cacc_8k122712.htm

 
UNITED STATES 
SECURITIES AND EXCHANGE COMMISSION 
WASHINGTON, D.C. 20549
 
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of Earliest Event Reported):  December 27, 2012



CREDIT ACCEPTANCE CORPORATION
(Exact name of registrant as specified in its charter)



Michigan
  
000-20202
  
38-1999511
(State or other jurisdiction of incorporation)
  
(Commission File Number)
  
(I.R.S. Employer Identification No.)
         
  25505 West Twelve Mile Road
      
48034-8339
Southfield, Michigan
        
  (Address of principal executive offices)
      
(Zip Code)


Registrant’s telephone number, including area code:   248-353-2700



 
Not Applicable
  
Former name or former address, if changed since last report


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ] Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



 
 
 
 
 

Item 1.01  Entry into a Material Definitive Agreement.

The information set forth below under Item 2.03 is hereby incorporated by reference into this Item 1.01.

Item 2.03  Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a  Registrant.

On December 27, 2012, Credit Acceptance Corporation (referred to as the “Company”, “Credit Acceptance”, “we”, “our”, or “us”) executed the Fifth Amended and Restated Loan and Security Agreement (“Warehouse Amendment”) dated as of December 27, 2012 among the Company, CAC Warehouse Funding Corporation II, Variable Funding Capital Company LLC, Wells Fargo Securities, LLC, and Wells Fargo Bank, National Association.  The Warehouse Amendment extends the date on which our $325.0 million revolving secured warehouse facility will cease to revolve from June 17, 2014 to December 27, 2015.  The interest rate on borrowings under the facility has been decreased from the commercial paper rate plus 2.75% to the commercial paper rate plus 2.00%.  There were no other material changes to the terms of the facility.

As of December 27, 2012 we had $81.3 million outstanding under the facility.  The terms and conditions of this transaction are set forth in the agreements attached hereto as Exhibit 4.81 through 4.83 to this Form 8-K and incorporated herein by reference.


Item 8.01  Other Events.

On December 28, 2012, we issued a press release announcing the execution of the Warehouse Amendment.  The press release is attached as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.

Item 9.01  Financial Statements and Exhibits.

 
(d) Exhibits.
 

 
 
4.81
Fifth Amended and Restated Loan and Security Agreement dated as of December 27, 2012 among the Company, CAC Warehouse Funding Corporation II, Variable Funding Capital Company LLC, Wells Fargo Securities, LLC, and Wells Fargo Bank, National Association.
 
 
4.82
Amended and Restated Backup Servicing Agreement dated as of December 27, 2012 among the Company, CAC Warehouse Funding Corporation II, Wells Fargo Securities, LLC, and Wells Fargo Bank, National Association.
 
 
4.83
Third Amended and Restated Sale and Contribution Agreement dated as of December 27, 2012 between the Company and CAC Warehouse Funding Corporation II.
 
99.1                 Press Release dated December 28, 2012.
 



 
 
 
 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


 
CREDIT ACCEPTANCE CORPORATION
  
       
Date: January 3, 2013
By:
/s/ Douglas W. Busk
  
   
Douglas W. Busk
  
   
Senior Vice President and Treasurer
  
       

 



 
 
 

EXHIBIT INDEX
     
Exhibit No.
  
Description
4.81
  
Fifth Amended and Restated Loan and Security Agreement dated as of December 27, 2012 among the Company, CAC Warehouse Funding Corporation II, Variable Funding Capital Company LLC, Wells Fargo Securities, LLC, and Wells Fargo Bank, National Association.
4.82
  
Amended and Restated Backup Servicing Agreement dated as of December 27, 2012 among the Company, CAC Warehouse Funding Corporation II, Wells Fargo Securities, LLC, and Wells Fargo Bank, National Association.
4.83
  
Third Amended and Restated Sale and Contribution Agreement dated as of December 27, 2012 between the Company and CAC Warehouse Funding Corporation II.
99.1
  
Press Release dated December 28, 2012.