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FLOOR PLAN NOTES PAYABLE | 9 Months Ended
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Sep. 30, 2025
Payables and Accruals [Abstract] |
FLOOR PLAN NOTES PAYABLE | FLOOR PLAN NOTES PAYABLE Floor plan notes payable consisted of the following:
| As of
| September 30, 2025 |  | December 31, 2024
| (In millions)
Floor plan notes payable—trade | $ | 345.7 |  |  | $ | 350.9 |
Floor plan notes payable offset account | (1.0) |  |  | (1.0) |
Floor plan notes payable—trade, net | $ | 344.7 |  |  | $ | 349.9 |
Floor plan notes payable—new non-trade | $ | 1,534.9 |  |  | $ | 1,359.8 |
Floor plan notes payable—used non-trade | 350.0 |  |  | 100.7 |
Floor plan notes payable offset account | (107.7) |  |  | (115.7) |
Floor plan notes payable—non-trade, net | $ | 1,777.3 |  |  | $ | 1,344.8 |
We have floor plan offset accounts that allow us to offset our floor plan notes payable balances outstanding with transfers of cash to reduce the amount of outstanding floor plan notes payable that would otherwise accrue interest, while retaining the ability to transfer amounts from the offset account into our operating cash accounts within the same day. We have the ability to convert a portion of our availability under the revolving credit facility to the new vehicle floor plan facility or the used vehicle floor plan facility. The maximum amount we are allowed to convert is determined based on our aggregate revolving commitment under the revolving credit facility, less $50.0 million. In addition, we are able to convert any amounts moved to the new vehicle floor plan facility or used vehicle floor plan facility back to the revolving credit facility. In addition to our new and used vehicle floor plan facilities, we have loaner vehicle floor plan facilities with Bank of America and certain original equipment manufacturers (“OEMs”). Loaner vehicles notes payable related to Bank of America as of September 30, 2025 and December 31, 2024 were $69.6 million and $56.7 million, respectively. Loaner vehicles notes payable related to OEMs as of September 30, 2025 and December 31, 2024 were $202.9 million and $161.5 million, respectively. Increases to 2023 Senior Credit Facility On April 9, 2025, the Company obtained an amendment (the “Amendment”) to the Fourth Amended and Restated Credit Agreement (the "2023 Senior Credit Facility"), dated as of October 20, 2023, by and among the Company, as a borrower, certain of its subsidiaries, as vehicle borrowers, Bank of America, N.A., ("Bank of America") as administrative agent, and the other lenders party thereto. The Amendment, among other things, provides for the following, subject to satisfaction of certain other customary conditions in each case: •an increase of the aggregate commitments under the revolving credit facility, from $500.0 million to $925.0 million; and •an increase of the aggregate commitments under the new vehicle floor plan facility, from $1.93 billion to $2.25 billion. The increases under the Amendment were effective concurrently with the consummation of the Herb Chambers acquisition, which occurred on July 21, 2025. DEBT Long-term debt consisted of the following:
| As of
| September 30, 2025 |  | December 31, 2024
| (In millions)
4.50% Senior Notes due 2028 | $ | 405.0 |  |  | $ | 405.0 |
4.625% Senior Notes due 2029 | 800.0 |  |  | 800.0 |
4.75% Senior Notes due 2030 | 445.0 |  |  | 445.0 |
5.00% Senior Notes due 2032 | 600.0 |  |  | 600.0 |
Mortgage notes payable bearing interest at fixed rates | 27.8 |  |  | 29.6 |
2025 Real Estate Facility | 544.3 |  |  | — |
2021 Real Estate Facility | 475.9 |  |  | 579.9 |
2021 BofA Real Estate Facility | 153.0 |  |  | 158.6 |
2018 Bank of America Facility | 35.2 |  |  | 37.9 |
2018 Wells Fargo Master Loan Facility | 58.4 |  |  | 62.2 |
2015 Wells Fargo Master Loan Facility | — |  |  | 32.0 |
2023 Syndicated Revolving Credit Facility | 75.0 |  |  | — |
Finance lease liability | 8.3 |  |  | 8.4 |
Total debt outstanding | 3,627.9 |  |  | 3,158.5 |
Add—unamortized premium on 4.50% Senior Notes due 2028 | 0.4 |  |  | 0.5 |
Add—unamortized premium on 4.75% Senior Notes due 2030 | 0.9 |  |  | 1.1 |
Less—debt issuance costs | (23.8) |  |  | (21.5) |
Long-term debt, including current portion | 3,605.3 |  |  | 3,138.6 |
Less—current portion, net of debt issuance costs | (106.7) |  |  | (114.7) |
Long-term debt | $ | 3,498.6 |  |  | $ | 3,023.9 |
Wells Fargo Real Estate Facility On July 21, 2025, certain subsidiaries of the Company borrowed $546.5 million (the “2025 Real Estate Facility”) under a real estate term loan credit agreement, dated as of July 21, 2025 (the “Real Estate Credit Agreement”) by and among the Company, certain of the Company’s subsidiaries that own or lease the real estate financed thereunder, as borrowers, Wells Fargo Bank, National Association, as administrative agent, and the various financial institutions parties thereto, as lenders. The Real Estate Facility matures ten years from the initial funding date (the “Maturity Date”). The Company used the proceeds from these borrowings, together with other available funds, to finance the Herb Chambers acquisition. Term loans under the 2025 Real Estate Facility bear interest, at our option, based on (1) SOFR plus 2% per annum or (2) the Base Rate (as described below) plus 1% per annum. The Base Rate is the highest of (a) the Prime Rate, (b) the Federal Funds Rate plus .50% and (c) Term SOFR for a one month tenor in effect on such date plus 1%. We will be required to make 118 consecutive monthly principal payments, commencing September 1, 2025, with a balloon repayment of the outstanding principal amount of loans due on the Maturity Date. Borrowings under the 2025 Real Estate Facility are guaranteed by the Company and certain of the Company’s subsidiaries, and are collateralized by first priority liens, subject to certain permitted exceptions, on all of the real property financed thereunder. The representations, warranties and covenants in the Real Estate Credit Agreement are customary for financing transactions of this nature, including, among others, a requirement to comply with a minimum consolidated fixed charge coverage ratio and maximum consolidated total lease adjusted leverage ratio, in each case as set out in the Real Estate Credit Agreement. In addition, certain other covenants could restrict our ability to incur additional debt, pay dividends or acquire or dispose of assets. The Real Estate Credit Agreement also provides for events of default that are customary for financing transactions of this nature, including cross-defaults to other material indebtedness. Upon the occurrence of an event of default, we could be required by the Real Estate Credit Agreement to immediately repay all amounts outstanding thereunder.

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