11-K 1 cacc_2011form11k.htm CREDIT ACCEPTANCE CORPORATION 2011 FORM 11-K cacc_2011form11k.htm






UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 11-K

ANNUAL REPORTS OF EMPLOYEE STOCK
PURCHASE, SAVINGS AND SIMILAR PLANS
PURSUANT TO SECTION 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934


 
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2011

OR

 
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________


Commission File Number: 000-20202


A. Full title of the plan and the address of the plan, if different from that of the issuer named below:

CREDIT ACCEPTANCE CORPORATION 401(k) PLAN AND TRUST


B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

CREDIT ACCEPTANCE CORPORATION

25505 West Twelve Mile Road
Southfield, Michigan 48034-8339

 

 



 
 
 
 

 
 
 




TABLE OF CONTENTS

   
Page Number
 
     
Financial Statements:
       
     
     
     
Supplemental Schedules:
       
     
NOTE:  All other schedules required by Section 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable.
       
     
     
Exhibit 23.1 – Consent of Independent Registered Public Accounting Firm
       


 
 
 
 

 
 
 


 
 
 

 
To Participants and Administrator of the
Credit Acceptance Corporation 401(k) Plan and Trust
 
We have audited the accompanying statements of net assets available for benefits of Credit Acceptance Corporation 401(k) Plan and Trust (the “Plan”) as of December 31, 2011 and 2010, and the related statement of changes in net assets available for benefits for the year ended December 31, 2011.  These financial statements are the responsibility of the Plan’s management.  Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2011 and 2010, and the changes in net assets available for benefits for the year ended December 31, 2011, in conformity with accounting principles general accepted in the United States of America.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule, Form 5500, Schedule H, Part IV, line 4i-Schedule of Assets (Held at End of Year) as of December 31, 2011, is presented for purposes of additional analysis and is not a required part of the basic financial statements, but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
 
 
/s/ GRANT THORNTON LLP
 
Southfield, Michigan
June 12, 2012

 



 
 
 
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CREDIT ACCEPTANCE CORPORATION 401(k) PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS



 
 
 
Contributions – Participants can elect to contribute 1% to 75% of their gross pay subject to the statutory limitation of $16,500 for the 2011 calendar year, except for participants eligible to make additional catch-up contributions of up to $5,500.   Participants may also contribute amounts representing distributions from other qualified defined benefit or defined contribution plans (rollover). Participants direct the investment of their contributions into various investment options offered by the Plan. The Plan includes an auto-enrollment provision whereby all newly eligible employees are automatically enrolled in the Plan unless they affirmatively elect not to participate in the Plan.  We contribute a maximum of 3.5% of each participant’s eligible annual gross pay.  We match contributions equal to 100% on the first 1% participants contribute and an additional 50% on the next 5% participants contribute.  We may also make a discretionary profit sharing contribution as described in the Plan agreement.  We did not make a discretionary profit sharing contribution during the year ended December 31, 2011.
 
 
 
 
Notes Receivable from Participants – Subject to predefined conditions and terms, a participant may borrow from their fund accounts up to 50% of the participant’s vested fund balance, not to exceed $50,000.  Notes receivable are secured by the balance in the participants’ account and bear interest rates from 3.25% to 8.50% and 3.25% to 10.50% for balances outstanding at December 31, 2011 and 2010, respectively.  The interest rate is based on the prime rate (as published in the Wall Street Journal on the day the loan is initiated) plus 1%. The notes receivable from participants generally have a maximum repayment period of 5 years, except the maximum repayment period may be extended up to 10 years for the purchase of a principal residence.  Principal and interest is paid ratably through bi-weekly or semi-monthly payroll deductions.
 

 
 
Fully Benefit-Responsive Investment Contracts – Investment contracts held by a defined-contribution plan are required to be reported at fair value.  However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined-contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan.  The Plan holds investment contracts through a pooled separate account.  During 2011 and 2010, the plan also invested in contracts through a collective trust.  The Statements of Net Assets Available for Benefits presents the fair value of the investment contracts as well as the adjustment of the investment contracts from fair value to contract value.  The Statement of Changes in Net Assets Available for Benefits is prepared on a contract value basis.  The following table presents the gross adjustments of the investment contracts from fair value to contract value. 
The investment contract through the pooled separate account is reported at contract value in the financial statements, which represents contributions made to the account, plus earnings on the underlying investments, less participant withdrawals and administrative expenses.  The earnings are provided by the yield on the investment contract (which is determined by the performance of the underlying investments). The interest rates may be reset not more frequently than daily and not less frequently than quarterly.  The average yield and average crediting interest rates were 3.17% and 2.87%, respectively, based on an annualized rate derived from the daily interest factor applied on December 31, 2011. Interest is credited monthly to the account and is guaranteed to be not less than 0% before any deduction for expenses.
 
Participants may ordinarily direct the withdrawal or transfer of all or a portion of their investment at contract value.  The investment contract through the pooled separate account has certain restrictions that impact the ability to collect the full contract value; for example, the Plan may not fully withdraw from the account without incurring a penalty, unless the Plan sponsor provides 12 months’ advance notice to contract issuer.  In the event that the investment contract is terminated by the Plan trustee or the Plan, without advance notice, a market adjustment penalty will apply.  In addition, withdrawals initiated by the Plan sponsor for events including, but not limited to, total or partial plan termination, mergers, spin-offs, lay-offs, early retirement incentive programs, sales or closings, bankruptcy or receivership will be subject to the market rate adjustment to the extent they exceed a predetermined threshold (10% of the Plan’s investment in the pooled separate account). Any transfers out of the pooled separate account must first go through a non-competing investment option and reside there for at least 90 days before transfer to a competing investment option, such as fixed income funds including but not limited to, guaranteed investment contracts, money market funds, or short-term bonds.  The Plan sponsor believes that the occurrence of events that would cause the Plan to transact at less than contract value is not probable. The contract issuer may not terminate the investment contract at any amount less than contract value.
 
These investments were public investment securities valued at Net Asset Value (“NAV”) and classified as a Stable Value Fund.  The NAV is based on the value of the underlying assets owned by the fund, minus its liabilities, and divided by the number of shares outstanding.  The NAV is a quoted price in an active market.  The inputs included quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that were not active, inputs other than quoted prices that were observable for the asset or liability and inputs that were derived principally or corroborated by observable market data.  Participant transactions (issuances and redemptions) could occur daily.  During 2010, the Plan initiated a full redemption of the collective trust assets.  In response, the trustee invoked his right to temporarily delay the withdrawal of assets from the trust for a period not exceeding twelve months in order to ensure that securities liquidations were carried out in an orderly manner.  The redemption was fully completed during 2011.
                 
                       
 
   
   
   
 
         
     
       
         
     
       
         
     
       
         
     
       
         
     
       
                                 
                               
         
     
       
Total common stock
         
     
       
                                 
                               
   
           
       
Total stable value fund
   
           
       
                                 
 
   
   
   
 
                 
                       
 
   
   
   
 
         
     
       
         
     
       
         
     
       
         
     
       
         
     
       
                                 
                               
         
     
       
Total common stock
         
     
       
                                 
                               
   
           
       
   
           
       
   
           
       
                                 
 
   
   
   
 


 
 
     
         
 
   
 
           
           
           
         
           
           
           
   
       
   
       
 
 
 
 
 
GAAP requires plan management to evaluate tax positions taken by the plan and recognize a tax liability (or asset) if the organization has taken an uncertain position that more likely than not would not be sustained upon examination by the IRS. The Plan administrator has analyzed the tax positions taken by the Plan, and has concluded that as of December 31, 2011, there are no uncertain positions taken or expected to be taken that would require recognition of the liability (or asset) or disclosure in the financial statements. The Plan is subject to routine audits by taxing jurisdictions and the Plan could be subject to income tax if certain issues were found by the IRS that could result in the disqualification of the Plan’s tax-exempt status; however, there are currently no audits for any tax periods in progress. The Plan administrator believes it is no longer subject to income tax examinations for years prior to 2008.
 
 
 
 
 

 
 
 
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CREDIT ACCEPTANCE CORPORATION
401(k) PLAN AND TRUST
 
       
Date: June 12, 2012
By:
/s/ Kenneth S. Booth
 
   
Kenneth S. Booth
 
   
Chief Financial Officer of Credit Acceptance Corporation
 
       


 


 
 
 
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Exhibit
Number                      Description                                                                

23.1                     Consent of Grant Thornton LLP
 
 
 
 
 
 
 
 
 
 
 
 

 

 
 
 
12