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Condensed Consolidating Financial Information Condensed Consolidating Financial Information (Tables)
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9 Months Ended |
12 Months Ended |
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Sep. 30, 2013
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Dec. 31, 2012
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| Condensed Consolidating Financial Information [Abstract] |
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| 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 |
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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 |
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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 |
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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 |
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| 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 |
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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 |
|
|