UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q10-Q/A

(Mark One)

For the quarterly period ended September 30, 2002

OR

For the transition period from                to                

Commission file number 1-10667

AmeriCredit Corp.

(Exact name of registrant as specified in its charter)

801 Cherry Street, Suite 3900, Fort Worth, Texas 76102

(Address of principal executive offices, including Zip Code)

(817) 302-7000

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act). Yesx No¨

There were 152,870,245 shares of common stock, $0.01 par value outstanding as of October 31, 2002.

EXPLANATORY NOTE

AmeriCredit Corp. (the “Company”) hereby amends the Company’s Quarterly Report on the Form 10-Q for the three months ended September 30, 2002, filed with the Securities and Exchange Commission on November 14, 2002.

The financial information for the three months ended September 30, 2002, has been restated. A review of the accounting treatment under Statement of Financial Accounting Standards No. 133, “Accounting for Derivative Instruments and Hedging Activities,” for certain interest rate swap agreements that were entered into prior to fiscal 2001 and used to hedge interest rate risk on a portion of the Company’s cash flows from credit enhancement assets indicated that the Company should have reclassified additional accumulated other comprehensive losses into earnings since the combination of the derivative instrument and the hedged item resulted in net unrealized losses that were not expected to be recovered in future periods. See Note 2 to the Consolidated Financial Statements.

AMERICREDIT CORP.

INDEX TO FORM 10-Q

Part I.    FINANCIALI.FINANCIAL INFORMATION

AMERICREDIT CORP.

Consolidated Balance Sheets

(Unaudited, Dollars in Thousands)

AMERICREDIT CORP.

Consolidated Statements of Income and Comprehensive Income

(Unaudited, Dollars in Thousands, Except Per Share Data)

AMERICREDIT CORP.

Consolidated Statements of Cash Flows

(Unaudited, Dollars in Thousands)

AMERICREDIT CORP.

Notes to Consolidated Financial Statements

(Unaudited)

The consolidated financial statements include the accounts of AmeriCredit Corp. and its wholly-owned subsidiaries (the “Company”). All significant intercompany accounts have been eliminated in consolidation.

The consolidated financial statements as of September 30, 2002, and for the three months ended September 30, 2002 and 2001, are unaudited, but in management’s opinion include all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement of the results for such interim periods. Certain prior year amounts, including reclassification of certain cash accounts on the consolidated balance sheets as well as initial deposits to credit enhancement assets and purchases, sales, and principal collections and recoveries on receivables held for sale in the consolidated statements of cash flows, have been reclassified to conform to the current period presentation. The results for interim periods are not necessarily indicative of results for a full year.

The interim period financial statements, including the notes thereto, are condensed and do not include all disclosures required by generally accepted accounting principles in the United States of America. These interim period financial statements should be read in conjunction with the Company’s consolidated financial statements for the year ended June 30, 2002 that are included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2003.

NOTE 2 – RESTATEMENT

On August 25, 2003, the Company issued a press release reporting a restatement of its financial statements for the year ended June 30, 2002, and for the first three quarters of the year ended June 30, 2003, as a result of a review of the accounting treatment under Statement of Financial Accounting Standards No. 133, “Accounting for Derivative Instruments and Hedging Activities” (“SFAS 133”) for certain interest rate swap agreements that were entered into prior to 2001 and used to hedge interest rate risk on a portion of its cash flows from credit enhancement assets.

The Company enters into interest rate swap agreements to hedge the variability in future excess cash flows attributable to fluctuations in interest rates on floating rate securities issued in connection with its securitizations accounted for as sales. The cash flows are expected to be received over the life of the securitizations. Prior to calendar 2001, the Company entered into interest rate swap agreements outside of the securitization Trusts, at the corporate level. Upon implementation of SFAS 133 on July 1, 2000, the swap agreements were valued and recorded separately from the credit enhancement assets on the consolidated balance sheets, with changes in the fair value of the interest rate swap agreements recorded in other comprehensive income.

Unrealized losses or gains related to the interest rate swap agreements were reclassified from accumulated other comprehensive income into earnings as accretion was recorded on the hedged cash flows of the credit enhancement assets. However, as unrealized gains related to the credit enhancement assets declined due to worse than expected credit losses and unrealized losses related to the interest rate swap agreements increased due to a declining interest rate environment, a combined net unrealized loss position developed in accumulated other comprehensive income. Previously, the Company reclassified amounts from accumulated other comprehensive income into earnings based upon the cash flows of the credit enhancement assets utilizing a discount rate which resulted in all of the remaining unrealized loss in accumulated other comprehensive income being reclassified into earnings in the same period when the remaining accretion on the credit enhancement assets was projected to be realized. A review of this accounting treatment indicated that the Company should have reclassified additional accumulated other comprehensive losses into earnings since the combination of the derivative instrument and the hedged item resulted in net unrealized losses that were not expected to be recovered in future periods.Accordingly, the Company restated its financial statements for the year ended June 30, 2002, and for the first three quarters of the year ended June 30, 2003, to reclassify additional unrealized losses to net income from accumulated other comprehensive income. Additionally, in conjunction with the reclassification of unrealized losses to net income, the Company also recorded an other-than-temporary impairment during the June 2002 quarter that resulted in a write down of credit enhancement assets and a $4.9 million, net of tax, decrease in shareholders’ equity at June 30, 2002.

Finance receivables consist of the following (in thousands):

Because of the Company’s decision to change the structure of its future securitization transactions to no longer meet the criteria for sales of finance receivables (see Note 3)4), finance receivables are carried at amortized cost at September 30, 2002. At June 30, 2002, finance receivables were classified as “held for sale” and carried at the lower of cost or fair value.

Provision for loan losses is charged to operations in amounts sufficient to maintain the allowance for loan losses at a level considered adequate to cover probable credit losses on finance receivables. The Company reviews charge-off

A summary of the nonaccretable acquisition fees and allowance for loan losses is as follows (in thousands):

The Company has historically has structured its securitization transactions to meet the criteria for sales of finance receivables under generally accepted accounting principles in the United States of America. Thus, the Company recorded a gain on sale of receivables when it sold auto receivables in a securitization transaction.

The Company has made a decision to change the structure of its future securitization transactions, beginning with transactions closed subsequent to September 30, 2002, to no longer meet the criteria for sale of finance receivables. Accordingly, following a securitization, the receivables and the related securitization indebtedness will remain on the consolidated balance sheet. The Company will recognize finance charge and fee income on the receivables and interest expense on the securities issued in the securitization transaction, and will record a provision for loan losses to cover probable losses on the receivables. This change will significantly impact the Company’s future results of operations compared to its historical results.

A summary of the Company’s securitization activity and cash inflows and outflows from special purpose entities used for securitizations (the “Trusts”) is as follows (in thousands):

The Company retains servicing responsibilities and interests in the receivables sold in the form of credit enhancement assets. As of September 30, 2002, and June 30, 2002, the Company was servicing $13,590.7 million and $12,500.7 million, respectively, of auto receivables that have been sold to the Trusts.

The Trusts and the investors in the asset-backed securities sold by the Trusts have no recourse to the Company’s assets other than the credit enhancement assets. The credit enhancement assets are subordinate to the interests of the investors in the Trusts and the value of such assets is subject to the credit risks related to the receivables sold to the Trusts.

Credit enhancement assets consist of the following (in thousands):

A summary of activity in the credit enhancement assets is as follows (in thousands):

At the time of sale of receivables, the Company is required to pledge assets equal to a specified percentage of the securitization pool to support the securitization transaction. Typically, the assets pledged are cash deposited to a restricted account and additional receivables delivered to the Trust, thus creating overcollateralization. These assets represent initial deposits to credit enhancement assets. Also at the time of sale of receivables, a non-cash gain on sale of receivables is recognized consisting of interest-only receivables from Trusts and a present value discount related to the assets pledged as initial deposits to credit enhancement assets. The interest-only receivables from Trust represent the present value of the estimated future excess cash flows to be received by the Company over the life of the securitization.

The securitization transactions require the percentage of assets pledged to support the transaction to increase thereafter until a specified level is attained. Excess cash flows generated by the Trusts are added to the restricted cash account or used to pay down outstanding debt in the Trusts creating overcollateralization until the required percentage level of assets has been reached. Collections of excess cash flows reduce the interest-only receivables from Trusts, and the additional assets pledged represent increases in restricted cash and investments in Trust receivables. Once the targeted percentage level of assets is reached, additional excess cash flows generated by the Trusts are released to the Company as distributions from Trusts. Additionally, as the balance of the securitization pool declines, the amount of pledged assets needed to maintain the required percentage level is reduced. Assets in excess of the required percentage level are released to the Company as distributions from Trusts.

Accretion of present value discount represents accretion of the excess of the estimated present value of future distributions from Trusts over the

Accretion of present value discount and other also includes an other than temporary impairment charges of $18.9$18.3 million and $6.4$9.1 million as of September 30, 2002 and 2001, respectively, since the increase in cumulative credit loss assumptions decreased the present value of anticipated cash flows below the carrying value of the credit enhancement assets.

Unrealized gains (losses) generally represent changes in the fair value of credit enhancement assets as a result of differences between actual securitization pool performance and the original assumptions for such performance or changes in those assumptions as to future securitization pool performance.

Significant assumptions used in determining the gain on sale of auto receivables were as follows:

Significant assumptions used in measuring the fair value of credit enhancement assets at the balance sheet dates are as follows:

The Company has not presented the expected weighted average life and prepayment assumptions used in determining the gain on sale and in measuring the fair value of credit enhancement assets due to the stability of these two attributes over time. A significant portion of the Company’s prepayment

Warehouse credit facilities consist of the following (in thousands):

The Company has three separate funding agreements with administrative agents on behalf of institutionally managed commercial paper conduits and bank groups with aggregate structured warehouse financing availability of approximately $3,295.0 million. One facility provides for available structured warehouse financing of $250.0 million through September 2003. Another facility provides for multi-year structured warehouse financing with availability of $500.0 million through November 2003. The third facility provides for available structured warehouse financing of $2,545.0 million, of which $380.0 million matures in March 2003 and the remaining $2,165.0 million matures in March 2005.

Under these funding agreements, the Company transfers auto receivables to special purpose finance subsidiaries of the Company, and these subsidiaries in turn issue notes, collateralized by such auto receivables, to the agents. The agents provide funding under the notes to the subsidiaries pursuant to an advance formula and the subsidiaries forward the funds to the Company in consideration for the transfer of auto receivables. While these subsidiaries are included in the Company’s consolidated financial statements, these subsidiaries are separate legal entities and the auto receivables and other assets held by the subsidiaries are legally owned by these subsidiaries and are not available to creditors of AmeriCredit Corp. or its other subsidiaries. Advances under the funding agreements bear interest at commercial paper, LIBOR or prime rates plus specified fees depending upon the source of funds provided by the agents. The funding agreements contain various covenants requiring certain minimum financial ratios and results. The funding agreements also require certain funds to be held in restricted cash accounts to provide additional collateral for borrowings under the facilities. As of September 30 and June 30, 2002, these restricted cash accounts totaled $1.0 million and $1.6 million, respectively, and are included in other assets in the consolidated balance sheets. As of September 30 and June 30, 2002, no finance receivables were pledged under these funding agreements.

The Company also has three funding agreements with administrative agents on behalf of institutionally managed medium term note conduits under which $500.0 million, $750.0 million and $500.0 million, respectively, of proceeds are available through the terms of the agreements. Under these arrangements, the conduits sold medium term notes and delivered the proceeds to special purpose finance subsidiaries of the Company. These subsidiaries in turn issued notes, collateralized by auto receivables and cash, to the agents. The funding

agreements allow for the substitution of auto receivables (subject to an overcollateralization formula) for cash, and vice versa, during the term of the agreements, thus allowing the Company to use the medium term note proceeds to finance auto receivables on a revolving basis. The agreements mature in December 2003, June 2004 and February 2005, respectively. While the special purpose finance subsidiaries are included in the Company’s consolidated financial statements, the subsidiaries are separate legal entities and the auto receivables and other assets held by the subsidiaries are legally owned by the subsidiaries and are not available to creditors of AmeriCredit Corp. or its other subsidiaries. The notes issued by the subsidiaries under the funding agreements bear interest at LIBOR plus specified fees. The funding agreements contain various covenants requiring certain minimum financial ratios and results. The funding agreements also require certain funds to be held in restricted cash accounts to provide additional collateral under the notes. As of September 30 and June 30, 2002, these restricted cash accounts totaled $198.5 million and $27.8 million, respectively, and are included in other assets in the consolidated balance sheets. As of September 30 and June 30, 2002, $1,686.0 million and $1,831.8 million, respectively, of finance receivables were pledged under these funding agreements.

The Company’s Canadian subsidiary has a revolving credit agreement, under which the subsidiary may borrow up to $150.0 million Cdn., subject to a defined borrowing base. This agreement matures in August 2003. Borrowings under the credit agreement are collateralized by certain Canadian auto receivables and bear interest at the Canadian Bankers Acceptance Rate plus specified fees. Additionally, the Company’s Canadian subsidiary has a warehouse credit facility with availability of $100.0 million Cdn. subject to a defined borrowing base. The warehouse credit facility expires in May 2003. The Canadian facilities contain various covenants requiring certain minimum financial ratios and results. As of September 30 and June 30, 2002, $153.2 million Cdn. and $4.0 million Cdn., respectively, of finance receivables were pledged under the credit agreement.

In July 2002, the Company used a portion of the proceeds from the issuance of $175.0 million 9.25% senior notes due in May 2009 to redeem the remaining $39.6 million 9.25% senior notes due in May 2004.

Agreements with the insurer of the Company’s securitization transactions covered by financial guaranty insurance policies provide for an increase in credit enhancement requirements when specified delinquency rates and other portfolio performance measures are exceeded. In September 2002, the Company entered into an agreement with its insurer to raise the specified delinquency levels through and including the March 2003 distribution date. This agreement reduces the likelihood that credit enhancement requirements would increase as a result of expected seasonal and economic impacts on delinquency levels in certain insured securitization transactions. In consideration for this

agreement, the Company agreed to issue to the insurer five-year warrants to purchase 1,287,691 shares of the Company’s common stock at $9.00 per share. The Company recorded interest expense of $6.6 million related to this agreement.

Cash payments for interest costs and income taxes consist of the following (in thousands):

During the three months ended September 30, 2002 and 2001, the Company entered into capital lease agreements for property and equipment of $2.1 million and $11.8 million, respectively.

As of September 30 and June 30, 2002, the Company had interest rate swap agreements with underlying notional amounts of $1,178.8 million and $1,595.7 million, respectively. These agreements had unrealized losses of approximately $76.3$52.0 million and $66.9$41.2 million as of September 30 and June 30, 2002, respectively. The ineffectiveness related to the interest rate swap agreements was not material for the period ended September 30, 2002. The Company estimates approximately $48.2$22.6 million of unrealized losses included in other comprehensive income will be reclassified into earnings within the next twelve months. Under the terms of its derivative financial instruments, the Company is required to pledge certain funds to be held in restricted cash accounts if the market value of the derivative financial instruments exceeds an agreed upon amount. As of September 30 and June 30, 2002, these restricted cash accounts totaled $52.9 million and $56.5 million,

A reconciliation of weighted average shares used to compute basic and diluted earnings per share is as follows (dollars in thousands, except per share amounts):

Basic earnings per share have been computed by dividing net income by weighted average shares outstanding.

Diluted earnings per share have been computed by dividing net income by the weighted average shares and assumed incremental shares. Assumed incremental shares were computed using the treasury stock method. The average common stock market price for the period was used to determine the number of incremental shares.

Options to purchase approximately 8.3 million and 0.4 million shares of common stock were outstanding at September 30, 2002 and 2001, respectively, but were not included in the computation of earnings per share because the option exercise price was greater than the market price of the common shares and, therefore, the effect would be antidilutive.

The Company believes that it will continue to require the execution of securitization transactions in order to fund its liquidity needs in fiscal 2003. There can be no assurance that funding will be available to the Company through this source or, if available, that it will be on terms acceptable to it. If the Company is unable to execute securitization transactions on a regular basis, it may be required to significantly decrease loan origination activities and implement expense reductions, all of which may

adverse affecteffect on the Company’s ability to achieve its business and financial objectives.

With respect to the Company’s securitization transactions covered by a financial guaranty policy, agreements with the insurer provide that if delinquency, default and net loss ratios in a Trust’s pool of receivables exceed certain targets, the specified credit enhancement levels would be increased. If a targeted ratio was exceeded in any insured securitization and a waiver was not granted by the insurer, excess cash flows from all of the Company’s insured securitizations could be used by the insurer to increase credit enhancement for the securitization in which a ratio was exceeded to higher specified levels rather than being distributed to the Company. If a targeted ratio was exceeded for an extended period of time in larger securitizations requiring a greater amount of additional credit enhancement, there could be a material adverse effect on the Company’s liquidity.

As of September 30, 2002, none of the Company’s securitizations had delinquency, default or net loss ratios in excess of the targeted levels. However, as a result of expected seasonal increases in delinquency levels through February 2003 and the prospects for continued economic weakness, the Company believes that it is likely that the initially targeted delinquency ratios would have been exceeded in certain of its securitizations during that time period. In September 2002, the insurer agreed to revise the targeted delinquency trigger levels through and including the March 2003 distribution date. As a result, the Company does not expect to exceed the revised delinquency targets with respect to any Trusts. The Company anticipates that expected seasonal improvements in delinquency levels after February 2003 should result in the ratios being reduced below applicable target levels. However, if expected seasonal improvements do not materialize or if there is continued instability or further deterioration in the economy, targeted delinquency levels could be exceeded in certain securitization Trusts. TheTrusts.The Company also believes that it is possible that net loss ratios on certain of its securitization Trusts will exceed targeted levels if current economic conditions persist or worsen. If targeted levels were exceeded and a waiver was not granted,

On September 12, 2002, Moody’s Investors Service announced its intention to review the Company for a potential credit rating downgrade. In the event of a downgrade, certain of the Company’s derivative collateral lines would be reduced. The Company anticipates that the reductions in these derivative collateral lines would require it to pledge an additional $18.0 million to $40.0 million in cash to maintain its open derivative positions.

As a consumer finance company, the Company is subject to various consumer claims and litigation seeking damages and statutory penalties, based upon, among other things, usury, disclosure inaccuracies, wrongful repossession, violations of bankruptcy stay provisions, certificate of title disputes, fraud and breach of contract. Some litigation against the Company could take the form of class action complaints by consumers. As the assignee of finance contracts originated by dealers, the Company may also be named as a co-defendant in lawsuits filed by consumers principally against dealers. The damages and penalties claimed by consumers in these types of matters can be substantial. The relief requested by the plaintiffs varies but includes requests for compensatory, statutory and punitive damages.

The Company believes that it has taken prudent steps to address the litigation risks associated with its business activities. As of September 30, 2002, there were no lawsuits pending or, to the best knowledge of the Company, threatened against it, the outcome of which will have a material affect on the Company’s financial condition, results of operations or cash flows.

On October 1, 2002, the Company completed a secondary offering of 67,000,000 shares of common stock at a price of $7.50 per share. On November 13, 2002, an additional 1,500,000 shares were issued to cover over-allotments. The net proceeds of the secondary offering were approximately $480.9 million. The Company intends to use the proceeds of the secondary offering for initial credit enhancement deposits in securitization transactions subsequent to September 30, 2002, and for other working capital needs and general corporate purposes.

The payment of principal and interest on the Company’s senior notes is guaranteed by certain of the Company’s subsidiaries (the “Subsidiary Guarantors”). The separate financial statements of the Subsidiary Guarantors

The following consolidating financial statement schedules present consolidating financial data for (i) AmeriCredit Corp. (on a parent only basis), (ii) the combined Subsidiary Guarantors, (iii) the combined Non-Guarantor Subsidiaries, (iv) an elimination column for adjustments to arrive at the information for the

Company and its subsidiaries on a consolidated basis and (v) the Company and its subsidiaries on a consolidated basis.

Investments in subsidiaries are accounted for by the parent company using the equity method for purposes of this presentation. Earnings of subsidiaries are therefore reflected in the parent company’s investment accounts and earnings. The principal elimination entries set forth below eliminate investments in subsidiaries and intercompany balances and transactions.

AmeriCredit Corp.

Consolidating Balance Sheet

September 30, 2002

(Unaudited, Dollars in Thousands)