxes-adjusted because interest income and interest expense are part of operating results when assessing and measuring the operational and financial performance of the segment. Each segment has a manager responsible for executing our strategic initiatives. While not all vehicles within a segment are individually profitable on a fully allocated cost basis, those vehicles attract customers to dealer showrooms and help maintain sales volumes for other, more profitable vehicles and contribute towards meeting required fuel efficiency standards. As a result of these and other factors, we do not manage our business on an individual brand or vehicle basis.

Substantially all of the trucks, crossovers, cars and automobile parts produced are marketed through retail dealers in North America and through distributors and dealers outside of North America, the substantial majority of which are independently owned. In addition to the products sold to dealers for consumer retail sales, trucks, crossovers and cars are also sold to fleet customers, including daily rental car companies, commercial fleet customers, leasing companies and governments. Fleet sales are completed through the dealer network and in some cases directly with fleet customers. Retail and fleet customers can obtain a wide range of after-sale vehicle services and products through the dealer network, such as maintenance, light repairs, collision repairs, vehicle accessories and extended service warranties.

GMNA meets the demands of customers in North America with vehicles developed, manufactured and/or marketed under the Buick, Cadillac, Chevrolet and GMC brands. GMI primarily meets the demands of customers outside North America with vehicles developed, manufactured and/or marketed under the Buick, Cadillac, Chevrolet, GMC, and Holden brands. We also have equity ownership stakes in entities that meet the demands of customers in other countries, primarily China, with vehicles developed, manufactured and/or marketed under the Baojun, Buick, Cadillac, Chevrolet, Jiefang and Wuling brands. GM Cruise is our global segment responsible for the development and commercialization of autonomous vehicle technology, and includes autonomous vehicle-related engineering and other costs.

Our automotive operations' interest income and interest expense, Maven, legacy costs from the Opel/Vauxhall Business (primarily pension costs), corporate expenditures and certain nonsegment specific revenues and expenses are recorded centrally in Corporate. Corporate assets consist primarily of cash and cash equivalents, marketable securities, our investment in Lyft, PSA warrants, Maven vehicles and intercompany balances. Retained net underfunded pension liabilities related to the European Business are also recorded in Corporate. All intersegment balances and transactions have been eliminated in consolidation.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The following tables summarize key financial information by segment:

	At and For the Year Ended December 31, 2018
	GMNA				GMI				Corporate				Eliminations				Total Automotive				GM Cruise				GM Financial				Eliminations				Total
Net sales and revenue	$	113,792			$	19,148			$	203							$	133,143			$	—			$	14,016			$	(110	)		$	147,049
Earnings (loss) before interest and taxes-adjusted	$	10,769			$	423			$	(570	)						$	10,622			$	(728	)		$	1,893			$	(4	)		$	11,783
Adjustments(a)	$	(1,236	)		$	(1,212	)		$	(457	)						$	(2,905	)		$	—			$	—			$	—			(2,905		)
Automotive interest income																																	335
Automotive interest expense																																	(655		)
Net (loss) attributable to noncontrolling interests																																	(9		)
Income before income taxes																																	8,549
Income tax expense																																	(474		)
Income from continuing operations																																	8,075
Loss from discontinued operations, net of tax																																	(70		)
Net loss attributable to noncontrolling interests																																	9
Net income attributable to stockholders																																	$	8,014
Equity in net assets of nonconsolidated affiliates	$	75			$	7,761			$	24			$	—			$	7,860			$	—			$	1,355			$	—			$	9,215
Goodwill and intangibles	$	2,623			$	928			$	1			$	—			$	3,552			$	671			$	1,356			$	—			$	5,579
Total assets	$	109,763			$	24,911			$	31,694			$	(50,690	)		$	115,678			$	3,195			$	109,953			$	(1,487	)		$	227,339
Expenditures for property	$	7,784			$	883			$	21			$	(2	)		$	8,686			$	15			$	60			$	—			$	8,761
Depreciation and amortization	$	4,995			$	562			$	50			$	(3	)		$	5,604			$	7			$	7,531			$	—			$	13,142
Impairment charges	$	55			$	466			$	6			$	—			$	527			$	—			$	—			$	—			$	527
Equity income	$	8			$	1,972			$	—			$	—			$	1,980			$	—			$	183			$	—			$	2,163

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(a)	Consists of restructuring and other charges related to transformation activities of $1.2 billion in GMNA; charges of $1.2 billion related to restructuring actions in Korea and other countries in GMI; and charges of $440 million for ignition switch related legal matters and other insignificant charges in Corporate.

	At and For the Year Ended December 31, 2017
	GMNA				GMI				Corporate				Eliminations				Total Automotive				GM Cruise				GM Financial				Eliminations				Total
Net sales and revenue	$	111,345			$	21,920			$	342							$	133,607			$	—			$	12,151			$	(170	)		$	145,588
Earnings (loss) before interest and taxes-adjusted	$	11,889			$	1,300			$	(921	)						$	12,268			$	(613	)		$	1,196			$	(7	)		$	12,844
Adjustments(a)	$	—			$	(540	)		$	(114	)						$	(654	)		$	—			$	—			$	—			(654		)
Automotive interest income																																	266
Automotive interest expense																																	(575		)
Net (loss) attributable to noncontrolling interests																																	(18		)
Income before income taxes																																	11,863
Income tax expense																																	(11,533		)
Income from continuing operations																																	330
Loss from discontinued operations, net of tax																																	(4,212		)
Net loss attributable to noncontrolling interests																																	18
Net loss attributable to stockholders																																	$	(3,864	)
Equity in net assets of nonconsolidated affiliates	$	68			$	7,818			$	—			$	—			$	7,886			$	—			$	1,187			$	—			$	9,073
Goodwill and intangibles	$	2,819			$	973			$	11			$	—			$	3,803			$	679			$	1,367			$	—			$	5,849
Total assets	$	99,874			$	27,712			$	30,573			$	(42,750	)		$	115,409			$	666			$	97,251			$	(844	)		$	212,482
Expenditures for property	$	7,704			$	607			$	14			$	—			$	8,325			$	34			$	94			$	—			$	8,453
Depreciation and amortization	$	4,654			$	708			$	32			$	(1	)		$	5,393			$	1			$	6,573			$	—			$	11,967
Impairment charges	$	78			$	211			$	5			$	—			$	294			$	—			$	—			$	—			$	294
Equity income	$	8			$	1,951			$	—			$	—			$	1,959			$	—			$	173			$	—			$	2,132

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(a)	Consists of charges of $460 million related to restructuring actions in India and South Africa in GMI; charges of $80 million associated with the deconsolidation of Venezuela in GMI and charges of $114 million for ignition switch related legal matters in Corporate.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

	At and For the Year Ended December 31, 2016
	GMNA				GMI				Corporate				Eliminations				Total Automotive				GM Cruise				GM Financial				Eliminations				Total
Net sales and revenue	$	119,113			$	20,943			$	149							$	140,205			$	—			$	8,983			$	(4	)		$	149,184
Earnings (loss) before interest and taxes-adjusted	$	12,388			$	767			$	(902	)						$	12,253			$	(171	)		$	763			$	3			$	12,848
Adjustments(a)	$	—			$	—			$	(300	)						$	(300	)		$	—			$	—			$	—			(300		)
Automotive interest income																																	182
Automotive interest expense																																	(563		)
Net (loss) attributable to noncontrolling interests																																	(159		)
Income before income taxes																																	12,008
Income tax expense																																	(2,739		)
Income from continuing operations																																	9,269
Loss from discontinued operations, net of tax																																	(1		)
Net loss attributable to noncontrolling interests																																	159
Net income attributable to stockholders																																	$	9,427
Equity in net assets of nonconsolidated affiliates	$	74			$	7,978			$	—			$	—			$	8,052			$	—			$	944			$	—			$	8,996
Goodwill and intangibles	$	3,128			$	1,021			$	14			$	—			$	4,163			$	620			$	1,366			$	—			$	6,149
Total assets(b)	$	103,908			$	27,273			$	38,465			$	(35,139	)		$	134,507			$	548			$	87,947			$	(1,312	)		$	221,690
Expenditures for property	$	7,338			$	943			$	8			$	(2	)		$	8,287			$	4			$	93			$	—			$	8,384
Depreciation and amortization	$	4,292			$	702			$	18			$	(5	)		$	5,007			$	1			$	4,678			$	—			$	9,686
Impairment charges	$	65			$	68			$	—			$	—			$	133			$	—			$	—			$	—			$	133
Equity income	$	159			$	1,971			$	—			$	—			$	2,130			$	—			$	152			$	—			$	2,282

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(a)	Consists of a net charge of $300 million for ignition switch related legal matters.

(b)	Assets in Corporate and GM Financial include assets classified as held for sale.

Automotive revenue is attributed to geographic areas based on the country of sale. GM Financial revenue is attributed to the geographic area where the financing is originated. The following table summarizes information concerning principal geographic areas:

	At and For the Years Ended December 31,
	2018								2017								2016
	Net Sales and Revenue				Long-Lived Assets				Net Sales and Revenue				Long-Lived Assets				Net Sales and Revenue				Long-Lived Assets
Automotive
U.S.	$	104,413			$	25,625			$	100,674			$	24,473			$	110,661			$	22,241
Non-U.S.	28,632				13,263				32,775				12,715				29,544				11,258
GM Financial
U.S.	12,169				41,334				10,489				40,674				7,462				32,506
Non-U.S.	1,835				2,476				1,650				2,467				1,517				2,050
Total consolidated	$	147,049			$	82,698			$	145,588			$	80,329			$	149,184			$	68,055

No individual country other than the U.S. represented more than 10% of our total Net sales and revenue or Long-lived assets.

GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Note 26. Supplemental Information for the Consolidated Statements of Cash Flows

The following table summarizes the sources (uses) of cash provided by Change in other operating assets and liabilities and Cash paid for income taxes and interest:

Change in other operating assets and liabilities	Years Ended December 31,
2018				2017				2016
Accounts receivable	$	492			$	1,402			$	(1,249	)
Wholesale receivables funded by GM Financial, net	(2,606		)		(2,099		)		(2,184		)
Inventories	399				440				(75		)
Automotive equipment on operating leases	748				(263		)		785
Change in other assets	(529		)		108				(939		)
Accounts payable	(537		)		(362		)		3,195
Income taxes payable	(75		)		(3		)		(162		)
Accrued and other liabilities	732				(2,238		)		1,209
Total	$	(1,376	)		$	(3,015	)		$	580
Cash paid for income taxes and interest
Cash paid for income taxes, net	$	660			$	656			$	676
Cash paid for interest (net of amounts capitalized) – Automotive	$	656			$	501			$	460
Cash paid for interest (net of amounts capitalized) – GM Financial	2,941				2,571				1,761
Total cash paid for interest (net of amounts capitalized)	$	3,597			$	3,072			$	2,221

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GENERAL MOTORS COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)