UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): APRIL 11, 2005
CREDIT ACCEPTANCE CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Commission File Number 000-20202
MICHIGAN 38-1999511
(State or other jusrisdicition of incorporation or organization) (I.R.S. Employer Identification No.)
25505 W. TWELVE MILE ROAD, SUITE 3000 48034-8339
SOUTHFIELD, MICHIGAN (Zip Code)
(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (248) 353-2700
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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
140.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
ITEM 8.01. OTHER EVENTS.
As previously announced, Credit Acceptance Corporation (the "Company")
was unable to timely file its Annual Report on Form 10-K for the year ended
December 31, 2004. As a result, the Company is not in compliance with certain
covenants in its Loan and Security Agreement, dated September 30, 2003, among
the Company, CAC Warehouse Funding Corporation II, Wachovia Bank, National
Association, Variable Funding Capital Corporation, Wachovia Capital Markets,
LLC, and Systems & Services Technologies, Inc., as amended, and agreements
related thereto (the "Loan Agreement").
On April 11, 2005, the Company and certain other parties to the Loan
Agreement executed a Waiver, whereby the applicable parties waived the breach of
certain provisions of the Loan Agreement resulting from the Company's ongoing
discussions concerning its accounting policies with Deloitte & Touche LLP and
the Company's resulting inability to timely file its Form 10-K. The waiver is
effective as of March 31, 2005 and expires on April 22, 2005.
As previously announced, the Company intends to seek SEC guidance as to
the proper accounting methodology in connection with how it accounts for loans.
There can be no assurance as to the length of time necessary to complete this
process, and the Company believes it is unlikely to be completed prior to April
22, 2005. If the Company is not able to determine the appropriate accounting
policies for loans and file its Form 10-K prior to such date, it intends to seek
an extension of the waiver from the applicable parties. The Company currently
believes the parties will agree to an extension, if required.
CAUTIONARY STATEMENT REGARDING FORWARD LOOKING INFORMATION
Certain statements in this release that are not historical facts, such as those
using terms like "believes," "expects," "anticipates," "assumptions,"
"forecasts," "estimates" and those regarding the Company's future results, plans
and objectives, are "forward-looking statements" within the meaning of the
federal securities laws. These forward-looking statements represent the
Company's outlook only as of the date of this release. While the Company
believes that its forward-looking statements are reasonable, actual results
could differ materially since the statements are based on current expectations,
which are subject to risks and uncertainties. Factors that might cause such a
difference include the following:
- the Company's potential inability to accurately forecast and estimate
the amount and timing of future collections,
- increased competition from traditional financing sources and from
non-traditional lenders,
- the unavailability of funding at competitive rates of interest,
- the Company's potential inability to continue to obtain third party
financing on favorable terms,
- the Company's potential inability to generate sufficient cash flow to
service its debt and fund its future operations,
- adverse changes in applicable laws and regulations,
- adverse changes in economic conditions,
- adverse changes in the automobile or finance industries or in the
non-prime consumer finance market,
- the Company's potential inability to maintain or increase the volume of
automobile loans,
- an increase in the amount or severity of litigation against the
Company,
- the loss of key management personnel or the inability to hire qualified
personnel,
- the effect of terrorist attacks and potential attacks, and
- various other factors discussed in the Company's reports filed with
the Securities and Exchange Commission.
Other factors not currently anticipated by management may also materially and
adversely affect the Company's results of operations. The Company does not
undertake, and expressly disclaims any obligation, to update or alter its
statements whether as a result of new information, future events or otherwise,
except as required by applicable law.
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
(Registrant)
By: /s/ Douglas W. Busk
-----------------------
Douglas W. Busk
Treasurer
April 15, 2005