2.4.0.82114100 - Disclosure - Credit Facilitiestruefalsefalse1false falsefalseD2013Q2YTDhttp://www.sec.gov/CIK0001031203duration2013-01-01T00:00:002013-06-30T00:00:001true 1gpi_CreditFacilitiesAbstractgpi_falsenadurationfalsefalsefalsefalsefalsefalsefalsefalse1falsefalsefalse00falsefalsefalsexbrli:stringItemTypestringfalse0Credit Facilities [Abstract]2false 2gpi_LineOfCreditFacilityTextBlockgpi_falsenadurationfalsefalsefalsefalsefalsefalsefalsefalseverboseLabel1falsefalsefalse00<div style="font-family:Times New Roman;font-size:10pt;"><div style="line-height:120%;font-size:10pt;">CREDIT FACILITIES</div><div style="line-height:120%;padding-bottom:8px;padding-top:4px;text-indent:36px;font-size:10pt;">In the U.S., the Company has a $1.7 billion revolving syndicated credit arrangement with 25 financial institutions including six manufacturer-affiliated finance companies (“Revolving Credit Facility”). The Company also has a $200.0 million floorplan financing arrangement with Ford Motor Credit Company (“FMCC Facility”) for financing of Ford new vehicles in the U.S. and with several other automobile manufacturers for financing of a portion of its rental vehicle inventory. In the U.K., the Company has financing arrangements with BMW Financial Services, Volkswagen Finance and FMCC for financing of its new and used vehicles. In Brazil, the Company has financing arrangements for new, used, and rental vehicles with several financial institutions, most of which are manufacturer affiliated. Within the Company's Consolidated Balance Sheets, Floorplan notes payable - credit facility and other primarily reflects amounts payable for the purchase of specific new, used and rental vehicle inventory (with the exception of new and rental vehicle purchases financed through lenders affiliated with the respective manufacturer) whereby financing is provided by the Revolving Credit Facility. Floorplan notes payable - manufacturer affiliates reflects amounts payable for the purchase of vehicles whereby financing is provided by the FMCC Facility, the financing of rental vehicles in the U.S., as well as the financing of new, used, and rental vehicles in both the U.K. and Brazil. Payments on the floorplan notes payable are generally due as the vehicles are sold. As a result, these obligations are reflected in the accompanying Consolidated Balance Sheets as current liabilities.</div><div style="line-height:120%;padding-bottom:8px;padding-top:4px;text-indent:24px;font-size:10pt;">Revolving Credit Facility</div><div style="line-height:120%;padding-bottom:13px;text-align:left;text-indent:36px;font-size:10pt;">On June 20, 2013, the Company amended its Revolving Credit Facility principally to increase the total borrowing capacity from $1.35 billion to $1.7 billion and to extend the term from an expiration date on June 1, 2016 to June 20, 2018. The Revolving Credit Facility consists of two tranches, providing a maximum of $1.6 billion for U.S. vehicle inventory floorplan financing (“Floorplan Line”), as well as a maximum of $320.0 million and a minimum of $100.0 million for working capital and general corporate purposes, including acquisitions (“Acquisition Line”). The capacity under these two tranches can be re-designated within the overall $1.7 billion commitment, subject to the original limits of a maximum of $1.6 billion for the Floorplan Line, as well as a maximum of $320.0 million and a minimum of $100.0 million for the Acquisition Line. Up to $125.0 million of the Acquisition Line can be borrowed in either Euros or Pound Sterling. The Revolving Credit Facility can be expanded to its maximum commitment of $1.95 billion, subject to participating lender approval. The Floorplan Line bears interest at rates equal to the one-month LIBOR plus 125 basis points for new vehicle inventory and the one-month LIBOR plus 150 basis points for used vehicle inventory. The Acquisition Line bears interest at the one-month LIBOR plus 150 basis points plus a margin that ranges from zero to 100 basis points for borrowings in U.S. Dollars and 150 to 250 basis points on borrowings in Euros or Sterling, depending on the Company’s total adjusted leverage ratio. The Floorplan Line also requires a commitment fee of 0.20% per annum on the unused portion. The Acquisition Line requires a commitment fee ranging from 0.25% to 0.45% per annum, depending on the Company’s total adjusted leverage ratio, based on a minimum commitment of $100.0 million less outstanding borrowings. In conjunction with the Revolving Credit Facility, the Company has $7.6 million of related unamortized costs as of June 30, 2013 that are being amortized over the term of the facility.</div><div style="line-height:120%;padding-bottom:8px;padding-top:4px;text-indent:36px;font-size:10pt;">After considering the outstanding balance of $929.3 million at June 30, 2013, the Company had $450.7 million of available floorplan borrowing capacity under the Floorplan Line. Included in the $450.7 million available borrowings under the Floorplan Line was $82.0 million of immediately available funds. The weighted average interest rate on the Floorplan Line was 1.7% as of June 30, 2013 and December 31, 2012, under the Revolving Credit Facility, excluding the impact of the Company’s interest rate swaps. Amounts borrowed by the Company under the Floorplan Line for specific vehicle inventory are to be repaid upon the sale of the vehicle financed, and in no case is a borrowing for a vehicle to remain outstanding for greater than one year. With regards to the Acquisition Line, no borrowings were outstanding as of June 30, 2013 or December 31, 2012, under the Revolving Credit Facility. The amount of available borrowing capacity under the Acquisition Line is limited from time to time based upon certain debt covenants. After considering $29.3 million of outstanding letters of credit and other factors included in the Company’s available borrowing base calculation, there was $263.6 million of available borrowing capacity under the Acquisition Line as of June 30, 2013.</div><div style="line-height:120%;padding-bottom:8px;padding-top:4px;text-indent:36px;font-size:10pt;">All of the Company’s domestic dealership-owning subsidiaries are co-borrowers under the Revolving Credit Facility. The Company’s obligations under the Revolving Credit Facility are secured by essentially all of the Company’s domestic personal property (other than equity interests in dealership-owning subsidiaries), including all motor vehicle inventory and proceeds from the disposition of dealership-owning subsidiaries. The Revolving Credit Facility contains a number of significant covenants that, among other things, restrict the Company’s ability to make disbursements outside of the ordinary course of business, dispose of assets, incur additional indebtedness, create liens on assets, make investments and engage in mergers or consolidations. The Company is also required to comply with specified financial tests and ratios defined in the Revolving Credit Facility, such as fixed charge coverage, total adjusted leverage, and senior secured adjusted leverage. Further, the Revolving Credit Facility restricts the Company’s ability to make certain payments, such as dividends or other distributions of assets, properties, cash, rights, obligations or securities (“Restricted Payments”). The Restricted Payments cannot exceed the sum of $125.0 million plus (or minus if negative) (a) one-half of the aggregate consolidated net income of the Company for the period beginning on January 1, 2013 and ending on the date of determination and (b) the amount of net cash proceeds received from the sale of capital stock on or after January 1, 2013 and ending on the date of determination less (c) cash dividends and share repurchases (“Restricted Payment Basket”). For purposes of the calculation of the Restricted Payment Basket, net income represents such amounts per the consolidated financial statements adjusted to exclude the Company’s foreign operations, non-cash interest expense, non-cash asset impairment charges, and non-cash stock-based compensation. As of June 30, 2013, the Restricted Payment Basket totaled $146.3 million. As of June 30, 2013, the Company was in compliance with all applicable covenants and ratios under the Revolving Credit Facility.</div><div style="line-height:120%;padding-bottom:8px;padding-top:4px;text-indent:24px;font-size:10pt;">Ford Motor Credit Company Facility</div><div style="line-height:120%;padding-bottom:8px;padding-top:4px;text-indent:36px;font-size:10pt;">The FMCC Facility provides for the financing of, and is collateralized by, the Company’s Ford new vehicle inventory, including affiliated brands. This arrangement provides for $200.0 million of floorplan financing and is an evergreen arrangement that may be canceled with 30 days notice by either party. As of June 30, 2013, the Company had an outstanding balance of $150.2 million under the FMCC Facility with an available floorplan borrowing capacity of $49.8 million. This facility bears interest at a rate of Prime plus 150 basis points minus certain incentives; however, the prime rate is defined to be a minimum of 3.50%. As of June 30, 2013, the interest rate on the FMCC Facility was 5.00% before considering the applicable incentives.</div><div style="line-height:120%;padding-bottom:8px;padding-top:4px;text-indent:24px;font-size:10pt;">Other Credit Facilities</div><div style="line-height:120%;padding-bottom:8px;padding-top:4px;text-indent:36px;font-size:10pt;">The Company has credit facilities with BMW Financial Services, Volkswagen Finance and FMCC for the financing of new, used and rental vehicle inventories related to its U.K. operations. These facilities are evergreen arrangements that may be canceled with notice by either party and bear interest at a base rate plus a surcharge that varies based upon the type of vehicle being financed. Dependent upon the type of inventory financed, the interest rates charged on borrowings outstanding under these facilities ranged from 1.37% to 3.95% as of June 30, 2013.</div><div style="line-height:120%;padding-bottom:8px;padding-top:4px;text-indent:36px;font-size:10pt;">The Company has credit facilities with financial institutions in Brazil, most of which are affiliated with the manufacturers, for the financing of new, used and rental vehicle inventories related to its Brazil operations. These facilities have renewal terms ranging from one month to twelve months. They may be canceled with notice by either party and bear interest at a benchmark rate, plus a surcharge that varies based upon the type of vehicle being financed. As of June 30, 2013, the interest rates charged on borrowings outstanding under these facilities ranged from 12.00% to 16.76%.</div><div style="line-height:120%;padding-bottom:8px;padding-top:4px;text-indent:36px;font-size:10pt;">Excluding rental vehicles financed through the Revolving Credit Facility, financing for rental vehicles is typically obtained directly from the automobile manufacturers. These financing arrangements generally require small monthly payments and mature in varying amounts over a period of two years. As of June 30, 2013, the interest rate charged on borrowings related to the Company’s rental vehicle fleet varied up to 5.00%. Rental vehicles are typically transferred to used vehicle inventory when they are removed from rental service and repayment of the borrowing is required at that time.</div></div>falsefalsefalsenonnum:textBlockItemTypenaLine of credit facility.No definition available.false0CREDIT FACILITIESfalseCredit FacilitiesUnKnownUnKnownUnKnownUnKnowntruefalsefalseSheethttp://www.group1auto.com/role/CreditFacilities12