KAR Auction Services (KAR) 10-Q 7 Aug 24 2024 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information Cover - $ / shares	6 Months Ended
	Jun. 30, 2024	Jul. 31, 2024	Dec. 31, 2023
Cover [Abstract]
Document type	10-Q
Document quarterly report	true
Document period end date	Jun. 30, 2024
Document transition report	false
Commission file number	001-34568
Entity registrant name	OPENLANE, Inc.
Entity incorporation state	DE
Entity tax identification number	20-8744739
Entity address, address line one	11299 N. Illinois Street
Entity address, address line two	Suite 500
Entity address, city	Carmel
Entity address, state	IN
Entity address, postal zip code	46032
City area code	800
Local phone number	923-3725
Title of 12(b) security	Common Stock, par value $0.01 per share
Trading symbol	KAR
Security exchange name	NYSE
Entity current reporting status	Yes
Entity interactive data current	Yes
Entity filer category	Large Accelerated Filer
Entity small business	false
Entity emerging growth company	false
Entity shell company	false
Entity common stock, shares outstanding		108,619,346
Common stock, par value (in dollars per share)	$ 0.01		$ 0.01
Entity central index key	0001395942
Current fiscal year end date	--12-31
Document fiscal year focus	2024
Document fiscal period focus	Q2
Amendment flag	false

Consolidated Statements of Inco

Consolidated Statements of Income - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Operating revenues
Auction fees	$ 108.7	$ 103.3	$ 218.6	$ 203.2
Service revenue	147.1	155.7	297.3	321.3
Purchased vehicle sales	80.2	60.4	138.4	115.9
Finance-related revenue	95.8	97.5	193.8	197.1
Total operating revenues	431.8	416.9	848.1	837.5
Operating expenses
Cost of services (exclusive of depreciation and amortization)	245.9	222.6	459.8	446.8
Selling, general and administrative	106	111.2	214.7	219.2
Depreciation and amortization	24.1	26.8	48.4	49.8
Goodwill and other intangibles impairment	0	250.8	0	250.8
Total operating expenses	376	611.4	722.9	966.6
Operating profit (loss)	55.8	(194.5)	125.2	(129.1)
Interest expense	37.4	38.8	77.1	77.1
Other (income) expense, net	0.2	(21.3)	0.7	(14.2)
Loss on Extinguishment of Debt	0	1.1	0	1.1
Income (loss) from continuing operations before income taxes	18.2	(213.1)	47.4	(193.1)
Income taxes	7.5	(19.3)	18.2	(12)
Income (loss) from continuing operations	10.7	(193.8)	29.2	(181.1)
Income from discontinued operations, net of income taxes	0	0	0	0
Net income (loss)	$ 10.7	$ (193.8)	$ 29.2	$ (181.1)
Net income (loss) per share - basic
Income (loss) from continuing operations	$ 0	$ (1.87)	$ 0.05	$ (1.86)
Income from discontinued operations	0	0	0	0
Net income (loss)	0	(1.87)	0.05	(1.86)
Net income (loss) per share - diluted
Income (loss) from continuing operations	0	(1.87)	0.05	(1.86)
Income from discontinued operations	0	0	0	0
Net income (loss)	$ 0	$ (1.87)	$ 0.05	$ (1.86)

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Net income (loss)	$ 10.7	$ (193.8)	$ 29.2	$ (181.1)
Other comprehensive income (loss)
Foreign currency translation gain (loss)	(3.8)	9	(13.3)	11.4
Comprehensive income (loss)	$ 6.9	$ (184.8)	$ 15.9	$ (169.7)

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Current assets
Cash and cash equivalents	$ 60.9	$ 93.5
Restricted cash	67.7	65.4
Trade receivables, net of allowances of $10.1 and $9.9	292.1	291.8
Finance receivables, net of allowances of $19.0 and $23.0	2,220.1	2,282
Other current assets	133.3	109.2
Total current assets	2,774.1	2,841.9
Other assets
Goodwill	1,264	1,271.2
Customer relationships, net of accumulated amortization of $443.9 and $438.5	126.8	136.1
Other intangible assets, net of accumulated amortization of $500.2 and $475.4	171.3	181.5
Operating lease right-of-use assets	71.5	75.9
Property and equipment, net of accumulated depreciation of $175.1 and $187.2	160.2	169.8
Other assets	49.9	49.9
Total other assets	1,843.7	1,884.4
Total assets	4,617.8	4,726.3
Current liabilities
Accounts payable	600.3	556.6
Accrued employee benefits and compensation expenses	32.9	40.5
Accrued interest	9.3	10.1
Other accrued expenses	84.8	75.3
Income taxes payable	3.2	9.8
Obligations collateralized by finance receivables	1,573.6	1,631.9
Current maturities of long-term debt	272	154.6
Total current liabilities	2,576.1	2,478.8
Non-current liabilities
Long-term debt	0	202.4
Deferred income tax liabilities	20.2	20.9
Operating lease liabilities	65.5	70.4
Other liabilities	15.3	14.3
Total non-current liabilities	101	308
Commitments and contingencies (Note 9)
Temporary equity
Series A convertible preferred stock	612.5	612.5
Stockholders' equity
Common stock, $0.01 par value: Authorized shares: 400,000,000; Issued and outstanding shares: June 30, 2024: 108,618,970 December 31, 2023: 108,040,704	1.1	1.1
Additional paid-in capital	745.8	738.2
Retained earnings	631.3	624.4
Accumulated other comprehensive loss	(50)	(36.7)
Total stockholders' equity	1,328.2	1,327
Total liabilities, temporary equity and stockholders' equity	$ 4,617.8	$ 4,726.3

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity - USD ($) $ in Millions	Total	Common Stock	Additional Paid-In Capital	Retained Earnings	Accumulated Other Comprehensive Loss
Beginning balance at Dec. 31, 2022	$ 1,518.3	$ 1.1	$ 743.8	$ 822.9	$ (49.5)
Beginning balance (in shares) at Dec. 31, 2022		108,900,000
Increase (Decrease) in Stockholders' Equity
Net income (loss)	(181.1)			(181.1)
Other comprehensive income (loss)	11.4				11.4
Issuance of common stock under stock plans	1.6		1.6
Issuance of common stock under stock plans (in shares)		700,000
Surrender of RSUs for taxes	(2.5)		(2.5)
Surrender of RSUs for taxes (in shares)		(200,000)
Stock-based compensation expense	8.9		8.9
Dividends on preferred stock	(22.2)			(22.2)
Ending balance at Jun. 30, 2023	1,334.4	$ 1.1	751.8	619.6	(38.1)
Ending balance (in shares) at Jun. 30, 2023		109,400,000
Beginning balance at Mar. 31, 2023	1,525.9	$ 1.1	747.4	824.5	(47.1)
Beginning balance (in shares) at Mar. 31, 2023		109,200,000
Increase (Decrease) in Stockholders' Equity
Net income (loss)	(193.8)			(193.8)
Other comprehensive income (loss)	9				9
Issuance of common stock under stock plans	0.3		0.3
Issuance of common stock under stock plans (in shares)		300,000
Surrender of RSUs for taxes	(1.2)		(1.2)
Surrender of RSUs for taxes (in shares)		(100,000)
Stock-based compensation expense	5.3		5.3
Dividends on preferred stock	(11.1)			(11.1)
Ending balance at Jun. 30, 2023	1,334.4	$ 1.1	751.8	619.6	(38.1)
Ending balance (in shares) at Jun. 30, 2023		109,400,000
Beginning balance at Dec. 31, 2023	$ 1,327	$ 1.1	738.2	624.4	(36.7)
Beginning balance (in shares) at Dec. 31, 2023	108,040,704	108,000,000
Increase (Decrease) in Stockholders' Equity
Net income (loss)	$ 29.2			29.2
Other comprehensive income (loss)	(13.3)				(13.3)
Issuance of common stock under stock plans	0.8		0.8
Issuance of common stock under stock plans (in shares)		800,000
Surrender of RSUs for taxes	(3.4)		(3.4)
Surrender of RSUs for taxes (in shares)		(200,000)
Stock-based compensation expense	10.1		10.1
Dividends earned under stock plans	0		0.1	(0.1)
Dividends on preferred stock	(22.2)			(22.2)
Ending balance at Jun. 30, 2024	$ 1,328.2	$ 1.1	745.8	631.3	(50)
Ending balance (in shares) at Jun. 30, 2024	108,618,970	108,600,000
Beginning balance at Mar. 31, 2024	$ 1,330.2	$ 1.1	743.5	631.8	(46.2)
Beginning balance (in shares) at Mar. 31, 2024		108,300,000
Increase (Decrease) in Stockholders' Equity
Net income (loss)	10.7			10.7
Other comprehensive income (loss)	(3.8)				(3.8)
Issuance of common stock under stock plans	0.4		0.4
Issuance of common stock under stock plans (in shares)		400,000
Surrender of RSUs for taxes	(1.7)		(1.7)
Surrender of RSUs for taxes (in shares)		(100,000)
Stock-based compensation expense	3.5		3.5
Dividends earned under stock plans	0		0.1	(0.1)
Dividends on preferred stock	(11.1)			(11.1)
Ending balance at Jun. 30, 2024	$ 1,328.2	$ 1.1	$ 745.8	$ 631.3	$ (50)
Ending balance (in shares) at Jun. 30, 2024	108,618,970	108,600,000

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Operating activities
Net income (loss)	$ 29.2	$ (181.1)
Net income from discontinued operations	0	0
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	48.4	49.8
Provision for credit losses	29.1	28.4
Deferred income taxes	0.4	(29.1)
Amortization of debt issuance costs	4.7	4.4
Stock-based compensation	10.1	8.9
Contingent consideration valuation	0	1.3
Net change in unrealized (gain) loss on investment securities	0	(0.1)
Investment and note receivable impairment	0	11
Goodwill and other intangibles impairment	0	250.8
Loss on Extinguishment of Debt	0	1.1
Other non-cash, net	0.1	0.8
Changes in operating assets and liabilities, net of acquisitions:
Trade receivables and other assets	(23.7)	(76.2)
Accounts payable and accrued expenses	39.4	75.2
Payments of contingent consideration in excess of acquisition-date fair value	0	(2.6)
Net cash provided by operating activities - continuing operations	137.7	142.6
Net cash used by operating activities - discontinued operations	(0.1)	(0.1)
Investing activities
Net decrease (increase) in finance receivables held for investment	33.1	(24.4)
Purchases of property, equipment and computer software	(25.9)	(26.9)
Investments in securities	(1.6)	(0.6)
Proceeds from the sale of property and equipment	0.3	0.3
Net cash provided by (used by) investing activities - continuing operations	5.9	(51.6)
Net cash provided by investing activities - discontinued operations	0	7
Financing activities
Net decrease in book overdrafts	(1.6)	(2.2)
Net (repayments of) borrowings from lines of credit	(81.2)	39.2
Net (decrease) increase in obligations collateralized by finance receivables	(56.1)	33.1
Payments for debt issuance costs/amendments	(2.2)	(5.3)
Payment for early extinguishment of debt	0	(140.1)
Payments on finance leases	(0.6)	(1.1)
Payments of contingent consideration and deferred acquisition costs	0	(12.4)
Issuance of common stock under stock plans	0.8	1.6
Tax withholding payments for vested RSUs	(3.4)	(2.5)
Dividends paid on Series A Preferred Stock	(22.2)	(22.2)
Net cash used by financing activities - continuing operations	(166.5)	(111.9)
Net cash provided by financing activities - discontinued operations	0	0
Net change in cash balances of discontinued operations	0	0
Effect of exchange rate changes on cash	(7.3)	8.8
Net decrease in cash, cash equivalents and restricted cash	(30.3)	(5.2)
Cash, cash equivalents and restricted cash at beginning of period	158.9	277.7
Cash paid for interest	74.6	72.8
Cash paid for taxes, net of refunds	29.4	21.4
Cash, cash equivalents and restricted cash at end of period	128.6	272.5
Discontinued Operations
Cash paid for taxes, net of refunds	$ 0	$ 0

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Trade receivable allowances	$ 10.1	$ 9.9
Finance receivables allowances	19	23
Customer relationships accumulated amortization	443.9	438.5
Other Intangible Assets Accumulated Amortization	500.2	475.4
Property, Plant and Equipment Accumulated Depreciation	$ 175.1	$ 187.2
Common Stock, Shares Authorized	400,000,000	400,000,000
Common Stock, Shares, Outstanding	108,618,970	108,040,704
Common Stock, Shares, Issued	108,618,970	108,040,704
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01

Basis of Presentation and Natur

Basis of Presentation and Nature of Operations	6 Months Ended
	Jun. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation and Nature of Operations	Basis of Presentation and Nature of Operations Defined Terms Unless otherwise indicated or unless the context otherwise requires, the following terms used herein shall have the following meanings: • "we," "us," "our," "OPENLANE" and "the Company" refer, collectively, to OPENLANE, Inc. (f/k/a KAR Auction Services, Inc.) and its subsidiaries, unless the context requires otherwise; • "ADESA" or "ADESA Auctions" refer, collectively, to ADESA, Inc., a wholly-owned subsidiary of OPENLANE, and ADESA, Inc.'s subsidiaries, including OPENLANE US, Inc. (together with OPENLANE US, Inc.'s subsidiaries, "OPENLANE US"), BacklotCars, Inc. ("BacklotCars"), CARWAVE LLC ("CARWAVE"), Nth Gen Software Inc. ("TradeRev"), ADESA Remarketing Limited ("ADESA U.K.") and ADESA Europe NV and its subsidiaries ("ADESA Europe"); • "ADESA U.S. physical auction business," "ADESA U.S. physical auctions" and "ADESA U.S." refer to the auction sales, operations and staff at ADESA’s U.S. vehicle logistics centers, which were sold to Carvana Group, LLC (together with Carvana Co. and its subsidiaries, "Carvana") in May 2022 (the "Transaction"); • "AFC" refers, collectively, to Automotive Finance Corporation, a wholly-owned subsidiary of ADESA, and Automotive Finance Corporation's subsidiaries and other related entities; • "Credit Agreement" refers to the Credit Agreement, dated June 23, 2023 (as amended, amended and restated, modified or supplemented from time to time), among the Company, as the borrower, the several banks and other financial institutions or entities from time to time party thereto and JPMorgan Chase Bank, N.A., as administrative agent. The Credit Agreement provides for a $325 million senior secured revolving credit facility due June 23, 2028 (the "Revolving Credit Facility") and, as part of the First Amendment (defined below), a C$175 million revolving credit facility in Canadian dollars due June 23, 2028 (the "Canadian Revolving Credit Facility" and, together with the Revolving Credit Facility, "the Revolving Credit Facilities"); • "Previous Credit Agreement" refers to the Amended and Restated Credit Agreement, dated March 11, 2014 (as amended, amended and restated, modified or supplemented prior to the date of the Credit Agreement), among the Company, as the borrower, the several banks and other financial institutions or entities party thereto and JPMorgan Chase Bank N.A., as administrative agent; • "IAA" refers, collectively, to Insurance Auto Auctions, Inc., formerly a wholly-owned subsidiary of OPENLANE, and Insurance Auto Auctions, Inc.'s subsidiaries and other related entities; • "OPENLANE, Inc." refers to the Company and not to its subsidiaries; • "Senior notes" refers to the 5.125% senior notes due 2025 ($210 million aggregate principal was outstanding at June 30, 2024); and • "Series A Preferred Stock" refers to the Series A Convertible Preferred Stock, par value $0.01 per share (634,305 shares of Series A Preferred Stock were outstanding at June 30, 2024 and December 31, 2023). Business and Nature of Operations OPENLANE is a leading digital marketplace for used vehicles, connecting sellers and buyers across North America and Europe to facilitate fast, easy and transparent transactions. Our portfolio of integrated technology, data analytics, financing, logistics, reconditioning and other remarketing solutions, combined with our vehicle logistics centers in Canada, help advance our purpose: to make wholesale easy so our customers can be more successful. As of June 30, 2024, the Marketplace segment serves a domestic and international customer base through digital marketplaces and 15 vehicle logistics center locations across Canada. For commercial sellers, our software platform supports private label digital remarketing sites and provides comprehensive solutions to our automobile manufacturer, captive finance company and other commercial customers. For dealer customers, our platform facilitates multiple sale formats, data-driven insights and integrated services to automotive dealers, coast-to-coast in the United States, Canada and Europe. OPENLANE Europe is our digital marketplace serving customers in the United Kingdom and Continental Europe through a consolidated online wholesale used vehicle platform. Marketplace services include a variety of activities designed to facilitate the transfer of used vehicles between sellers and buyers throughout the vehicle life cycle. We facilitate the exchange of these vehicles through our marketplaces, which aligns sellers and buyers. As an agent for customers, the Company generally does not take title to or ownership of vehicles sold through our marketplaces. Generally, fees are earned from the seller and buyer on each successful marketplace transaction in addition to fees earned for ancillary services. We also sell vehicles that have been purchased, for which we do take title and record the gross selling price of the vehicle sold through our marketplaces as revenue. We also provide services such as inbound and outbound transportation logistics, reconditioning, vehicle inspection and certification, titling, administrative and collateral recovery services. We are able to serve the diverse and multi-faceted needs of our customers through the wide range of services offered. AFC is a leading provider of floorplan financing primarily to independent used vehicle dealers ("independent dealer customers") and this financing is provided through approximately 90 locations (hybrid of physical locations and a digital servicing network) throughout the United States and Canada as of June 30, 2024. Floorplan financing supports independent dealer customers in North America who purchase vehicles at OPENLANE and other used vehicle and salvage auctions. In addition, AFC provides financing for dealer inventory purchased directly from wholesalers, other dealers and directly from consumers, as well as providing liquidity for customer trade-ins which can encompass settling lien holder payoffs. AFC also provides title services for their customers. Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by U.S. GAAP for annual financial statements. Operating results for interim periods are not necessarily indicative of results that may be expected for the year as a whole. In the opinion of management, the consolidated financial statements reflect all adjustments, generally consisting of normal recurring accruals, necessary for a fair statement of our results of operations, cash flows and financial position for the periods presented. These consolidated financial statements and condensed notes to consolidated financial statements are unaudited and should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the Securities and Exchange Commission on February 21, 2024. The 2023 year-end consolidated balance sheet data included in this Form 10-Q was derived from the audited financial statements referenced above and does not include all disclosures required by U.S. GAAP for annual financial statements. Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates based in part on assumptions about current, and for some estimates, future economic and market conditions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the period. Although the current estimates contemplate current conditions and expected future changes, as appropriate, it is reasonably possible that future conditions could differ from these estimates, which could materially affect our results of operations and financial position. Among other effects, such changes could result in future impairments of goodwill, intangible assets and long-lived assets, incremental losses on finance receivables, additional allowances on accounts receivable and deferred tax assets and changes in litigation and other loss contingencies. New Accounting Standards In December 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures , which requires additional income tax disclosures on an annual basis, specifically related to the rate reconciliation and income taxes paid. The amendments are effective for fiscal years beginning after December 15, 2024. Early adoption is permitted and the amendments should be applied on a prospective basis. The Company is currently evaluating the impact the adoption of ASU 2023-09 will have on the consolidated financial statements and related disclosures. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures , which updates reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. The amendments are effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 31, 2024. Early adoption is permitted and the amendments should be applied retrospectively to all prior periods presented. The Company is currently evaluating the impact the adoption of ASU 2023-07 will have on the consolidated financial statements and related disclosures.

Sale of ADESA U.S. Physical Auc

Sale of ADESA U.S. Physical Auction Business and Discontinued Operations	6 Months Ended
	Jun. 30, 2024
Discontinued Operations and Disposal Groups [Abstract]
Sale of ADESA U.S. Physical Auction Business and Discontinued Operations	Sale of ADESA U.S. Physical Auction Business and Discontinued Operations In February 2022, the Company announced that it had entered into a definitive agreement with Carvana, pursuant to which Carvana would acquire the ADESA U.S. physical auction business from the Company. The Transaction was completed in May 2022 and included all auction sales, operations and staff at ADESA’s U.S. vehicle logistics centers and use of the ADESA.com marketplace in the U.S. In connection with the Transaction, the Company and Carvana entered into various agreements to provide a framework for their relationship after the Transaction, including a transition services agreement for a transitional period and a commercial agreement for a term of 7 years that provides for platform and other fees for services rendered. For the six months ended June 30, 2024 and 2023, the Company received a net cash inflow from the commercial agreement and transition services agreement of approximately $58.0 million and $57.0 million, respectively, which includes the transportation services noted below. The Company provided transportation services of $0.1 million and $0.4 million to the ADESA U.S. physical auctions for the three and six months ended June 30, 2024, respectively, and $21.0 million and $42.9 million for the three and six months ended June 30, 2023, respectively. The financial results of the ADESA U.S. physical auction business have been accounted for as discontinued operations for all periods presented. The business was formerly included in the Company’s Marketplace reportable segment. There were no results of operations for the ADESA U.S. physical auction business reclassified to discontinued operations for the three and six months ended June 30, 2024 and 2023.

Stock and Stock-Based Compensat

Stock and Stock-Based Compensation Plans	6 Months Ended
	Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]
Stock and Stock-Based Compensation Plans	Stock and Stock-Based Compensation Plans The KAR Auction Services, Inc. Amended and Restated 2009 Omnibus Stock and Incentive Plan was further amended and restated in June 2024, and is now known as the OPENLANE, Inc. Second Amended and Restated 2009 Omnibus Stock and Incentive Plan ("Omnibus Plan"). As part of the June 2024 amendment, the Omnibus Plan now provides that the maximum number of shares of the Company's common stock that may be issued pursuant to awards under the Omnibus Plan is approximately 6.5 million. The Omnibus Plan is intended to provide equity and/or cash-based awards to our executive officers and key employees. Our stock-based compensation expense includes expense associated with service-based options ("service options"), market-based options ("market options"), performance-based restricted stock units ("PRSUs") and service-based restricted stock units ("RSUs"). We have determined that the service options, market options, PRSUs and RSUs should be classified as equity awards. The following table summarizes our stock-based compensation expense by type of award (in millions) : Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 PRSUs $ 1.4 $ 2.0 $ 5.2 $ 1.9 RSUs 2.2 2.4 5.1 5.2 Service options 0.2 0.1 0.3 0.3 Market options (0.3) 0.8 (0.5) 1.5 Total stock-based compensation expense $ 3.5 $ 5.3 $ 10.1 $ 8.9 PRSUs In the first six months of 2024, we granted a target amount of approximately 0.6 million PRSUs to certain executive officers of the Company. Three quarters of the PRSUs vest if and to the extent that the Company's cumulative Adjusted EBITDA ("Adjusted EBITDA PRSUs") attains certain specified goals over three years. The other one quarter of the PRSUs vest if and to the extent that the Company's total shareholder return over three years relative to that of companies within the S&P SmallCap 600 ("TSR PRSUs") exceeds certain levels. The weighted average grant date fair value of the Adjusted EBITDA PRSUs was $14.73 per share, which was determined using the closing price of the Company's common stock on the dates of grant. The weighted average grant date fair value of the TSR PRSUs was $21.28 per share and was developed with a Monte Carlo simulation using a multivariate Geometric Brownian Motion. RSUs In the first six months of 2024, approximately 0.6 million RSUs were granted to certain management members of the Company. The RSUs are contingent upon continued employment and generally vest in three equal annual installments. The fair value of RSUs is the value of the Company's common stock at the date of grant and the weighted average grant date fair value of the RSUs was $14.71 per share. Share Repurchase Program In October 2019, the board of directors authorized a repurchase of up to $300 million of the Company's outstanding common stock, par value $0.01 per share. Since October 2019, the share repurchase program has been amended from time-to-time through subsequent approvals by the board of directors. These amendments have served to increase the size of the share repurchase program and extend its maturity date through December 31, 2024. At June 30, 2024, approximately $125.0 million of the Company's outstanding common stock remained available for repurchase under the 2019 share repurchase program. Repurchases may be made in the open market or through privately negotiated transactions, in accordance with applicable securities laws and regulations, including pursuant to repurchase plans designed to comply with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended. The timing and amount of any repurchases is subject to market and other conditions. This program does not oblige the Company to repurchase any dollar amount or any number of shares under the authorization, and the program may be suspended, discontinued or modified at any time, for any reason and without notice. No shares of common stock were repurchased during the three and six months ended June 30, 2024 and 2023.

Net Income (Loss) from Continui

Net Income (Loss) from Continuing Operations Per Share	6 Months Ended
	Jun. 30, 2024
Earnings Per Share [Abstract]
Net Income (Loss) from Continuing Operations Per Share	Income (Loss) from Continuing Operations Per Share The following table sets forth the computation of income (loss) from continuing operations per share (in millions except per share amounts) : Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Income (loss) from continuing operations $ 10.7 $ (193.8) 29.2 $ (181.1) Series A Preferred Stock dividends (11.1) (11.1) (22.2) (22.2) Income from continuing operations attributable to participating securities — — (1.7) — Income (loss) from continuing operations attributable to common stockholders $ (0.4) $ (204.9) $ 5.3 $ (203.3) Weighted average common shares outstanding 108.6 109.6 108.5 109.4 Effect of dilutive stock options and restricted stock awards — — 0.9 — Weighted average common shares outstanding and potential common shares 108.6 109.6 109.4 109.4 Income (loss) from continuing operations per share Basic $ — $ (1.87) $ 0.05 $ (1.86) Diluted $ — $ (1.87) $ 0.05 $ (1.86) The Company includes participating securities (Series A Preferred Stock) in the computation of income from continuing operations per share pursuant to the two-class method. The two-class method of calculating income from continuing operations per share is an allocation method that calculates earnings per share for common stock and participating securities. Under the two-class method, total dividends provided to the holders of the Series A Preferred Stock and undistributed earnings allocated to participating securities are subtracted from income from continuing operations in determining income attributable to common stockholders. The effect of stock options and restricted stock on income from continuing operations per share-diluted is determined through the application of the treasury stock method, whereby net proceeds received by the Company based on assumed exercises are hypothetically used to repurchase our common stock at the average market price during the period. Stock options that would have an anti-dilutive effect on income from continuing operations per diluted share, unexercisable market options and PRSUs subject to performance conditions which have not yet been satisfied are excluded from the calculations. Approximately 0.4 million service options were excluded from the calculation of diluted income from continuing operations per share for the six months ended June 30, 2024, and all of the market options were excluded from the calculation for the six months ended June 30, 2024. In addition, approximately 1.3 million PRSUs were excluded from the calculation of diluted income from continuing operations per share for the six months ended June 30, 2024. In accordance with U.S. GAAP, no potential common shares were included in the computation of diluted income from continuing operations per share for the three months ended June 30, 2024 and for the three and six months ended June 30, 2023, because to do so would have been anti-dilutive based on the period undistributed loss from continuing operations. Total options outstanding at June 30, 2024 and 2023 were 4.3 million and 5.0 million, respectively.

Finance Receivables and Obligat

Finance Receivables and Obligations Collateralized by Finance Receivables	6 Months Ended
	Jun. 30, 2024
Financing Receivable, after Allowance for Credit Loss, Current [Abstract]
Finance Receivables and Obligations Collateralized by Finance Receivables	Finance Receivables and Obligations Collateralized by Finance Receivables AFC sells the majority of its U.S. dollar denominated finance receivables on a revolving basis and without recourse to a wholly-owned, bankruptcy remote, consolidated, special purpose subsidiary ("AFC Funding Corporation"), established for the purpose of purchasing AFC's finance receivables. A securitization agreement allows for the revolving sale by AFC Funding Corporation to a group of bank purchasers of undivided interests in certain finance receivables subject to committed liquidity. The agreement expires on January 31, 2026. AFC Funding Corporation had committed liquidity of $2.0 billion for U.S. finance receivables at June 30, 2024. We also have an agreement for the securitization of Automotive Finance Canada Inc.'s ("AFCI") receivables, which expires on January 31, 2026. AFCI's committed facility is provided through a third-party conduit (separate from the U.S. facility) and was C$300 million on June 30, 2024. The receivables sold pursuant to both the U.S. and Canadian securitization agreements are accounted for as secured borrowings. The following tables present quantitative information about delinquencies, credit loss charge-offs less recoveries ("net credit losses") and components of securitized financial assets and other related assets managed. For purposes of this illustration, delinquent receivables are defined as receivables 31 days or more past due. June 30, 2024 Net Credit Losses Net Credit Losses Total Amount of: (in millions) Receivables Receivables Floorplan receivables $ 2,235.4 $ 18.4 $ 14.0 $ 29.5 Other loans 3.7 3.5 — — Total receivables managed $ 2,239.1 $ 21.9 $ 14.0 $ 29.5 December 31, 2023 Net Credit Losses Net Credit Losses Total Amount of: (in millions) Receivables Receivables Floorplan receivables $ 2,301.4 $ 23.7 $ 12.2 $ 24.7 Other loans 3.6 — — — Total receivables managed $ 2,305.0 $ 23.7 $ 12.2 $ 24.7 The following is a summary of the changes in the allowance for credit losses related to finance receivables ( in millions ): June 30, June 30, Allowance for Credit Losses Balance at December 31 $ 23.0 $ 21.5 Provision for credit losses 25.6 24.2 Recoveries 3.4 4.2 Less charge-offs (32.9) (28.9) Other (0.1) — Balance at end of period $ 19.0 $ 21.0 As of June 30, 2024 and December 31, 2023, $2,230.7 million and $2,296.4 million, respectively, of finance receivables and a cash reserve of 1 or 3 percent of the obligations collateralized by finance receivables served as security for the obligations collateralized by finance receivables. The amount of the cash reserve depends on circumstances which are set forth in the securitization agreements. Obligations collateralized by finance receivables consisted of the following: June 30, December 31, 2023 Obligations collateralized by finance receivables, gross $ 1,583.9 $ 1,645.4 Unamortized securitization issuance costs (10.3) (13.5) Obligations collateralized by finance receivables $ 1,573.6 $ 1,631.9 Proceeds from the revolving sale of receivables to the bank facilities are used to fund new loans to customers. AFC, AFC Funding Corporation and AFCI must maintain certain financial covenants including, among others, limits on the amount of debt AFC and AFCI can incur, minimum levels of tangible net worth, and other covenants tied to the performance of the finance receivables portfolio. The securitization agreements also incorporate the financial covenants of our Previous Credit Agreement. At June 30, 2024, we were in compliance with the covenants in the securitization agreements.

Goodwill and Other Intangible A

Goodwill and Other Intangible Assets	6 Months Ended
	Jun. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill Disclosure	Goodwill and Other Intangible Assets Goodwill consisted of the following ( in millions ): Marketplace Finance Total Balance at December 31, 2023 (1)(2) $ 1,030.3 $ 240.9 $ 1,271.2 Foreign currency (7.2) — (7.2) Balance at June 30, 2024 (1)(2) $ 1,023.1 $ 240.9 $ 1,264.0 (1) Marketplace amounts are net of accumulated goodwill impairment charges of $250.8 million at June 30, 2024 and December 31, 2023. (2) Finance amounts are net of accumulated goodwill impairment charges of $161.5 million at June 30, 2024 and December 31, 2023. Goodwill represents the excess cost over fair value of identifiable net assets of businesses acquired. The Company tests goodwill and indefinite-lived tradenames for impairment at the reporting unit level annually during the second quarter, or more frequently if events or changes in circumstances indicate that impairment may exist. When performing the impairment assessment, the fair value of the Company's reporting units are estimated using the expected present value of future cash flows (Level 3 inputs). No impairment was identified in the second quarter of 2024. In the second quarter of 2023 the Company recorded non-cash goodwill impairment charges totaling $218.9 million related to our U.S. Dealer-to-Dealer reporting unit and $6.4 million related to our Europe reporting unit (both within the Marketplace segment). The goodwill impairment related to our U.S. Dealer-to-Dealer reporting unit was primarily driven by lower near-term and long-term revenue growth associated with a slower overall recovery in vehicle volumes. The goodwill impairment related to our Europe reporting unit was driven by combining two previously separate reporting units (ADESA U.K. and ADESA Europe) into a single reporting unit. Including ADESA U.K. in the reporting unit resulted in a reduction in the overall fair value of the combined reporting unit, resulting in an impairment charge. The impairment charges were reported as a component of "Goodwill and other intangibles impairment" in the consolidated statements of income (loss). In addition, the second quarter 2023 announcement of the rebrand to an OPENLANE branded marketplace from the ADESA branded marketplaces resulted in a non-cash impairment charge totaling $25.5 million (within the Marketplace segment). The impairment charge was reported as a component of "Goodwill and other intangibles impairment" in the consolidated statements of income (loss). The fair value of the ADESA tradename was estimated using the royalty savings method (Level 3 inputs). The deferred tax benefits of $52.5 million and $6.5 million associated with the goodwill and tradename impairments in the second quarter of 2023, respectively, resulted in the U.S. being in a net deferred tax asset position. Due to the three-year cumulative loss related to U.S. operations, we recorded a $41.1 million and $36.4 million valuation allowance against the U.S. net deferred tax asset at June 30, 2024 and December 31, 2023, respectively.

Long-Term Debt

Long-Term Debt	6 Months Ended
	Jun. 30, 2024
Long-Term Debt, Unclassified [Abstract]
Long-Term Debt	Long-Term Debt Long-term debt consisted of the following (in millions) : Interest Rate* Maturity June 30, December 31, 2023 Revolving Credit Facility Adjusted Term SOFR + 2.25% June 23, 2028 $ 28.0 $ 137.0 Canadian Revolving Credit Facility Adjusted Term CORRA + 2.50% June 23, 2028 29.2 — Senior notes 5.125% June 1, 2025 210.0 210.0 European lines of credit Euribor + 1.25% Repayable upon demand 14.3 17.6 Total debt $ 281.5 $ 364.6 *The interest rates presented in the table above represent the rates in place at June 30, 2024. Credit Facilities On June 23, 2023, we entered into the Credit Agreement, which replaced the Previous Credit Agreement, and provides for, among other things, the $325 million Revolving Credit Facility. As a result of replacing the Previous Credit Agreement, we incurred a non-cash loss on the extinguishment of debt of $0.4 million in the second quarter of 2023. The loss was the result of the write-off of unamortized debt issuance costs associated with lenders that are not participating in the Revolving Credit Facility. On January 19, 2024, the Company and ADESA Auctions Canada Corporation, a subsidiary of the Company (the "Canadian Borrower") entered into the First Amendment Agreement (the "First Amendment") to the Credit Agreement. The First Amendment provides for, among other things, (i) a C$175 million revolving credit facility in Canadian dollars (the "Canadian Revolving Credit Facility" and, together with the Revolving Credit Facility, "the Revolving Credit Facilities") and (ii) a C$50 million sub-limit (the "Canadian Sub-limit") under the Company's existing Revolving Credit Facility for borrowings in Canadian dollars. The proceeds from the Canadian Revolving Credit Facility may be used to finance a portion of the Manheim Canada acquisition, to pay for expenses related to the First Amendment and for ongoing working capital and general corporate purposes. The Revolving Credit Facility is available for letters of credit, working capital, permitted acquisitions and general corporate purposes. The Revolving Credit Facility also includes a $65 million sub-limit for the issuance of letters of credit and a $60 million sub-limit for swingline loans. The obligations of the Company under the Revolving Credit Facility are guaranteed by certain of our domestic subsidiaries (the "Subsidiary Guarantors") and are secured by substantially all of the assets of the Company and the Subsidiary Guarantors, including but not limited to: (a) pledges of and first priority security interests in 100% of the equity interests of certain of the Company's and the Subsidiary Guarantors' domestic subsidiaries and 65% of the equity interests of certain of the Company's and the Subsidiary Guarantors' first tier foreign subsidiaries and (b) first priority security interests in substantially all other assets of the Company and each Subsidiary Guarantor, subject to certain exceptions. The Credit Agreement contains affirmative and negative covenants that we believe are usual and customary for a senior secured credit agreement. The negative covenants include, among other things, limitations on asset sales, mergers and acquisitions, indebtedness, liens, dividends, investments and transactions with our affiliates. The Credit Agreement also requires us to maintain a maximum Consolidated Senior Secured Net Leverage Ratio, not to exceed 3.5 as of the last day of each fiscal quarter on which any loans under the Revolving Credit Facilities are outstanding. We were in compliance with the applicable covenants in the Credit Agreement at June 30, 2024. The obligations of the Canadian Borrower under the Canadian Revolving Credit Facility are guaranteed by certain of the Company’s domestic and Canadian subsidiaries (the "Canadian Revolving Credit Facility Subsidiary Guarantors") and are secured by substantially all of the assets of the Company, the Canadian Borrower and the Canadian Revolving Credit Facility Subsidiary Guarantors, subject to certain exceptions; provided, however, the Canadian Borrower and the other Canadian subsidiaries of the Company constituting the Canadian Revolving Credit Facility Subsidiary Guarantors shall guarantee and/or provide security for only the Canadian Secured Obligations (as defined in the Credit Agreement, as amended by the First Amendment). Loans under the Revolving Credit Facility bear interest at a rate calculated based on the type of borrowing (at the Company's election, either Adjusted Term SOFR Rate or Base Rate (each as defined in the Credit Agreement)) and the Company’s Consolidated Senior Secured Net Leverage Ratio (as defined in the Credit Agreement), with such rate ranging from 2.75% to 2.25% for Adjusted Term SOFR Rate loans and from 1.75% to 1.25% for Base Rate loans. The Company also pay s a commitment fee between 25 to 35 basis points, payable quarterly, on the average daily unused amount of the Revolving Facility based on the Company’s Consolidated Senior Secured Net Leverage Ratio. Loans under the Canadian Revolving Credit Facility bear interest at a rate calculated based on the type of borrowing (at the Canadian Borrower's election, either Adjusted Term CORRA Rate or Canadian Prime Rate (each as defined in the Credit Agreement, as amended by the First Amendment)) and the Company’s Consolidated Senior Secured Net Leverage Ratio, with such rate ranging from 3.00% to 2.50% for Adjusted Term CORRA loans and from 2.00% to 1.50% for Canadian Prime Rate loans. Loans under the Canadian Sub-limit will bear interest at the Adjusted Term CORRA Rate plus a margin ranging from 2.75% to 2.25% based on the Company’s Consolidated Senior Secured Net Leverage Ratio (the same margin as loans under the existing Revolving Credit Facility). The Canadian Borrower will also pay a commitment fee between 25 to 35 basis points, payable quarterly, on the average daily unused amount of the Canadian Revolving Credit Facility based on the Company’s Consolidated Senior Secured Net Leverage Ratio. Debt issuance costs are presented as a direct reduction from the amount of the related debt liability to arrive at the carrying amount. Unamortized debt issuance costs were $9.5 million and $7.6 million at June 30, 2024 and December 31, 2023, respectively. As of June 30, 2024 and December 31, 2023, $57.2 million and $137.0 million was drawn on the Revolving Credit Facilities, respectively. In addition, we had related outstanding letters of credit in the aggregate amount of $49.2 million and $54.7 million at June 30, 2024 and December 31, 2023, respectively, which reduce the amount available for borrowings under the Revolving Credit Facilities. The Revolving Credit Facilities are classified as current debt based on the Company’s past practice of using the Revolving Credit Facilities for short term borrowings. However, the terms of the Revolving Credit Facilities do not require repayment until maturity at June 23, 2028. Senior Notes On May 31, 2017, we issued $950 million of 5.125% senior notes due June 1, 2025. The Company pays interest on the senior notes semi-annually in arrears on June 1 and December 1 of each year. The senior notes may be redeemed at par. The senior notes are guaranteed by the Subsidiary Guarantors. In June 2023, in connection with a previously announced offer to purchase, we prepaid $140 million of the senior notes at par with proceeds from the Transaction. We incurred a loss on the extinguishment of the senior notes of $0.7 million in the second quarter of 2023 primarily representative of the write-off of unamortized debt issuance costs associated with the portion of the senior notes repaid, as well as purchase offer expenses. At June 30, 2024, the remaining $210.0 million of senior notes are classified as current debt; at December 31, 2023 the senior notes were classified as long-term debt. European Lines of Credit ADESA Europe has lines of credit aggregating $32.1 million (€30 million). The lines of credit had an aggregate $14.3 million and $17.6 million of borrowings outstanding at June 30, 2024 and December 31, 2023, respectively. The lines of credit are secured by certain inventory and receivables at ADESA Europe subsidiaries. Fair Value of Debt As of June 30, 2024 and December 31, 2023, the estimated fair value of our long-term debt amounted to $277.8 million and $360.4 million, respectively. The estimates of fair value were based on broker-dealer quotes (Level 2 inputs) for our debt as of June 30, 2024 and December 31, 2023. The estimates presented on long-term financial instruments are not necessarily indicative of the amounts that would be realized in a current market exchange.

Other (Income) Expense, Net

Other (Income) Expense, Net	6 Months Ended
	Jun. 30, 2024
Other Nonoperating Income (Expense) [Abstract]
Other (Income) Expense, Net	Other (Income) Expense, Net Other (income) expense, net consisted of the following ( in millions ): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Change in realized and unrealized gains on investment securities, net $ — $ (0.2) $ — $ (0.1) Foreign currency losses 0.5 0.3 2.5 0.4 Investment and note receivable impairment — — — 11.0 Early termination of contractual arrangement — (20.0) — (20.0) Contingent consideration valuation — 1.3 — 1.3 Other (0.3) (2.7) (1.8) (6.8) Other (income) expense, net $ 0.2 $ (21.3) $ 0.7 $ (14.2) Fair Value Measurement of Investments The Company invests in certain early-stage automotive companies and funds that relate to the automotive industry. We believe these investments have resulted in the expansion of relationships in the vehicle remarketing industry. The realized and unrealized gains and losses on these investment securities are shown in the table above. ASC 820, Fair Value Measurement , defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As of June 30, 2024, the Company had no investment securities measured at fair value (based on quoted market prices for identical assets or Level 1 of the fair value hierarchy). Other investments held of $27.6 million do not have readily determinable fair values and the Company has elected to apply the measurement alternative to these investments and present them at cost. Investments are reported in "Other assets" in the accompanying consolidated balance sheets. Realized and unrealized gains and losses are reported in "Other (income) expense, net" in the consolidated statements of income. In late March 2023, one of the investees we presented at cost filed to reorganize its operations through the bankruptcy process. Based on this information, we recorded an other than temporary impairment of approximately $3.7 million in "Other (income) expense, net" representing our entire equity investment in the company. In addition, we also had a note receivable with this investee for $7.3 million, on which we recorded a credit impairment loss in "Other (income) expense, net" in the first quarter of 2023. In the second quarter of 2023, the Company received $20.0 million in connection with the early termination of a contractual arrangement with IAA. This amount was considered non-operating income and was recorded in "Other (income) expense, net" in the second quarter of 2023.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and contingencies	Commitments and Contingencies We are involved in litigation and disputes arising in the ordinary course of business, such as actions related to injuries; property damage; handling, storage or disposal of vehicles; environmental laws and regulations; and other litigation incidental to the business such as employment matters and dealer disputes. Management considers the likelihood of loss or the incurrence of a liability, as well as the ability to reasonably estimate the amount of loss, in determining loss contingencies. We accrue an estimated loss contingency when it is probable that a liability has been incurred and the amount of loss (or range of possible losses) can be reasonably estimated. Management regularly evaluates current information available to determine whether accrual amounts should be adjusted. Accruals for contingencies including litigation and environmental matters are included in "Other accrued expenses" at undiscounted amounts and exclude claims for recoveries from insurance or other third parties. These accruals are adjusted periodically as assessment and remediation efforts progress, or as additional technical or legal information becomes available. If the amount of an actual loss is greater than the amount accrued, this could have an adverse impact on our operating results in that period. Although the outcome of litigation cannot be accurately predicted, based on evaluation of information presently available, our management does not currently believe that the ultimate resolution of these actions will have a material adverse effect on our financial condition, results of operations or cash flows. Legal fees are expensed as incurred. There has been no significant change in the legal and regulatory proceedings which were disclosed in our Annual Report on Form 10-K for the year ended December 31, 2023.

Accumulated Other Comprehensive

Accumulated Other Comprehensive Loss	6 Months Ended
	Jun. 30, 2024
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]
Accumulated Other Comprehensive Loss	Accumulated Other Comprehensive Loss Accumulated other comprehensive loss consisted of the following ( in millions ): June 30, December 31, 2023 Foreign currency translation loss $ (50.0) $ (36.7) Accumulated other comprehensive loss $ (50.0) $ (36.7)

Segment Information

Segment Information	6 Months Ended
	Jun. 30, 2024
Segment Reporting [Abstract]
Segment Information	Segment Information ASC 280, Segment Reporting , requires reporting of segment information that is consistent with the manner in which the chief operating decision maker operates and views the Company. Our operations are grouped into two operating segments: Marketplace and Finance, which also serve as our reportable business segments. These reportable business segments offer different services and have fundamental differences in their operations. Financial information regarding our reportable segments is set forth below as of and for the three months ended June 30, 2024 (in millions) : Marketplace Finance Consolidated Operating revenues $ 336.0 $ 95.8 $ 431.8 Operating expenses Cost of services (exclusive of depreciation and amortization) 229.1 16.8 245.9 Selling, general and administrative 94.0 12.0 106.0 Depreciation and amortization 21.1 3.0 24.1 Total operating expenses 344.2 31.8 376.0 Operating profit (loss) (8.2) 64.0 55.8 Interest expense 5.5 31.9 37.4 Other (income) expense, net 0.2 — 0.2 Intercompany expense (income) 3.4 (3.4) — Income (loss) from continuing operations before income taxes (17.3) 35.5 18.2 Income taxes (1.2) 8.7 7.5 Income (loss) from continuing operations $ (16.1) $ 26.8 $ 10.7 Total assets $ 2,039.6 $ 2,578.2 $ 4,617.8 Financial information regarding our reportable segments is set forth below as of and for the three months ended June 30, 2023 (in millions) : Marketplace Finance Consolidated Operating revenues $ 319.4 $ 97.5 $ 416.9 Operating expenses Cost of services (exclusive of depreciation and amortization) 206.1 16.5 222.6 Selling, general and administrative 98.5 12.7 111.2 Depreciation and amortization 24.5 2.3 26.8 Goodwill and other intangibles impairment 250.8 — 250.8 Total operating expenses 579.9 31.5 611.4 Operating profit (loss) (260.5) 66.0 (194.5) Interest expense 6.7 32.1 38.8 Other (income) expense, net (21.0) (0.3) (21.3) Loss on extinguishment of debt 1.1 — 1.1 Intercompany expense (income) 8.1 (8.1) — Income (loss) from continuing operations before income taxes (255.4) 42.3 (213.1) Income taxes (36.0) 16.7 (19.3) Income (loss) from continuing operations $ (219.4) $ 25.6 $ (193.8) Total assets $ 2,105.0 $ 2,792.4 $ 4,897.4 Financial information regarding our reportable segments is set forth below for the six months ended June 30, 2024 (in millions) : Marketplace Finance Consolidated Operating revenues $ 654.3 $ 193.8 $ 848.1 Operating expenses Cost of services (exclusive of depreciation and amortization) 426.2 33.6 459.8 Selling, general and administrative 188.8 25.9 214.7 Depreciation and amortization 42.7 5.7 48.4 Total operating expenses 657.7 65.2 722.9 Operating profit (loss) (3.4) 128.6 125.2 Interest expense 12.6 64.5 77.1 Other (income) expense, net 0.7 — 0.7 Intercompany expense (income) 13.3 (13.3) — Income (loss) from continuing operations before income taxes (30.0) 77.4 47.4 Income taxes (1.0) 19.2 18.2 Income (loss) from continuing operations $ (29.0) $ 58.2 $ 29.2 Financial information regarding our reportable segments is set forth below for the six months ended June 30, 2023 (in millions) : Marketplace Finance Consolidated Operating revenues $ 640.4 $ 197.1 $ 837.5 Operating expenses Cost of services (exclusive of depreciation and amortization) 413.9 32.9 446.8 Selling, general and administrative 194.1 25.1 219.2 Depreciation and amortization 45.7 4.1 49.8 Goodwill and other intangibles impairment 250.8 — 250.8 Total operating expenses 904.5 62.1 966.6 Operating profit (loss) (264.1) 135.0 (129.1) Interest expense 14.7 62.4 77.1 Other (income) expense, net (14.0) (0.2) (14.2) Loss on extinguishment of debt 1.1 — 1.1 Intercompany expense (income) 14.5 (14.5) — Income (loss) from continuing operations before income taxes (280.4) 87.3 (193.1) Income taxes (39.9) 27.9 (12.0) Income (loss) from continuing operations $ (240.5) $ 59.4 $ (181.1) Geographic Information Our foreign operations include Canada, Continental Europe and the U.K. Approximately 52% and 53% of our foreign operating revenues were from Canada for the three and six months ended June 30, 2024, respectively, and approximately 60% and 60% of our foreign operating revenues were from Canada for the three and six months ended June 30, 2023, respectively. Most of the remaining foreign operating revenues were generated from Continental Europe. Information regarding the geographic areas of our operations is set forth below (in millions) : Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Operating revenues U.S. $ 245.4 $ 250.7 $ 503.8 $ 522.8 Foreign 186.4 166.2 344.3 314.7 $ 431.8 $ 416.9 $ 848.1 $ 837.5

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Pay vs Performance Disclosure
Net income (loss)	$ 10.7	$ (193.8)	$ 29.2	$ (181.1)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Jun. 30, 2024
Trading Arrangements, by Individual
Material Terms of Trading Arrangement	Securities Trading Plans of Directors and Executive Officers During the second quarter of 2024, none of the Company’s directors or executive officers adopted a Rule 10b5-1 trading plan, terminated or modified a Rule 10b5-1 trading plan or adopted, modified or terminated a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K).
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Basis of Presentation and Nat_2

Basis of Presentation and Nature of Operations Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by U.S. GAAP for annual financial statements. Operating results for interim periods are not necessarily indicative of results that may be expected for the year as a whole. In the opinion of management, the consolidated financial statements reflect all adjustments, generally consisting of normal recurring accruals, necessary for a fair statement of our results of operations, cash flows and financial position for the periods presented. These consolidated financial statements and condensed notes to consolidated financial statements are unaudited and should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the Securities and Exchange Commission on February 21, 2024. The 2023 year-end consolidated balance sheet data included in this Form 10-Q was derived from the audited financial statements referenced above and does not include all disclosures required by U.S. GAAP for annual financial statements.
Use of Estimates	Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates based in part on assumptions about current, and for some estimates, future economic and market conditions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the period. Although the current estimates contemplate current conditions and expected future changes, as appropriate, it is reasonably possible that future conditions could differ from these estimates, which could materially affect our results of operations and financial position. Among other effects, such changes could result in future impairments of goodwill, intangible assets and long-lived assets, incremental losses on finance receivables, additional allowances on accounts receivable and deferred tax assets and changes in litigation and other loss contingencies.
New Accounting Standards	New Accounting Standards In December 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures , which requires additional income tax disclosures on an annual basis, specifically related to the rate reconciliation and income taxes paid. The amendments are effective for fiscal years beginning after December 15, 2024. Early adoption is permitted and the amendments should be applied on a prospective basis. The Company is currently evaluating the impact the adoption of ASU 2023-09 will have on the consolidated financial statements and related disclosures. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures , which updates reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. The amendments are effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 31, 2024. Early adoption is permitted and the amendments should be applied retrospectively to all prior periods presented. The Company is currently evaluating the impact the adoption of ASU 2023-07 will have on the consolidated financial statements and related disclosures.

Stock and Stock-Based Compens_2

Stock and Stock-Based Compensation Plans (Tables)	6 Months Ended
	Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]
Summary of stock-based compensation expense by type of award	The following table summarizes our stock-based compensation expense by type of award (in millions) : Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 PRSUs $ 1.4 $ 2.0 $ 5.2 $ 1.9 RSUs 2.2 2.4 5.1 5.2 Service options 0.2 0.1 0.3 0.3 Market options (0.3) 0.8 (0.5) 1.5 Total stock-based compensation expense $ 3.5 $ 5.3 $ 10.1 $ 8.9

Net Income (Loss) from Contin_2

Net Income (Loss) from Continuing Operations Per Share (Tables)	6 Months Ended
	Jun. 30, 2024
Earnings Per Share [Abstract]
Schedule of computation of net income (loss) from continuing operations per share	The following table sets forth the computation of income (loss) from continuing operations per share (in millions except per share amounts) : Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Income (loss) from continuing operations $ 10.7 $ (193.8) 29.2 $ (181.1) Series A Preferred Stock dividends (11.1) (11.1) (22.2) (22.2) Income from continuing operations attributable to participating securities — — (1.7) — Income (loss) from continuing operations attributable to common stockholders $ (0.4) $ (204.9) $ 5.3 $ (203.3) Weighted average common shares outstanding 108.6 109.6 108.5 109.4 Effect of dilutive stock options and restricted stock awards — — 0.9 — Weighted average common shares outstanding and potential common shares 108.6 109.6 109.4 109.4 Income (loss) from continuing operations per share Basic $ — $ (1.87) $ 0.05 $ (1.86) Diluted $ — $ (1.87) $ 0.05 $ (1.86)

Finance Receivables and Oblig_2

Finance Receivables and Obligations Collateralized by Finance Receivables (Tables)	6 Months Ended
	Jun. 30, 2024
Financing Receivable, after Allowance for Credit Loss, Current [Abstract]
Schedule of quantitative information about delinquencies, credit losses less recoveries ("net credit losses") and components of securitized financial assets and other related assets managed	The following tables present quantitative information about delinquencies, credit loss charge-offs less recoveries ("net credit losses") and components of securitized financial assets and other related assets managed. For purposes of this illustration, delinquent receivables are defined as receivables 31 days or more past due. June 30, 2024 Net Credit Losses Net Credit Losses Total Amount of: (in millions) Receivables Receivables Floorplan receivables $ 2,235.4 $ 18.4 $ 14.0 $ 29.5 Other loans 3.7 3.5 — — Total receivables managed $ 2,239.1 $ 21.9 $ 14.0 $ 29.5 December 31, 2023 Net Credit Losses Net Credit Losses Total Amount of: (in millions) Receivables Receivables Floorplan receivables $ 2,301.4 $ 23.7 $ 12.2 $ 24.7 Other loans 3.6 — — — Total receivables managed $ 2,305.0 $ 23.7 $ 12.2 $ 24.7
Summary of the changes in the allowance for credit losses and doubtful accounts	The following is a summary of the changes in the allowance for credit losses related to finance receivables ( in millions ): June 30, June 30, Allowance for Credit Losses Balance at December 31 $ 23.0 $ 21.5 Provision for credit losses 25.6 24.2 Recoveries 3.4 4.2 Less charge-offs (32.9) (28.9) Other (0.1) — Balance at end of period $ 19.0 $ 21.0
Schedule of obligations collateralized by finance receivables	Obligations collateralized by finance receivables consisted of the following: June 30, December 31, 2023 Obligations collateralized by finance receivables, gross $ 1,583.9 $ 1,645.4 Unamortized securitization issuance costs (10.3) (13.5) Obligations collateralized by finance receivables $ 1,573.6 $ 1,631.9

Goodwill (Tables)

Goodwill (Tables)	6 Months Ended
	Jun. 30, 2024
Goodwill
Schedule of goodwill	Goodwill consisted of the following ( in millions ): Marketplace Finance Total Balance at December 31, 2023 (1)(2) $ 1,030.3 $ 240.9 $ 1,271.2 Foreign currency (7.2) — (7.2) Balance at June 30, 2024 (1)(2) $ 1,023.1 $ 240.9 $ 1,264.0 (1) Marketplace amounts are net of accumulated goodwill impairment charges of $250.8 million at June 30, 2024 and December 31, 2023. (2) Finance amounts are net of accumulated goodwill impairment charges of $161.5 million at June 30, 2024 and December 31, 2023.

Long-Term Debt (Tables)

Long-Term Debt (Tables)	6 Months Ended
	Jun. 30, 2024
Long-Term Debt, Unclassified [Abstract]
Schedule of long-term debt	Long-term debt consisted of the following (in millions) : Interest Rate* Maturity June 30, December 31, 2023 Revolving Credit Facility Adjusted Term SOFR + 2.25% June 23, 2028 $ 28.0 $ 137.0 Canadian Revolving Credit Facility Adjusted Term CORRA + 2.50% June 23, 2028 29.2 — Senior notes 5.125% June 1, 2025 210.0 210.0 European lines of credit Euribor + 1.25% Repayable upon demand 14.3 17.6 Total debt $ 281.5 $ 364.6

Other (Income) Expense, Net (Ta

Other (Income) Expense, Net (Tables)	6 Months Ended
	Jun. 30, 2024
Other Nonoperating Income (Expense) [Abstract]
Schedule of Other (Income) Expense, Net	Other (income) expense, net consisted of the following ( in millions ): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Change in realized and unrealized gains on investment securities, net $ — $ (0.2) $ — $ (0.1) Foreign currency losses 0.5 0.3 2.5 0.4 Investment and note receivable impairment — — — 11.0 Early termination of contractual arrangement — (20.0) — (20.0) Contingent consideration valuation — 1.3 — 1.3 Other (0.3) (2.7) (1.8) (6.8) Other (income) expense, net $ 0.2 $ (21.3) $ 0.7 $ (14.2)

Accumulated Other Comprehensi_2

Accumulated Other Comprehensive Loss (Tables)	6 Months Ended
	Jun. 30, 2024
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]
Schedule of accumulated other comprehensive loss	Accumulated other comprehensive loss consisted of the following ( in millions ): June 30, December 31, 2023 Foreign currency translation loss $ (50.0) $ (36.7) Accumulated other comprehensive loss $ (50.0) $ (36.7)

Segment Information (Tables)

Segment Information (Tables)	6 Months Ended
	Jun. 30, 2024
Segment Reporting [Abstract]
Schedule of financial information regarding the entity's reportable segments	Financial information regarding our reportable segments is set forth below as of and for the three months ended June 30, 2024 (in millions) : Marketplace Finance Consolidated Operating revenues $ 336.0 $ 95.8 $ 431.8 Operating expenses Cost of services (exclusive of depreciation and amortization) 229.1 16.8 245.9 Selling, general and administrative 94.0 12.0 106.0 Depreciation and amortization 21.1 3.0 24.1 Total operating expenses 344.2 31.8 376.0 Operating profit (loss) (8.2) 64.0 55.8 Interest expense 5.5 31.9 37.4 Other (income) expense, net 0.2 — 0.2 Intercompany expense (income) 3.4 (3.4) — Income (loss) from continuing operations before income taxes (17.3) 35.5 18.2 Income taxes (1.2) 8.7 7.5 Income (loss) from continuing operations $ (16.1) $ 26.8 $ 10.7 Total assets $ 2,039.6 $ 2,578.2 $ 4,617.8 Financial information regarding our reportable segments is set forth below as of and for the three months ended June 30, 2023 (in millions) : Marketplace Finance Consolidated Operating revenues $ 319.4 $ 97.5 $ 416.9 Operating expenses Cost of services (exclusive of depreciation and amortization) 206.1 16.5 222.6 Selling, general and administrative 98.5 12.7 111.2 Depreciation and amortization 24.5 2.3 26.8 Goodwill and other intangibles impairment 250.8 — 250.8 Total operating expenses 579.9 31.5 611.4 Operating profit (loss) (260.5) 66.0 (194.5) Interest expense 6.7 32.1 38.8 Other (income) expense, net (21.0) (0.3) (21.3) Loss on extinguishment of debt 1.1 — 1.1 Intercompany expense (income) 8.1 (8.1) — Income (loss) from continuing operations before income taxes (255.4) 42.3 (213.1) Income taxes (36.0) 16.7 (19.3) Income (loss) from continuing operations $ (219.4) $ 25.6 $ (193.8) Total assets $ 2,105.0 $ 2,792.4 $ 4,897.4 Financial information regarding our reportable segments is set forth below for the six months ended June 30, 2024 (in millions) : Marketplace Finance Consolidated Operating revenues $ 654.3 $ 193.8 $ 848.1 Operating expenses Cost of services (exclusive of depreciation and amortization) 426.2 33.6 459.8 Selling, general and administrative 188.8 25.9 214.7 Depreciation and amortization 42.7 5.7 48.4 Total operating expenses 657.7 65.2 722.9 Operating profit (loss) (3.4) 128.6 125.2 Interest expense 12.6 64.5 77.1 Other (income) expense, net 0.7 — 0.7 Intercompany expense (income) 13.3 (13.3) — Income (loss) from continuing operations before income taxes (30.0) 77.4 47.4 Income taxes (1.0) 19.2 18.2 Income (loss) from continuing operations $ (29.0) $ 58.2 $ 29.2 Financial information regarding our reportable segments is set forth below for the six months ended June 30, 2023 (in millions) : Marketplace Finance Consolidated Operating revenues $ 640.4 $ 197.1 $ 837.5 Operating expenses Cost of services (exclusive of depreciation and amortization) 413.9 32.9 446.8 Selling, general and administrative 194.1 25.1 219.2 Depreciation and amortization 45.7 4.1 49.8 Goodwill and other intangibles impairment 250.8 — 250.8 Total operating expenses 904.5 62.1 966.6 Operating profit (loss) (264.1) 135.0 (129.1) Interest expense 14.7 62.4 77.1 Other (income) expense, net (14.0) (0.2) (14.2) Loss on extinguishment of debt 1.1 — 1.1 Intercompany expense (income) 14.5 (14.5) — Income (loss) from continuing operations before income taxes (280.4) 87.3 (193.1) Income taxes (39.9) 27.9 (12.0) Income (loss) from continuing operations $ (240.5) $ 59.4 $ (181.1)
Schedule of information regarding the geographic areas of entity's operations	Information regarding the geographic areas of our operations is set forth below (in millions) : Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Operating revenues U.S. $ 245.4 $ 250.7 $ 503.8 $ 522.8 Foreign 186.4 166.2 344.3 314.7 $ 431.8 $ 416.9 $ 848.1 $ 837.5

Basis of Presentation and Nat_3

Basis of Presentation and Nature of Operations (Details) $ / shares in Units, $ in Millions, $ in Millions	Jun. 30, 2024 USD ($) location network $ / shares shares	Jan. 19, 2024 CAD ($)	Dec. 31, 2023 USD ($) shares	Jun. 23, 2023 USD ($)	May 31, 2017
Basis of Presentation and Nature of Operations [Abstract]
Long-term debt	$ 281.5		$ 364.6
Marketplace
Basis of Presentation and Nature of Operations [Abstract]
Number of vehicle logistics center locations (Canada) | network	15
AFC
Basis of Presentation and Nature of Operations [Abstract]
Number of floorplan financing locations | location	90
Series A Preferred Stock [Member]
Basis of Presentation and Nature of Operations [Abstract]
Series A Preferred Stock par value per share | $ / shares	$ 0.01
Series A Preferred Stock shares outstanding | shares	634,305		634,305
Senior Notes [Member]
Basis of Presentation and Nature of Operations [Abstract]
Long-term debt	$ 210		$ 210
Senior notes stated interest rate	5.125%				5.125%
Credit Agreement | Revolving Credit Facility
Basis of Presentation and Nature of Operations [Abstract]
Long-term debt	$ 28		137
Maximum borrowing capacity	325			$ 325
Credit Agreement | Canadian Revolving Credit Facility
Basis of Presentation and Nature of Operations [Abstract]
Long-term debt	$ 29.2		$ 0
Maximum borrowing capacity		$ 175

Sale of ADESA U.S. Physical A_2

Sale of ADESA U.S. Physical Auction Business and Discontinued Operations (Details) - USD ($) $ in Millions		3 Months Ended		6 Months Ended
	May 09, 2022	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Discontinued Operations
Term of commercial agreement	7 years
Net cash inflow from the commercial agreement and transition services				$ 58	$ 57
Service Revenue - KAR to ADESA U.S. Physical Auctions		$ 0.1	$ 21	$ 0.4	42.9
Cost of Service - KAR to ADESA U.S. Physical Auctions			$ 21		$ 42.9

Stock and Stock-Based Compens_3

Stock and Stock-Based Compensation Plan Summary (Details) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024 USD ($) shares	Jun. 30, 2023 USD ($)	Jun. 30, 2024 USD ($) installment $ / shares shares	Jun. 30, 2023 USD ($)
Stock and Stock-Based Compensation Plans
Stock-based compensation expense (in dollars)	$ 3.5	$ 5.3	$ 10.1	$ 8.9
PRSUs
Stock and Stock-Based Compensation Plans
Stock-based compensation expense (in dollars)	1.4	2	5.2	1.9
RSUs
Stock and Stock-Based Compensation Plans
Stock-based compensation expense (in dollars)	2.2	2.4	5.1	5.2
Service options
Stock and Stock-Based Compensation Plans
Stock-based compensation expense (in dollars)	0.2	0.1	0.3	0.3
Market Options
Stock and Stock-Based Compensation Plans
Stock-based compensation expense (in dollars)	$ (0.3)	$ 0.8	$ (0.5)	$ 1.5
OPENLANE, Inc. 2009 Omnibus Stock and Incentive Plan
Stock and Stock-Based Compensation Plans
Maximum number of shares to be issued pursuant to awards | shares	6.5		6.5
OPENLANE, Inc. 2009 Omnibus Stock and Incentive Plan | PRSUs
Stock and Stock-Based Compensation Plans
PRSUs and/or RSUs grants | shares			0.6
OPENLANE, Inc. 2009 Omnibus Stock and Incentive Plan | RSUs
Stock and Stock-Based Compensation Plans
PRSUs and/or RSUs grants | shares			0.6
Number of equal annual installments | installment			3
PRSUs and/or RSUs grant date fair value | $ / shares			$ 14.71
OPENLANE, Inc. 2009 Omnibus Stock and Incentive Plan | PRSUs - Adjusted EBITDA
Stock and Stock-Based Compensation Plans
PRSUs vesting period			3 years
PRSUs and/or RSUs grant date fair value | $ / shares			$ 14.73
OPENLANE, Inc. 2009 Omnibus Stock and Incentive Plan | PRSUs - TSR PRSUs
Stock and Stock-Based Compensation Plans
PRSUs vesting period			3 years
PRSUs and/or RSUs grant date fair value | $ / shares			$ 21.28

Share Repurchase Plan (Details)

Share Repurchase Plan (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Oct. 30, 2019
Additional disclosures
Common stock, par value (in dollars per share)	$ 0.01		$ 0.01		$ 0.01
October 2019 Share Repurchase Program
Additional disclosures
Stock repurchase program, authorized amount						$ 300
Stock repurchase program expiration date			Dec. 31, 2024
Stock Repurchase Program, Remaining Authorized Repurchase Amount	$ 125		$ 125
Stock repurchased and retired during period (in shares)	0	0	0	0

Net Income (Loss) from Contin_3

Net Income (Loss) from Continuing Operations Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Earnings Per Share [Abstract]
Income (loss) from continuing operations	$ 10.7	$ (193.8)	$ 29.2	$ (181.1)
Series A Preferred Stock dividends	(11.1)	(11.1)	(22.2)	(22.2)
Income from continuing operations attributable to participating securities	0	0	(1.7)	0
Income (loss) from continuing operations attributable to common stockholders	$ (0.4)	$ (204.9)	$ 5.3	$ (203.3)
Shares outstanding
Weighted average common shares outstanding	108.6	109.6	108.5	109.4
Effect of dilutive stock options and restricted stock awards	0	0	0.9	0
Weighted average common shares outstanding and potential common shares	108.6	109.6	109.4	109.4
Income (loss) from continuing operations per share - basic
Basic (in dollars per share)	$ 0	$ (1.87)	$ 0.05	$ (1.86)
Income (loss) from continuing operations per share - diluted
Diluted (in dollars per share)	$ 0	$ (1.87)	$ 0.05	$ (1.86)
Shares attributable to service options excluded from the calculation of diluted net income per share			0.4
Securities excluded from calculation of earnings per share amount due to performance conditions not yet satisfied			1.3
Stock options outstanding (in shares)	4.3	5	4.3	5

Finance Receivables and Oblig_3

Finance Receivables and Obligations Collateralized by Finance Receivables (Details) $ in Millions, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2024 CAD ($)	Dec. 31, 2023 USD ($)
Finance Receivables and Obligations Collateralized by Finance Receivables
Principal amount of receivables	$ 2,239.1		$ 2,239.1			$ 2,305
Principal amount of receivables delinquent	21.9		21.9			23.7
Net credit losses	14	$ 12.2	29.5	$ 24.7
Finance Receivables Pledged as Security	2,230.7		2,230.7			2,296.4
Obligations collateralized by finance receivables, gross	1,583.9		1,583.9			1,645.4
Obligations collateralized by finance receivables	1,573.6		1,573.6			1,631.9
Changes in the allowance for credit losses
Balance at beginning of period			23	21.5
Provision for credit losses			25.6	24.2
Recoveries			3.4	4.2
Less charge-offs			(32.9)	(28.9)
Other			(0.1)	0
Balance at end of period	19	21	19	21
Floorplan receivables
Finance Receivables and Obligations Collateralized by Finance Receivables
Principal amount of receivables	2,235.4		2,235.4			2,301.4
Principal amount of receivables delinquent	18.4		18.4			23.7
Net credit losses	14	12.2	29.5	24.7
Other Loans
Finance Receivables and Obligations Collateralized by Finance Receivables
Principal amount of receivables	3.7		3.7			3.6
Principal amount of receivables delinquent	3.5		3.5			0
Net credit losses	0	$ 0	0	$ 0
AFC
Finance Receivables and Obligations Collateralized by Finance Receivables
Unamortized securitization issuance costs	(10.3)		$ (10.3)			$ (13.5)
AFC | Minimum
Finance Receivables and Obligations Collateralized by Finance Receivables
Period to define financing receivables as past due (in days)			31 days
AFC Funding Corporation
Finance Receivables and Obligations Collateralized by Finance Receivables
Committed liquidity	$ 2,000		$ 2,000
AFC Funding Corporation | Minimum
Finance Receivables and Obligations Collateralized by Finance Receivables
Cash reserve as security for obligations of collateralized financing receivables (as a percent)			1%
Cash reserve as security for obligations of collateralized financing receivables - circumstance two (as a percent)			3%
AFCI
Finance Receivables and Obligations Collateralized by Finance Receivables
Committed liquidity					$ 300
AFCI | Minimum
Finance Receivables and Obligations Collateralized by Finance Receivables
Cash reserve as security for obligations of collateralized financing receivables (as a percent)			1%
Cash reserve as security for obligations of collateralized financing receivables - circumstance two (as a percent)			3%

Goodwill and Other Intangible_2

Goodwill and Other Intangible Assets (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Changes in Goodwill
Balance at the beginning of the year			$ 1,271.2
Foreign currency			(7.2)
Balance at the end of the year	$ 1,264		1,264
Deferred income tax expense (benefit)			0.4	$ (29.1)
Impairment of goodwill	0
U.S. Dealer-to-Dealer
Changes in Goodwill
Impairment of goodwill		$ 218.9
Europe
Changes in Goodwill
Impairment of goodwill		6.4
Domestic Tax Jurisdiction
Changes in Goodwill
Deferred Tax Assets, Valuation Allowance	41.1		41.1		$ 36.4
Goodwill
Changes in Goodwill
Deferred income tax expense (benefit)		(52.5)
ADESA Trade Names (Indefinite)
Changes in Goodwill
Deferred income tax expense (benefit)		(6.5)
ADESA tradename - non-cash impairment charge		$ 25.5
Marketplace
Changes in Goodwill
Balance at the beginning of the year			1,030.3
Foreign currency			(7.2)
Balance at the end of the year	1,023.1		1,023.1
Accumulated goodwill impairment	250.8		250.8		250.8
Finance
Changes in Goodwill
Balance at the beginning of the year			240.9
Foreign currency			0
Balance at the end of the year	240.9		240.9
Accumulated goodwill impairment	$ 161.5		$ 161.5		$ 161.5

Long-Term Debt Summary (Details

Long-Term Debt Summary (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2024	Dec. 31, 2023	May 31, 2017
Long-Term Debt
Total debt	$ 281.5	$ 364.6
Revolving Credit Facility | Debt Instrument Adjusted Term SOFR
Long-Term Debt
Variable rate basis	Adjusted Term SOFR
Interest rate basis (as a percent)	2.25%
Canadian Revolving Credit Facility | Debt Instrument Adjusted Term CORRA
Long-Term Debt
Variable rate basis	Adjusted Term CORRA
Interest rate basis (as a percent)	2.50%
Senior Notes [Member]
Long-Term Debt
Senior notes stated interest rate	5.125%		5.125%
Total debt	$ 210	210
Credit Agreement | Revolving Credit Facility
Long-Term Debt
Total debt	28	137
Credit Agreement | Canadian Revolving Credit Facility
Long-Term Debt
Total debt	29.2	0
European Line of Credit | Foreign line of credit
Long-Term Debt
Total debt	$ 14.3	$ 17.6
European Line of Credit | Foreign line of credit | Euribor rate
Long-Term Debt
Variable rate basis	Euribor
Interest rate basis (as a percent)	1.25%

Credit Facilities (Details)

Credit Facilities (Details) € in Millions, $ in Millions, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2024 USD ($) item	Jun. 30, 2023 USD ($)	Jun. 30, 2024 EUR (€)	Jan. 19, 2024 CAD ($)	Dec. 31, 2023 USD ($)	Jun. 23, 2023 USD ($)
Long-Term Debt
Long-term debt	$ 281.5		$ 281.5				$ 364.6
Percentage of equity interests of certain of the company's and the Subsidiary Guarantors' domestic subsidiaries pledged under the Credit Facility			100%
Percentage of equity interests of certain of the company's and the Subsidiary Guarantors' first-tier foreign subsidiaries pledged under the Credit Facility			65%
Estimated fair value of long-term debt	277.8		$ 277.8				360.4
Payments for debt issuance costs/amendments			(2.2)	$ (5.3)
Loss on Extinguishment of Debt	0	$ 1.1	0	$ 1.1
Unamortized debt issuance costs/discounts	(9.5)		$ (9.5)				(7.6)
Revolving credit facility | Debt Instrument Adjusted Term SOFR
Long-Term Debt
Interest rate basis (as a percent)			2.25%
Variable rate basis			Adjusted Term SOFR
Letters of credit
Long-Term Debt
Maximum borrowing capacity	65		$ 65
Outstanding letters of credit	49.2		49.2				54.7
Swing line loans
Long-Term Debt
Maximum borrowing capacity	60		$ 60
Canadian Revolving Credit Facility | Debt Instrument Adjusted Term CORRA
Long-Term Debt
Interest rate basis (as a percent)			2.50%
Variable rate basis			Adjusted Term CORRA
Senior Notes [Member]
Long-Term Debt
Long-term debt	210		$ 210				210
Loss on Extinguishment of Debt		0.7
Credit Agreement | Revolving credit facility
Long-Term Debt
Long-term debt	28		28				137
Maximum borrowing capacity	325		$ 325					$ 325
Frequency of commitment fee payment			quarterly
Amount borrowed							137
Credit Agreement | Revolving credit facility | Base Rate
Long-Term Debt
Variable rate basis			Base Rate
Credit Agreement | Canadian Revolving Credit Facility
Long-Term Debt
Long-term debt	29.2		$ 29.2				0
Maximum borrowing capacity						$ 175
Frequency of commitment fee payment			quarterly
Credit Agreement | Canadian Sub-limit
Long-Term Debt
Maximum borrowing capacity						$ 50
Credit Agreement | Revolving Credit Facilities
Long-Term Debt
Amount borrowed	57.2		$ 57.2
European Line of Credit | Foreign line of credit
Long-Term Debt
Long-term debt	14.3		14.3				$ 17.6
Maximum borrowing capacity	$ 32.1		$ 32.1		€ 30
Previous Credit Agreement | Previous Revolving Credit Facility
Long-Term Debt
Loss on Extinguishment of Debt		$ 0.4
Maximum
Long-Term Debt
Credit facility consolidated senior secured net leverage ratio | item			3.5
Maximum | Credit Agreement | Revolving credit facility
Long-Term Debt
Commitment fee on the unused amount of the Revolving Credit Facility (as a percent)			0.35%
Maximum | Credit Agreement | Revolving credit facility | Base Rate
Long-Term Debt
Interest rate basis (as a percent)			1.75%
Maximum | Credit Agreement | Revolving credit facility | Debt Instrument Adjusted Term SOFR
Long-Term Debt
Interest rate basis (as a percent)			2.75%
Maximum | Credit Agreement | Canadian Revolving Credit Facility
Long-Term Debt
Commitment fee on the unused amount of the Revolving Credit Facility (as a percent)			0.35%
Maximum | Credit Agreement | Canadian Revolving Credit Facility | Debt Instrument Adjusted Term CORRA
Long-Term Debt
Interest rate basis (as a percent)			3%
Maximum | Credit Agreement | Canadian Revolving Credit Facility | Canadian Prime Rate
Long-Term Debt
Interest rate basis (as a percent)			2%
Maximum | Credit Agreement | Canadian Sub-limit | Debt Instrument Adjusted Term CORRA
Long-Term Debt
Interest rate basis (as a percent)			2.75%
Minimum | Credit Agreement | Revolving credit facility
Long-Term Debt
Commitment fee on the unused amount of the Revolving Credit Facility (as a percent)			0.25%
Minimum | Credit Agreement | Revolving credit facility | Base Rate
Long-Term Debt
Interest rate basis (as a percent)			1.25%
Minimum | Credit Agreement | Revolving credit facility | Debt Instrument Adjusted Term SOFR
Long-Term Debt
Interest rate basis (as a percent)			2.25%
Minimum | Credit Agreement | Canadian Revolving Credit Facility
Long-Term Debt
Commitment fee on the unused amount of the Revolving Credit Facility (as a percent)			0.25%
Minimum | Credit Agreement | Canadian Revolving Credit Facility | Debt Instrument Adjusted Term CORRA
Long-Term Debt
Interest rate basis (as a percent)			2.50%
Minimum | Credit Agreement | Canadian Revolving Credit Facility | Canadian Prime Rate
Long-Term Debt
Interest rate basis (as a percent)			1.50%
Minimum | Credit Agreement | Canadian Sub-limit | Debt Instrument Adjusted Term CORRA
Long-Term Debt
Interest rate basis (as a percent)			2.25%

Senior Notes (Details)

Senior Notes (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	May 31, 2017
Long-Term Debt
Loss on Extinguishment of Debt	$ 0	$ 1.1	$ 0	$ 1.1
Senior Notes [Member]
Long-Term Debt
Senior notes face amount					$ 950
Senior notes stated interest rate	5.125%		5.125%		5.125%
Face amount of senior notes repurchased		140		$ 140
Loss on Extinguishment of Debt		$ 0.7
Senior Notes, Current	$ 210		$ 210

Other (Income) Expense, Net (De

Other (Income) Expense, Net (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Other Nonoperating Income (Expense) [Abstract]
Change in realized and unrealized gains on investment securities, net	$ 0	$ (0.2)	$ 0	$ (0.1)
Foreign currency losses	0.5	0.3	2.5	0.4
Investment and note receivable impairment	0	0	0	11
Early termination of contractual arrangement	0	(20)	0	(20)
Contingent consideration valuation	0	1.3	0	1.3
Other	(0.3)	(2.7)	(1.8)	(6.8)
Other (income) expense, net	0.2	$ (21.3)	0.7	(14.2)
Fair value of investment securities	0		0
Investments recorded at cost	$ 27.6		$ 27.6
Other than Temporary Impairment				3.7
Note Receivable Impairment				$ 7.3

Commitments and Contingencies (

Commitments and Contingencies (Details) $ in Millions	6 Months Ended
	Jun. 30, 2024 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Significant Change In Legal And Regulatory Proceedings	$ 0

Accumulated Other Comprehensi_3

Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]
Foreign currency translation loss	$ (50)	$ (36.7)
Accumulated other comprehensive loss	$ (50)	$ (36.7)

Segment Information (Details)

Segment Information (Details) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2024 USD ($) segment	Jun. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)
Segment Reporting [Abstract]
Number of operating segments | segment			2
Number of reportable segments | segment			2
Segment Information
Operating revenues	$ 431.8	$ 416.9	$ 848.1	$ 837.5
Operating expenses
Cost of services (exclusive of depreciation and amortization)	245.9	222.6	459.8	446.8
Selling, general and administrative	106	111.2	214.7	219.2
Depreciation and amortization	24.1	26.8	48.4	49.8
Goodwill and other intangibles impairment	0	250.8	0	250.8
Total operating expenses	376	611.4	722.9	966.6
Operating Profit (Loss)	55.8	(194.5)	125.2	(129.1)
Interest expense	37.4	38.8	77.1	77.1
Other (income) expense, net	0.2	(21.3)	0.7	(14.2)
Loss on Extinguishment of Debt	0	1.1	0	1.1
Intercompany expense (income)	0	0	0	0
Income (loss) from continuing operations before income taxes	18.2	(213.1)	47.4	(193.1)
Income taxes	7.5	(19.3)	18.2	(12)
Income (loss) from continuing operations	10.7	(193.8)	29.2	(181.1)
Total assets	4,617.8	4,897.4	4,617.8	4,897.4	$ 4,726.3
Operating Segments | Marketplace
Segment Information
Operating revenues	336	319.4	654.3	640.4
Operating expenses
Cost of services (exclusive of depreciation and amortization)	229.1	206.1	426.2	413.9
Selling, general and administrative	94	98.5	188.8	194.1
Depreciation and amortization	21.1	24.5	42.7	45.7
Goodwill and other intangibles impairment		250.8		250.8
Total operating expenses	344.2	579.9	657.7	904.5
Operating Profit (Loss)	(8.2)	(260.5)	(3.4)	(264.1)
Interest expense	5.5	6.7	12.6	14.7
Other (income) expense, net	0.2	(21)	0.7	(14)
Loss on Extinguishment of Debt		1.1		1.1
Intercompany expense (income)	3.4	8.1	13.3	14.5
Income (loss) from continuing operations before income taxes	(17.3)	(255.4)	(30)	(280.4)
Income taxes	(1.2)	(36)	(1)	(39.9)
Income (loss) from continuing operations	(16.1)	(219.4)	(29)	(240.5)
Total assets	2,039.6	2,105	2,039.6	2,105
Operating Segments | Finance
Segment Information
Operating revenues	95.8	97.5	193.8	197.1
Operating expenses
Cost of services (exclusive of depreciation and amortization)	16.8	16.5	33.6	32.9
Selling, general and administrative	12	12.7	25.9	25.1
Depreciation and amortization	3	2.3	5.7	4.1
Goodwill and other intangibles impairment		0		0
Total operating expenses	31.8	31.5	65.2	62.1
Operating Profit (Loss)	64	66	128.6	135
Interest expense	31.9	32.1	64.5	62.4
Other (income) expense, net	0	(0.3)	0	(0.2)
Loss on Extinguishment of Debt		0		0
Intercompany expense (income)	(3.4)	(8.1)	(13.3)	(14.5)
Income (loss) from continuing operations before income taxes	35.5	42.3	77.4	87.3
Income taxes	8.7	16.7	19.2	27.9
Income (loss) from continuing operations	26.8	25.6	58.2	59.4
Total assets	$ 2,578.2	$ 2,792.4	$ 2,578.2	$ 2,792.4

Segment Information (Details 2)

Segment Information (Details 2) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Geographic Information
Operating revenues	$ 431.8	$ 416.9	$ 848.1	$ 837.5
U.S.
Geographic Information
Operating revenues	$ 245.4	$ 250.7	$ 503.8	$ 522.8
Foreign
Geographic Information
Percent of foreign revenue from Canada	52%	60%	53%	60%
Operating revenues	$ 186.4	$ 166.2	$ 344.3	$ 314.7