Securitization Trust Debt | We have completed many securitization transactions that are structured as secured borrowings for financial accounting purposes. The debt issued in these transactions is shown on our Unaudited Condensed Consolidated Balance Sheets as “Securitization trust debt,” and the components of such debt are summarized in the following table: Weighted Average Final Receivables Outstanding Outstanding Contractual Scheduled Pledged at Principal at Principal at Interest Rate at Payment September 30, Initial September 30, December 31, September 30, Series Date (1) 2016 (2) Principal 2016 2015 2016 (Dollars in thousands) CPS 2011-B September 2018 $ – $ 109,936 $ – $ 10,023 – CPS 2011-C March 2019 – 119,400 – 14,785 – CPS 2012-A June 2019 – 155,000 – 16,795 – CPS 2012-B September 2019 15,515 141,500 14,918 26,758 3.12% CPS 2012-C December 2019 18,088 147,000 17,616 30,653 2.42% CPS 2012-D March 2020 22,993 160,000 21,925 37,464 1.88% CPS 2013-A June 2020 35,972 185,000 34,612 56,583 1.75% CPS 2013-B September 2020 46,858 205,000 44,329 70,332 2.23% CPS 2013-C December 2020 55,188 205,000 54,212 82,851 4.37% CPS 2013-D March 2021 55,371 183,000 53,924 82,337 3.75% CPS 2014-A June 2021 64,327 180,000 62,490 92,571 3.31% CPS 2014-B September 2021 84,990 202,500 84,231 121,515 2.70% CPS 2014-C December 2021 131,011 273,000 130,485 183,802 2.86% CPS 2014-D March 2022 142,752 267,500 141,862 198,533 3.08% CPS 2015-A June 2022 149,850 245,000 148,903 201,527 2.82% CPS 2015-B September 2022 170,369 250,000 169,038 221,587 2.86% CPS 2015-C December 2022 229,347 300,000 226,754 283,482 3.26% CPS 2016-A March 2023 288,216 329,460 273,762 – 3.49% CPS 2016-B June 2023 315,174 332,690 302,687 – 3.69% CPS 2016-C September 2023 312,077 318,500 305,021 – 3.25% $ 2,138,098 $ 4,309,486 $ 2,086,769 $ 1,731,598 _________________ (1) The Final Scheduled Payment Date represents final legal maturity of the securitization trust debt. Securitization trust debt is expected to become due and to be paid prior to those dates, based on amortization of the finance receivables pledged to the trusts. Expected payments, which will depend on the performance of such receivables, as to which there can be no assurance, are $217.2 million in 2016, $770.2 million in 2017, $536.4 million in 2018, $320.2 million in 2019, $171.1 million in 2020, $54.9 million in 2021 and 3.4 million in 2022. (2) Includes repossessed assets that are included in Other assets on our Unaudited Condensed Consolidated Balance Sheet. Debt issuance costs of $13.4 million and $11.6 million as of September 30, 2016 and December 31, 2015, respectively, have been excluded from the table above. These debt issuance costs are presented as a direct deduction to the carrying amount of the Securitization trust debt on our Unaudited Condensed Consolidated Balance Sheets. All of the securitization trust debt was sold in private placement transactions to qualified institutional buyers. The debt was issued through our wholly-owned bankruptcy remote subsidiaries and is secured by the assets of such subsidiaries, but not by our other assets. The terms of the securitization agreements related to the issuance of the securitization trust debt and the warehouse credit facilities require that we meet certain delinquency and credit loss criteria with respect to the pool of receivables, and certain of the agreements require that we maintain minimum levels of liquidity and not exceed maximum leverage levels. As of September 30, 2016, we were in compliance with all such covenants. We are responsible for the administration and collection of the automobile contracts. The securitization agreements also require certain funds be held in restricted cash accounts to provide additional collateral for the borrowings, to be applied to make payments on the securitization trust debt or as pre-funding proceeds from a term securitization prior to the purchase of additional collateral. As of September 30, 2016, restricted cash under the various agreements totaled approximately $116.4 million. Interest expense on the securitization trust debt consists of the stated rate of interest plus amortization of additional costs of borrowing. Additional costs of borrowing include facility fees, amortization of deferred financing costs and discounts on notes sold. Deferred financing costs and discounts on notes sold related to the securitization trust debt are amortized using a level yield method. Accordingly, the effective cost of the securitization trust debt is greater than the contractual rate of interest disclosed above. Our wholly-owned bankruptcy remote subsidiaries were formed to facilitate the above asset-backed financing transactions. Similar bankruptcy remote subsidiaries issue the debt outstanding under our credit facilities. Bankruptcy remote refers to a legal structure in which it is expected that the applicable entity would not be included in any bankruptcy filing by its parent or affiliates. All of the assets of these subsidiaries have been pledged as collateral for the related debt. All such transactions, treated as secured financings for accounting and tax purposes, are treated as sales for all other purposes, including legal and bankruptcy purposes. None of the assets of these subsidiaries are available to pay other creditors. |