OREANDA-NEWS. March 24, 2016. Ally Financial Inc. (NYSE: ALLY) announced today that pursuant to its previously announced consent solicitation (the "Consent Solicitation"), it has received the Requisite Consents (as defined below) from holders of its 8.000% notes due 2031 (CUSIP No. 370425RZ5) (the "Notes") to terminate the replacement capital covenant entered into by Ally (as successor to GMAC) dated as of November 30, 2006 (the "Replacement Capital Covenant") in connection with the issuance by Ally of 1,555,000 preferred membership interests which were subsequently converted into Ally's Fixed Rate/Floating Rate Perpetual Preferred Stock, Series A of which there are currently 27,870,560 shares outstanding. The Consent Solicitation expired at 5:00 p.m., New York City time, on March 22, 2016 (the "Expiration Time").

Ally received and accepted consents from holders of at least 51% in aggregate principal amount of the Notes (the "Requisite Consents") prior to the Expiration Time. In accordance with the terms of the Consent Solicitation and the Replacement Capital Covenant, the termination of the Replacement Capital Covenant was effective upon acceptance by Ally of the Requisite Consents.

All holders who validly delivered their consent by the Expiration Time will receive a consent fee of \\$10 in cash per \\$1,000 in principal amount of the Notes as to which such consent was validly delivered (the "Consent Fee"). With respect to any consent accepted by Ally, Ally will also pay the relevant soliciting broker a fee of \\$5 in cash per \\$1,000 in principal amount of the Notes (the "Broker Fee"), provided that such fee will only be paid with respect to the first \\$250,000 aggregate principal amount of Notes for which a consent is provided for any individual holder of the Notes. Ally intends to pay the Consent Fee and Broker Fee to eligible holders and brokers, respectively, on Thursday, March 24, 2016.

Inquiries may be addressed to the Information and Tabulation Agent for the Consent Solicitation, Global Bondholder Services Corporation, at (866) 807-2200.

Citigroup and Morgan Stanley acted as the Solicitation Agents for the Consent Solicitation. Questions regarding the Consent Solicitation may be directed to Citigroup at (toll-free) (800) 558-3745 or (collect) (212) 723-6106 or Morgan Stanley at (toll free) (800) 624-1808 or (collect) (212) 761-1057.

About Ally Financial

Ally Financial Inc. (NYSE: ALLY) is a leading automotive financial services company powered by a top direct banking franchise. Ally's automotive services business offers a full spectrum of financial products and services, including new and used vehicle inventory and consumer financing, leasing, vehicle service contracts, commercial loans and vehicle remarketing services, as well as a variety of insurance offerings, including inventory insurance, insurance consultative services for dealers and other ancillary products. Ally Bank, the company's direct banking subsidiary and member FDIC, offers an array of deposit products, including certificates of deposit, savings accounts, money market accounts, IRA deposit products and interest checking. Ally's Corporate Finance unit provides financing to middle-market companies across a broad range of industries.