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Condensed Consolidating Financial Information | 9 Months Ended
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Sep. 30, 2017
Condensed Consolidating Financial Information [Abstract] |
Condensed Consolidating Financial Information | Condensed Consolidating Financial Information LKQ Corporation (the "Parent") issued, and the Guarantors have fully and unconditionally guaranteed, jointly and severally, the U.S. Notes due on May 15, 2023. A Guarantor's guarantee will be unconditionally and automatically released and discharged upon the occurrence of any of the following events: (i) a transfer (including as a result of consolidation or merger) by the Guarantor to any person that is not a Guarantor of all or substantially all assets and properties of such Guarantor, provided the Guarantor is also released from its obligations with respect to indebtedness under the Credit Agreement or other indebtedness of ours, which obligation gave rise to the guarantee of the U.S. Notes; (ii) a transfer (including as a result of consolidation or merger) to any person that is not a Guarantor of the equity interests of a Guarantor or issuance by a Guarantor of its equity interests such that the Guarantor ceases to be a subsidiary, as defined in the Indenture, provided the Guarantor is also released from its obligations with respect to indebtedness under the Credit Agreement or other indebtedness of ours, which obligation gave rise to the guarantee of the U.S. Notes; (iii) the release of the Guarantor from its obligations with respect to indebtedness under the Credit Agreement or other indebtedness of ours, which obligation gave rise to the guarantee of the U.S. Notes; and (iv) upon legal defeasance, covenant defeasance or satisfaction and discharge of the Indenture, as defined in the Indenture. Presented below are the unaudited condensed consolidating financial statements of the Parent, the Guarantors, the non-guarantor subsidiaries (the "Non-Guarantors"), and the elimination entries necessary to present our financial statements on a consolidated basis as required by Rule 3-10 of Regulation S-X of the Securities Exchange Act of 1934 resulting from the guarantees of the U.S. Notes. Investments in consolidated subsidiaries have been presented under the equity method of accounting. The principal elimination entries eliminate investments in subsidiaries, intercompany balances, and intercompany revenue and expenses. The unaudited condensed consolidating financial statements below have been prepared from our financial information on the same basis of accounting as the unaudited condensed consolidated financial statements, and may not necessarily be indicative of the financial position, results of operations or cash flows had the Parent, Guarantors and Non-Guarantors operated as independent entities.
LKQ CORPORATION AND SUBSIDIARIES Unaudited Condensed Consolidating Statements of Income (In thousands)
| For the Three Months Ended September 30, 2017
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Revenue | $ | — |  |  | $ | 1,433,742 |  |  | $ | 1,069,682 |  |  | $ | (37,624 | ) |  | $ | 2,465,800 |
Cost of goods sold | — |  |  | 861,078 |  |  | 685,470 |  |  | (37,624 | ) |  | 1,508,924 |
Gross margin | — |  |  | 572,664 |  |  | 384,212 |  |  | — |  |  | 956,876 |
Facility and warehouse expenses | — |  |  | 132,179 |  |  | 70,335 |  |  | — |  |  | 202,514 |
Distribution expenses | — |  |  | 125,120 |  |  | 77,709 |  |  | — |  |  | 202,829 |
Selling, general and administrative expenses | 7,861 |  |  | 137,627 |  |  | 145,147 |  |  | — |  |  | 290,635 |
Restructuring and acquisition related expenses | — |  |  | 1,473 |  |  | 3,449 |  |  | — |  |  | 4,922 |
Depreciation and amortization | 29 |  |  | 25,005 |  |  | 31,843 |  |  | — |  |  | 56,877 |
Operating (loss) income | (7,890 | ) |  | 151,260 |  |  | 55,729 |  |  | — |  |  | 199,099 |
Other expense (income): |  |  |  |  |  |  |  |  |
Interest expense, net | 16,232 |  |  | 57 |  |  | 8,933 |  |  | — |  |  | 25,222 |
Intercompany interest (income) expense, net | (2,389 | ) |  | (2,814 | ) |  | 5,203 |  |  | — |  |  | — |
Gains on bargain purchases | — |  |  | — |  |  | (913 | ) |  | — |  |  | (913 | )
Other expense (income), net | 32 |  |  | (4,011 | ) |  | 872 |  |  | — |  |  | (3,107 | )
Total other expense (income), net | 13,875 |  |  | (6,768 | ) |  | 14,095 |  |  | — |  |  | 21,202 |
(Loss) income from continuing operations before (benefit) provision for income taxes | (21,765 | ) |  | 158,028 |  |  | 41,634 |  |  | — |  |  | 177,897 |
(Benefit) provision for income taxes | (8,436 | ) |  | 56,920 |  |  | 9,705 |  |  | — |  |  | 58,189 |
Equity in earnings of unconsolidated subsidiaries | — |  |  | — |  |  | 2,673 |  |  | — |  |  | 2,673 |
Equity in earnings of subsidiaries | 135,710 |  |  | 6,674 |  |  | — |  |  | (142,384 | ) |  | — |
Net income | $ | 122,381 |  |  | $ | 107,782 |  |  | $ | 34,602 |  |  | $ | (142,384 | ) |  | $ | 122,381 |
LKQ CORPORATION AND SUBSIDIARIES Unaudited Condensed Consolidating Statements of Income (In thousands)
| For the Three Months Ended September 30, 2016
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Revenue | $ | — |  |  | $ | 1,410,180 |  |  | $ | 868,990 |  |  | $ | (71,827 | ) |  | $ | 2,207,343 |
Cost of goods sold | — |  |  | 865,072 |  |  | 558,654 |  |  | (71,827 | ) |  | 1,351,899 |
Gross margin | — |  |  | 545,108 |  |  | 310,336 |  |  | — |  |  | 855,444 |
Facility and warehouse expenses | — |  |  | 122,237 |  |  | 59,007 |  |  | — |  |  | 181,244 |
Distribution expenses | — |  |  | 120,049 |  |  | 52,516 |  |  | — |  |  | 172,565 |
Selling, general and administrative expenses | 8,095 |  |  | 133,611 |  |  | 116,626 |  |  | — |  |  | 258,332 |
Restructuring and acquisition related expenses | — |  |  | 5,777 |  |  | 1,146 |  |  | — |  |  | 6,923 |
Depreciation and amortization | 32 |  |  | 24,880 |  |  | 28,067 |  |  | — |  |  | 52,979 |
Operating (loss) income | (8,127 | ) |  | 138,554 |  |  | 52,974 |  |  | — |  |  | 183,401 |
Other expense (income): |  |  |  |  |  |  |  |  |
Interest expense, net | 15,825 |  |  | 610 |  |  | 8,326 |  |  | — |  |  | 24,761 |
Intercompany interest (income) expense, net | (8,796 | ) |  | 5,030 |  |  | 3,766 |  |  | — |  |  | — |
Other expense (income), net | 17 |  |  | (3,122 | ) |  | 2,095 |  |  | — |  |  | (1,010 | )
Total other expense, net | 7,046 |  |  | 2,518 |  |  | 14,187 |  |  | — |  |  | 23,751 |
(Loss) income from continuing operations before (benefit) provision for income taxes | (15,173 | ) |  | 136,036 |  |  | 38,787 |  |  | — |  |  | 159,650 |
(Benefit) provision for income taxes | (9,546 | ) |  | 50,168 |  |  | 9,213 |  |  | — |  |  | 49,835 |
Equity in earnings of unconsolidated subsidiaries | — |  |  | 13 |  |  | 16 |  |  | — |  |  | 29 |
Equity in earnings of subsidiaries | 115,471 |  |  | 4,868 |  |  | — |  |  | (120,339 | ) |  | — |
Income from continuing operations | 109,844 |  |  | 90,749 |  |  | 29,590 |  |  | (120,339 | ) |  | 109,844 |
Income from discontinued operations, net of tax | 12,844 |  |  | 12,844 |  |  | 6,206 |  |  | (19,050 | ) |  | 12,844 |
Net income | $ | 122,688 |  |  | $ | 103,593 |  |  | $ | 35,796 |  |  | $ | (139,389 | ) |  | $ | 122,688 |
LKQ CORPORATION AND SUBSIDIARIES Unaudited Condensed Consolidating Statements of Income (In thousands)
| For the Nine Months Ended September 30, 2017
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Revenue | $ | — |  |  | $ | 4,374,693 |  |  | $ | 3,001,386 |  |  | $ | (109,025 | ) |  | $ | 7,267,054 |
Cost of goods sold | — |  |  | 2,613,540 |  |  | 1,910,561 |  |  | (109,025 | ) |  | 4,415,076 |
Gross margin | — |  |  | 1,761,153 |  |  | 1,090,825 |  |  | — |  |  | 2,851,978 |
Facility and warehouse expenses | — |  |  | 389,314 |  |  | 193,916 |  |  | — |  |  | 583,230 |
Distribution expenses | — |  |  | 367,134 |  |  | 215,897 |  |  | — |  |  | 583,031 |
Selling, general and administrative expenses | 26,209 |  |  | 409,449 |  |  | 401,146 |  |  | — |  |  | 836,804 |
Restructuring and acquisition related expenses | — |  |  | 4,010 |  |  | 6,361 |  |  | — |  |  | 10,371 |
Depreciation and amortization | 89 |  |  | 73,072 |  |  | 86,017 |  |  | — |  |  | 159,178 |
Operating (loss) income | (26,298 | ) |  | 518,174 |  |  | 187,488 |  |  | — |  |  | 679,364 |
Other expense (income): |  |  |  |  |  |  |  |  |
Interest expense, net | 48,904 |  |  | 281 |  |  | 24,621 |  |  | — |  |  | 73,806 |
Intercompany interest (income) expense, net | (10,221 | ) |  | (4,530 | ) |  | 14,751 |  |  | — |  |  | — |
Gains on bargain purchases | — |  |  | — |  |  | (3,990 | ) |  | — |  |  | (3,990 | )
Other expense (income), net | 286 |  |  | (8,247 | ) |  | 1,077 |  |  | — |  |  | (6,884 | )
Total other expense (income), net | 38,969 |  |  | (12,496 | ) |  | 36,459 |  |  | — |  |  | 62,932 |
(Loss) income from continuing operations before (benefit) provision for income taxes | (65,267 | ) |  | 530,670 |  |  | 151,029 |  |  | — |  |  | 616,432 |
(Benefit) provision for income taxes | (27,034 | ) |  | 200,321 |  |  | 32,919 |  |  | — |  |  | 206,206 |
Equity in earnings of unconsolidated subsidiaries | — |  |  | — |  |  | 3,878 |  |  | — |  |  | 3,878 |
Equity in earnings of subsidiaries | 452,337 |  |  | 17,282 |  |  | — |  |  | (469,619 | ) |  | — |
Income from continuing operations | 414,104 |  |  | 347,631 |  |  | 121,988 |  |  | (469,619 | ) |  | 414,104 |
(Loss) income from discontinued operations, net of tax | (4,531 | ) |  | (4,531 | ) |  | 2,050 |  |  | 2,481 |  |  | (4,531 | )
Net income | $ | 409,573 |  |  | $ | 343,100 |  |  | $ | 124,038 |  |  | $ | (467,138 | ) |  | $ | 409,573 |
LKQ CORPORATION AND SUBSIDIARIES Unaudited Condensed Consolidating Statements of Income (In thousands)
| For the Nine Months Ended September 30, 2016
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Revenue | $ | — |  |  | $ | 4,147,572 |  |  | $ | 2,424,379 |  |  | $ | (138,326 | ) |  | $ | 6,433,625 |
Cost of goods sold | — |  |  | 2,512,742 |  |  | 1,537,512 |  |  | (138,326 | ) |  | 3,911,928 |
Gross margin | — |  |  | 1,634,830 |  |  | 886,867 |  |  | — |  |  | 2,521,697 |
Facility and warehouse expenses | — |  |  | 354,877 |  |  | 161,350 |  |  | — |  |  | 516,227 |
Distribution expenses | — |  |  | 342,523 |  |  | 166,711 |  |  | — |  |  | 509,234 |
Selling, general and administrative expenses | 27,361 |  |  | 389,252 |  |  | 310,123 |  |  | — |  |  | 726,736 |
Restructuring and acquisition related expenses | — |  |  | 16,895 |  |  | 13,919 |  |  | — |  |  | 30,814 |
Depreciation and amortization | 101 |  |  | 68,877 |  |  | 68,190 |  |  | — |  |  | 137,168 |
Operating (loss) income | (27,462 | ) |  | 462,406 |  |  | 166,574 |  |  | — |  |  | 601,518 |
Other expense (income): |  |  |  |  |  |  |  |  |
Interest expense, net | 44,067 |  |  | 444 |  |  | 19,491 |  |  | — |  |  | 64,002 |
Intercompany interest (income) expense, net | (21,828 | ) |  | 13,996 |  |  | 7,832 |  |  | — |  |  | — |
Loss on debt extinguishment | 2,894 |  |  | — |  |  | 23,756 |  |  | — |  |  | 26,650 |
Gains on foreign exchange contracts - acquisition related | (18,342 | ) |  | — |  |  | — |  |  | — |  |  | (18,342 | )
Other (income) expense, net | (61 | ) |  | (7,464 | ) |  | 3,164 |  |  | — |  |  | (4,361 | )
Total other expense, net | 6,730 |  |  | 6,976 |  |  | 54,243 |  |  | — |  |  | 67,949 |
(Loss) income from continuing operations before (benefit) provision for income taxes | (34,192 | ) |  | 455,430 |  |  | 112,331 |  |  | — |  |  | 533,569 |
(Benefit) provision for income taxes | (19,103 | ) |  | 168,296 |  |  | 24,032 |  |  | — |  |  | 173,225 |
Equity in (loss) earnings of unconsolidated subsidiaries | (795 | ) |  | 32 |  |  | 244 |  |  | — |  |  | (519 | )
Equity in earnings of subsidiaries | 375,709 |  |  | 15,270 |  |  | — |  |  | (390,979 | ) |  | — |
Income from continuing operations | 359,825 |  |  | 302,436 |  |  | 88,543 |  |  | (390,979 | ) |  | 359,825 |
Income from discontinued operations, net of tax | 17,819 |  |  | 17,819 |  |  | 8,177 |  |  | (25,996 | ) |  | 17,819 |
Net income | $ | 377,644 |  |  | $ | 320,255 |  |  | $ | 96,720 |  |  | $ | (416,975 | ) |  | $ | 377,644 |
LKQ CORPORATION AND SUBSIDIARIES Unaudited Condensed Consolidating Statements of Comprehensive Income (In thousands)
| For the Three Months Ended September 30, 2017
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Net income | $ | 122,381 |  |  | $ | 107,782 |  |  | $ | 34,602 |  |  | $ | (142,384 | ) |  | $ | 122,381 |
Other comprehensive income (loss): |  |  |  |  |  |  |  |  |
Foreign currency translation | 59,618 |  |  | 3,590 |  |  | 62,734 |  |  | (66,324 | ) |  | 59,618 |
Net change in unrecognized gains/losses on derivative instruments, net of tax | (1,776 | ) |  | — |  |  | — |  |  | — |  |  | (1,776 | )
Net change in unrealized gains/losses on pension plans, net of tax | (150 | ) |  | — |  |  | (150 | ) |  | 150 |  |  | (150 | )
Net change in other comprehensive loss from unconsolidated subsidiaries | (1,034 | ) |  | — |  |  | (1,034 | ) |  | 1,034 |  |  | (1,034 | )
Total other comprehensive income | 56,658 |  |  | 3,590 |  |  | 61,550 |  |  | (65,140 | ) |  | 56,658 |
Total comprehensive income | $ | 179,039 |  |  | $ | 111,372 |  |  | $ | 96,152 |  |  | $ | (207,524 | ) |  | $ | 179,039 |
LKQ CORPORATION AND SUBSIDIARIES Unaudited Condensed Consolidating Statements of Comprehensive Income (In thousands)
| For the Three Months Ended September 30, 2016
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Net income | $ | 122,688 |  |  | $ | 103,593 |  |  | $ | 35,796 |  |  | $ | (139,389 | ) |  | $ | 122,688 |
Other comprehensive (loss) income: |  |  |  |  |  |  |  |  |
Foreign currency translation | (12,317 | ) |  | (9,372 | ) |  | (11,450 | ) |  | 20,822 |  |  | (12,317 | )
Net change in unrecognized gains/losses on derivative instruments, net of tax | 3,059 |  |  | 170 |  |  | 318 |  |  | (488 | ) |  | 3,059 |
Net change in unrealized gains/losses on pension plans, net of tax | 94 |  |  | — |  |  | 94 |  |  | (94 | ) |  | 94 |
Total other comprehensive loss | (9,164 | ) |  | (9,202 | ) |  | (11,038 | ) |  | 20,240 |  |  | (9,164 | )
Total comprehensive income | $ | 113,524 |  |  | $ | 94,391 |  |  | $ | 24,758 |  |  | $ | (119,149 | ) |  | $ | 113,524 |
LKQ CORPORATION AND SUBSIDIARIES Unaudited Condensed Consolidating Statements of Comprehensive Income (In thousands)
| For the Nine Months Ended September 30, 2017
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Net income | $ | 409,573 |  |  | $ | 343,100 |  |  | $ | 124,038 |  |  | $ | (467,138 | ) |  | $ | 409,573 |
Other comprehensive income (loss): |  |  |  |  |  |  |  |  |
Foreign currency translation | 174,794 |  |  | 17,565 |  |  | 176,769 |  |  | (194,334 | ) |  | 174,794 |
Net change in unrecognized gains/losses on derivative instruments, net of tax | 457 |  |  | (133 | ) |  | — |  |  | 133 |  |  | 457 |
Net change in unrealized gains/losses on pension plans, net of tax | (4,053 | ) |  | (3,253 | ) |  | (800 | ) |  | 4,053 |  |  | (4,053 | )
Net change in other comprehensive loss from unconsolidated subsidiaries | (1,635 | ) |  | — |  |  | (1,635 | ) |  | 1,635 |  |  | (1,635 | )
Total other comprehensive income | 169,563 |  |  | 14,179 |  |  | 174,334 |  |  | (188,513 | ) |  | 169,563 |
Total comprehensive income | $ | 579,136 |  |  | $ | 357,279 |  |  | $ | 298,372 |  |  | $ | (655,651 | ) |  | $ | 579,136 |
LKQ CORPORATION AND SUBSIDIARIES Unaudited Condensed Consolidating Statements of Comprehensive Income (In thousands)
| For the Nine Months Ended September 30, 2016
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Net income | $ | 377,644 |  |  | $ | 320,255 |  |  | $ | 96,720 |  |  | $ | (416,975 | ) |  | $ | 377,644 |
Other comprehensive (loss) income: |  |  |  |  |  |  |  |  |
Foreign currency translation | (85,434 | ) |  | (27,343 | ) |  | (88,319 | ) |  | 115,662 |  |  | (85,434 | )
Net change in unrecognized gains/losses on derivative instruments, net of tax | (123 | ) |  | 170 |  |  | 513 |  |  | (683 | ) |  | (123 | )
Net change in unrealized gains/losses on pension plans, net of tax | 361 |  |  | — |  |  | 361 |  |  | (361 | ) |  | 361 |
Total other comprehensive loss | (85,196 | ) |  | (27,173 | ) |  | (87,445 | ) |  | 114,618 |  |  | (85,196 | )
Total comprehensive income | $ | 292,448 |  |  | $ | 293,082 |  |  | $ | 9,275 |  |  | $ | (302,357 | ) |  | $ | 292,448 |
LKQ CORPORATION AND SUBSIDIARIES Unaudited Condensed Consolidating Balance Sheets (In thousands)
| September 30, 2017
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Assets |  |  |  |  |  |  |  |  |
Current assets: |  |  |  |  |  |  |  |  |
Cash and cash equivalents | $ | 20,286 |  |  | $ | 22,413 |  |  | $ | 232,378 |  |  | $ | — |  |  | $ | 275,077 |
Receivables, net | — |  |  | 302,789 |  |  | 718,939 |  |  | — |  |  | 1,021,728 |
Intercompany receivables, net | 3,463 |  |  | — |  |  | 12,110 |  |  | (15,573 | ) |  | — |
Inventories | — |  |  | 1,232,897 |  |  | 1,003,479 |  |  | — |  |  | 2,236,376 |
Prepaid expenses and other current assets | 23,213 |  |  | 43,617 |  |  | 68,362 |  |  | — |  |  | 135,192 |
Total current assets | 46,962 |  |  | 1,601,716 |  |  | 2,035,268 |  |  | (15,573 | ) |  | 3,668,373 |
Property and equipment, net | 658 |  |  | 548,598 |  |  | 318,716 |  |  | — |  |  | 867,972 |
Intangible assets: |  |  |  |  |  |  |  |  |
Goodwill | — |  |  | 1,888,002 |  |  | 1,504,361 |  |  | — |  |  | 3,392,363 |
Other intangibles, net | — |  |  | 144,358 |  |  | 458,066 |  |  | — |  |  | 602,424 |
Investment in subsidiaries | 5,505,206 |  |  | 99,089 |  |  | — |  |  | (5,604,295 | ) |  | — |
Intercompany notes receivable | 1,173,923 |  |  | 771,962 |  |  | — |  |  | (1,945,885 | ) |  | — |
Equity method investments | — |  |  | 336 |  |  | 198,910 |  |  | — |  |  | 199,246 |
Other assets | 62,566 |  |  | 33,894 |  |  | 38,292 |  |  | (1,192 | ) |  | 133,560 |
Total assets | $ | 6,789,315 |  |  | $ | 5,087,955 |  |  | $ | 4,553,613 |  |  | $ | (7,566,945 | ) |  | $ | 8,863,938 |
Liabilities and Stockholders’ Equity |  |  |  |  |  |  |  |  |
Current liabilities: |  |  |  |  |  |  |  |  |
Accounts payable | $ | 2,108 |  |  | $ | 298,832 |  |  | $ | 448,912 |  |  | $ | — |  |  | $ | 749,852 |
Intercompany payables, net | — |  |  | 12,110 |  |  | 3,463 |  |  | (15,573 | ) |  | — |
Accrued expenses: |  |  |  |  |  |  |  |  |
Accrued payroll-related liabilities | 8,963 |  |  | 42,446 |  |  | 69,166 |  |  | — |  |  | 120,575 |
Other accrued expenses | 12,209 |  |  | 97,493 |  |  | 143,539 |  |  | — |  |  | 253,241 |
Other current liabilities | 283 |  |  | 24,547 |  |  | 26,953 |  |  | — |  |  | 51,783 |
Current portion of long-term obligations | 36,397 |  |  | 1,868 |  |  | 88,622 |  |  | — |  |  | 126,887 |
Total current liabilities | 59,960 |  |  | 477,296 |  |  | 780,655 |  |  | (15,573 | ) |  | 1,302,338 |
Long-term obligations, excluding current portion | 1,837,860 |  |  | 6,696 |  |  | 1,177,161 |  |  | — |  |  | 3,021,717 |
Intercompany notes payable | 750,000 |  |  | 697,814 |  |  | 498,071 |  |  | (1,945,885 | ) |  | — |
Deferred income taxes | — |  |  | 118,169 |  |  | 124,567 |  |  | (1,192 | ) |  | 241,544 |
Other noncurrent liabilities | 100,458 |  |  | 113,371 |  |  | 43,473 |  |  | — |  |  | 257,302 |
Total stockholders’ equity | 4,041,037 |  |  | 3,674,609 |  |  | 1,929,686 |  |  | (5,604,295 | ) |  | 4,041,037 |
Total liabilities and stockholders' equity | $ | 6,789,315 |  |  | $ | 5,087,955 |  |  | $ | 4,553,613 |  |  | $ | (7,566,945 | ) |  | $ | 8,863,938 |
LKQ CORPORATION AND SUBSIDIARIES Unaudited Condensed Consolidating Balance Sheets (In thousands)
| December 31, 2016
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
Assets |  |  |  |  |  |  |  |  |
Current assets: |  |  |  |  |  |  |  |  |
Cash and cash equivalents | $ | 33,030 |  |  | $ | 35,360 |  |  | $ | 159,010 |  |  | $ | — |  |  | $ | 227,400 |
Receivables, net | — |  |  | 248,188 |  |  | 612,361 |  |  | — |  |  | 860,549 |
Intercompany receivables, net | 2,805 |  |  | 11,237 |  |  | 8,837 |  |  | (22,879 | ) |  | — |
Inventories | — |  |  | 1,149,763 |  |  | 785,474 |  |  | — |  |  | 1,935,237 |
Prepaid expenses and other current assets | 1,640 |  |  | 43,165 |  |  | 42,963 |  |  | — |  |  | 87,768 |
Assets of discontinued operations | — |  |  | 357,788 |  |  | 98,852 |  |  | — |  |  | 456,640 |
Total current assets | 37,475 |  |  | 1,845,501 |  |  | 1,707,497 |  |  | (22,879 | ) |  | 3,567,594 |
Property and equipment, net | 239 |  |  | 527,705 |  |  | 283,632 |  |  | — |  |  | 811,576 |
Intangible assets: |  |  |  |  |  |  |  |  |
Goodwill | — |  |  | 1,851,274 |  |  | 1,203,495 |  |  | — |  |  | 3,054,769 |
Other intangibles, net | — |  |  | 153,689 |  |  | 430,542 |  |  | — |  |  | 584,231 |
Investment in subsidiaries | 5,067,297 |  |  | 242,032 |  |  | — |  |  | (5,309,329 | ) |  | — |
Intercompany notes receivable | 1,510,534 |  |  | 800,283 |  |  | — |  |  | (2,310,817 | ) |  | — |
Equity method investments | — |  |  | 336 |  |  | 183,131 |  |  | — |  |  | 183,467 |
Other assets | 59,726 |  |  | 25,177 |  | — |  | 22,347 |  |  | (5,688 | ) | — |  | 101,562 |
Total assets | $ | 6,675,271 |  |  | $ | 5,445,997 |  |  | $ | 3,830,644 |  |  | $ | (7,648,713 | ) |  | $ | 8,303,199 |
Liabilities and Stockholders’ Equity |  |  |  |  |  |  |  |  |
Current liabilities: |  |  |  |  |  |  |  |  |
Accounts payable | $ | 1,309 |  |  | $ | 244,074 |  |  | $ | 388,390 |  |  | $ | — |  |  | $ | 633,773 |
Intercompany payables, net | 11,237 |  |  | 8,837 |  |  | 2,805 |  |  | (22,879 | ) |  | — |
Accrued expenses: |  |  |  |  |  |  |  |  |
Accrued payroll-related liabilities | 6,404 |  |  | 58,187 |  |  | 54,164 |  |  | — |  |  | 118,755 |
Other accrued expenses | 5,502 |  |  | 94,287 |  |  | 109,312 |  |  | — |  |  | 209,101 |
Other current liabilities | 4,283 |  |  | 18,456 |  |  | 15,204 |  |  | — |  |  | 37,943 |
Current portion of long-term obligations | 37,710 |  |  | 1,097 |  |  | 27,302 |  |  | — |  |  | 66,109 |
Liabilities of discontinued operations | — |  |  | 110,890 |  |  | 34,214 |  |  | — |  |  | 145,104 |
Total current liabilities | 66,445 |  |  | 535,828 |  |  | 631,391 |  |  | (22,879 | ) |  | 1,210,785 |
Long-term obligations, excluding current portion | 2,371,578 |  |  | 8,356 |  |  | 895,728 |  |  | — |  |  | 3,275,662 |
Intercompany notes payable | 750,000 |  |  | 1,074,218 |  |  | 486,599 |  |  | (2,310,817 | ) |  | — |
Deferred income taxes | — |  |  | 95,765 |  |  | 109,580 |  |  | (5,688 | ) |  | 199,657 |
Other noncurrent liabilities | 44,299 |  |  | 90,722 |  |  | 39,125 |  |  | — |  |  | 174,146 |
Total stockholders’ equity | 3,442,949 |  |  | 3,641,108 |  |  | 1,668,221 |  |  | (5,309,329 | ) |  | 3,442,949 |
Total liabilities and stockholders' equity | $ | 6,675,271 |  |  | $ | 5,445,997 |  |  | $ | 3,830,644 |  |  | $ | (7,648,713 | ) |  | $ | 8,303,199 |
LKQ CORPORATION AND SUBSIDIARIES Unaudited Condensed Consolidating Statements of Cash Flows (In thousands)
| For the Nine Months Ended September 30, 2017
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES: |  |  |  |  |  |  |  |  |
Net cash provided by operating activities | $ | 227,314 |  |  | $ | 388,509 |  |  | $ | 108,095 |  |  | $ | (274,675 | ) |  | $ | 449,243 |
CASH FLOWS FROM INVESTING ACTIVITIES: |  |  |  |  |  |  |  |  |
Purchases of property and equipment | (509 | ) |  | (70,292 | ) |  | (64,736 | ) |  | — |  |  | (135,537 | )
Investment and intercompany note activity with subsidiaries | 296,561 |  |  | — |  |  | — |  |  | (296,561 | ) |  | — |
Acquisitions, net of cash acquired | — |  |  | (79,496 | ) |  | (173,171 | ) |  | — |  |  | (252,667 | )
Proceeds from disposals of business/investment | — |  |  | 305,740 |  |  | (4,443 | ) |  | — |  |  | 301,297 |
Other investing activities, net | — |  |  | 900 |  |  | 1,850 |  |  | — |  |  | 2,750 |
Net cash provided by (used in) investing activities | 296,052 |  |  | 156,852 |  |  | (240,500 | ) |  | (296,561 | ) |  | (84,157 | )
CASH FLOWS FROM FINANCING ACTIVITIES: |  |  |  |  |  |  |  |  |
Proceeds from exercise of stock options | 6,465 |  |  | — |  |  | — |  |  | — |  |  | 6,465 |
Taxes paid related to net share settlements of stock-based compensation awards | (5,095 | ) |  | — |  |  | — |  |  | — |  |  | (5,095 | )
Borrowings under revolving credit facilities | 187,000 |  |  | — |  |  | 237,976 |  |  | — |  |  | 424,976 |
Repayments under revolving credit facilities | (694,896 | ) |  | — |  |  | (75,988 | ) |  | — |  |  | (770,884 | )
Repayments under term loans | (27,884 | ) |  | — |  |  | — |  |  | — |  |  | (27,884 | )
Borrowings under receivables securitization facility | — |  |  | — |  |  | 8,525 |  |  | — |  |  | 8,525 |
Repayments under receivables securitization facility | — |  |  | — |  |  | (9,925 | ) |  | — |  |  | (9,925 | )
(Repayments) borrowings of other debt, net | (1,700 | ) |  | (1,238 | ) |  | 27,460 |  |  | — |  |  | 24,522 |
Payments of other obligations | — |  |  | (1,336 | ) |  | (743 | ) |  | — |  |  | (2,079 | )
Other financing activities, net | — |  |  | 5,000 |  |  | (684 | ) |  | — |  |  | 4,316 |
Investment and intercompany note activity with parent | — |  |  | (286,530 | ) |  | (10,031 | ) |  | 296,561 |  |  | — |
Dividends | — |  |  | (274,675 | ) |  | — |  |  | 274,675 |  |  | — |
Net cash (used in) provided by financing activities | (536,110 | ) |  | (558,779 | ) |  | 176,590 |  |  | 571,236 |  |  | (347,063 | )
Effect of exchange rate changes on cash and cash equivalents | — |  |  | 322 |  |  | 22,216 |  |  | — |  |  | 22,538 |
Net (decrease) increase in cash and cash equivalents | (12,744 | ) |  | (13,096 | ) |  | 66,401 |  |  | — |  |  | 40,561 |
Cash and cash equivalents of continuing operations, beginning of period | 33,030 |  |  | 35,360 |  |  | 159,010 |  |  | — |  |  | 227,400 |
Add: Cash and cash equivalents of discontinued operations, beginning of period | — |  |  | 149 |  |  | 6,967 |  |  | — |  |  | 7,116 |
Cash and cash equivalents of continuing and discontinued operations, beginning of period | 33,030 |  |  | 35,509 |  |  | 165,977 |  |  | — |  |  | 234,516 |
Cash and cash equivalents, end of period | $ | 20,286 |  |  | $ | 22,413 |  |  | $ | 232,378 |  |  | $ | — |  |  | $ | 275,077 |
LKQ CORPORATION AND SUBSIDIARIES Unaudited Condensed Consolidating Statements of Cash Flows (In thousands)
| For the Nine Months Ended September 30, 2016
| Parent |  | Guarantors |  | Non-Guarantors |  | Eliminations |  | Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES: |  |  |  |  |  |  |  |  |
Net cash provided by operating activities | $ | 240,495 |  |  | $ | 404,164 |  |  | $ | 119,623 |  |  | $ | (240,131 | ) |  | $ | 524,151 |
CASH FLOWS FROM INVESTING ACTIVITIES: |  |  |  |  |  |  |  |  |
Purchases of property and equipment | (36 | ) |  | (89,917 | ) |  | (62,793 | ) |  | — |  |  | (152,746 | )
Investment and intercompany note activity with subsidiaries | (1,285,939 | ) |  | — |  |  | — |  |  | 1,285,939 |  |  | — |
Acquisitions, net of cash acquired | — |  |  | (666,052 | ) |  | (635,075 | ) |  | — |  |  | (1,301,127 | )
Proceeds from disposals of business/investment | — |  |  | — |  |  | 10,304 |  |  | — |  |  | 10,304 |
Proceeds from foreign exchange contracts | 18,342 |  |  | — |  |  | — |  |  | — |  |  | 18,342 |
Other investing activities, net | — |  |  | (452 | ) |  | 989 |  |  | — |  |  | 537 |
Net cash used in investing activities | (1,267,633 | ) |  | (756,421 | ) |  | (686,575 | ) |  | 1,285,939 |  |  | (1,424,690 | )
CASH FLOWS FROM FINANCING ACTIVITIES: |  |  |  |  |  |  |  |  |
Proceeds from exercise of stock options | 7,525 |  |  | — |  |  | — |  |  | — |  |  | 7,525 |
Taxes paid related to net share settlements of stock-based compensation awards | (4,440 | ) |  | — |  |  | — |  |  | — |  |  | (4,440 | )
Debt issuance costs | (7,079 | ) |  | — |  |  | (9,325 | ) |  | — |  |  | (16,404 | )
Proceeds from issuance of Euro notes | — |  |  | — |  |  | 563,450 |  |  | — |  |  | 563,450 |
Borrowings under revolving credit facilities | 1,304,000 |  |  | — |  |  | 657,702 |  |  | — |  |  | 1,961,702 |
Repayments under revolving credit facilities | (344,000 | ) |  | — |  |  | (895,234 | ) |  | — |  |  | (1,239,234 | )
Borrowings under term loans | 89,317 |  |  | — |  |  | 249,161 |  |  | — |  |  | 338,478 |
Repayments under term loans | (6,247 | ) |  | — |  |  | (3,214 | ) |  | — |  |  | (9,461 | )
Borrowings under receivables securitization facility | — |  |  | — |  |  | 100,480 |  |  | — |  |  | 100,480 |
Repayments under receivables securitization facility | — |  |  | — |  |  | (66,500 | ) |  | — |  |  | (66,500 | )
Repayments of other debt, net | — |  |  | (2,270 | ) |  | (92 | ) |  | — |  |  | (2,362 | )
Payments of Rhiag debt and related payments | — |  |  | — |  |  | (543,347 | ) |  | — |  |  | (543,347 | )
Payments of other obligations | — |  |  | (1,405 | ) |  | — |  |  | — |  |  | (1,405 | )
Investment and intercompany note activity with parent | — |  |  | 612,961 |  |  | 672,978 |  |  | (1,285,939 | ) |  | — |
Dividends | — |  |  | (240,131 | ) |  | — |  |  | 240,131 |  |  | — |
Net cash provided by financing activities | 1,039,076 |  |  | 369,155 |  |  | 726,059 |  |  | (1,045,808 | ) |  | 1,088,482 |
Effect of exchange rate changes on cash and cash equivalents | — |  |  | 3 |  |  | (3,492 | ) |  | — |  |  | (3,489 | )
Net increase in cash and cash equivalents | 11,938 |  |  | 16,901 |  |  | 155,615 |  |  | — |  |  | 184,454 |
Cash and cash equivalents of continuing operations, beginning of period | 17,616 |  |  | 13,432 |  |  | 56,349 |  |  | — |  |  | 87,397 |
Cash and cash equivalents of continuing and discontinued operations, end of period | 29,554 |  |  | 30,333 |  |  | 211,964 |  |  | — |  |  | 271,851 |
Less: Cash and cash equivalents of discontinued operations, end of period | — |  |  | 13,332 |  |  | 494 |  |  | — |  |  | 13,826 |
Cash and cash equivalents, end of period | $ | 29,554 |  |  | $ | 17,001 |  |  | $ | 211,470 |  |  | $ | — |  |  | $ | 258,025 |

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- Definition The entire disclosure for condensed financial statements. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 235 -SubTopic 10 -Section S99 -Paragraph 3 -Subparagraph (SX 210.12-04) -URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e24072-122690 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 810 -SubTopic 10 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=64809438&loc=d3e5614-111684 Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 270 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.10-01(a)) -URI http://asc.fasb.org/extlink&oid=27015980&loc=d3e46468-122699 + Details
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