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: Final Scheduled Payment Receivables Pledged at March 31, Initial Outstanding Principal at March 31, Outstanding Principal at December 31, Weighted Average Contractual Interest Rate at March 31, Series Date (1) 2017 (2) Principal 2017 2016 2017 (Dollars in thousands) CPS 2012-C December 2019 $ – $ 147,000 $ – $ 14,421 – CPS 2012-D March 2020 15,920 160,000 14,443 17,865 1.88% CPS 2013-A June 2020 25,391 185,000 23,845 28,661 1.71% CPS 2013-B September 2020 34,073 205,000 31,760 37,570 2.18% CPS 2013-C December 2020 41,253 205,000 40,751 46,830 4.89% CPS 2013-D March 2021 41,847 183,000 40,236 46,345 4.28% CPS 2014-A June 2021 49,623 180,000 47,812 54,988 3.63% CPS 2014-B September 2021 67,362 202,500 66,722 75,140 3.12% CPS 2014-C December 2021 104,233 273,000 103,419 116,280 3.27% CPS 2014-D March 2022 113,895 267,500 113,507 127,307 3.48% CPS 2015-A June 2022 122,123 245,000 122,207 134,466 3.10% CPS 2015-B September 2022 140,289 250,000 139,941 153,893 3.11% CPS 2015-C December 2022 190,437 300,000 190,367 207,636 3.54% CPS 2016-A March 2023 242,144 329,460 240,391 262,260 3.90% CPS 2016-B June 2023 271,079 332,690 264,265 284,752 3.92% CPS 2016-C September 2023 274,132 318,500 267,108 285,618 3.48% CPS 2016-D December 2023 194,366 206,325 188,640 200,221 2.80% CPS 2017-A April 2024 203,701 206,320 199,838 – 3.00% $ 2,131,868 $ 4,196,295 $ 2,095,252 $ 2,094,253 _________________ (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 $648.9 million in 2017, $670.8 million in 2018, $421.9 million in 2019, $234.5 million in 2020, $102.1 million in 2021, $17.1 million in 2022. (2) Includes repossessed assets that are included in Other assets on our Unaudited Condensed Consolidated Balance Sheet. Debt issuance costs of $13.2 million and $13.4 million as of March 31, 2017 and December 31, 2016, 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 March 31, 2017, 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 March 31, 2017, restricted cash under the various agreements totaled approximately $129.2 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. |