Credit Acceptance Corp Sample Contracts

Credit Acceptance Corp – FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (July 30th, 2019)

This FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT, dated as of July 16, 2019 (this “Amendment”), is entered into by and among CAC Warehouse Funding LLC V, a Delaware limited liability company (the “Borrower”), Credit Acceptance Corporation, a Michigan corporation (“Credit Acceptance”, the “Originator”, the “Servicer” or the “Custodian”) and Fifth Third Bank, an Ohio banking corporation, as the lender (the “Lender”), as the deal agent (the “Deal Agent”) and as the collateral agent (the “Collateral Agent”). Reference is hereby made to the Loan and Security Agreement, dated as of September 15, 2014 (the “Original Loan and Security Agreement”), as amended by the First Amendment to Loan and Security Agreement, dated as of June 11, 2015 (“Amendment No. 1”), the Second Amendment to Loan and Security Agreement, dated as of August 18, 2016 (“Amendment No. 2”), and by the Third Amendment to Loan and Security Agreement, dated as of August 15, 2018 (“Amendment No. 3” and, together with the Orig

Credit Acceptance Corp – SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (July 30th, 2019)

THIS SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of July 18, 2019, to the Loan and Security Agreement, dated as of December 1, 2017 (the “Original Loan Agreement”), as amended by the First Amendment to Loan and Security Agreement, dated as of December 17, 2018 (the “First Amendment” and, together with the Original Loan Agreement, the “Loan Agreement”), among CAC WAREHOUSE FUNDING LLC VII, a Delaware limited liability company (the “Borrower”), CREDIT ACCEPTANCE CORPORATION, a Michigan corporation (“Credit Acceptance”, the “Originator”, the “Servicer”, or the “Custodian”), the persons from time to time party thereto as LENDERS, the persons from time to time party thereto as MANAGING AGENTS and CREDIT SUISSE AG, NEW YORK BRANCH, as deal agent (in such capacity, together with its successors and assigns, the “Deal Agent”). Unless defined elsewhere herein, capitalized terms used in this Amendment shall have the meanings assigned to such terms in the Loan Agre

Credit Acceptance Corp – NEWS RELEASE (July 30th, 2019)

Southfield, Michigan – July 30, 2019 – Credit Acceptance Corporation (Nasdaq: CACC) (referred to as the “Company”, “Credit Acceptance”, “we”, “our”, or “us”) today announced consolidated net income of $164.4 million, or $8.68 per diluted share, for the three months ended June 30, 2019 compared to consolidated net income of $151.0 million, or $7.75 per diluted share, for the same period in 2018. For the six months ended June 30, 2019, consolidated net income was $328.8 million, or $17.33 per diluted share, compared to consolidated net income of $271.1 million, or $13.92 per diluted share, for the same period in 2018.

Credit Acceptance Corp – AMENDED AND RESTATED INTERCREDITOR AGREEMENT (July 29th, 2019)

This Amended and Restated Intercreditor Agreement (this “Agreement”), dated July 26, 2019, is among Credit Acceptance Corporation (“CAC”), CAC Warehouse Funding Corporation II (“Warehouse Funding II”), CAC Warehouse Funding LLC IV (“Warehouse Funding IV”), CAC Warehouse Funding LLC V (“Warehouse Funding V”), CAC Warehouse Funding LLC VI (“Warehouse Funding VI”), CAC Warehouse Funding LLC VII (“Warehouse Funding VII”), CAC Warehouse Funding LLC VIII (“Warehouse Funding VIII”), Credit Acceptance Funding LLC 2019-1 (“Funding 2019-1”), Credit Acceptance Funding LLC 2018-3 (“Funding 2018-3”), Credit Acceptance Funding LLC 2018-2 (“Funding 2018-2”), Credit Acceptance Funding LLC 2018-1 (“Funding 2018-1”), Credit Acceptance Funding LLC 2017-3 (“Funding 2017-3”), Credit Acceptance Funding LLC 2017-2 (“Funding 2017-2”), Credit Acceptance Funding LLC 2017-1 (“Funding 2017-1”), Credit Acceptance Funding LLC 2016-3 (“Funding 2016-3”), Credit Acceptance Funding LLC 2016-2 (“Funding 2016-2”, and eac

Credit Acceptance Corp – NEWS RELEASE (July 29th, 2019)

Southfield, Michigan – July 26, 2019 – Credit Acceptance Corporation (Nasdaq: CACC) (referred to as the “Company”, “Credit Acceptance”, “we”, “our”, or “us”) announced today the completion of a $200.0 million revolving secured warehouse facility with an institutional investor.

Credit Acceptance Corp – AMENDED AND RESTATED BACKUP SERVICING AGREEMENT (July 29th, 2019)

This AMENDED AND RESTATED BACKUP SERVICING AGREEMENT (the “Agreement”), dated as of July 26, 2019, is made among WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association as backup servicer (“Wells Fargo” or the “Backup Servicer”), BANK OF MONTREAL, acting through its Chicago Branch, as collateral agent (the “Collateral Agent”), CREDIT ACCEPTANCE CORPORATION, a Michigan corporation (“Credit Acceptance” or the “Servicer”), BMO CAPITAL MARKETS CORP., a Delaware corporation (in its capacity as deal agent, the “Deal Agent”), and CAC WAREHOUSE FUNDING LLC IV, a Delaware limited liability company (the “Borrower”).

Credit Acceptance Corp – FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (July 29th, 2019)

This FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT, dated as of July 26, 2019 (this “Amendment”), is made pursuant to that certain Amended and Restated Loan and Security Agreement dated as of May 10, 2018 (as amended, modified or supplemented from time to time, the “Agreement”), among CAC Warehouse Funding LLC IV, a Delaware limited liability company (the “Borrower”), Credit Acceptance Corporation, a Michigan corporation (“Credit Acceptance”, the “Originator”, the “Servicer” or the “Custodian”), Bank of Montreal, as lender (the “Lender”), Citizens Bank, N.A., as lender (the “Exiting Lender”), BMO Capital Markets Corp., a Delaware corporation (“BMO Capital Markets”), as deal agent (the “Deal Agent”), Bank of Montreal (the “Collateral Agent”), and Wells Fargo Bank, National Association, a national banking association, as backup servicer (the “Backup Servicer”).

Credit Acceptance Corp – BACKUP SERVICING AGREEMENT (July 29th, 2019)

BACKUP SERVICING AGREEMENT (the “Agreement”), dated as of July 26, 2019, among WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Wells Fargo” or the “Backup Servicer”), CITIZENS BANK, N.A., a national banking association, as collateral agent (in its capacity as collateral agent, the “Collateral Agent”) and as deal agent (in its capacity as deal agent, the “Deal Agent”), CREDIT ACCEPTANCE CORPORATION, a Michigan corporation (“Credit Acceptance” or the “Servicer”) and CAC WAREHOUSE FUNDING LLC VIII, a Delaware limited liability company (the “Borrower”).

Credit Acceptance Corp – SALE AND CONTRIBUTION AGREEMENT (July 29th, 2019)

This SALE AND CONTRIBUTION AGREEMENT, dated as of July 26, 2019 (the “Agreement”), is made between CREDIT ACCEPTANCE CORPORATION, a Michigan corporation (“CAC”), and CAC WAREHOUSE FUNDING LLC VIII, a Delaware limited liability company (“Funding”).

Credit Acceptance Corp – LOAN AND SECURITY AGREEMENT Dated as of July 26, 2019 (July 29th, 2019)
Credit Acceptance Corp – NEWS RELEASE (July 26th, 2019)

Southfield, Michigan – July 25, 2019 – Credit Acceptance Corporation (Nasdaq: CACC) (referred to as the “Company”, “Credit Acceptance”, “we”, “our”, or “us”) announced today that we extended the date on which our $75.0 million revolving secured warehouse facility will cease to revolve from September 30, 2020 to September 30, 2022. There were no other material changes to the terms of the facility.

Credit Acceptance Corp – SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (July 26th, 2019)

This SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT, dated as of July 25, 2019 (the “Amendment”), is made pursuant to that certain Loan and Security Agreement, dated as of September 30, 2015, as amended by the First Amendment to Loan and Security Agreement, dated as of July 18, 2017 ( as so amended, the “Agreement”), among CAC Warehouse Funding LLC VI, a Delaware limited liability company (the “Borrower”), Credit Acceptance Corporation, a Michigan corporation (“Credit Acceptance,” the “Originator,” the “Servicer” or the “Custodian”), Flagstar Bank, FSB (the “Lender”), and Flagstar Bank, FSB, as deal agent (the “Deal Agent”), and Flagstar Bank, FSB, as collateral agent (the “Collateral Agent”). Unless otherwise amended by the terms of this Amendment, terms used in this Amendment shall have the meanings assigned thereto in the Agreement.

Credit Acceptance Corp – NEWS RELEASE (July 15th, 2019)

Southfield, Michigan – July 12, 2019 – Credit Acceptance Corporation (Nasdaq: CACC) (referred to as the “Company”, “Credit Acceptance”, “we”, “our”, or “us”) announced today that we extended the date on which our $400.0 million revolving secured warehouse facility will cease to revolve from December 20, 2020 to July 12, 2022. There were no other material changes to the terms of the facility.

Credit Acceptance Corp – AMENDMENT NO. 2 TO LOAN AND SECURITY AGREEMENT (July 15th, 2019)

This AMENDMENT NO. 2 TO THE SIXTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”) is made as of July 12, 2019, by and among CAC WAREHOUSE FUNDING CORPORATION II, as the borrower (the “Borrower”), CREDIT ACCEPTANCE CORPORATION, as the servicer (in such capacity, the “Servicer”) and as the custodian (in such capacity, the “Custodian”), WELLS FARGO BANK, NATIONAL ASSOCIATION, as a lender (the “WF Lender”), the LENDERS FROM TIME TO TIME PARTY THERETO, as lenders (together with WF Lender, the “Lenders”), WELLS FARGO BANK, NATIONAL ASSOCIATION, as the deal agent (in such capacity, together with its successors and assigns, the “Deal Agent”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as the backup servicer (in such capacity, together with its successors and assigns, the “Backup Servicer”) and as the collateral agent (in such capacity, together with its successors and assigns, the “Collateral Agent”). Capitalized terms used and not otherwise defined herein shall have the m

Credit Acceptance Corp – NEWS RELEASE (June 26th, 2019)

Southfield, Michigan – June 24, 2019 – Credit Acceptance Corporation (Nasdaq: CACC) (referred to as the “Company”, “Credit Acceptance”, “we”, “our”, or “us”) announced today that on June 24, 2019 we extended the maturity of our revolving secured line of credit facility with a commercial bank syndicate from June 22, 2021 to June 22, 2022. Following the extension, the amount of the facility is $340.0 million.

Credit Acceptance Corp – FIFTH AMENDMENT TO SIXTH AMENDED AND RESTATED CREDIT (June 26th, 2019)

This Fifth Amendment to Sixth Amended and Restated Credit Agreement (this “Fifth Amendment”) is made as of June 24, 2019 by and among Credit Acceptance Corporation, a Michigan corporation (the “Company”), Comerica Bank and the other banks signatory hereto (individually, a “Bank” and collectively, the “Banks”) and Comerica Bank, as administrative agent for the Banks (in such capacity, “Agent”).

Credit Acceptance Corp – CREDIT ACCEPTANCE CORPORATION RESTRICTED STOCK UNIT AWARD AGREEMENT (April 29th, 2019)

THIS AGREEMENT, effective as of the Grant Date above, represents the grant of Restricted Stock Units by the Company to the Participant named above, pursuant to the provisions of the Plan and this Agreement. All capitalized terms shall have the meanings ascribed to them in the Plan, unless specifically set forth otherwise herein. The parties hereto agree as follows:

Credit Acceptance Corp – NEWS RELEASE (April 29th, 2019)

Southfield, Michigan – April 29, 2019 – Credit Acceptance Corporation (Nasdaq: CACC) (referred to as the “Company”, “Credit Acceptance”, “we”, “our”, or “us”) today announced consolidated net income of $164.4 million, or $8.65 per diluted share, for the three months ended March 31, 2019 compared to consolidated net income of $120.1 million, or $6.17 per diluted share, for the same period in 2018.

Credit Acceptance Corp – CREDIT ACCEPTANCE CORPORATION 6.625% Senior Notes due 2026 REGISTRATION RIGHTS AGREEMENT (March 8th, 2019)
Credit Acceptance Corp – NEWS RELEASE (March 8th, 2019)

Southfield, Michigan – March 7, 2019 – Credit Acceptance Corporation (Nasdaq: CACC) (referred to as the “Company”, “Credit Acceptance”, “we”, “our”, or “us”) announced today the closing of the Company’s previously announced offering of $400 million of its 6.625% senior notes due 2026 (the “notes”), at an issue price of 100% of the principal amount of the notes, in a private offering exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”). We intend to use the net proceeds from the offering of the notes for general corporate purposes, which may include repayment of outstanding borrowings, if any, under our revolving credit facility.

Credit Acceptance Corp – 6.625% Senior Notes due 2026 (March 8th, 2019)
Credit Acceptance Corp – NEWS RELEASE (March 5th, 2019)

Southfield, Michigan – March 5, 2019 – Credit Acceptance Corporation (Nasdaq: CACC) (referred to as the “Company”, “Credit Acceptance”, “we”, “our”, or “us”) announced today that it priced $400 million of its 6.625% senior notes due 2026 (the “notes”) in its previously announced offering. The issue price is 100% of the principal amount of the notes. The closing of the sale of the notes is expected to occur on or about March 7, 2019, subject to customary closing conditions. We intend to use the net proceeds from the offering of the notes for general corporate purposes, which may include repayment of outstanding borrowings, if any, under our revolving credit facility.

Credit Acceptance Corp – NEWS RELEASE (March 4th, 2019)

Southfield, Michigan – March 4, 2019 – Credit Acceptance Corporation (Nasdaq: CACC) (referred to as the “Company”, “Credit Acceptance”, “we”, “our”, or “us”) announced today that it plans to offer $400 million of senior notes due 2026 (the “notes”). We intend to use the net proceeds from the offering of the notes for general corporate purposes, which may include repayment of outstanding borrowings, if any, under our revolving credit facility.

Credit Acceptance Corp – CREDIT ACCEPTANCE AUTO LOAN TRUST 2019-1 (February 26th, 2019)

This Sale and Servicing Agreement, dated as of February 21, 2019, among CREDIT ACCEPTANCE AUTO LOAN TRUST 2019-1, a Delaware statutory trust (the “Issuer” or the “Trust”), CREDIT ACCEPTANCE FUNDING LLC 2019-1, a Delaware limited liability company, as Seller (the “Seller”), CREDIT ACCEPTANCE CORPORATION, a Michigan corporation, in its individual capacity (“Credit Acceptance”) and as Servicer (the “Servicer”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association organized under the laws of the United States, in its capacity as Backup Servicer, Trust Collateral Agent and Indenture Trustee (in such capacity, respectively, the “Backup Servicer,” “Trust Collateral Agent” and “Indenture Trustee”).

Credit Acceptance Corp – AMENDED AND RESTATED INTERCREDITOR AGREEMENT (February 26th, 2019)

This Amended and Restated Intercreditor Agreement (this “Agreement”), dated February 21, 2019, is among Credit Acceptance Corporation (“CAC”), CAC Warehouse Funding Corporation II (“Warehouse Funding II”), CAC Warehouse Funding LLC IV (“Warehouse Funding IV”), CAC Warehouse Funding LLC V (“Warehouse Funding V”), CAC Warehouse Funding LLC VI (“Warehouse Funding VI”), CAC Warehouse Funding LLC VII (“Warehouse Funding VII”), Credit Acceptance Funding LLC 2019-1 (“Funding 2019-1”), Credit Acceptance Funding LLC 2018-3 (“Funding 2018-3”), Credit Acceptance Funding LLC 2018-2 (“Funding 2018-2”), Credit Acceptance Funding LLC 2018-1 (“Funding 2018-1”), Credit Acceptance Funding LLC 2017-3 (“Funding 2017-3”), Credit Acceptance Funding LLC 2017-2 (“Funding 2017-2”), Credit Acceptance Funding LLC 2017-1 (“Funding 2017-1”), Credit Acceptance Funding LLC 2016-3 (“Funding 2016-3”), Credit Acceptance Funding LLC 2016-2 (“Funding 2016-2”), Credit Acceptance Funding LLC 2016-1 (“Funding 2016-1”, and e

Credit Acceptance Corp – NEWS RELEASE (February 26th, 2019)

Southfield, Michigan – February 21, 2019 – Credit Acceptance Corporation (Nasdaq: CACC) (the “Company”, “Credit Acceptance”, “we”, “our”, or “us”) announced today the completion of a $402.5 million asset-backed non-recourse secured financing (the “Financing”). Pursuant to this transaction, we contributed loans having a net book value of approximately $503.1 million to a wholly-owned special purpose entity which will transfer the loans to a trust, which will issue three classes of notes:

Credit Acceptance Corp – AMENDED AND RESTATED TRUST AGREEMENT among CREDIT ACCEPTANCE FUNDING LLC 2019-1 Seller THE REGULAR TRUSTEES and U.S. BANK TRUST NATIONAL ASSOCIATION Owner Trustee Dated as of February 21, 2019 (February 26th, 2019)

This AMENDED AND RESTATED TRUST AGREEMENT, dated as of February 21, 2019, among CREDIT ACCEPTANCE FUNDING LLC 2019-1, a Delaware limited liability company (formerly known as Credit Acceptance Funding LLC 2018-4), as sponsor and seller (the “Seller”), each of the initial members of the Board of Trustees of the Trust, as Regular Trustees, and U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association, as Owner Trustee (solely in such capacity and not in its individual capacity, the “Owner Trustee”).

Credit Acceptance Corp – SALE AND CONTRIBUTION AGREEMENT (February 26th, 2019)

This SALE AND CONTRIBUTION AGREEMENT, dated as of February 21, 2019 (the “Agreement”), is made between CREDIT ACCEPTANCE CORPORATION, a Michigan corporation (“CAC”) and CREDIT ACCEPTANCE FUNDING LLC 2019-1, a Delaware limited liability company (“Funding”).

Credit Acceptance Corp – CREDIT ACCEPTANCE AUTO LOAN TRUST 2019-1, as the Issuer CREDIT ACCEPTANCE FUNDING LLC 2019-1, as the Seller CREDIT ACCEPTANCE CORPORATION, as the Servicer WELLS FARGO BANK, NATIONAL ASSOCIATION as the Trust Collateral Agent/ Backup Servicer BACKUP SERVICING AGREEMENT Dated as of February 21, 2019 (February 26th, 2019)

BACKUP SERVICING AGREEMENT (the “Agreement”), dated as of February 21, 2019, among WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association organized under the laws of the United States (“Wells Fargo”), as backup servicer (the “Backup Servicer”), and as trust collateral agent (the “Trust Collateral Agent”), CREDIT ACCEPTANCE CORPORATION, a Michigan corporation (“Credit Acceptance” or the “Servicer”), CREDIT ACCEPTANCE FUNDING LLC 2019-1, a Delaware limited liability company (the “Seller”) and CREDIT ACCEPTANCE AUTO LOAN TRUST 2019-1, a Delaware statutory trust (the “Trust” or the “Issuer”).

Credit Acceptance Corp – CREDIT ACCEPTANCE AUTO LOAN TRUST 2019-1 $247,200,000 CLASS A ASSET BACKED NOTES $83,200,000 CLASS B ASSET BACKED NOTES $72,100,000 CLASS C ASSET BACKED NOTES INDENTURE Dated as of February 21, 2019 (February 26th, 2019)

INDENTURE dated as of February 21, 2019, between CREDIT ACCEPTANCE AUTO LOAN TRUST 2019-1, a Delaware statutory trust (the “Issuer”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association organized under the laws of the United States, as trust collateral agent (the “Trust Collateral Agent”) and as indenture trustee (the “Indenture Trustee”).

Credit Acceptance Corp – NEWS RELEASE (January 30th, 2019)

Southfield, Michigan – January 30, 2019 – Credit Acceptance Corporation (Nasdaq: CACC) (referred to as the “Company”, “Credit Acceptance”, “we”, “our”, or “us”) today announced consolidated net income of $151.9 million, or $7.79 per diluted share, for the three months ended December 31, 2018 compared to consolidated net income of $177.1 million, or $9.10 per diluted share, for the same period in 2017. For the year ended December 31, 2018, consolidated net income was $574.0 million, or $29.39 per diluted share, compared to consolidated net income of $470.2 million, or $24.04 per diluted share, for the same period in 2017.

Credit Acceptance Corp – NEWS RELEASE (December 19th, 2018)

Southfield, Michigan – December 17, 2018 – Credit Acceptance Corporation (Nasdaq: CACC) (referred to as the “Company”, “Credit Acceptance”, “we”, “our”, or “us”) announced today that we extended the date on which our $150.0 million revolving secured warehouse facility will cease to revolve from December 1, 2019 to December 17, 2020. The maturity of the facility was also extended from December 1, 2021 to December 17, 2022.

Credit Acceptance Corp – FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (December 19th, 2018)

THIS FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of December 17, 2018, to the Loan and Security Agreement, dated as of December 1, 2017 (as amended, restated, supplemented, or otherwise modified from time to time, the “Loan Agreement”), among CAC WAREHOUSE FUNDING LLC VII, a Delaware limited liability company (the “Borrower”), CREDIT ACCEPTANCE CORPORATION, a Michigan corporation (“Credit Acceptance”, the “Originator”, the “Servicer”, or the “Custodian”), the persons from time to time party thereto as LENDERS, the persons from time to time party thereto as MANAGING AGENTS, CREDIT SUISSE AG, NEW YORK BRANCH, as deal agent (in such capacity, together with its successors and assigns, the “Deal Agent”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as the collateral agent (in such capacity, the “Collateral Agent”) and acknowledged by WELLS FARGO BANK, NATIONAL ASSOCIATION, as the backup servicer (in such capacity, the “Backup Servicer”). Unless defined elsewh

Credit Acceptance Corp – NEWS RELEASE (October 29th, 2018)

Southfield, Michigan – October 29, 2018 – Credit Acceptance Corporation (Nasdaq: CACC) (referred to as the “Company”, “Credit Acceptance”, “we”, “our”, or “us”) today announced consolidated net income of $151.0 million, or $7.75 per diluted share, for the three months ended September 30, 2018 compared to consolidated net income of $100.7 million, or $5.19 per diluted share, for the same period in 2017. For the nine months ended September 30, 2018, consolidated net income was $422.1 million, or $21.68 per diluted share, compared to consolidated net income of $293.1 million, or $14.99 per diluted share, for the same period in 2017.

Credit Acceptance Corp – NEWS RELEASE (August 29th, 2018)

Southfield, Michigan – August 23, 2018 – Credit Acceptance Corporation (Nasdaq: CACC) (the “Company”, “Credit Acceptance”, “we”, “our”, or “us”) announced today the completion of a $398.3 million asset-backed non-recourse secured financing (the “Financing”). Pursuant to this transaction, we contributed loans having a net book value of approximately $500.1 million to a wholly-owned special purpose entity which will transfer the loans to a trust, which will issue three classes of notes: