-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Pb/yLy91E1y/FOtNLiOSb4Oh5NSwICz42pYSPiFZzK24+pAvgRNeYNE/ss3tHMgb MAsl8JPF+31MIWrKtci1Kw== 0000950124-08-001016.txt : 20080303 0000950124-08-001016.hdr.sgml : 20080303 20080303163005 ACCESSION NUMBER: 0000950124-08-001016 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20080226 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080303 DATE AS OF CHANGE: 20080303 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CREDIT ACCEPTANCE CORPORATION CENTRAL INDEX KEY: 0000885550 STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141] IRS NUMBER: 381999511 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20202 FILM NUMBER: 08660045 BUSINESS ADDRESS: STREET 1: 25505 W TWELVE MILE RD STREET 2: STE 3000 CITY: SOUTHFIELD STATE: MI ZIP: 48034-8334 BUSINESS PHONE: 8103532700 MAIL ADDRESS: STREET 1: 25505 WEST TWELVE MILE ROAD STREET 2: SUITE 3000 CITY: SOUTHFIELD STATE: MI ZIP: 48034-8334 8-K 1 k24480e8vk.htm CURRENT REPORT DATED FEBRUARY 26, 2008 e8vk
 

 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): February 26, 2008
CREDIT ACCEPTANCE CORPORATION
(Exact name of registrant as specified in its charter)
         
Michigan   000-20202   38-1999511
         
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (I.R.S. Employer
Identification No.)
         
25505 West Twelve Mile Road, Suite 3000,
Southfield, Michigan
      48034-8339
         
(Address of principal executive offices)       (Zip Code)
Registrant’s telephone number, including area code: 248-353-2700
Not Applicable
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 1.01. Entry into a Material Definitive Agreement.
On February 26, 2008, Credit Acceptance Corporation (the “Company”) executed a New Bank Addendum (the “Addendum”), dated as of February 26, 2008, to the Fourth Amended and Restated Credit Agreement (the “Revised Credit Agreement”), dated February 7, 2006, by and among the Company, each of the financial institutions parties thereto (collectively, the “Banks”) and Comerica Bank, as Agent for the Banks. The Addendum added a new lender and increased the amount of the facility from $133.5 million to $153.5 million.
Other than described above, there were no material changes to the terms of the facility.
The Addendum is attached as Exhibit 4(f)(102) to this Form 8-K and incorporated herein by reference.
Item 8.01. Other Events.
On February 26, 2008, the Company issued a press release announcing the execution of the Addendum to the Revised Credit Agreement. The press release is attached as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
     
4(f)(102)
  New Bank Addendum, dated as of February 26, 2008, to the Fourth Amended and Restated Credit Agreement, dated February 7, 2006, by and among the Company, each of the financial institutions parties thereto (collectively, the “Banks”) and Comerica Bank, as Agent for the Banks.
 
   
99.1
  Press Release dated February 26, 2008.

 


 

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
 
       
 
  CREDIT ACCEPTANCE CORPORATION    
 
       
 
  By: /s/ Douglas W. Busk    
 
       
 
  Douglas W. Busk    
 
  Treasurer    
 
  March 3, 2008    

 


 

EXHIBIT INDEX
     
Exhibit No.   Description
4(f)(102)
  New Bank Addendum, dated as of February 26, 2008, to the Fourth Amended and Restated Credit Agreement, dated February 7, 2006, by and among the Company, each of the financial institutions parties thereto (collectively, the “Banks”) and Comerica Bank, as Agent for the Banks.
 
   
99.1
  Press Release dated February 26, 2008.

 

EX-4.(F)(102) 2 k24480exv4wxfyx102y.htm NEW BANK ADDENDUM, DATED FEBRUARY 26, 2008 exv4wxfyx102y
 

Exhibit 4(f)(102)
NEW BANK ADDENDUM
     NEW BANK ADDENDUM, dated February 26, to the Fourth Amended and Restated Credit Acceptance Corporation Credit Agreement dated as of February 7, 2006 (as otherwise amended, restated or modified from time to time, the “Credit Agreement”), by and among Credit Acceptance Corporation (“Company”), each of the financial institutions parties thereto (collectively, the “Banks”) and Comerica Bank, as Agent for the Banks.
W I T N E S S E T H:
     WHEREAS, the Credit Agreement provides in Section 2.17 thereof that a financial institution, although not originally a party thereto, may become a party to the Credit Agreement with the consent of the Company and the Agent by executing and delivering to the Agent a New Bank Addendum to the Credit Agreement in substantially the form of this new bank addendum; and
     WHEREAS, the undersigned New Bank was not an original party to the Credit Agreement but now desires to become a party thereto;
     NOW, THEREFORE, the New Bank hereby agrees as follows:
     The New Bank hereby confirms that it has received a copy of the Credit Agreement and the exhibits and schedules referred to therein, and all other Loan Documents which it considers necessary, together with copies of the other documents which were required to be delivered under the Credit Agreement as a condition to the making of the loans thereunder. The New Bank acknowledges and agrees that it: (a) has made and will continue to make such inquiries and has taken and will take such care on its own behalf as would have been the case had its commitment been granted and its loans been made directly by such New Bank to the Company without the intervention of the Agent or any other Bank; and (b) has made and will continue to make, independently and without reliance upon the Agent or any other Bank, and based on such documents and information as it has deemed appropriate, its own credit analysis and decisions relating to the Credit Agreement. The New Bank further acknowledges and agrees that the Agent has not made any representations or warranties about the creditworthiness of the Company or any other party to the Credit Agreement or any other of the Loan Documents, or with respect to the legality, validity, sufficiency or enforceability of the Credit Agreement, or any other of the Loan Documents.
     New Bank represents and warrants that it is a Person to which assignments are permitted pursuant to Sections 13.8(c) and (d) of the Credit Agreement.

 


 

     Except as otherwise provided in the Credit Agreement, effective as of the Effective Date (as defined below):
  (a)   the New Bank (i) shall be deemed automatically to have become a party to the Credit Agreement and the other Loan Documents, and to have all the rights and obligations of a party to the Credit Agreement and the other Loan Documents, as if it were an original signatory; and (ii) agrees to be bound by the terms and conditions set forth in the Credit Agreement and the other Loan Documents as if it were an original signatory thereto; and
 
  (b)   the New Bank shall be a Bank and its Percentage of the Revolving Credit (and its risk participation in Letters of Credit) shall be as set forth in the attached revised Exhibit D (Percentages); provided any fees paid prior to the Effective Date, including any Letter of Credit Fees, shall not be recalculated, redistributed or reallocated by Company, Agent or the Banks.
     As used herein, the term “Effective Date” means the date on which all of the following have occurred or have been completed, as reasonably determined by the Agent:
  (1)   the Company shall have paid to the Agent all interest, fees (including the Revolving Credit Facility Fee) and other amounts, if any, accrued to the Effective Date for which reimbursement is then owing under the Credit Agreement;
 
  (2)   New Bank shall have remitted to the Agent funds in an amount equal to its Percentage of all Advances of the Revolving Credit outstanding as of the Effective Date; and
 
  (3)   the Company shall have executed and delivered to the Agent for the New Bank, new Revolving Credit Notes payable to such New Bank in the face amount of such New Bank’s Percentage of the Revolving Credit Maximum Amount (after giving effect to this New Bank Addendum, and any other New Bank Addendum executed concurrently herewith).
     The Agent shall notify the New Bank, along with Company, of the Effective Date. The New Bank shall deliver herewith to the Agent administrative details with respect to the funding and distribution of Advances (and Letters of Credit) as requested by Agent.
     Terms defined in the Credit Agreement and not otherwise defined herein shall have their defined meanings when used herein.

2


 

     IN WITNESS WHEREOF, the undersigned has caused this New Bank Addendum to be executed and delivered by a duly authorized officer on the date first above written.
             
 
           
    RBS CITIZENS, N.A.    
 
           
 
  By:   /s/ Michael S. Farley    
 
           
 
  Name:   Michael S. Farley    
 
  Title:   Vice President    
Signature Page to New Bank Addendum
(826523)

 


 

Accepted this 25th day of
February, 2008.
         
 
       
CREDIT ACCEPTANCE CORPORATION    
 
       
By:
  /s/ Douglas W. Busk    
 
       
Name:
  Douglas W. Busk    
Title:
  Treasurer    
Signature Page to New Bank Addendum
(826523)

 


 

Accepted this 25th day of
February, 2008.
         
 
       
COMERICA BANK, as Agent    
 
       
By:
  /s/ Timothy J. Bishop    
 
       
 
  Timothy J. Bishop    
Its:
  Vice President    
Signature Page to New Bank Addendum
(826523)

 


 

EXHIBIT D
(Percentages)
                 
            Revolving Credit
Bank   Percentage   Commitment
Comerica Bank
    22.8013029315961 %   $ 35,000,000.00  
Fifth Third Bank (Eastern Michigan)
    19.5439739413681 %   $ 30,000,000.00  
National City Bank of the Midwest
    16.2866449511401 %   $ 25,000,000.00  
Bank of America, N.A.
    15.3094462540717 %   $ 23,500,000.00  
BMO Capital Markets Financing, Inc.
    13.0293159609121 %   $ 20,000,000.00  
RBS Citizens, N.A.
    13.0293159609121 %   $ 20,000,000.00  
Total
    100 %   $ 153,500,000.00  

 

EX-99.1 3 k24480exv99w1.htm PRESS RELEASE DATED FEBRUARY 26, 2008 exv99w1
 

Exhibit 99.1
Silver Triangle Building
25505 West Twelve Mile Road, Suite 3000
Southfield, MI 48034-8339
(248) 353-2700

creditacceptance.com
NEWS RELEASE
FOR IMMEDIATE RELEASE
Date: February 26, 2008
Investor Relations: Douglas W. Busk
Treasurer
(248) 353-2700 Ext. 4432

IR@creditacceptance.com
NASDAQ: CACC
CREDIT ACCEPTANCE ANNOUNCES INCREASE OF
LINE OF CREDIT FACILITY
Southfield, Michigan – February 26, 2008 – Credit Acceptance Corporation (NASDAQ: CACC) (the “Company”) announced today that it has increased the amount of its line of credit facility with a commercial bank syndicate from $133.5 million to $153.5 million.
Other than described above, there were no material changes to the terms of the line of credit facility. As of February 26, 2008, the Company had $56.5 million outstanding under the facility.
Description of Credit Acceptance Corporation
Since 1972, Credit Acceptance has provided auto loans to consumers, regardless of their credit history. Our product is offered through a nationwide network of automobile dealers who benefit from sales of vehicles to consumers who otherwise could not obtain financing; from repeat and referral sales generated by these same customers; and from sales to customers responding to advertisements for our product, but who actually end up qualifying for traditional financing.
Without our product, consumers may be unable to purchase a vehicle or they may purchase an unreliable one, or they may not have the opportunity to improve their credit standing. As we report to the three national credit reporting agencies, a significant number of our customers improve their lives by improving their credit score and move on to more traditional sources of financing. Credit Acceptance is publicly traded on the NASDAQ under the symbol CACC. For more information, visit creditacceptance.com.

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