Annual report pursuant to Section 13 and 15(d)

Consolidated Statements of Cash Flows

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Consolidated Statements of Cash Flows (USD $)
In Thousands, unless otherwise specified
 12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
CASH FLOWS FROM OPERATING ACTIVITIES:      
Net income (loss) $ 89,101 $ 76,254 $ 89,929
Adjustments to reconcile net income (loss) to net cash provided by operating activities:      
Depreciation and amortization of property, plant and equipment 45,918 40,607 35,292
Provision for bad debt expense 453 863 1,449
Other amortization 1,561 2,878 1,656
Debt issuance cost amortization 3,053 3,725 3,685
Debt discount amortization, net of premium amortization 2,780 5,158 5,195
Stock - based compensation expense 122 438 513
Amortization of restricted stock, net of forfeitures 5,038 3,260 2,301
Deferred income taxes 22,496 28,916 22,057
Valuation allowance - deferred income taxes     (50,388)
Equity interest in earnings of investee (481) (603) (752)
Asset impairment charges 950 1,151 249
Loss (gain) on disposal of dealerships and property and equipment (10,623) 256 (1,249)
Loss on exit of leased dealerships 4,286 4,384 4,266
(Gain) loss on retirement of debt 19,713 1,107 7,665
Non-cash adjustments - cash flow swaps (666) 760 4,883
Changes in assets and liabilities that relate to operations:      
Receivables (42,093) (64,858) (8,114)
Inventories (347,633) 40,201 (121,935)
Other assets (69,157) (5,117) (21,315)
Notes payable - floor plan - trade 186,168 (9,807) 263,963
Trade accounts payable and other liabilities 21,636 24,057 15,689
Total adjustments (156,479) 77,376 165,110
Net cash provided by (used in) operating activities (67,378) 153,630 255,039
CASH FLOWS FROM INVESTING ACTIVITIES:      
Purchases of land, property and equipment (95,376) (158,716) (85,194)
Proceeds from sales of property and equipment 750 965 1,214
Proceeds from sales of dealerships 72,220 129 24,720
Distributions from equity investees 700 600 600
Net cash provided by (used in) investing activities (21,706) (157,022) (58,660)
CASH FLOWS FROM FINANCING ACTIVITIES:      
Net (repayments) borrowings on notes payable floor plan - non-trade 124,709 16,163 (168,688)
Borrowings on revolving credit facilities 143,577 248,018 40,000
Repayments on revolving credit facilities (137,401) (248,018) (40,000)
Proceeds from issuance of long-term debt 223,920 66,150 229,775
Debt issuance costs (4,472)   (10,962)
Principal payments on long-term debt (10,768) (20,418) (6,362)
Repurchase of debt securities (164,896) (64,576) (249,190)
Purchases of treasury stock (82,924) (10,987) (1,113)
Income tax benefit (expense) associated with stock compensation plans 3,207 1,772 (12)
Income tax benefit associated with convertible hedge     239
Issuance of shares under stock compensation plans 2,333 645 1,741
Dividends paid (6,743) (5,286)  
Net cash provided by (used in) financing activities 90,542 (16,537) (204,572)
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 1,458 (19,929) (8,193)
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 1,913 21,842 30,035
CASH AND CASH EQUIVALENTS, END OF YEAR 3,371 1,913 21,842
SUPPLEMENTAL SCHEDULE OF NON-CASH FINANCING ACTIVITIES:      
Change in fair value of cash flow hedging instruments (net of tax expense of $1,035, tax benefit of $1,527 and tax expense of $2,247 in the years ended December 31, 2012, 2011 and 2010,respectively) 1,687 (2,492) 3,667
Issuance of common stock as consideration for extinguishment of debt securities (67,869)    
Cash paid (received) during the year for:      
Interest, including amount capitalized 77,441 87,652 93,598
Income taxes $ 28,633 $ 20,371 $ (17,098)