v2.4.0.8

Condensed Consolidating Financial Information Condensed Consolidating Financial Information (Tables) | 9 Months Ended | 12 Months Ended
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Sep. 30, 2013 | Dec. 31, 2012
Condensed Consolidating Financial Information [Abstract] |  |
Consolidated Condensed Balance Sheets |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Balance Sheets (In thousands)
| September 30, 2013
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Assets |  |  |  |  |  |  |  |  |
Current Assets: |  |  |  |  |  |  |  |  |
Cash and equivalents | $ | 35,966 |  |  | $ | 12,218 |  |  | $ | 59,153 |  |  | $ | — |  |  | $ | 107,337 |
Receivables, net | 929 |  |  | 123,256 |  |  | 314,615 |  |  | — |  |  | 438,800 |
Intercompany receivables, net | 4,719 |  |  | — |  |  | 1,236 |  |  | (5,955 | ) |  | — |
Inventory | — |  |  | 666,819 |  |  | 351,350 |  |  | — |  |  | 1,018,169 |
Deferred income taxes | 4,774 |  |  | 45,643 |  |  | 2,712 |  |  | — |  |  | 53,129 |
Prepaid income taxes | 11,444 |  |  | — |  |  | 2,381 |  |  | — |  |  | 13,825 |
Prepaid expenses and other current assets | 361 |  |  | 23,291 |  |  | 20,739 |  |  | — |  |  | 44,391 |
Total Current Assets | 58,193 |  |  | 871,227 |  |  | 752,186 |  |  | (5,955 | ) |  | 1,675,651 |
Property and Equipment, net | 737 |  |  | 412,699 |  |  | 118,461 |  |  | — |  |  | 531,897 |
Intangible Assets: |  |  |  |  |  |  |  |  |
Goodwill | — |  |  | 1,238,664 |  |  | 682,252 |  |  | — |  |  | 1,920,916 |
Other intangibles, net | — |  |  | 57,398 |  |  | 97,031 |  |  | — |  |  | 154,429 |
Investment in Subsidiaries | 2,303,747 |  |  | 254,421 |  |  | — |  |  | (2,558,168 | ) |  | — |
Intercompany Notes Receivable | 953,682 |  |  | 94,334 |  |  | — |  |  | (1,048,016 | ) |  | — |
Other Assets | 55,236 |  |  | 20,055 |  |  | 15,453 |  |  | (12,578 | ) |  | 78,166 |
Total Assets | $ | 3,371,595 |  |  | $ | 2,948,798 |  |  | $ | 1,665,383 |  |  | $ | (3,624,717 | ) |  | $ | 4,361,059 |
Liabilities and Stockholders’ Equity |  |  |  |  |  |  |  |  |
Current Liabilities: |  |  |  |  |  |  |  |  |
Accounts payable | $ | 413 |  |  | $ | 93,076 |  |  | $ | 191,411 |  |  | $ | — |  |  | $ | 284,900 |
Intercompany payables, net | — |  |  | 1,236 |  |  | 4,719 |  |  | (5,955 | ) |  | — |
Accrued expenses: |  |  |  |  |  |  |  |  |
Accrued payroll-related liabilities | 4,636 |  |  | 38,172 |  |  | 23,558 |  |  | — |  |  | 66,366 |
Other accrued expenses | 27,813 |  |  | 57,245 |  |  | 61,583 |  |  | — |  |  | 146,641 |
Income taxes payable | — |  |  | — |  |  | 16,473 |  |  | — |  |  | 16,473 |
Contingent consideration liabilities | — |  |  | 1,875 |  |  | 47,400 |  |  | — |  |  | 49,275 |
Other current liabilities | 286 |  |  | 14,339 |  |  | 3,110 |  |  | — |  |  | 17,735 |
Current portion of long-term obligations | 24,421 |  |  | 3,906 |  |  | 32,796 |  |  | — |  |  | 61,123 |
Total Current Liabilities | 57,569 |  |  | 209,849 |  |  | 381,050 |  |  | (5,955 | ) |  | 642,513 |
Long-Term Obligations, Excluding Current Portion | 1,021,876 |  |  | 5,925 |  |  | 223,131 |  |  | — |  |  | 1,250,932 |
Intercompany Notes Payable | — |  |  | 611,004 |  |  | 437,012 |  |  | (1,048,016 | ) |  | — |
Deferred Income Taxes | — |  |  | 101,698 |  |  | 29,573 |  |  | (12,578 | ) |  | 118,693 |
Contingent Consideration Liabilities | — |  |  | 733 |  |  | 4,477 |  |  | — |  |  | 5,210 |
Other Noncurrent Liabilities | 38,044 |  |  | 44,893 |  |  | 6,668 |  |  | — |  |  | 89,605 |
Stockholders’ Equity | 2,254,106 |  |  | 1,974,696 |  |  | 583,472 |  |  | (2,558,168 | ) |  | 2,254,106 |
Total Liabilities and Stockholders’ Equity | $ | 3,371,595 |  |  | $ | 2,948,798 |  |  | $ | 1,665,383 |  |  | $ | (3,624,717 | ) |  | $ | 4,361,059 |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Balance Sheets (In thousands)
| December 31, 2012
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Assets |  |  |  |  |  |  |  |  |
Current Assets: |  |  |  |  |  |  |  |  |
Cash and equivalents | $ | 18,396 |  |  | $ | 18,253 |  |  | $ | 23,121 |  |  | $ | — |  |  | $ | 59,770 |
Receivables, net | — |  |  | 94,435 |  |  | 217,373 |  |  | — |  |  | 311,808 |
Intercompany receivables, net | 1,781 |  |  | 5,970 |  |  | — |  |  | (7,751 | ) |  | — |
Inventory | — |  |  | 690,365 |  |  | 210,438 |  |  | — |  |  | 900,803 |
Deferred income taxes | 4,778 |  |  | 45,255 |  |  | 3,452 |  |  | — |  |  | 53,485 |
Prepaid income taxes | 26,538 |  |  | — |  |  | 2,999 |  |  | — |  |  | 29,537 |
Prepaid expenses and other current assets | 1,065 |  |  | 16,608 |  |  | 11,275 |  |  | — |  |  | 28,948 |
Total Current Assets | 52,558 |  |  | 870,886 |  |  | 468,658 |  |  | (7,751 | ) |  | 1,384,351 |
Property and Equipment, net | 970 |  |  | 408,944 |  |  | 84,465 |  |  | — |  |  | 494,379 |
Intangible Assets: |  |  |  |  |  |  |  |  |
Goodwill | — |  |  | 1,226,718 |  |  | 463,566 |  |  | — |  |  | 1,690,284 |
Other intangibles, net | — |  |  | 61,815 |  |  | 44,900 |  |  | — |  |  | 106,715 |
Investment in Subsidiaries | 1,923,997 |  |  | 142,334 |  |  | — |  |  | (2,066,331 | ) |  | — |
Intercompany Notes Receivable | 711,624 |  |  | 39,239 |  |  | — |  |  | (750,863 | ) |  | — |
Other Assets | 41,692 |  |  | 17,830 |  |  | 3,528 |  |  | (15,323 | ) |  | 47,727 |
Total Assets | $ | 2,730,841 |  |  | $ | 2,767,766 |  |  | $ | 1,065,117 |  |  | $ | (2,840,268 | ) |  | $ | 3,723,456 |
Liabilities and Stockholders’ Equity |  |  |  |  |  |  |  |  |
Current Liabilities: |  |  |  |  |  |  |  |  |
Accounts payable | $ | 52 |  |  | $ | 97,678 |  |  | $ | 121,605 |  |  | $ | — |  |  | $ | 219,335 |
Intercompany payables, net | — |  |  | — |  |  | 7,751 |  |  | (7,751 | ) |  | — |
Accrued expenses: |  |  |  |  |  |  |  |  |
Accrued payroll-related liabilities | 3,731 |  |  | 25,697 |  |  | 14,972 |  |  | — |  |  | 44,400 |
Other accrued expenses | 2,258 |  |  | 48,805 |  |  | 39,359 |  |  | — |  |  | 90,422 |
Income taxes payable | — |  |  | — |  |  | 2,748 |  |  | — |  |  | 2,748 |
Contingent consideration liabilities | — |  |  | 1,518 |  |  | 40,737 |  |  | — |  |  | 42,255 |
Other current liabilities | 286 |  |  | 16,241 |  |  | 541 |  |  | — |  |  | 17,068 |
Current portion of long-term obligations | 32,300 |  |  | 9,940 |  |  | 29,476 |  |  | — |  |  | 71,716 |
Total Current Liabilities | 38,627 |  |  | 199,879 |  |  | 257,189 |  |  | (7,751 | ) |  | 487,944 |
Long-Term Obligations, Excluding Current Portion | 691,670 |  |  | 7,549 |  |  | 347,543 |  |  | — |  |  | 1,046,762 |
Intercompany Notes Payable | — |  |  | 681,275 |  |  | 69,588 |  |  | (750,863 | ) |  | — |
Deferred Income Taxes | — |  |  | 102,702 |  |  | 14,896 |  |  | (15,323 | ) |  | 102,275 |
Contingent Consideration Liabilities | — |  |  | 2,500 |  |  | 45,254 |  |  | — |  |  | 47,754 |
Other Noncurrent Liabilities | 36,450 |  |  | 35,383 |  |  | 2,794 |  |  | — |  |  | 74,627 |
Stockholders’ Equity | 1,964,094 |  |  | 1,738,478 |  |  | 327,853 |  |  | (2,066,331 | ) |  | 1,964,094 |
Total Liabilities and Stockholders’ Equity | $ | 2,730,841 |  |  | $ | 2,767,766 |  |  | $ | 1,065,117 |  |  | $ | (2,840,268 | ) |  | $ | 3,723,456 |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Balance Sheets (In thousands)
| December 31, 2012
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Assets |  |  |  |  |  |  |  |  |
Current Assets: |  |  |  |  |  |  |  |  |
Cash and equivalents | $ | 18,396 |  |  | $ | 18,253 |  |  | $ | 23,121 |  |  | $ | — |  |  | $ | 59,770 |
Receivables, net | — |  |  | 94,435 |  |  | 217,373 |  |  | — |  |  | 311,808 |
Intercompany receivables, net | 1,781 |  |  | 5,970 |  |  | — |  |  | (7,751 | ) |  | — |
Inventory | — |  |  | 690,365 |  |  | 210,438 |  |  | — |  |  | 900,803 |
Deferred income taxes | 4,778 |  |  | 45,255 |  |  | 3,452 |  |  | — |  |  | 53,485 |
Prepaid income taxes | 26,538 |  |  | — |  |  | 2,999 |  |  | — |  |  | 29,537 |
Prepaid expenses and other current assets | 1,065 |  |  | 16,608 |  |  | 11,275 |  |  | — |  |  | 28,948 |
Total Current Assets | 52,558 |  |  | 870,886 |  |  | 468,658 |  |  | (7,751 | ) |  | 1,384,351 |
Property and Equipment, net | 970 |  |  | 408,944 |  |  | 84,465 |  |  | — |  |  | 494,379 |
Intangible Assets: |  |  |  |  |  |  |  |  |
Goodwill | — |  |  | 1,226,718 |  |  | 463,566 |  |  | — |  |  | 1,690,284 |
Other intangibles, net | — |  |  | 61,815 |  |  | 44,900 |  |  | — |  |  | 106,715 |
Investment in Subsidiaries | 1,923,997 |  |  | 142,334 |  |  | — |  |  | (2,066,331 | ) |  | — |
Intercompany Notes Receivable | 711,624 |  |  | 39,239 |  |  | — |  |  | (750,863 | ) |  | — |
Other Assets | 41,692 |  |  | 17,830 |  |  | 3,528 |  |  | (15,323 | ) |  | 47,727 |
Total Assets | $ | 2,730,841 |  |  | $ | 2,767,766 |  |  | $ | 1,065,117 |  |  | $ | (2,840,268 | ) |  | $ | 3,723,456 |
Liabilities and Stockholders’ Equity |  |  |  |  |  |  |  |  |
Current Liabilities: |  |  |  |  |  |  |  |  |
Accounts payable | $ | 52 |  |  | $ | 97,678 |  |  | $ | 121,605 |  |  | $ | — |  |  | $ | 219,335 |
Intercompany payables, net | — |  |  | — |  |  | 7,751 |  |  | (7,751 | ) |  | — |
Accrued expenses: |  |  |  |  |  |  |  |  |
Accrued payroll-related liabilities | 3,731 |  |  | 25,697 |  |  | 14,972 |  |  | — |  |  | 44,400 |
Other accrued expenses | 2,258 |  |  | 48,805 |  |  | 39,359 |  |  | — |  |  | 90,422 |
Income taxes payable | — |  |  | — |  |  | 2,748 |  |  | — |  |  | 2,748 |
Contingent consideration liabilities | — |  |  | 1,518 |  |  | 40,737 |  |  | — |  |  | 42,255 |
Other current liabilities | 286 |  |  | 16,241 |  |  | 541 |  |  | — |  |  | 17,068 |
Current portion of long-term obligations | 32,300 |  |  | 9,940 |  |  | 29,476 |  |  | — |  |  | 71,716 |
Total Current Liabilities | 38,627 |  |  | 199,879 |  |  | 257,189 |  |  | (7,751 | ) |  | 487,944 |
Long-Term Obligations, Excluding Current Portion | 691,670 |  |  | 7,549 |  |  | 347,543 |  |  | — |  |  | 1,046,762 |
Intercompany Notes Payable | — |  |  | 681,275 |  |  | 69,588 |  |  | (750,863 | ) |  | — |
Deferred Income Taxes | — |  |  | 102,702 |  |  | 14,896 |  |  | (15,323 | ) |  | 102,275 |
Contingent Consideration Liabilities | — |  |  | 2,500 |  |  | 45,254 |  |  | — |  |  | 47,754 |
Other Noncurrent Liabilities | 36,450 |  |  | 35,383 |  |  | 2,794 |  |  | — |  |  | 74,627 |
Stockholders’ Equity | 1,964,094 |  |  | 1,738,478 |  |  | 327,853 |  |  | (2,066,331 | ) |  | 1,964,094 |
Total Liabilities and Stockholders’ Equity | $ | 2,730,841 |  |  | $ | 2,767,766 |  |  | $ | 1,065,117 |  |  | $ | (2,840,268 | ) |  | $ | 3,723,456 |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Balance Sheets (In thousands)
| December 31, 2011
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Assets |  |  |  |  |  |  |  |  |
Current Assets: |  |  |  |  |  |  |  |  |
Cash and equivalents | $ | 9,908 |  |  | $ | 17,433 |  |  | $ | 20,906 |  |  | $ | — |  |  | $ | 48,247 |
Receivables, net | — |  |  | 214,805 |  |  | 66,959 |  |  | — |  |  | 281,764 |
Intercompany receivables, net | 2,416 |  |  | — |  |  | 4,966 |  |  | (7,382 | ) |  | — |
Inventory | — |  |  | 595,223 |  |  | 141,623 |  |  | — |  |  | 736,846 |
Deferred income taxes | 3,049 |  |  | 40,068 |  |  | 2,573 |  |  | — |  |  | 45,690 |
Prepaid income taxes | 15,989 |  |  | — |  |  | 1,608 |  |  | — |  |  | 17,597 |
Prepaid expenses and other current assets | 482 |  |  | 14,257 |  |  | 4,852 |  |  | — |  |  | 19,591 |
Total Current Assets | 31,844 |  |  | 881,786 |  |  | 243,487 |  |  | (7,382 | ) |  | 1,149,735 |
Property and Equipment, net | 1,097 |  |  | 359,815 |  |  | 63,186 |  |  | — |  |  | 424,098 |
Intangible Assets: |  |  |  |  |  |  |  |  |
Goodwill | — |  |  | 1,080,358 |  |  | 395,705 |  |  | — |  |  | 1,476,063 |
Other intangibles, net | — |  |  | 68,133 |  |  | 40,777 |  |  | — |  |  | 108,910 |
Investment in Subsidiaries | 1,602,727 |  |  | 124,578 |  |  | — |  |  | (1,727,305 | ) |  | — |
Intercompany Notes Receivable | 781,338 |  |  | — |  |  | — |  |  | (781,338 | ) |  | — |
Other Assets | 35,283 |  |  | 15,771 |  |  | 2,324 |  |  | (12,480 | ) |  | 40,898 |
Total Assets | $ | 2,452,289 |  |  | $ | 2,530,441 |  |  | $ | 745,479 |  |  | $ | (2,528,505 | ) |  | $ | 3,199,704 |
Liabilities and Stockholders’ Equity |  |  |  |  |  |  |  |  |
Current Liabilities: |  |  |  |  |  |  |  |  |
Accounts payable | $ | 241 |  |  | $ | 92,218 |  |  | $ | 118,416 |  |  | $ | — |  |  | $ | 210,875 |
Intercompany payables, net | — |  |  | 4,966 |  |  | 2,416 |  |  | (7,382 | ) |  | — |
Accrued expenses: |  |  |  |  |  |  |  |  |
Accrued payroll-related liabilities | 11,076 |  |  | 30,520 |  |  | 11,660 |  |  | — |  |  | 53,256 |
Other accrued expenses | 2,077 |  |  | 50,399 |  |  | 25,293 |  |  | — |  |  | 77,769 |
Income taxes payable | 914 |  |  | — |  |  | 6,348 |  |  | — |  |  | 7,262 |
Contingent consideration liabilities | — |  |  | 600 |  |  | — |  |  | — |  |  | 600 |
Other current liabilities | 305 |  |  | 11,723 |  |  | 6,379 |  |  | — |  |  | 18,407 |
Current portion of long-term obligations | 16,080 |  |  | 2,253 |  |  | 11,191 |  |  | — |  |  | 29,524 |
Total Current Liabilities | 30,693 |  |  | 192,679 |  |  | 181,703 |  |  | (7,382 | ) |  | 397,693 |
Long-Term Obligations, Excluding Current Portion | 749,125 |  |  | 6,498 |  |  | 170,929 |  |  | — |  |  | 926,552 |
Intercompany Notes Payable | — |  |  | 750,545 |  |  | 30,793 |  |  | (781,338 | ) |  | — |
Deferred Income Taxes | — |  |  | 89,497 |  |  | 11,779 |  |  | (12,480 | ) |  | 88,796 |
Contingent Consideration Liabilities | — |  |  | 3,111 |  |  | 78,671 |  |  | — |  |  | 81,782 |
Other Noncurrent Liabilities | 28,386 |  |  | 30,404 |  |  | 2,006 |  |  | — |  |  | 60,796 |
Stockholders’ Equity | 1,644,085 |  |  | 1,457,707 |  |  | 269,598 |  |  | (1,727,305 | ) |  | 1,644,085 |
Total Liabilities and Stockholders’ Equity | $ | 2,452,289 |  |  | $ | 2,530,441 |  |  | $ | 745,479 |  |  | $ | (2,528,505 | ) |  | $ | 3,199,704 |
Consolidated Condensed Statements of Income |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Statements of Operations (In thousands)
| Three Months Ended September 30, 2013
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Revenue | $ | — |  |  | $ | 876,862 |  |  | $ | 450,505 |  |  | $ | (29,273 | ) |  | $ | 1,298,094 |
Cost of goods sold | — |  |  | 522,176 |  |  | 287,284 |  |  | (29,273 | ) |  | 780,187 |
Gross margin | — |  |  | 354,686 |  |  | 163,221 |  |  | — |  |  | 517,907 |
Facility and warehouse expenses | — |  |  | 79,565 |  |  | 28,784 |  |  | — |  |  | 108,349 |
Distribution expenses | — |  |  | 73,752 |  |  | 35,841 |  |  | — |  |  | 109,593 |
Selling, general and administrative expenses | 6,813 |  |  | 93,549 |  |  | 53,184 |  |  | — |  |  | 153,546 |
Restructuring and acquisition related expenses | — |  |  | 411 |  |  | 1,795 |  |  | — |  |  | 2,206 |
Depreciation and amortization | 65 |  |  | 14,014 |  |  | 6,739 |  |  | — |  |  | 20,818 |
Operating (loss) income | (6,878 | ) |  | 93,395 |  |  | 36,878 |  |  | — |  |  | 123,395 |
Other expense (income): |  |  |  |  |  |  |  |  |
Interest expense, net | 13,335 |  |  | 81 |  |  | 1,784 |  |  | — |  |  | 15,200 |
Intercompany interest (income) expense, net | (13,028 | ) |  | 5,593 |  |  | 7,435 |  |  | — |  |  | — |
Change in fair value of contingent consideration liabilities | — |  |  | (72 | ) |  | 784 |  |  | — |  |  | 712 |
Other expense (income), net | 45 |  |  | (912 | ) |  | (695 | ) |  | — |  |  | (1,562 | )
Total other expense, net | 352 |  |  | 4,690 |  |  | 9,308 |  |  | — |  |  | 14,350 |
(Loss) income before (benefit) provision for income taxes | (7,230 | ) |  | 88,705 |  |  | 27,570 |  |  | — |  |  | 109,045 |
(Benefit) provision for income taxes | (2,867 | ) |  | 33,973 |  |  | 4,494 |  |  | — |  |  | 35,600 |
Equity in earnings of subsidiaries | 77,808 |  |  | 5,656 |  |  | — |  |  | (83,464 | ) |  | — |
Net income | $ | 73,445 |  |  | $ | 60,388 |  |  | $ | 23,076 |  |  | $ | (83,464 | ) |  | $ | 73,445 |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Statements of Operations (In thousands)
| Three Months Ended September 30, 2012
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Revenue | $ | — |  |  | $ | 791,672 |  |  | $ | 249,248 |  |  | $ | (24,213 | ) |  | $ | 1,016,707 |
Cost of goods sold | — |  |  | 477,842 |  |  | 153,373 |  |  | (24,213 | ) |  | 607,002 |
Gross margin | — |  |  | 313,830 |  |  | 95,875 |  |  | — |  |  | 409,705 |
Facility and warehouse expenses | — |  |  | 72,037 |  |  | 14,702 |  |  | — |  |  | 86,739 |
Distribution expenses | — |  |  | 69,758 |  |  | 23,894 |  |  | — |  |  | 93,652 |
Selling, general and administrative expenses | 4,876 |  |  | 85,360 |  |  | 30,813 |  |  | — |  |  | 121,049 |
Restructuring and acquisition related expenses | — |  |  | 70 |  |  | 46 |  |  | — |  |  | 116 |
Depreciation and amortization | 75 |  |  | 12,642 |  |  | 3,998 |  |  | — |  |  | 16,715 |
Operating (loss) income | (4,951 | ) |  | 73,963 |  |  | 22,422 |  |  | — |  |  | 91,434 |
Other (income) expense: |  |  |  |  |  |  |  |  |
Interest expense, net | 6,350 |  |  | 47 |  |  | 1,567 |  |  | — |  |  | 7,964 |
Intercompany interest (income) expense, net | (9,367 | ) |  | 7,124 |  |  | 2,243 |  |  | — |  |  | — |
Change in fair value of contingent consideration liabilities | — |  |  | (148 | ) |  | 2,040 |  |  | — |  |  | 1,892 |
Other income, net | (38 | ) |  | (1,220 | ) |  | (416 | ) |  | — |  |  | (1,674 | )
Total other (income) expense, net | (3,055 | ) |  | 5,803 |  |  | 5,434 |  |  | — |  |  | 8,182 |
(Loss) income before (benefit) provision for income taxes | (1,896 | ) |  | 68,160 |  |  | 16,988 |  |  | — |  |  | 83,252 |
(Benefit) provision for income taxes | (1,228 | ) |  | 27,844 |  |  | 2,588 |  |  | — |  |  | 29,204 |
Equity in earnings of subsidiaries | 54,716 |  |  | 4,113 |  |  | — |  |  | (58,829 | ) |  | — |
Net income | $ | 54,048 |  |  | $ | 44,429 |  |  | $ | 14,400 |  |  | $ | (58,829 | ) |  | $ | 54,048 |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Statements of Operations (In thousands)
| Nine Months Ended September 30, 2013
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Revenue | $ | — |  |  | $ | 2,698,008 |  |  | $ | 1,133,369 |  |  | $ | (85,538 | ) |  | $ | 3,745,839 |
Cost of goods sold | — |  |  | 1,593,764 |  |  | 707,884 |  |  | (85,538 | ) |  | 2,216,110 |
Gross margin | — |  |  | 1,104,244 |  |  | 425,485 |  |  | — |  |  | 1,529,729 |
Facility and warehouse expenses | — |  |  | 240,389 |  |  | 71,091 |  |  | — |  |  | 311,480 |
Distribution expenses | — |  |  | 224,266 |  |  | 95,767 |  |  | — |  |  | 320,033 |
Selling, general and administrative expenses | 20,130 |  |  | 282,364 |  |  | 134,120 |  |  | — |  |  | 436,614 |
Restructuring and acquisition related expenses | — |  |  | 750 |  |  | 6,641 |  |  | — |  |  | 7,391 |
Depreciation and amortization | 187 |  |  | 41,568 |  |  | 16,095 |  |  | — |  |  | 57,850 |
Operating (loss) income | (20,317 | ) |  | 314,907 |  |  | 101,771 |  |  | — |  |  | 396,361 |
Other (income) expense: |  |  |  |  |  |  |  |  |
Interest expense, net | 29,589 |  |  | 621 |  |  | 6,077 |  |  | — |  |  | 36,287 |
Intercompany interest (income) expense, net | (34,318 | ) |  | 16,901 |  |  | 17,417 |  |  | — |  |  | — |
Loss on debt extinguishment | 2,795 |  |  | — |  |  | — |  |  | — |  |  | 2,795 |
Change in fair value of contingent consideration liabilities | — |  |  | (936 | ) |  | 2,701 |  |  | — |  |  | 1,765 |
Other expense (income), net | 172 |  |  | (2,380 | ) |  | 471 |  |  | — |  |  | (1,737 | )
Total other (income) expense, net | (1,762 | ) |  | 14,206 |  |  | 26,666 |  |  | — |  |  | 39,110 |
(Loss) income before (benefit) provision for income taxes | (18,555 | ) |  | 300,701 |  |  | 75,105 |  |  | — |  |  | 357,251 |
(Benefit) provision for income taxes | (7,199 | ) |  | 115,625 |  |  | 15,066 |  |  | — |  |  | 123,492 |
Equity in earnings of subsidiaries | 245,115 |  |  | 15,496 |  |  | — |  |  | (260,611 | ) |  | — |
Net income | $ | 233,759 |  |  | $ | 200,572 |  |  | $ | 60,039 |  |  | $ | (260,611 | ) |  | $ | 233,759 |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Statements of Operations (In thousands)
| Nine Months Ended September 30, 2012
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Revenue | $ | — |  |  | $ | 2,415,328 |  |  | $ | 709,201 |  |  | $ | (69,514 | ) |  | $ | 3,055,015 |
Cost of goods sold | — |  |  | 1,410,926 |  |  | 434,584 |  |  | (69,514 | ) |  | 1,775,996 |
Gross margin | — |  |  | 1,004,402 |  |  | 274,617 |  |  | — |  |  | 1,279,019 |
Facility and warehouse expenses | — |  |  | 211,861 |  |  | 42,178 |  |  | — |  |  | 254,039 |
Distribution expenses | — |  |  | 210,315 |  |  | 67,076 |  |  | — |  |  | 277,391 |
Selling, general and administrative expenses | 16,082 |  |  | 256,001 |  |  | 92,378 |  |  | — |  |  | 364,461 |
Restructuring and acquisition related expenses | — |  |  | 1,808 |  |  | 750 |  |  | — |  |  | 2,558 |
Depreciation and amortization | 222 |  |  | 36,703 |  |  | 10,036 |  |  | — |  |  | 46,961 |
Operating (loss) income | (16,304 | ) |  | 287,714 |  |  | 62,199 |  |  | — |  |  | 333,609 |
Other (income) expense: |  |  |  |  |  |  |  |  |
Interest expense, net | 18,262 |  |  | 20 |  |  | 4,405 |  |  | — |  |  | 22,687 |
Intercompany interest (income) expense, net | (27,964 | ) |  | 20,987 |  |  | 6,977 |  |  | — |  |  | — |
Change in fair value of contingent consideration liabilities | — |  |  | (83 | ) |  | 1,870 |  |  | — |  |  | 1,787 |
Other income, net | (32 | ) |  | (2,665 | ) |  | (716 | ) |  | — |  |  | (3,413 | )
Total other (income) expense, net | (9,734 | ) |  | 18,259 |  |  | 12,536 |  |  | — |  |  | 21,061 |
(Loss) income before (benefit) provision for income taxes | (6,570 | ) |  | 269,455 |  |  | 49,663 |  |  | — |  |  | 312,548 |
(Benefit) provision for income taxes | (2,924 | ) |  | 106,473 |  |  | 9,962 |  |  | — |  |  | 113,511 |
Equity in earnings of subsidiaries | 202,683 |  |  | 9,449 |  |  | — |  |  | (212,132 | ) |  | — |
Net income | $ | 199,037 |  |  | $ | 172,431 |  |  | $ | 39,701 |  |  | $ | (212,132 | ) |  | $ | 199,037 |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Statements of Operations (In thousands)
| Year Ended December 31, 2012
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Revenue | $ | — |  |  | $ | 3,236,507 |  |  | $ | 976,710 |  |  | $ | (90,287 | ) |  | $ | 4,122,930 |
Cost of goods sold | — |  |  | 1,886,098 |  |  | 602,979 |  |  | (90,287 | ) |  | 2,398,790 |
Gross margin | — |  |  | 1,350,409 |  |  | 373,731 |  |  | — |  |  | 1,724,140 |
Facility and warehouse expenses | — |  |  | 287,036 |  |  | 60,881 |  |  | — |  |  | 347,917 |
Distribution expenses | — |  |  | 281,011 |  |  | 94,824 |  |  | — |  |  | 375,835 |
Selling, general and administrative expenses | 21,098 |  |  | 346,596 |  |  | 127,897 |  |  | — |  |  | 495,591 |
Restructuring and acquisition related expenses | — |  |  | 1,812 |  |  | 939 |  |  | — |  |  | 2,751 |
Depreciation and amortization | 296 |  |  | 49,782 |  |  | 14,015 |  |  | — |  |  | 64,093 |
Operating (loss) income | (21,394 | ) |  | 384,172 |  |  | 75,175 |  |  | — |  |  | 437,953 |
Other (income) expense: |  |  |  |  |  |  |  |  |
Interest expense | 24,272 |  |  | 308 |  |  | 6,849 |  |  | — |  |  | 31,429 |
Intercompany interest (income) expense, net | (37,491 | ) |  | 27,377 |  |  | 10,114 |  |  | — |  |  | — |
Change in fair value of contingent consideration liabilities | — |  |  | (1,943 | ) |  | 3,586 |  |  | — |  |  | 1,643 |
Interest and other income, net | (43 | ) |  | (3,638 | ) |  | (605 | ) |  | — |  |  | (4,286 | )
Total other (income) expense, net | (13,262 | ) |  | 22,104 |  |  | 19,944 |  |  | — |  |  | 28,786 |
(Loss) income before (benefit) provision for income taxes | (8,132 | ) |  | 362,068 |  |  | 55,231 |  |  | — |  |  | 409,167 |
(Benefit) provision for income taxes | (3,287 | ) |  | 140,150 |  |  | 11,079 |  |  | — |  |  | 147,942 |
Equity in earnings of subsidiaries | 266,070 |  |  | 12,481 |  |  | — |  |  | (278,551 | ) |  | — |
Net income | $ | 261,225 |  |  | $ | 234,399 |  |  | $ | 44,152 |  |  | $ | (278,551 | ) |  | $ | 261,225 |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Statements of Operations (In thousands)
| Year Ended December 31, 2011
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Revenue | $ | — |  |  | $ | 2,975,275 |  |  | $ | 370,912 |  |  | $ | (76,325 | ) |  | $ | 3,269,862 |
Cost of goods sold | — |  |  | 1,721,419 |  |  | 232,775 |  |  | (76,325 | ) |  | 1,877,869 |
Gross margin | — |  |  | 1,253,856 |  |  | 138,137 |  |  | — |  |  | 1,391,993 |
Facility and warehouse expenses | — |  |  | 261,260 |  |  | 32,163 |  |  | — |  |  | 293,423 |
Distribution expenses | — |  |  | 257,395 |  |  | 30,231 |  |  | — |  |  | 287,626 |
Selling, general and administrative expenses | 22,680 |  |  | 321,403 |  |  | 47,859 |  |  | — |  |  | 391,942 |
Restructuring and acquisition related expenses | — |  |  | 3,438 |  |  | 4,152 |  |  | — |  |  | 7,590 |
Depreciation and amortization | 239 |  |  | 44,724 |  |  | 4,966 |  |  | — |  |  | 49,929 |
Operating (loss) income | (22,919 | ) |  | 365,636 |  |  | 18,766 |  |  | — |  |  | 361,483 |
Other (income) expense: |  |  |  |  |  |  |  |  |
Interest expense | 21,839 |  |  | 99 |  |  | 2,369 |  |  | — |  |  | 24,307 |
Intercompany interest (income) expense, net | (36,018 | ) |  | 31,036 |  |  | 4,982 |  |  | — |  |  | — |
Loss on debt extinguishment | 5,345 |  |  | — |  |  | — |  |  | — |  |  | 5,345 |
Change in fair value of contingent consideration liabilities | (2,000 | ) |  | 11 |  |  | 581 |  |  | — |  |  | (1,408 | )
Interest and other income, net | (332 | ) |  | (1,979 | ) |  | (221 | ) |  | — |  |  | (2,532 | )
Total other (income) expense, net | (11,166 | ) |  | 29,167 |  |  | 7,711 |  |  | — |  |  | 25,712 |
(Loss) income before (benefit) provision for income taxes | (11,753 | ) |  | 336,469 |  |  | 11,055 |  |  | — |  |  | 335,771 |
(Benefit) provision for income taxes | (6,034 | ) |  | 128,930 |  |  | 2,611 |  |  | — |  |  | 125,507 |
Equity in earnings of subsidiaries | 215,983 |  |  | 3,036 |  |  | — |  |  | (219,019 | ) |  | — |
Net income | $ | 210,264 |  |  | $ | 210,575 |  |  | $ | 8,444 |  |  | $ | (219,019 | ) |  | $ | 210,264 |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Statements of Operations (In thousands)
| Year Ended December 31, 2010
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Revenue | $ | — |  |  | $ | 2,370,488 |  |  | $ | 113,369 |  |  | $ | (13,976 | ) |  | $ | 2,469,881 |
Cost of goods sold | — |  |  | 1,324,924 |  |  | 65,453 |  |  | (13,976 | ) |  | 1,376,401 |
Gross margin | — |  |  | 1,045,564 |  |  | 47,916 |  |  | — |  |  | 1,093,480 |
Facility and warehouse expenses | — |  |  | 218,384 |  |  | 15,609 |  |  | — |  |  | 233,993 |
Distribution expenses | — |  |  | 202,649 |  |  | 10,069 |  |  | — |  |  | 212,718 |
Selling, general and administrative expenses | 20,873 |  |  | 272,797 |  |  | 16,558 |  |  | — |  |  | 310,228 |
Restructuring and acquisition related expenses | — |  |  | 668 |  |  | — |  |  | — |  |  | 668 |
Depreciation and amortization | 93 |  |  | 36,184 |  |  | 1,719 |  |  | — |  |  | 37,996 |
Operating (loss) income | (20,966 | ) |  | 314,882 |  |  | 3,961 |  |  | — |  |  | 297,877 |
Other (income) expense: |  |  |  |  |  |  |  |  |
Interest expense | 28,069 |  |  | 560 |  |  | 1,136 |  |  | — |  |  | 29,765 |
Intercompany interest (income) expense, net | (35,967 | ) |  | 34,816 |  |  | 1,151 |  |  | — |  |  | — |
Interest and other income, net | (129 | ) |  | (1,548 | ) |  | (336 | ) |  | — |  |  | (2,013 | )
Total other (income) expense, net | (8,027 | ) |  | 33,828 |  |  | 1,951 |  |  | — |  |  | 27,752 |
(Loss) income before (benefit) provision for income taxes | (12,939 | ) |  | 281,054 |  |  | 2,010 |  |  | — |  |  | 270,125 |
(Benefit) provision for income taxes | (6,238 | ) |  | 108,737 |  |  | 508 |  |  | — |  |  | 103,007 |
Equity in earnings of subsidiaries | 175,772 |  |  | 64 |  |  | — |  |  | (175,836 | ) |  | — |
Income from continuing operations | 169,071 |  |  | 172,381 |  |  | 1,502 |  |  | (175,836 | ) |  | 167,118 |
Discontinued operations: |  |  |  |  |  |  |  |  |  |
Income from discontinued operations, net of taxes | — |  |  | 224 |  |  | — |  |  | — |  |  | 224 |
Gain on sale of discontinued operations, net of taxes | — |  |  | 1,729 |  |  | — |  |  | — |  |  | 1,729 |
Income from discontinued operations | — |  |  | 1,953 |  |  | — |  |  | — |  |  | 1,953 |
Net income | $ | 169,071 |  |  | $ | 174,334 |  |  | $ | 1,502 |  |  | $ | (175,836 | ) |  | $ | 169,071 |
Consolidated Condensed Statements of Comprehensive Income (Loss) |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Statements of Comprehensive Income (Loss) (In thousands)
| Three Months Ended September 30, 2013
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Net income | $ | 73,445 |  |  | $ | 60,388 |  |  | $ | 23,076 |  |  | $ | (83,464 | ) |  | $ | 73,445 |
Other comprehensive income, net of tax: |  |  |  |  |  |  |  |  |
Foreign currency translation | 28,514 |  |  | 13,130 |  |  | 28,104 |  |  | (41,234 | ) |  | 28,514 |
Net change in unrecognized gains/losses on derivative instruments, net of tax | 625 |  |  | — |  |  | 127 |  |  | (127 | ) |  | 625 |
Total other comprehensive income | 29,139 |  |  | 13,130 |  |  | 28,231 |  |  | (41,361 | ) |  | 29,139 |
Total comprehensive income | $ | 102,584 |  |  | $ | 73,518 |  |  | $ | 51,307 |  |  | $ | (124,825 | ) |  | $ | 102,584 |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Statements of Comprehensive Income (Loss) (In thousands)
| Three Months Ended September 30, 2012
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Net income | $ | 54,048 |  |  | $ | 44,429 |  |  | $ | 14,400 |  |  | $ | (58,829 | ) |  | $ | 54,048 |
Other comprehensive income (loss), net of tax: |  |  |  |  |  |  |  |  |
Foreign currency translation | 10,182 |  |  | 3,880 |  |  | 9,485 |  |  | (13,365 | ) |  | 10,182 |
Net change in unrecognized gains/losses on derivative instruments, net of tax | (1,242 | ) |  | — |  |  | (166 | ) |  | 166 |  |  | (1,242 | )
Total other comprehensive income | 8,940 |  |  | 3,880 |  |  | 9,319 |  |  | (13,199 | ) |  | 8,940 |
Total comprehensive income | $ | 62,988 |  |  | $ | 48,309 |  |  | $ | 23,719 |  |  | $ | (72,028 | ) |  | $ | 62,988 |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Statements of Comprehensive Income (Loss) (In thousands)
| Nine Months Ended September 30, 2013
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Net income | $ | 233,759 |  |  | $ | 200,572 |  |  | $ | 60,039 |  |  | $ | (260,611 | ) |  | $ | 233,759 |
Other comprehensive income, net of tax: |  |  |  |  |  |  |  |  |
Foreign currency translation | 6,330 |  |  | 3,386 |  |  | 7,107 |  |  | (10,493 | ) |  | 6,330 |
Net change in unrecognized gains/losses on derivative instruments, net of tax | 3,986 |  |  | — |  |  | 903 |  |  | (903 | ) |  | 3,986 |
Total other comprehensive income | 10,316 |  |  | 3,386 |  |  | 8,010 |  |  | (11,396 | ) |  | 10,316 |
Total comprehensive income | $ | 244,075 |  |  | $ | 203,958 |  |  | $ | 68,049 |  |  | $ | (272,007 | ) |  | $ | 244,075 |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Statements of Comprehensive Income (Loss) (In thousands)
| Nine Months Ended September 30, 2012
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Net income | $ | 199,037 |  |  | $ | 172,431 |  |  | $ | 39,701 |  |  | $ | (212,132 | ) |  | $ | 199,037 |
Other comprehensive income (loss), net of tax: |  |  |  |  |  |  |  |  |
Foreign currency translation | 12,518 |  |  | 4,965 |  |  | 11,735 |  |  | (16,700 | ) |  | 12,518 |
Net change in unrecognized gains/losses on derivative instruments, net of tax | (4,233 | ) |  | — |  |  | (619 | ) |  | 619 |  |  | (4,233 | )
Total other comprehensive income | 8,285 |  |  | 4,965 |  |  | 11,116 |  |  | (16,081 | ) |  | 8,285 |
Total comprehensive income | $ | 207,322 |  |  | $ | 177,396 |  |  | $ | 50,817 |  |  | $ | (228,213 | ) |  | $ | 207,322 |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Statements of Comprehensive Income (Loss) (In thousands)
| Year Ended December 31, 2012
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Net income | $ | 261,225 |  |  | $ | 234,399 |  |  | $ | 44,152 |  |  | $ | (278,551 | ) |  | $ | 261,225 |
Other comprehensive income (loss), net of tax: |  |  |  |  |  |  |  |  |
Foreign currency translation | 12,921 |  |  | 5,278 |  |  | 12,334 |  |  | (17,612 | ) |  | 12,921 |
Net change in unrecognized gains/losses on derivative instruments, net of tax | (3,201 | ) |  | — |  |  | (519 | ) |  | 519 |  |  | (3,201 | )
Total other comprehensive income | 9,720 |  |  | 5,278 |  |  | 11,815 |  |  | (17,093 | ) |  | 9,720 |
Total comprehensive income | $ | 270,945 |  |  | $ | 239,677 |  |  | $ | 55,967 |  |  | $ | (295,644 | ) |  | $ | 270,945 |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Statements of Comprehensive Income (Loss) (In thousands)
| Year Ended December 31, 2011
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Net income | $ | 210,264 |  |  | $ | 210,575 |  |  | $ | 8,444 |  |  | $ | (219,019 | ) |  | $ | 210,264 |
Other comprehensive loss, net of tax: |  |  |  |  |  |  |  |  |
Foreign currency translation | (4,273 | ) |  | (1,440 | ) |  | (3,790 | ) |  | 5,230 |  |  | (4,273 | )
Net change in unrecognized gains/losses on derivative instruments, net of tax | (9,066 | ) |  | — |  |  | (1,042 | ) |  | 1,042 |  |  | (9,066 | )
Total other comprehensive loss | (13,339 | ) |  | (1,440 | ) |  | (4,832 | ) |  | 6,272 |  |  | (13,339 | )
Total comprehensive income | $ | 196,925 |  |  | $ | 209,135 |  |  | $ | 3,612 |  |  | $ | (212,747 | ) |  | $ | 196,925 |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Statements of Comprehensive Income (In thousands)
| Year Ended December 31, 2010
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Net income | $ | 169,071 |  |  | $ | 174,334 |  |  | $ | 1,502 |  |  | $ | (175,836 | ) |  | $ | 169,071 |
Other comprehensive income, net of tax: |  |  |  |  |  |  |  |  |
Foreign currency translation | 3,078 |  |  | 1,517 |  |  | 2,706 |  |  | (4,223 | ) |  | 3,078 |
Net change in unrecognized gains/losses on derivative instruments, net of tax | 8,712 |  |  | — |  |  | — |  |  | — |  |  | 8,712 |
Reversal of unrealized gain on pension plan, net of tax | (15 | ) |  | (15 | ) |  | — |  |  | 15 |  |  | (15 | )
Total other comprehensive income | 11,775 |  |  | 1,502 |  |  | 2,706 |  |  | (4,208 | ) |  | 11,775 |
Total comprehensive income | $ | 180,846 |  |  | $ | 175,836 |  |  | $ | 4,208 |  |  | $ | (180,044 | ) |  | $ | 180,846 |
Consolidated Condensed Statements of Cash Flows |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Statements of Cash Flows (In thousands)
| Nine Months Ended September 30, 2013
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES: |  |  |  |  |  |  |  |  |
Net cash provided by operating activities | $ | 101,136 |  |  | $ | 195,524 |  |  | $ | 116,212 |  |  | $ | (71,943 | ) |  | $ | 340,929 |
CASH FLOWS FROM INVESTING ACTIVITIES: |  |  |  |  |  |  |  |  |
Purchases of property and equipment | (1 | ) |  | (40,824 | ) |  | (20,301 | ) |  | — |  |  | (61,126 | )
Proceeds from sales of property and equipment | — |  |  | 1,032 |  |  | 427 |  |  | — |  |  | 1,459 |
Investment in unconsolidated subsidiary | — |  |  | — |  |  | (9,136 | ) |  | — |  |  | (9,136 | )
Investment and intercompany note activity with subsidiaries | (418,205 | ) |  | (84,893 | ) |  | — |  |  | 503,098 |  |  | — |
Acquisitions, net of cash acquired | — |  |  | (21,570 | ) |  | (374,404 | ) |  | — |  |  | (395,974 | )
Net cash used in investing activities | (418,206 | ) |  | (146,255 | ) |  | (403,414 | ) |  | 503,098 |  |  | (464,777 | )
CASH FLOWS FROM FINANCING ACTIVITIES: |  |  |  |  |  |  |  |  |
Proceeds from exercise of stock options | 13,647 |  |  | — |  |  | — |  |  | — |  |  | 13,647 |
Excess tax benefit from stock-based payments | 15,998 |  |  | — |  |  | — |  |  | — |  |  | 15,998 |
Debt issuance costs | (16,830 | ) |  | — |  |  | (82 | ) |  | — |  |  | (16,912 | )
Proceeds from issuance of senior notes | 600,000 |  |  | — |  |  | — |  |  | — |  |  | 600,000 |
Borrowings under revolving credit facility | 315,000 |  |  | — |  |  | 84,758 |  |  | — |  |  | 399,758 |
Repayments under revolving credit facility | (616,000 | ) |  | — |  |  | (129,313 | ) |  | — |  |  | (745,313 | )
Borrowings under term loans | 35,000 |  |  | — |  |  | — |  |  | — |  |  | 35,000 |
Repayments under term loans | (11,250 | ) |  | — |  |  | — |  |  | — |  |  | (11,250 | )
Borrowings under receivables securitization facility | — |  |  | — |  |  | 41,500 |  |  | — |  |  | 41,500 |
Repayments under receivables securitization facility | — |  |  | — |  |  | (111,500 | ) |  | — |  |  | (111,500 | )
Repayments of other long-term debt | (925 | ) |  | (7,983 | ) |  | (10,610 | ) |  | — |  |  | (19,518 | )
Payments of other obligations | — |  |  | (473 | ) |  | (31,618 | ) |  | — |  |  | (32,091 | )
Investment and intercompany note activity with parent | — |  |  | 25,095 |  |  | 478,003 |  |  | (503,098 | ) |  | — |
Dividends | — |  |  | (71,943 | ) |  | — |  |  | 71,943 |  |  | — |
Net cash provided by (used in) financing activities | 334,640 |  |  | (55,304 | ) |  | 321,138 |  |  | (431,155 | ) |  | 169,319 |
Effect of exchange rate changes on cash and equivalents | — |  |  | — |  |  | 2,096 |  |  | — |  |  | 2,096 |
Net increase (decrease) in cash and equivalents | 17,570 |  |  | (6,035 | ) |  | 36,032 |  |  | — |  |  | 47,567 |
Cash and equivalents, beginning of period | 18,396 |  |  | 18,253 |  |  | 23,121 |  |  | — |  |  | 59,770 |
Cash and equivalents, end of period | $ | 35,966 |  |  | $ | 12,218 |  |  | $ | 59,153 |  |  | $ | — |  |  | $ | 107,337 |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Statements of Cash Flows (In thousands)
| Nine Months Ended September 30, 2012
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES: |  |  |  |  |  |  |  |  |
Net cash provided by (used in) operating activities | $ | 134,934 |  |  | $ | 252,440 |  |  | $ | (67,023 | ) |  | $ | (138,279 | ) |  | $ | 182,072 |
CASH FLOWS FROM INVESTING ACTIVITIES: |  |  |  |  |  |  |  |  |
Purchases of property and equipment | (45 | ) |  | (47,446 | ) |  | (13,145 | ) |  | — |  |  | (60,636 | )
Proceeds from sales of property and equipment | — |  |  | 458 |  |  | 234 |  |  | — |  |  | 692 |
Investment and intercompany note activity with subsidiaries | (48,690 | ) |  | — |  |  | — |  |  | 48,690 |  |  | — |
Acquisitions, net of cash acquired | — |  |  | (110,713 | ) |  | (22,410 | ) |  | — |  |  | (133,123 | )
Net cash used in investing activities | (48,735 | ) |  | (157,701 | ) |  | (35,321 | ) |  | 48,690 |  |  | (193,067 | )
CASH FLOWS FROM FINANCING ACTIVITIES: |  |  |  |  |  |  |  |  |
Proceeds from exercise of stock options | 14,187 |  |  | — |  |  | — |  |  | — |  |  | 14,187 |
Excess tax benefit from stock-based payments | 11,071 |  |  | — |  |  | — |  |  | — |  |  | 11,071 |
Debt issuance costs | — |  |  | — |  |  | (175 | ) |  | — |  |  | (175 | )
Borrowings under revolving credit facility | 442,500 |  |  | — |  |  | 57,587 |  |  | — |  |  | 500,087 |
Repayments under revolving credit facility | (733,500 | ) |  | — |  |  | (14,351 | ) |  | — |  |  | (747,851 | )
Borrowings under term loans | 200,000 |  |  | — |  |  | — |  |  | — |  |  | 200,000 |
Repayments under term loans | (14,375 | ) |  | — |  |  | — |  |  | — |  |  | (14,375 | )
Borrowings under receivables securitization facility | — |  |  | — |  |  | 77,272 |  |  | — |  |  | 77,272 |
Repayments of other long-term debt | (2,580 | ) |  | (1,834 | ) |  | (3,922 | ) |  | — |  |  | (8,336 | )
Payments of other obligations | — |  |  | (600 | ) |  | — |  |  | — |  |  | (600 | )
Investment and intercompany note activity with parent | — |  |  | 47,754 |  |  | 936 |  |  | (48,690 | ) |  | — |
Dividends | — |  |  | (138,279 | ) |  | — |  |  | 138,279 |  |  | — |
Net cash (used in) provided by financing activities | (82,697 | ) |  | (92,959 | ) |  | 117,347 |  |  | 89,589 |  |  | 31,280 |
Effect of exchange rate changes on cash and equivalents | — |  |  | — |  |  | 682 |  |  | — |  |  | 682 |
Net increase in cash and equivalents | 3,502 |  |  | 1,780 |  |  | 15,685 |  |  | — |  |  | 20,967 |
Cash and equivalents, beginning of period | 9,908 |  |  | 17,433 |  |  | 20,906 |  |  | — |  |  | 48,247 |
Cash and equivalents, end of period | $ | 13,410 |  |  | $ | 19,213 |  |  | $ | 36,591 |  |  | $ | — |  |  | $ | 69,214 |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Statements of Cash Flows (In thousands)
| Year Ended December 31, 2012
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES: |  |  |  |  |  |  |  |  |
Net cash provided by (used in) operating activities | $ | 150,309 |  |  | $ | 289,013 |  |  | $ | (74,085 | ) |  | $ | (159,047 | ) |  | $ | 206,190 |
CASH FLOWS FROM INVESTING ACTIVITIES: |  |  |  |  |  |  |  |  |
Purchases of property and equipment | (150 | ) |  | (68,344 | ) |  | (19,761 | ) |  | — |  |  | (88,255 | )
Proceeds from sales of property and equipment | — |  |  | 699 |  |  | 358 |  |  | — |  |  | 1,057 |
Investment and intercompany note activity with subsidiaries | (132,006 | ) |  | — |  |  | — |  |  | 132,006 |  |  | — |
Cash used in acquisitions, net of cash acquired | — |  |  | (183,716 | ) |  | (81,620 | ) |  | — |  |  | (265,336 | )
Net cash used in investing activities | (132,156 | ) |  | (251,361 | ) |  | (101,023 | ) |  | 132,006 |  |  | (352,534 | )
CASH FLOWS FROM FINANCING ACTIVITIES: |  |  |  |  |  |  |  |  |
Proceeds from exercise of stock options | 17,693 |  |  | — |  |  | — |  |  | — |  |  | 17,693 |
Excess tax benefit from stock-based payments | 15,737 |  |  | — |  |  | — |  |  | — |  |  | 15,737 |
Debt issuance costs | (30 | ) |  | — |  |  | (223 | ) |  | — |  |  | (253 | )
Borrowings under revolving credit facility | 612,700 |  |  | — |  |  | 129,681 |  |  | — |  |  | 742,381 |
Repayments under revolving credit facility | (832,700 | ) |  | — |  |  | (22,702 | ) |  | — |  |  | (855,402 | )
Borrowings under term loans | 200,000 |  |  | — |  |  | — |  |  | — |  |  | 200,000 |
Repayments under term loans | (20,000 | ) |  | — |  |  | — |  |  | — |  |  | (20,000 | )
Borrowings under receivables securitization facility | — |  |  | — |  |  | 82,700 |  |  | — |  |  | 82,700 |
Repayments under receivables securitization facility | — |  |  | — |  |  | (2,700 | ) |  | — |  |  | (2,700 | )
Payments of other obligations | (3,065 | ) |  | (6,861 | ) |  | (13,158 | ) |  | — |  |  | (23,084 | )
Investment and intercompany note activity with parent | — |  |  | 129,076 |  |  | 2,930 |  |  | (132,006 | ) |  | — |
Dividends | — |  |  | (159,047 | ) |  | — |  |  | 159,047 |  |  | — |
Net cash (used in) provided by financing activities | (9,665 | ) |  | (36,832 | ) |  | 176,528 |  |  | 27,041 |  |  | 157,072 |
Effect of exchange rate changes on cash and equivalents | — |  |  | — |  |  | 795 |  |  | — |  |  | 795 |
Net increase in cash and equivalents | 8,488 |  |  | 820 |  |  | 2,215 |  |  | — |  |  | 11,523 |
Cash and equivalents, beginning of period | 9,908 |  |  | 17,433 |  |  | 20,906 |  |  | — |  |  | 48,247 |
Cash and equivalents, end of period | $ | 18,396 |  |  | $ | 18,253 |  |  | $ | 23,121 |  |  | $ | — |  |  | $ | 59,770 |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Statements of Cash Flows (In thousands)
| Year Ended December 31, 2011
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES: |  |  |  |  |  |  |  |  |
Net cash provided by operating activities | $ | 72,199 |  |  | $ | 201,029 |  |  | $ | 4,341 |  |  | $ | (65,797 | ) |  | $ | 211,772 |
CASH FLOWS FROM INVESTING ACTIVITIES: |  |  |  |  |  |  |  |  |
Purchases of property and equipment | (922 | ) |  | (79,474 | ) |  | (6,020 | ) |  | — |  |  | (86,416 | )
Proceeds from sales of property and equipment | 2 |  |  | 1,557 |  |  | 184 |  |  | — |  |  | 1,743 |
Investment and intercompany note activity with subsidiaries | (347,005 | ) |  | (93,985 | ) |  | — |  |  | 440,990 |  |  | — |
Cash used in acquisitions, net of cash acquired | — |  |  | (193,292 | ) |  | (293,642 | ) |  | — |  |  | (486,934 | )
Net cash used in investing activities | (347,925 | ) |  | (365,194 | ) |  | (299,478 | ) |  | 440,990 |  |  | (571,607 | )
CASH FLOWS FROM FINANCING ACTIVITIES: |  |  |  |  |  |  |  |  |
Proceeds from exercise of stock options | 11,919 |  |  | — |  |  | — |  |  | — |  |  | 11,919 |
Excess tax benefit from stock-based payments | 7,973 |  |  | — |  |  | — |  |  | — |  |  | 7,973 |
Debt issuance costs | (10,874 | ) |  | — |  |  | (174 | ) |  | — |  |  | (11,048 | )
Borrowings under revolving credit facility | 748,329 |  |  | — |  |  | 363,040 |  |  | — |  |  | 1,111,369 |
Repayments under revolving credit facility | (227,329 | ) |  | — |  |  | (226,538 | ) |  | — |  |  | (453,867 | )
Borrowings under term loans | 250,000 |  |  | — |  |  | — |  |  | — |  |  | 250,000 |
Repayments under term loans | (563,079 | ) |  | — |  |  | (37,385 | ) |  | — |  |  | (600,464 | )
Payments of other obligations | (1,640 | ) |  | (849 | ) |  | (1,982 | ) |  | — |  |  | (4,471 | )
Investment and intercompany note activity with parent | — |  |  | 226,872 |  |  | 214,118 |  |  | (440,990 | ) |  | — |
Dividends | — |  |  | (65,797 | ) |  | — |  |  | 65,797 |  |  | — |
Net cash provided by financing activities | 215,299 |  |  | 160,226 |  |  | 311,079 |  |  | (375,193 | ) |  | 311,411 |
Effect of exchange rate changes on cash and equivalents | — |  |  | — |  |  | 982 |  |  | — |  |  | 982 |
Net (decrease) increase in cash and equivalents | (60,427 | ) |  | (3,939 | ) |  | 16,924 |  |  | — |  |  | (47,442 | )
Cash and equivalents, beginning of period | 70,335 |  |  | 21,372 |  |  | 3,982 |  |  | — |  |  | 95,689 |
Cash and equivalents, end of period | $ | 9,908 |  |  | $ | 17,433 |  |  | $ | 20,906 |  |  | $ | — |  |  | $ | 48,247 |
LKQ CORPORATION AND SUBSIDIARIES Condensed Consolidating Statements of Cash Flows (In thousands)
| Year Ended December 31, 2010
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES: |  |  |  |  |  |  |  |  |
Net cash provided by (used in) operating activities | $ | 53,403 |  |  | $ | 163,533 |  |  | $ | (2,115 | ) |  | $ | (55,638 | ) |  | $ | 159,183 |
CASH FLOWS FROM INVESTING ACTIVITIES: |  |  |  |  |  |  |  |  |
Purchases of property and equipment | (705 | ) |  | (57,687 | ) |  | (3,046 | ) |  | — |  |  | (61,438 | )
Proceeds from sales of property and equipment | 16 |  |  | 1,040 |  |  | 385 |  |  | — |  |  | 1,441 |
Proceeds from sale of businesses, net of cash sold | — |  |  | 11,992 |  |  | — |  |  | — |  |  | 11,992 |
Investment and intercompany note activity with subsidiaries | (77,421 | ) |  | — |  |  | — |  |  | 77,421 |  |  | — |
Cash used in acquisitions, net of cash acquired | — |  |  | (121,384 | ) |  | (22,194 | ) |  | — |  |  | (143,578 | )
Net cash used in investing activities | (78,110 | ) |  | (166,039 | ) |  | (24,855 | ) |  | 77,421 |  |  | (191,583 | )
CASH FLOWS FROM FINANCING ACTIVITIES: |  |  |  |  |  |  |  |  |
Proceeds from exercise of stock options | 13,962 |  |  | — |  |  | — |  |  | — |  |  | 13,962 |
Excess tax benefit from stock-based payments | 15,000 |  |  | — |  |  | — |  |  | — |  |  | 15,000 |
Debt issuance costs | (419 | ) |  | — |  |  | — |  |  | — |  |  | (419 | )
Repayments under term loans | (7,037 | ) |  | — |  |  | (439 | ) |  | — |  |  | (7,476 | )
Payments of other obligations | (850 | ) |  | (399 | ) |  | (856 | ) |  | — |  |  | (2,105 | )
Investment and intercompany note activity with parent | — |  |  | 56,459 |  |  | 20,962 |  |  | (77,421 | ) |  | — |
Dividends | — |  |  | (55,638 | ) |  | — |  |  | 55,638 |  |  | — |
Net cash provided by financing activities | 20,656 |  |  | 422 |  |  | 19,667 |  |  | (21,783 | ) |  | 18,962 |
Effect of exchange rate changes on cash and equivalents | — |  |  | — |  |  | 221 |  |  | — |  |  | 221 |
Net decrease in cash and equivalents | (4,051 | ) |  | (2,084 | ) |  | (7,082 | ) |  | — |  |  | (13,217 | )
Cash and equivalents, beginning of period | 74,386 |  |  | 23,456 |  |  | 11,064 |  |  | — |  |  | 108,906 |
Cash and equivalents, end of period | $ | 70,335 |  |  | $ | 21,372 |  |  | $ | 3,982 |  |  | $ | — |  |  | $ | 95,689 |

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- Definition Tabular disclosure of components of comprehensive income (loss) including, but not limited to: (a) foreign currency translation adjustments; (b) gains (losses) on foreign currency transactions that are designated as, and are effective as, economic hedges of a net investment in a foreign entity; (c) gains (losses) on intercompany foreign currency transactions that are of a long-term-investment nature, when the entities to the transaction are consolidated, combined, or accounted for by the equity method in the reporting enterprise's financial statements; (d) change in the market value of a futures contract that qualifies as a hedge of an asset reported at fair value; (e) unrealized holding gains (losses) on available-for-sale securities and that resulting from transfers of debt securities from the held-to-maturity category to the available-for-sale category; (f) a net loss recognized as an additional pension liability not yet recognized as net periodic pension cost; and (g) the net gain (loss) and net prior service cost or credit for pension plans and other postretirement benefit plans. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 220 -SubTopic 10 -Section 45 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=20435746&loc=d3e526-108580 + Details
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