2018
Annual Financial
Statements
Consolidated Financial Statements
For the year ended December 31, 2018
Independent Auditor's Report
To the Shareholders of AutoCanada Inc.
Our Opinion
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the
financial position of AutoCanada Inc. and its subsidiaries (together, the Company) as at December 31, 2018 and 2017,
and its financial performance and its cash flows for the years then ended in accordance with International Financial
Reporting Standards as issued by the International Accounting Standards Board (IFRS).
What we have audited
The Company's consolidated financial statements comprise:
•
•
•
•
•
the consolidated statements of comprehensive (loss) income for the years ended December 31, 2018 and 2017;
the consolidated statements of financial position as at December 31, 2018 and 2017;
the consolidated statements of changes in equity for the years then ended;
the consolidated statements of cash flows for the years then ended; and
the notes to the consolidated financial statements, which include a summary of significant accounting policies.
Basis for Opinion
We conducted our audit in accordance with Canadian generally accepted auditing standards. Our responsibilities
under those standards are further described in the Auditor’s responsibilities for the audit of the consolidated financial
statements section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Independence
We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the
consolidated financial statements in Canada. We have fulfilled our other ethical responsibilities in accordance with
these requirements.
Other Information
Management is responsible for the other information. The other information comprises the Management's Discussion
and Analysis, which we obtained prior to the date of this auditor's report and the information, other than the
consolidated financial statements and our auditor's report thereon, included in the annual report, which is expected
to be made available to us after that date.
Our opinion on the consolidated financial statements does not cover the other information and we do not and will not
express an opinion or any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the other
information identified above and, in doing so, consider whether the other information is materially inconsistent with
the consolidated financial statements or our knowledge obtained in the audit, or otherwise appears to be materially
misstated.
If, based on the work we have performed on the other information that we obtained prior to the date of this auditor’s
report, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard. When we read the information, other than the consolidated financial
statements and our auditor's report thereon, included in the annual report, if we conclude that there is a material
misstatement therein, we are required to communicate the matter to those charged with governance.
Responsibilities of management and those charged with governance for the consolidated
financial statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in
accordance with IFRS, and for such internal control as management determines is necessary to enable the
preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or
error.
In preparing the consolidated financial statements, management is responsible for assessing the Company's ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern
basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no
realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Company’s financial reporting process.
Auditor's responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our
opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in
accordance with Canadian generally accepted auditing standards will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of these
consolidated financial statements.
As part of an audit in accordance with Canadian generally accepted auditing standards, we exercise professional
judgment and maintain professional skepticism throughout the audit. We also:
•
•
•
•
•
•
Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery,
intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
Company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based
on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may
cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the
consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future
events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the
disclosures, and whether the consolidated financial statements represent the underlying transactions and
events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Company to express an opinion on the consolidated financial statements. We are
responsible for the direction, supervision and performance of the group audit. We remain solely responsible for
our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.
The engagement partner on the audit resulting in this independent auditor’s report is Steven Hollinger.
(Signed) "PricewaterhouseCoopers LLP"
Chartered Professional Accountants
Edmonton, Alberta
March 14, 2019
AutoCanada Inc.
Consolidated Statements of Comprehensive (Loss) Income
For the Years Ended
(in thousands of Canadian dollars except for share and per share amounts)
Revenue (Note 8)
Cost of sales (Note 9)
Gross profit
Operating expenses (Note 10)
Operating profit before other income (expense)
Lease and other income, net (Note 12)
Gain on disposal of assets, net (Note 12)
(Impairment) recovery of non-financial assets (Note 25)
Income from loans to associates (Note 24)
Operating (loss) profit
Finance costs (Note 13)
Finance income (Note 13)
Other gains (Note 14)
Net (loss) income for the year before taxation
Income taxes (recovery) (Note 15)
Net (loss) income for the year
Other comprehensive (loss) income
Items that may be reclassified to profit or loss
Foreign operations currency translation
Change in fair value of cash flow hedge
Income tax relating to these items
Other comprehensive income for the year, net of tax
Comprehensive (loss) income for the year
Net (loss) income for the year attributable to:
AutoCanada shareholders
Non-controlling interest
Comprehensive (loss) income for the year attributable to:
AutoCanada shareholders
Non-controlling interest
Net (loss) income per share attributable to AutoCanada shareholders:
Basic
Diluted
Weighted average shares
Basic (Note 33)
Diluted (Note 33)
The accompanying notes are an integral part of these consolidated financial statements.
Approved on behalf of the Company
December
31, 2018
$
December
31, 2017
$
3,150,781
(2,642,818)
507,963
(474,804)
33,159
7,919
21,480
(95,500)
294
(32,648)
(47,193)
1,289
950
(77,602)
(174)
(77,428)
6,136
(3,762)
1,015
3,389
3,101,560
(2,582,931)
518,629
(426,253)
92,376
21,431
1,345
816
3,001
118,969
(36,038)
2,294
3,285
88,510
22,713
65,797
—
—
—
—
(74,039)
65,797
(78,083)
655
(77,428)
(74,694)
655
(74,039)
(2.85)
(2.85)
57,844
7,953
65,797
57,844
7,953
65,797
2.11
2.11
27,399,117
27,399,117
27,379,193
27,473,995
Paul W. Antony, Director
Barry L. James, Director
AutoCanada • Page 1
AutoCanada Inc.
Consolidated Statements of Financial Position
(In thousands of Canadian dollars)
ASSETS
Current assets
Cash and cash equivalents (Note 19)
Trade and other receivables (Note 20)
Inventories (Note 21)
Current tax recoverable
Other current assets (Note 27)
Assets held for sale (Notes 22 and 35)
Restricted cash (Note 19)
Property and equipment (Note 23)
Loans to associate (Note 24)
Other long-term assets (Note 27)
Deferred income tax (Note 15)
Intangible assets (Note 25)
Goodwill (Note 25)
LIABILITIES
Current liabilities
Bank indebtedness (Note 19)
Trade and other payables (Note 28)
Revolving floorplan facilities (Note 29)
Current tax payable
Vehicle repurchase obligations (Note 30)
Current indebtedness (Note 29)
Redemption liabilities (Note 18)
Current intangible liabilities (Notes 16 and 31)
Liabilities held for sale (Notes 22 and 35)
Long-term intangible liabilities (Notes 16 and 31)
Long-term indebtedness (Note 29)
Derivative financial instruments (Note 39)
Deferred income tax (Note 15)
EQUITY
Attributable to AutoCanada shareholders
Attributable to Non-controlling interests
December 31,
2018
$
December 31,
2017
$
25,324
131,152
760,865
10,685
6,513
54,313
988,852
—
237,141
—
10,448
13,642
412,353
58,132
1,720,568
—
101,280
748,353
—
7,654
1,654
14,948
5,049
5,281
884,219
31,112
326,998
3,762
27,170
1,273,261
428,568
18,739
447,307
1,720,568
94,660
79,931
659,593
—
3,593
163,642
1,001,419
4,106
350,354
18,100
5,080
—
359,996
21,991
1,761,046
136
63,295
634,655
9,033
6,511
2,666
16,300
—
132,683
865,279
—
332,450
—
25,710
1,223,439
488,272
49,335
537,607
1,761,046
Commitments and contingencies (Note 31)
The accompanying notes are an integral part of these consolidated financial statements.
Page 2 • AutoCanada
AutoCanada Inc.
Consolidated Statements of Changes in Equity
For the Years Ended
(in thousands of Canadian dollars)
Attributable to AutoCanada shareholders
Share
capital
$
Contributed
surplus
$
Cumulative
translation
adjustment
$
OCI -
hedge
reserve
$
Accumulated
deficit
$
Non-
controlling
interests
$
Total
$
Total
equity
$
Balance at December 31,
2017 as originally
presented
Change in accounting policy,
net of tax (Note 4)
508,768
5,389
—
—
Balance, January 1, 2018
508,768
5,389
Net (loss) income
Other comprehensive income
Dividends declared on
common shares (Note 33)
Dividends declared by
subsidiaries to non-
controlling interests (Note
18)
Sale of non-controlling interest
(Note 35)
Acquisition of non-controlling
interest (Note 35)
Divestiture of subsidiaries
(Note 35)
Derecognition of redemption
liability upon divestiture of
subsidiary (Note 35)
Derecognition of redemption
liability granted to non-
controlling interests (Note 35)
Treasury shares acquired (Note
33)
Shares settled from treasury
(Note 33)
Share-based compensation
—
—
—
—
—
—
—
—
—
(29)
799
—
Balance, December 31, 2018
509,538
—
—
—
—
—
—
—
—
—
—
(799)
519
5,109
—
—
—
—
—
—
—
—
(25,885) 488,272
49,335 537,607
367
367
—
367
(25,518) 488,639
49,335 537,974
(78,083)
(78,083)
655
(77,428)
6,136
(2,746)
—
3,390
(10,956)
(10,956)
—
—
3,390
(10,956)
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
(1,650)
(1,650)
5,847
5,847
(2,675)
(2,675)
(14,674)
(17,349)
—
—
(20,774)
(20,774)
26,404
26,404
—
26,404
1,359
1,359
—
—
—
(29)
—
519
—
—
—
—
1,359
(29)
—
519
6,136
(2,746)
(89,469)
428,568
18,739
447,307
AutoCanada • Page 3
Attributable to AutoCanada shareholders
Share
capital
$
Contributed
surplus
$
Cumulative
translation
adjustment
$
OCI -
hedge
reserve
$
Accumulated
deficit
$
Non-
controlling
interests
$
Total
$
Total
equity
$
Balance, January 1, 2017
507,886
5,223
Net and comprehensive
income
Dividends declared on
common shares (Note 33)
Dividends declared by
subsidiaries to non-
controlling interests (Note
18)
Transactions with non-
controlling interests (Note
35)
Non-controlling interests
arising on acquisitions
Derecognition of redemption
liability granted to non-
controlling interests
Recognition of redemption
liability granted to non-
controlling interests
Treasury shares acquired
(Note 33)
Shares settled from treasury
(Note 33)
Share-based compensation
—
—
—
—
—
—
—
(31)
913
–
Balance, December 31, 2017
508,768
—
—
—
—
—
—
—
—
(913)
1,079
5,389
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
(73,028)
440,081
57,511
497,592
57,844
57,844
7,953
65,797
(10,952)
(10,952)
—
(10,952)
—
—
(12,300)
(12,300)
(640)
(640)
(4,133)
(4,773)
—
—
304
304
1,197
1,197
(306)
(306)
—
—
—
(31)
—
1,079
—
—
—
—
—
1,197
(306)
(31)
—
1,079
(25,885)
488,272
49,335
537,607
The accompanying notes are an integral part of these consolidated financial statements.
Page 4 • AutoCanada
AutoCanada Inc.
Consolidated Statements of Cash Flows
For the Years Ended
(in thousands of Canadian dollars)
Cash provided by (used in):
Operating activities
Net (loss) income for the year
Income taxes (recovery) (Note 15)
Amortization of prepaid rent
Depreciation of property and equipment (Note 23)
Gain on disposal of assets
Share-based compensation - equity-settled
Share-based compensation - cash-settled
Revaluation of contingent consideration
Income taxes (paid) recovered
Net change in non-cash working capital (Note 37)
Revaluation of redemption liabilities
Impairment (recovery) of non-financial assets
Investing activities
Withdrawals from restricted cash (Note 19)
Business acquisition, net of cash acquired (Note 16)
Purchases of property and equipment (Note 23)
Proceeds on sale of property and equipment
Income from loans to associates (Note 24)
Proceeds from loans to associates (Note 24)
Proceeds on divestiture of dealerships (Note 17)
Proceeds from divestiture of investments in subsidiaries (Note 35)
Financing activities
Proceeds from indebtedness
Repayment of indebtedness
Common shares settled, net (Note 33)
Dividends paid on common shares (Note 33)
Distributions paid to non-controlling interests by subsidiaries
Loans to non-controlling interest
Effect of exchange rate changes on cash and cash equivalents
Net (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of year (Note 19)
Cash and cash equivalents at end of year (Note 19)
The accompanying notes are an integral part of these consolidated financial statements.
December
31, 2018
$
December
31, 2017
$
(77,428)
(174)
452
19,947
(21,480)
(279)
371
15
(2,773)
(31,115)
7
95,500
(16,957)
4,106
(176,569)
(26,574)
123,798
(294)
18,394
3,320
41,017
65,797
22,713
452
20,444
(1,345)
1,079
(503)
(401)
(9,919)
(22,512)
(2,869)
(816)
72,120
2,390
(20,961)
(24,831)
4,267
(3,374)
—
—
—
(12,802)
(42,509)
293,872
(302,213)
770
(10,956)
(20,359)
—
(38,886)
(555)
(69,200)
94,524
25,324
121,846
(133,485)
882
(10,952)
(12,300)
(4,073)
(38,082)
—
(8,471)
102,995
94,524
AutoCanada • Page 5
AutoCanada Inc.
Notes to the Consolidated Financial Statements
For the Years Ended December 31, 2018 and 2017
(In thousands of Canadian dollars except for share and per share amounts)
1
General Information
AutoCanada Inc. (“AutoCanada” or the “Company”) is incorporated in Alberta, Canada with common shares
listed on the Toronto Stock Exchange (“TSX”) under the symbol of “ACQ”. The business of AutoCanada, held in
its subsidiaries, is the operation of franchised automobile dealerships in the Provinces of British Columbia,
Alberta, Saskatchewan, Manitoba, Ontario, Quebec, Nova Scotia and New Brunswick, and in the State of Illinois
in the United States. The Company offers a diversified range of automotive products and services, including
new vehicles, used vehicles, vehicle leasing, vehicle parts, vehicle maintenance and collision repair services,
extended service contracts, vehicle protection products and other after-market products. The Company also
arranges financing and insurance for vehicle purchases by its customers through third-party finance and
insurance sources. The address of its registered office is 200, 15511 123 Avenue NW, Edmonton, Alberta,
Canada, T5V 0C3.
2
Basis of presentation
These consolidated financial statements have been prepared in accordance with International Financial
Reporting Standards (“IFRS”) as issued by International Accounting Standards Board (“IASB”) and Canadian
Generally Accepted Accounting Principles (“GAAP”) as set out in the CPA Canada Handbook - Accounting (“CPA
Handbook”).
The preparation of financial statements in accordance with IFRS requires the use of certain critical accounting
estimates. It also requires management to exercise judgment in applying the Company’s accounting policies.
The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are
significant to the financial statements are described in Notes 6 and 7.
The Company adopted IFRS 9 Financial Instruments and IFRS 15 Revenue from Contracts with Customers
effective January 1, 2018. The adoption of these standards resulted in certain updates to accounting policies,
described in Note 3, and certain retrospective adjustments, described in Note 4.
These financial statements were approved by the Board of Directors on March 14, 2019.
3
Significant Accounting Policies
The significant accounting policies used in the preparation of these consolidated financial statements are as
follows:
Basis of measurement
The consolidated financial statements have been prepared under the historical cost convention, except for the
revaluation of certain financial assets and financial liabilities to fair value, including derivative instruments,
redemption liabilities and liabilities for cash-settled share-based payment arrangements.
Principles of consolidation
The consolidated financial statements comprise the financial statements of AutoCanada and its subsidiaries.
Subsidiaries are all entities over which the Company has control. For accounting purposes, control is
established by an investor when it is exposed to, or has rights to, variable returns from its involvement with the
entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully
consolidated from the date control is transferred to the Company, and are no longer consolidated on the date
control ceases.
Non-controlling interests represent equity interests in subsidiaries owned by outside parties. The share of net
assets of subsidiaries attributable to non-controlling interests is presented as a component of equity.
Intercompany transactions, balances, income and expenses, and gains or losses on transactions are eliminated.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the
accounting policies adopted by the Company.
Page 6 • AutoCanada
Business combinations
Business combinations are accounted for using the acquisition method of accounting. This involves
recognizing identifiable assets (including intangible assets not previously recognised by the acquiree) and
liabilities (including contingent liabilities) of acquired businesses at fair value at the acquisition date. The
excess of acquisition cost over the fair value of the identifiable net assets acquired is recorded as goodwill. If
the acquisition cost is less than the fair value of the net assets acquired, the fair value of the net assets is re-
assessed and any remaining difference is recognized directly in the Consolidated Statement of Comprehensive
(Loss) Income. Transaction costs are expensed as incurred. Any subsequent change to the fair value of
contingent consideration liabilities is recognized in the Consolidated Statement of Comprehensive (Loss)
Income.
Revenue recognition
Policy applicable from January 1, 2018
As described in Note 4, the Company adopted IFRS 15 Revenue from Contracts with Customers, effective
January 1, 2018. Adoption of the standard did not result in any adjustments, however the Company has updated
its accounting policies in accordance the framework prescribed by the standard.
(a) New and Used Vehicles
The Company sells new and used vehicles at our franchised dealerships. The transaction price for a vehicle
sale is determined with the customer at the time of sale. Customers often trade in their own vehicle and
apply the value against the purchase price of a new or used vehicle. The trade-in vehicle is considered non-
cash consideration and is measured at fair value, based on external and internal market data, and applied
toward the contract price for the purchased vehicle.
When a vehicle is sold, control is transferred at a point in time upon delivery of the vehicle to the customer,
which is generally at time of sale. The Company does not directly finance customers’ vehicle purchases or
leases however in many cases, third-party financing is arranged for the sale or lease of vehicles to our
customers in exchange for a fee paid to us by the third-party financial institution. The Company receives
payment directly from the customer at the time of sale or from the third-party financial institution (referred
to as contracts-in-transit or vehicle receivables, which are part of our receivables from contracts with
customers) within a short period of time following the sale.
(b) Parts, service and collision repair
The Company sells parts and services related to customer-paid repairs and maintenance, repairs and
maintenance under manufacturer warranties and extended service contracts, and collision-related repairs.
Each automotive repair and maintenance service is a single performance obligation that includes both the
parts and labour associated with the service. Payment for automotive service work is typically due upon
completion of the service, which is generally completed within a short period of time from contract
inception. The transaction price for automotive repair and maintenance services is based on the parts used,
the number of labour hours applied, and standardized hourly labour rates. We satisfy our performance
obligations, transfer control, and recognize revenue over time for repair and maintenance services because
we are creating an asset with no alternative use and we have an enforceable right to payment for
performance completed to date.
The transaction price for retail counter parts sales is determined at the time of sale based on the quantity
and price of each product purchased. Payment is typically due at the time of sale, or within a short period of
time following the sale. Control is generally considered to transfer at the point of sale or when the products
are shipped, which typically occurs the same day as or within a few days of the sale.
(c) Finance and insurance
The Company arranges financing for customers through various financial institutions and receives a
commission from the lender based on the difference between the interest rate charged to the customer and
the interest rate set by the financing institution, or a flat fee.
The Company also receives commissions for facilitating the sale of third-party insurance products to
customers, including credit and life insurance policies and extended service contracts. These commissions
are recorded as revenue at the time the customer enters into the contract and the Company is entitled to the
commission. The Company is not the obligor under any of these contracts. In the case of finance contracts,
a customer may prepay or fail to pay their contract, thereby terminating the contract. Customers may also
terminate extended service contracts, which are fully paid at purchase, and become eligible for refunds of
unused premiums. In these circumstances, a portion of the commissions the Company receives may be
charged back to the Company based on the terms of the contracts. These chargebacks are a form of
AutoCanada • Page 7
variable consideration and the Company only recognizes commission revenue at the estimated amount of
consideration to which it ultimately expects to be entitled. This estimate is based upon historical chargeback
experience arising from similar contracts, including the impact of refinance and default rates on retail
finance contracts and cancellation rates on extended service contracts and other insurance products.
For the majority of finance and insurance product sales, the Company’s performance obligation is to arrange
for the provision of goods or services by another party. This performance obligation is satisfied when the
finance and insurance product is delivered to the end-customer, generally at the time of the vehicle sale. As
an agent, revenue is recognized as the net amount retained after paying the third-party provider for the
goods or services that party is responsible for fulfilling.
Policy applicable before January 1, 2018
(a) Vehicles, parts, service and collision repair
Revenue from the sale of goods and services is measured at the fair value of the consideration receivable,
net of rebates. It excludes sales related taxes and intercompany transactions.
Revenue is recognized when the risks and rewards of ownership have been transferred to the customer, the
revenue and costs can be reliably measured and it is probable that economic benefits will flow to the
Company. In practice, this means that revenue is recognized when vehicles are invoiced and physically
delivered to the customer and payment has been received or credit approval has been obtained by the
customer. Revenue for parts, service and collision repair is recognized when the service has been
performed.
(b) Finance and insurance
The Company arranges financing for customers through various financial institutions and receives a
commission from the lender based on the difference between the interest rate charged to the customer and
the interest rate set by the financing institution, or a flat fee.
The Company also receives commissions for facilitating the sale of third-party insurance products to
customers, including credit and life insurance policies and extended service contracts. These commissions
are recorded as revenue at the time the customer enters into the contract and the Company is entitled to
the commission. The Company is not the obligor under any of these contracts. In the case of finance
contracts, a customer may prepay or fail to pay their contract, thereby terminating the contract. Customers
may also terminate extended service contracts, which are fully paid at purchase, and become eligible for
refunds of unused premiums. In these circumstances, a portion of the commissions the Company receives
may be charged back to the Company based on the terms of the contracts. The revenue the Company
records relating to commissions is net of an estimate of the amount of chargebacks the Company will be
required to pay. This estimate is based upon historical chargeback experience arising from similar
contracts, including the impact of refinance and default rates on retail finance contracts and cancellation
rates on extended service contracts and other insurance products.
Taxation
(a) Deferred tax
Deferred tax is recognized on temporary differences arising between the tax bases of assets and liabilities
and their carrying amounts in the statement of financial position. Deferred tax is calculated using tax rates
and laws that have been enacted or substantively enacted at the end of the reporting period, and which are
expected to apply when the related deferred income tax asset is realized or the deferred income tax liability
is settled.
Deferred tax liabilities:
are generally recognized for all taxable temporary differences; and
are not recognized on temporary differences that arise from goodwill which is not deductible for tax
purposes.
Deferred tax assets:
are recognized to the extent it is probable that taxable profits will be available against which the
deductible temporary differences can be utilized; and
Page 8 • AutoCanada
are reviewed at the end of the reporting period and reduced to the extent that it is no longer
probable that sufficient taxable profits will be available to allow all or part of the asset to be
recovered.
Deferred tax assets and liabilities are not recognized in respect of temporary differences that arise on initial
recognition of assets and liabilities acquired other than in a business combination.
(b) Current tax
Current tax expense is based on the results for the period as adjusted for items that are not taxable or not
deductible. Current tax is calculated using tax rates and laws that were enacted or substantively enacted at
the end of the reporting period. Management periodically evaluates positions taken in tax returns with
respect to situations in which applicable tax regulation is subject to interpretation. Provisions are
established where appropriate on the basis of amounts expected to be paid to the tax authorities.
Manufacturer incentives and other rebates
Various incentives from manufacturers are received based on achieving certain objectives, such as specified
sales volume targets. These incentives are typically based upon units sold to retail or fleet customers. These
manufacturer incentives are recognized as a reduction of new vehicle cost of sales when earned, generally at
the latter of the time the related vehicles are sold or upon attainment of the particular program goals.
Manufacturer rebates to our dealerships and assistance for floorplan interest are reflected as a reduction in the
carrying value of each vehicle purchased by the Company. These incentives are recognized as a reduction to
the cost of sales as the related vehicles are sold.
Manufacturer advertising rebates that are reimbursements of costs associated with specific advertising
expenses are earned in accordance with the respective manufacturers’ reimbursement-based advertising
assistance programs, which is typically after the corresponding advertising expenses have been incurred, and
are reflected as a reduction in advertising expense included in administrative costs as an operating expense in
the Consolidated Statement of Comprehensive (Loss) Income.
Financial instruments
Financial assets and financial liabilities are recognized on the Consolidated Statement of Financial Position
when the Company becomes a party to the contractual provisions of the financial instrument. All financial
instruments are required to be measured at fair value on initial recognition. The Company’s own credit risk and
the credit risk of the counter-party are taken into consideration in determining the fair value of financial assets
and financial liabilities.
Financial assets are recognized on the settlement date, which is the date on which the asset is delivered to or
by the Company. Financial assets are derecognized when the rights to receive cash flows from the instruments
have expired or were transferred and the Company has transferred substantially all risks and rewards of
ownership.
The Company’s financial assets, including cash and cash equivalents, trade and other receivables, finance lease
receivables, restricted cash and loans to associates, are measured at amortized cost. The contractual cash
flows received from the financial assets are solely payments of principal and interest and are held within a
business model whose objective is to collect contractual cash flows. The financial assets are initially recognized
at fair value plus transaction costs and subsequently carried at amortized cost using the effective interest
method.
The Company’s financial liabilities include bank indebtedness, trade and other payables, revolving floorplan
facilities, vehicle repurchase obligations, long-term indebtedness, derivative financial instruments, contingent
consideration, and redemption liabilities. Financial liabilities are measured at amortized cost except for
redemption liabilities and contingent consideration which are carried at fair value through profit or loss.
Cash and cash equivalents
Cash and cash equivalents include amounts on deposit with financial institutions and amounts with Scotiabank
that are readily available to the Company (Refer to Note 26 – Financial instruments – Credit risk for explanation
of credit risk associated with amounts held with Scotiabank).
Trade and other receivables
Trade and other receivables are amounts due from customers, financial institutions and suppliers that arise
from providing services or sale of goods in the ordinary course of business. Trade and other receivables are
recognized initially at fair value and subsequently measured at amortized cost using the effective interest
method. The Company applies the simplified approach to measuring expected credit losses, which uses a
AutoCanada • Page 9
lifetime expected credit loss allowance for all trade receivables. The carrying amount of the asset is reduced
through the use of an allowance account, and the amount of the loss is recognized in the Consolidated
Statement of Comprehensive (Loss) Income within operating expenses.
When a trade and other receivable is uncollectible, it is written off against the allowance account for trade and
other receivables. Subsequent recoveries of amounts previously written off are credited against operating
expenses in the Consolidated Statement of Comprehensive (Loss) Income.
Inventories
New, used and demonstrator vehicle inventories are recorded at the lower of cost and net realizable value with
cost determined on a specific item basis. Parts and accessories inventories are carried at the lower of cost and
net realizable value. Inventories of parts and accessories are accounted for using the “weighted-average cost”
method.
In determining net realizable value for new vehicles, the Company primarily considers the age of the vehicles
along with the timing of annual and model changeovers. For used vehicles, the Company considers recent
market data and trends such as loss histories along with the current age of the inventory. Parts inventories are
primarily assessed considering excess quantity and continued usefulness of the part. The risk of loss in value
related to parts inventories is minimized since excess or obsolete parts can generally be returned to the
manufacturer.
Assets held for sale
Non-current assets and associated liabilities are classified as assets held for sale when their carrying amount is
to be recovered principally through a sale transaction, rather than continuing use, and a sale is highly probable.
Assets designated as held for sale are held at the lower of carrying amount at designation and fair value less
costs to sell.
Depreciation is not charged against property and equipment classified as held for sale.
Property and equipment
Property and equipment are stated at cost less accumulated depreciation and any accumulated impairment
losses. Cost includes expenditure that is directly attributable to the acquisition of the asset. Residual values,
useful lives and methods of depreciation are reviewed, and adjusted if appropriate, at each financial year end.
Land is not depreciated. Other than as noted below, depreciation of property and equipment is provided for
over the estimated useful life of the assets on the declining balance basis at the following annual rates:
Machinery and equipment
Furniture, fixtures and other
Company and lease vehicles
Computer equipment
20%
20%
30%
30%
Buildings are depreciated on a straight-line basis over the estimated useful lives of the buildings ranging from
ten to forty-five years. Useful lives are determined based on independent appraisals.
The useful life of leasehold improvements is determined to be the lesser of the lease term or the estimated
useful life of the improvement. Leasehold improvements are depreciated using the straight-line method over
the useful life of the asset.
Depreciation of leased vehicles is based on a straight line depreciation of the difference between the cost and
the estimated residual value at the end of the lease over the term of the lease. Leased vehicle residual values
are regularly reviewed to determine whether depreciation rates are reasonable.
Intangible assets and goodwill
(a) Intangible assets
Intangible assets consist of rights under franchise agreements with automobile manufacturers (“dealer
agreements”). The Company has determined that dealer agreements will continue to contribute to cash
flows indefinitely and, therefore, have indefinite lives due to the following reasons:
Specific dealer agreements continue indefinitely by their terms; and
Page 10 • AutoCanada
Specific dealer agreements have limited terms, but are routinely renewed without substantial cost to
the Company.
Intangible assets are carried at cost less accumulated impairment losses. When acquired in a business
combination, the cost is determined in connection with the purchase price allocation based on their
respective fair values at the acquisition date. When market value is not readily determinable, cost is
determined using generally accepted valuation methods based on revenues, costs or other appropriate
criteria.
(b) Goodwill
Goodwill represents the excess of the consideration transferred, the amount of any non-controlling interest
in the acquiree and the acquisition date fair value of any previous equity interest in the acquiree over the fair
value of the identifiable net assets of the acquired subsidiary at the date of acquisition. Goodwill is carried at
cost less accumulated impairment losses.
Impairment
Impairments are recorded when the recoverable amount of assets are less than their carrying amounts. The
recoverable amount is the higher of an asset’s fair value less cost to sell or its value in use. Impairment losses,
other than those relating to goodwill, are evaluated for potential reversals of impairment when events or
changes in circumstances warrant such consideration.
(a) Non-financial assets
The carrying values of non-financial assets with finite lives, such as property and equipment, are assessed
for impairment whenever events or changes in circumstances indicate that their carrying amounts may not
be recoverable. For the purposes of assessing impairment, assets are grouped at the lowest levels for which
there are separately identifiable cash flows.
(b) Intangible assets and goodwill
The carrying values of all intangible assets with indefinite lives and goodwill are reviewed for impairment
whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable.
Additionally, the carrying values of identifiable intangible assets with indefinite lives and goodwill are tested
annually for impairment. Specifically:
Our dealer agreements with indefinite lives are subject to an annual impairment assessment. For
purposes of impairment testing, the fair value of our dealer agreements is determined using a
combination of a discounted cash flow approach and earnings multiple approach.
For the purpose of impairment testing, goodwill is allocated to CGUs based on the level at which
management monitors it, which is not higher than an operating segment before aggregation.
Goodwill is allocated to those CGUs that are expected to benefit from the business combination in
which the goodwill arose.
Trade and other payables
Trade and other payables are obligations to pay for goods or services that have been acquired in the ordinary
course of business. Trade and other payables are recognized initially at fair value and subsequently measured at
amortized cost, and are classified as current liabilities if payment is due within one year.
Provisions represent liabilities for which the amount or timing is uncertain. Provisions are recognized when the
Company has a present legal or constructive obligation as a result of past events, it is probable that an outflow
of resources will be required to settle the obligation, and the amount can be reliably estimated. Provisions are
not recognized for future operating losses. Provisions are measured at the present value of the expected
expenditures to settle the obligation using a discount rate that reflects current market assessments of the time
value of money and the risks specific to the obligation. The increase in provision due to passage of time is
recognized as interest expense.
Leases
Lease obligations are classified as either operating or finance, based on the substance of the transaction at
inception of the lease. Classification is re-assessed if the terms of the lease are changed.
(a) Finance leases
Leases in which substantially all the risks and rewards of ownership are transferred are classified as finance
leases.
AutoCanada • Page 11
The Company as a lessor:
When assets are leased out under a finance lease, the present value of the lease payments is recognised as a
receivable. The difference between the gross receivable and the present value of the receivable is
recognised as unearned finance income.
The method for allocating gross earnings to accounting periods is referred to as the “actuarial method”. The
actuarial method allocates rentals between finance income and repayment of capital in each accounting
period in such a way that finance income will emerge as a constant rate of return on the lessor’s net
investment in the lease.
The Company as a lessee:
Assets meeting finance lease criteria are capitalized at the lower of the present value of the related lease
payments or the fair value of the leased asset at the inception of the lease. Minimum lease payments are
apportioned between the finance charge and the liability. The finance charge is allocated to each period
during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the
liability.
(b) Operating leases
Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are
classified as operating leases.
The Company as a lessor:
When assets are leased out under an operating lease, the asset is included in the Consolidated Statement of
Financial Position based on the nature of the asset. Lease income on operating leases is recognised over the
term of the lease on a straight-line basis.
The Company as a lessee:
Payments under an operating lease (net of any incentives received from the lessor) are recognized on a
straight-line basis over the period of the lease.
Redemption liabilities
The potential cash payments related to put options issued by the Company over the equity of subsidiary
companies are accounted for as financial liabilities when such options may only be settled other than by
exchange of a fixed amount of cash, or another financial asset, or for a fixed number of shares in the subsidiary.
The amount that may become payable under the option on exercise is initially recognised at fair value within
redemption liabilities with a corresponding charge directly to equity attributable to AutoCanada shareholders.
Subsequently, if the Company revises its estimates, the carrying amount of the redemption liability is adjusted
and the adjustment will be recognised as income or expenses in the Consolidated Statement of Comprehensive
(Loss) Income. Options that are not exercisable for at least one year from the balance sheet date are presented
as non-current liabilities.
Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary
shares or options are shown in equity as a deduction, net of tax, from the proceeds. Where any group company
purchases the Company’s equity share capital (treasury shares), the consideration paid, including any directly
attributable incremental costs (net of income taxes) is deducted from equity attributable to the Company’s
shareholders until the shares are cancelled or reissued. Where such ordinary shares are subsequently reissued,
any consideration received, net of any directly attributable incremental transaction costs and the related
income tax effects, is included in equity attributable to the Company’s shareholders.
Dividends
Dividends on common shares are recognized in the Company’s consolidated financial statements in the period
the dividends are declared by the Company’s Board of Directors.
Earnings per share
Basic earnings per share is computed based on the weighted average number of common shares outstanding
during the period. Diluted earnings per share is computed using the treasury stock method, which assumes that
the cash that would be received on the exercise of options is applied to purchase shares at the average price
during the period and that the difference between the number of shares issued on the exercise of options and
the number of shares obtainable under this computation, on a weighted average basis, is added to the number
of shares outstanding. Antidilutive options are not considered in computing diluted earnings per share.
Page 12 • AutoCanada
Shared-Based Payments
The Company operates a number of share-based compensation plans for the benefit of certain employees and
Company directors, as described in Note 32.
The accounting for a share-based payment plan is based on whether the arrangement is classified as equity-
settled or cash settled. Equity-settled arrangements are those in which the Company receives services as
consideration for its own equity instruments. Cash-settled arrangements arise where the Company pays the
employee cash amounts based on the value of the Company’s shares.
The fair value of equity settled awards is recognized as an expense over the vesting period with a
corresponding increase in equity. The total amount to be expensed is determined by reference to the fair value
of the options at the grant date.
The fair value of cash-settled awards is also recognized as an expense over the vesting period, however since
the award gives rise a cash obligation, a corresponding liability is recognized. The fair value of the liability is re-
measured at each reporting date, with changes in fair value recognized in profit or loss for the period.
Foreign Currency Translation
On April 9, 2018, the Company acquired the Grossinger Auto Group in the Chicago, Illinois metropolitan area.
The expansion of the Company into the United States requires the company to translate the financial results of
these dealerships from the functional currency (USD) into the reporting currency (CAD) upon consolidation.
Assets and liabilities have been translated to the reporting currency (CAD) using the exchange rates in effect on
the consolidated balance sheet dates. Revenue and expense accounts are translated using the average
exchange rate during the period. The cumulative translation adjustments associated with the net assets of
foreign subsidiaries are recorded in accumulated other comprehensive income in the accompanying
Consolidated Statement of Changes in Equity.
Goodwill and fair value adjustments arising on the acquisition of foreign operations are treated as assets and
liabilities of the foreign operation and translated at the closing rate.
Derivative financial instruments
Derivatives are recognized initially at fair value on the date of contract inception and are subsequently re-
measured to current fair value at the end of each reporting period. The accounting for subsequent changes in
fair value depends on whether the instrument is designated as a hedging instrument, and if so, the nature of the
item being hedged. The Company currently designates certain derivatives as hedges of the interest rate cash
flow risk associated with the cash flows of variable rate loans, and does not hold any derivatives for trading or
speculative purposes.
At the inception of the hedge relationship, the Company documents the economic relationship between the
hedging instruments and hedged items, as well as its risk management objective and strategy for undertaking
hedge transactions. The effective portion of changes in the fair value of qualifying hedging derivatives is
recognized as a reserve within equity. The gain or loss relating to any ineffective portion is recognized
immediately in profit or loss. The periodic net settlement of the interest rate swap is recognized in profit or loss
within finance costs at the same time as the interest expense on the hedged borrowings.
The full fair value of a hedging derivative is classified as a non-current asset or liability when the remaining
maturity of the hedged item is greater than one year.
Further information on the Company’s risk management and hedge accounting is presented in Note 39.
Segment Reporting
Operating Segments are components of an entity that engage in business activities from which they earn
revenues and incur expenses, the operations for which can be clearly distinguished and for which the operating
results are regularly reviewed by a chief operating decision maker to make resource allocation decisions and to
assess performance.
Previously, the Company’s Chief Operating Decision Maker (CODM) was identified as the Executive Team and
the Executive Chair. During the quarter ended September 30, 2018, the Company underwent a management
shift and the CODM was reassessed. Going forward, the Chief Executive Officer (CEO) will serve as the function
of the CODM and the CEO is responsible for allocating resources and assessing the performance of each
dealership. In the absence of the CEO, the Executive Chair will serve the function of the CODM. Supporting the
CODM will be the President, Canadian Operations and the President, U.S. Operations, both of whom report to
the CODM. As each of these individuals, with support from their respective management teams, report to the
CODM, the Company will report segmented information by Canadian Operations and U.S. Operations. Each
AutoCanada • Page 13
reportable operating segment is comprised of retail automobile dealerships, which have been aggregated
based on their economic similarities.
Our CODM measures the performance of each operating segment based on operating profit, which is defined
as income before income taxes, net finance costs and other income (expense). The segmented information is
set out in Note 40.
4 New accounting standards adopted in 2018
IFRS 9 Financial Instruments
IFRS 9 replaces the provisions of lAS 39 that relates to the recognition, classification and measurement of
financial assets and financial liabilities, derecognition of financial instruments, impairment of financial assets
and hedge accounting. The standard was adopted on January 1, 2018, with the only impact being with respect
to revising the Company’s impairment methodology for its trade and other receivables.
The Company applies the simplified approach to measuring expected credit losses, which uses a lifetime
expected credit loss allowance for all trade receivables. In accordance with the transitional provisions of IFRS 9,
comparative figures have not been restated and the cumulative impact of adoption has been reflected in
opening retained earnings of the current year. This has resulted in an increase to retained earnings as at
January 1, 2018 of $367.
IFRS 15 Revenue from Contracts with Customers
The Company adopted IFRS 15 Revenue from Contracts with Customers, effective January 1, 2018. The
Company has considered factors such as customer contracts with unique revenue recognition considerations,
the nature and type of goods and services the Company offers, the degree to which contracts include multiple
performance obligations or variable consideration, and the pattern in which revenue is currently recognized,
among other things.
The adoption of IFRS 15 resulted in certain procedural changes in our accounting for revenue, however the
accounting policies and the timing of revenue recognition for all revenue streams remains the same.
5 Accounting standards and amendments issued but not yet adopted
Certain new standards, interpretations, amendments and improvements to existing standards were issued by
the IASB or International Financial Reporting Interpretations Committee (“IFRIC”) that are not yet effective for
the financial year ended December 31, 2018.
The standards issued that are applicable to the Company are as follows:
IFRS 16 - Leases
IFRS 16 was issued in January 2016. It will result in almost all leases being recognized on the balance sheet, as
the distinction between operating and finance leases is removed. Under the new standard, an asset (the right-
to-use the leased item) and a financial liability to pay rentals are recognized. The only exceptions are short-term
and low-value leases.
The standard will affect primarily the accounting for the Company’s operating leases. This will result in
additional right-to-use assets, as well as lease liabilities, for which management is in the process of finalizing
the valuation.
The standard is mandatory and will be adopted by the Company commencing with the interim period
beginning January 1, 2019. The Company intends to apply the simplified transition approach and will not restate
comparative amounts for the year prior to first adoption. Right-of-use assets for property leases, which
comprise substantially all of the Company's right-of-use assets, will be measured on transition as if the new
rules had always been applied.
6 Critical accounting estimates
The preparation of financial statements requires management to make estimates about the
future. Estimates are continuously evaluated and are based on historical experience and other
factors, including expectations of future events that are believed to be reasonable under the circumstances.
Actual results may differ from these estimates. Critical estimates and assumptions were used to determine the
value of the following assets and liabilities:
Page 14 • AutoCanada
Intangible assets and goodwill
Intangible assets and goodwill generally arise from business combinations. The Company applies the
acquisition method of accounting to these transactions, which involves the allocation of the cost of an
acquisition to the underlying net assets acquired based on their respective estimated fair values. As part of this
allocation process, the Company must identify and attribute values to the intangible assets acquired. These
determinations involve significant estimates and assumptions regarding cash flow projections, economic risk
and weighted average cost of capital.
These estimates and assumptions determine the amount allocated to intangible assets and goodwill. If future
events or results differ significantly from these estimates and assumptions, the Company may record
impairment charges in the future.
The Company tests, at least annually or more frequently if events or changes in circumstances indicate that
they may be impaired, in accordance with its accounting policies. The recoverable amounts of CGUs have been
estimated based on the greater of fair value less costs to dispose and value-in-use calculations (refer to Note
25).
Inventories
Inventories are recorded at the lower of cost and net realizable value with cost determined on a specific item
basis for new and used vehicles. In determining net realizable value for new vehicles, the Company primarily
considers the age of the vehicles along with the timing of annual and model changeovers. For used vehicles,
the Company considers recent market data and trends such as loss histories along with the current age of the
inventory. The determination of net realizable value for inventories involves the use of estimates.
Redemption liabilities
Redemption liabilities arise during business combinations where non-controlling interest shareholders have the
right to require the Company to redeem their equity interests in certain non-wholly owned subsidiaries (refer to
Note 18). The redemption amounts are determined with reference to the future profitability generated by those
subsidiaries and their operating businesses. The Company will initially recognize a financial liability at the
present value of the estimated redemption amount, and at the end of each subsequent reporting period, the
Company will revisit their estimates. If the Company revises its estimates, the Company will adjust the carrying
amount of the financial liability to reflect revised estimated profitability and the adjustments will be recognised
as income or expenses in the Consolidated Statement of Comprehensive (Loss) Income.
7 Critical judgments and measurement uncertainty
The preparation of financial statements also requires management to make judgments about the
future. Judgments are continuously evaluated and are based on historical experience and other
factors, including expectations of future events that are believed to be reasonable under the circumstances. The
critical judgments were applied to the following accounting policies:
Associates
When assessing control over an investee, an investor considers the nature of its relationship with other parties
and whether those other parties are acting on the investor’s behalf; that is, acting as a de facto agent. The
determination of whether other parties are acting as de facto agents requires judgment, considering not only the
nature of the relationship but also how those parties interact with each other and the investor.
(a) Investments in subsidiaries
On May 6, 2016, Mr. Patrick Priestner (“Priestner”), then Executive Chair of the Company, transitioned from his
role as an employee and assumed the role of non-executive Chair of the Board of Directors (“Chair”). Priestner
also signed an agreement effective May 6, 2016 (the “Agreement”) giving the Company certain rights as it relates
to its investments in subsidiaries (the “investees”). The agreement was for a 14 month term, automatically
renewable for successive one year terms, and cancellable by either party subject to a one year notice period.
The following facts were considered to assess the relationship between AutoCanada and Priestner:
Factors indicative of Priestner controlling the investees:
As a function of owning 100% of the voting shares of the investees, and in the absence of other
contractual arrangements, Priestner possessed the legal right to control decisions as they pertained
to the investees;
AutoCanada • Page 15
Priestner had not relied on any financial support from the Company in making his investments, and
therefore the risk of loss and reward to Priestner personally was significant; and
Priestner’s level of expertise and knowledge in operating the investees
Factors indicative of the Company controlling the investees:
The Company had contractual rights to participate in any issuance or sale of securities that would
impact its proportionate interest in the investees, as well as a right of first refusal to purchase
Priestner’s shares in applicable circumstances;
The Company had retained effective control of the relevant activities that would impact its investment
returns through execution of the Agreement, which provided the Company with, among other things,
the ability to hire, manage and terminate the general managers of the relevant dealerships;
The directors and officers of the investees were related parties of the Company; and
The Company was involved in the operational decision making of its investees in a fashion consistent
with its wholly-owned dealerships
Prior to the change in employment status, the Company concluded that it had power over its investees through a
de facto agency relationship with Priestner in respect of these investments. As a result of the signing of the
Agreement, management had concluded that it continued to have power over the relevant activities and
therefore control of the investees. As a result, the financial results of the investees continued to be consolidated
in the Company’s financial statements.
On May 5, 2017, Priestner retired from his position as Chair. As a result of this change, the Company had updated
its assessment of the relationship between Priestner and the Company as it related to its investments in these
investees. As a result of the reassessment, it was concluded that the Company continued to control these
investees, through an agreement, giving the Company control over the activities that would impact its
investment returns.
On January 2, 2018, the Company reorganized its ownership interest in its investees acquiring the majority of the
voting shares of certain investees, as described in Note 35. The Company has updated its assessment of the
relationship between Mr. Patrick Priestner (“Priestner”) and the Company as it relates to its investment in these
investees. As a result of the reassessment, it was concluded that the Company continues to control these
investees as a result of owning the majority of the voting shares. The details of this transaction are described in
Note 18 and Note 35.
(b) Loans to associate
On March 31, 2018, the Company terminated its loans to PPH Holdings Ltd. (“PPH”) and all amounts outstanding
under the loans were repaid in full. The Company has updated its assessment of the relationship between
Priestner and the Company, as it relates to PPH. It was concluded that AutoCanada does not control and should
not consolidate PPH, as these loans have been terminated as described in Note 24.
AutoCanada had provided loans to PPH Holdings Ltd. (“PPH”) for which the voting interests were held 100% by
Priestner, as described in Note 24. When assessing whether the Company had control of PPH, management had
considered the nature of the loans, the Company’s relationship with Priestner and whether the Company had the
ability to direct decision-making rights of Priestner pertaining to its loan to PPH. In making this assessment, the
prevailing considerations were that the loans to PPH were repayable at any time without recourse, and grant the
Company no power to control PPH. AutoCanada’s returns from PPH were derived from interest on the loans and
license fees based on gross profit, as such, operating decisions made by Priestner impacting operating profit or
net income impacted his returns but did not affect AutoCanada’s returns.
The following facts were also considered to assess the relationship between AutoCanada and Priestner as it
relates to PPH:
Regardless of employment at AutoCanada, Priestner’s interest in PPH would remain with full ability to
control decisions as they pertain to PPH;
The loan agreements stipulate that the loans’ performance, repayment or prepayment will not in any
way have any consequences in relation to the position of Priestner at AutoCanada;
AutoCanada • Page 16
Priestner has not relied on any financial support from AutoCanada in making his investment in PPH,
and therefore the risk of loss and reward to Priestner personally was significant;
There were no contractual rights providing AutoCanada with decision making power over Priestner,
additionally the Company was not involved in the operational decision making of PPH;
Priestner’s level of expertise and knowledge in operating PPH; and
Priestner had the ability to prepay or repay the loans at any time and AutoCanada had no ability to
block such a transaction.
When combining these considerations with the fact that Priestner was the sole director of the Board of PPH, and
therefore governs relevant activities of the investee, management had concluded that AutoCanada did not have
power over PPH, and therefore had not consolidated PPH.
As a result of Priestner’s change in employment from Executive Chair to non-executive Chair of the Board of
Directors, then to retirement, the Company had assessed the relationship between Priestner and the Company
as it relates to PPH. As a result of the reassessment, it was concluded that AutoCanada did not control and
should not consolidate PPH.
8
Revenue
New vehicles
Used vehicles
Parts, service and collision repair
Finance, insurance and other
The Company has no material contract assets or liabilities as at December 31, 2018.
9 Cost of sales
New vehicles
Used vehicles
Parts, service and collision repair
Finance, insurance and other
10 Operating expenses
Employee costs1 (Note 11)
Administrative costs2
Facility lease costs
Depreciation of property and equipment (Note 23)
2018
$
1,802,203
756,154
451,760
140,664
3,150,781
2017
$
1,827,559
716,045
416,690
141,266
3,101,560
2018
$
1,693,071
712,826
227,774
9,147
2,642,818
2017
$
1,696,575
672,307
202,380
11,669
2,582,931
2018
$
277,891
148,098
28,868
19,947
474,804
2017
$
264,768
116,605
24,436
20,444
426,253
1 Employee costs includes management transition expenses.
2 Administrative costs include professional fees, consulting services, technology-related expenses, marketing, and other general
and administrative costs.
AutoCanada • Page 17
11 Employee costs
Operating expenses incurred in respect of employees were:
Wages, salaries and commissions
Withholding taxes and insurance
Employee benefits
Share-based compensation
Other benefits1
1
Includes management transition costs.
12 Lease, other income and gain on disposal of assets, net
Lease and other income, net
Non-recurring settlement income1
Lease and rental income
Other income
Gain on disposal of assets, net
Gain on dealership divestiture (Note 17)
Sale and leaseback transactions (Note 23)
Transactions with non-controlling interests (Note 35)
Disposals of property and equipment, net
2018
$
235,041
15,601
15,938
1,116
10,195
277,891
2017
$
235,573
13,599
12,582
1,079
1,935
264,768
2018
$
2017
$
1,603
3,056
3,260
7,919
757
13,882
5,984
857
21,480
14,846
3,914
2,671
21,431
—
—
—
1,345
1,345
1 The non-recurring settlement is from an automobile manufacturer and has been recognized net of estimated related expenses.
13 Finance costs and finance income
Finance costs:
Interest on long-term indebtedness
Floorplan financing
Other finance costs
Finance income:
Short-term bank deposits
Cash interest paid during the year ended December 31, 2018 is $46,952 (2017 - $35,274).
14 Other gains (losses)
Gain on foreign currency
Revaluation of redemption liabilities (Note 18)
Revaluation of contingent consideration
2018
$
2017
$
(20,447)
(21,440)
(5,306)
(47,193)
(17,949)
(14,515)
(3,574)
(36,038)
1,289
2,294
2018
$
972
(7)
(15)
950
2017
$
—
2,869
416
3,285
AutoCanada • Page 18
15
Income Taxes
Components of income tax are as follows:
Current tax
Deferred tax
Total income tax (recovery) expense
Segmented components of income tax are as follows:
Canada
U.S.
Current income tax expense
Canada
U.S.
Deferred income tax (recovery) expense
Total income tax (recovery) expense
Factors affecting tax expense for the year ended December 31:
Net (loss) income for the year before taxation
Net (loss) income for the year before taxation multiplied by the blended rate of Canadian
corporate tax of 26.9% (2017 - 26.8%)
Effects of:
Impact of non-deductible items
Difference between future and current tax rate
Income tax rates differential of foreign subsidiaries
Deferred tax recognized on sale of subsidiaries
Adjustment in respect of prior years
Tax losses and deductible temporary differences not recognized
Other, net
Income taxes (recovery)
2018
$
3,354
(3,528)
(174)
2017
$
20,901
1,812
22,713
2018
$
3,354
—
3,354
(1,292)
(2,236)
(3,528)
(174)
2017
$
20,901
—
20,901
1,812
—
1,812
22,713
2018
$
2017
$
(77,602)
88,510
(20,866)
23,721
1,447
1,136
254
3,851
1,326
11,196
1,482
(174)
(90)
1,554
—
—
(2,333)
—
(139)
22,713
AutoCanada • Page 19
The movements of deferred tax assets and liabilities are shown below:
Deferred tax assets (liabilities)
Deferred
income from
partnerships
$
Property
and
equipment
$
Goodwill and
intangible
assets
$
Lease
receivables
$
Other
$
Total
$
January 1, 2017
(1,678)
1,889
(24,526)
(2,519)
2,151
(24,683)
(Expense) benefit to consolidated
statement of comprehensive
(loss) income
Acquisition of subsidiary (Note 16)
Held for sale (Note 23)
December 31, 2017
(Expense) benefit to consolidated
statement of comprehensive
(loss) income
Acquisition of subsidiary (Note 16)
Other
December 31, 2018
Deferred tax asset
Deferred tax liability
Net deferred tax liability
1,567
—
—
(111)
5,669
—
—
5,558
846
—
(1,470)
1,265
174
58
279
1,776
(4,707)
(2,747)
3,192
(28,788)
(2,481)
5,414
1,654
(24,201)
512
—
57
—
(1,725)
(2,747)
2,007
(284)
3,445
—
—
—
—
—
1,924
(25,710)
166
—
1,249
3,339
3,528
5,472
3,182
(13,528)
2018
$
13,642
27,170
13,528
2017
$
—
25,710
25,710
Income tax (recovery) expense is recognized based on Management’s best estimate of the weighted average
annual income tax rate expected for the full financial year. The estimated average annual blended rate used for
the year ended December 31, 2018 was 26.9% (2017 - 26.8%).
Changes in the deferred income tax components are adjusted through deferred tax expense. Of the above
components of deferred income taxes, $5,558 (2017 - $413) of the deferred tax liabilities are expected to be
recovered within 12 months.
Unused tax losses and deductible temporary differences for which no deferred tax asset has been recognized
are as follows:
U.S. deductible temporary differences
U.S. tax losses
Total unrecognized temporary differences
2018
$
17,251
24,922
42,173
The Company's U.S. Operations have state and federal net operating losses of $24,922, as well as deductible
temporary differences of $66,504 available to reduce future taxable income. The federal losses can be carried
forward indefinitely, while the state losses expire in 2030. The losses arose following the acquisition of the
Grossinger Auto Group (Note 16) in April of 2018 and relate to certain under-performing dealerships, along with
costs incurred related to integrating the operations. The deductible temporary differences arose primarily from
impairment charges recorded against the goodwill and intangible assets of the acquired dealerships. The
Company has recognized the benefit of $49,253 of the deductible temporary differences as a deferred tax asset
at December 31, 2018. The Company has concluded that the deferred tax assets are more likely than not to be
recovered using estimated future taxable income, based on approved business plans and budgets for the
segment. This estimate will be updated in future periods, which may result in increases or decreases in the
amount of deferred tax assets recognized based on the amount judged more likely than not to be recoverable.
Page 20 • AutoCanada
The Company also has Canadian non-capital losses $4,752 (2017 - $18,956) available to reduce future taxable
income, until their expiry between 2032 and 2038. The benefit of these losses has been recognized as an offset
to Canadian taxable temporary differences.
16 Business Acquisitions
During the year ended December 31, 2018, the Company completed three business acquisition transactions:
one comprising fifteen franchises in eight locations (Grossinger Auto Group) and two consisting of stand-alone
automobile dealerships, representing two franchises. These acquisitions have been accounted for using the
acquisition method. The acquisitions are as follows:
Grossinger Auto Group
Between the period of April 9, 2018 and April 23, 2018, the Company closed transactions to purchase
substantially all of the operating and fixed assets of Grossinger City Autocorp Inc. (“Grossinger City Toyota”),
Grossinger City Autoplex Inc. (“Grossinger City Chevrolet” and “Grossinger City Cadillac”), Grossinger Imports
Inc. (“Grossinger Honda”), Grossinger North Autocorp Inc. (“Grossinger Toyota North”), Grossinger Autoplex Inc.
(“Grossinger Hyundai North” and “Grossinger Kia”), Grossinger Chevrolet Inc. (“Grossinger Chevrolet Palatine”),
Grossinger Hyundai of Palatine Inc. (“Grossinger Hyundai Palatine”) and Grossinger Motors Inc. (“Audi
Bloomington-Normal”, “Lincoln Bloomington-Normal”, “Mercedes Bloomington-Normal”, “Subaru Bloomington-
Normal”, “Volvo Bloomington-Normal” and “Volkswagen Bloomington-Normal”), herein referred to as the
“Grossinger Auto Group”, located in Chicago, Illinois and Bloomington-Normal, Illinois for total cash
consideration of $131,887. In addition, the Company assumed liabilities under a number of contracts with an
acquisition date fair value of $39,803. The Company did not acquire the land and buildings associated with the
dealerships, other than with respect to Grossinger Honda, which was allocated a value of $10,031. The
Company entered into lease arrangements for the balance of the facilities. The purchase price of the
Grossinger Auto Group was financed through a combination of funds drawn on the Scotiabank revolving term
facility, proceeds from the repayment of loans to associate and proceeds from the Company’s divestiture of
dealerships in Canada.
Concurrent with this transaction, the Company purchased $81,950 of vehicle inventory through floorplan
financing provided by Bank of America (Note 29).
As a result of entity-wide and business unit level impairment indicators identified as at June 30, 2018, all of the
Company’s CGU’s were tested for impairment at that time and further testing was performed at December 31,
2018, which resulted in impairment charges against certain CGUs within the Grossinger Auto Group. Refer to
Note 25.
Since the acquisition date and during the measurement period, additional information was obtained with
respect to the value of certain assets acquired and liabilities assumed, resulting in adjustments to the fair values
recorded.
The following table shows the revised purchase price allocation balances as at June 30, 2018 accounting for the
fair value changes during the measurement period, including (i) the changes to fair values of identifiable assets
acquired and liabilities assumed; and (ii) the impact on the associated balances resulting from changes in fair
value. The business acquisition has been accounted for as if the fair value changes to the net identifiable assets
had been completed as of the acquisition date.
Inventories1
Intangible assets2
Deferred income tax asset3
Other liabilities1
Intangible liabilities4
Goodwill5
As reported
June 30, 2018
Fair value
adjustments
Restated June
30, 2018
13,128
67,177
—
—
—
16,845
(1,513)
(27,958)
10,560
2,610
37,193
58,714
11,615
39,219
10,560
2,610
37,193
75,559
1 Certain adjustments to working capital balances for new information received during the measurement period were made.
2
Intangible assets relate to indefinite-life franchise rights associated with the respective dealerships. The fair value adjustments
resulted from finalization of the related valuation models.
AutoCanada • Page 21
3 A deferred income tax asset has been recorded as a result of the fair market adjustments that create future differences between
4
accounting and taxable income
Intangible liabilities have been recorded as a result of off market lease obligations that were taken on by the Company as part
of the acquisition.
5 The fair value adjustment to goodwill was the result of the net change in the other assets and liabilities.
Mercedes-Benz Heritage Valley
On October 1, 2018, the Company, through a wholly owned subsidiary, AutoCanada M LP, purchased all of the
issued and outstanding shares of Ericksen M-B Ltd., which owns and operates a Mercedes-Benz dealership in
Edmonton, Alberta, for total cash consideration of $23,901. The acquisition was funded through net proceeds
of the sale and leaseback transactions with Automotive Properties Real Estate Investment Trust (Note 23).
Rose City Ford
On December 1, 2018, the Company, through a wholly owned subsidiary, 2667465 Ontario Inc., purchased all of
the issued and outstanding shares of Rose City Ford Sales Limited, which owns and operates a Ford dealership
in Windsor, Ontario, for total cash consideration of $24,753. At the time of acquisition, Rose City Ford Sales
Limited had net working capital of $6,887. The acquisition was funded by drawing on the Company's revolving
term facility.
The business acquisitions completed during the year ended December 31, 2018 are summarized as follows:
Current assets
Cash and cash equivalents
Trade and other receivables
Inventories 1
Other current assets
Long-term assets
Property and equipment
Other long term assets
Intangible assets
Deferred income tax
Total assets
Current liabilities
Trade and other payables
Other liabilities
Intangible liabilities
Current indebtedness
Revolving floorplan facility 1
Long-term liabilities
Long-term indebtedness
Other liabilities
Intangible liabilities
Deferred income tax
Total liabilities
Net assets acquired
Goodwill
Total net assets acquired
Total consideration
Grossinger
Auto Group
$
Mercedes-Benz
Heritage Valley
$
Rose City
Ford
$
21
84
11,615
516
12,236
34,218
—
39,219
10,560
96,233
102
167
4,656
—
—
4,925
—
2,443
32,537
—
39,905
56,328
75,559
131,887
131,887
274
3,592
18,725
887
23,478
1,268
3,456
21,250
—
49,452
1,887
—
—
4,330
18,449
24,666
1,862
—
—
2,674
29,202
20,250
3,651
23,901
23,901
3,677
4,094
14,909
205
22,885
248
10
18,599
—
41,742
1,510
—
—
—
14,369
15,879
—
—
—
2,413
18,292
23,450
1,303
24,753
24,753
Total
$
3,972
7,770
45,249
1,608
58,599
35,734
3,466
79,068
10,560
187,427
3,499
167
4,656
4,330
32,818
45,470
1,862
2,443
32,537
5,087
87,399
100,028
80,513
180,541
180,541
1 Concurrent with this transaction, the Company purchased $81,950 of vehicle inventory through floorplan financing provided
by Bank of America. Refer to Note 29.
Page 22 • AutoCanada
Acquisitions completed during the year ended December 31, 2018 generated revenue and net earnings
(excluding impairment charges) of $393,235 and $9,707, respectively, since the time of acquisition. The
purchase prices allocated, as presented above, are estimates and subject to change due to finalization of the
associated allocations. Acquisition related costs of $1,751 have been charged to administrative expenses in the
Consolidated Statement of Comprehensive (Loss) Income and operating activities in the Consolidated
Statement of Cash Flows for the year ended December 31, 2018. The full amount of acquired receivables is
expected to be collected.
Goodwill arose on these acquisitions due to the potential future revenue growth and synergies expected to
occur. For asset purchases, the tax basis equals the price paid for the acquired assets and liabilities. Where the
acquisition price exceeds the aggregate fair value of identifiable assets acquired and liabilities assumed, the
excess is treated as goodwill for tax purposes. For share purchases, the tax base of the identifiable assets and
liabilities of the acquired entity passes over to the Company at pre-acquisition amounts, and no new goodwill is
created for tax purposes (Note 3).
If the acquisitions had occurred on January 1, 2018, consolidated pro forma revenue for the year ended
December 31, 2018 from the acquired businesses would have been $614,435. These results have been
calculated using the subsidiary’s internal financial reports and adjusting them for differences in the accounting
policies between the subsidiary and AutoCanada.
Prior year business acquisitions
During the year ended December 31, 2017, the Company completed two business acquisitions comprising two
automotive dealerships, representing two franchises. All acquisitions have been accounted for using the
acquisition method. Acquisitions completed during the year are as follows:
Mercedes-Benz Rive-Sud
On May 1, 2017, the Company purchased all of the voting shares of 8421722 Canada Inc., which owns and
operates a Mercedes-Benz dealership in Montreal, Quebec, along with all of the operating and fixed assets of
9343091 Canada Inc. which owns and operates the dealership’s collision centre (together “Mercedes-Benz Rive-
Sud”), for total cash consideration of $16,133. The acquisition was funded by drawing on the Company’s
revolving term facility.
Planete Mazda
On December 1, 2017, the Company, through a wholly owned subsidiary, AutoCanada M Holdings Inc.,
purchased 95% of the issued and outstanding participating shares; and 90% of the non-participating voting
shares of 156023 Canada Inc. (“Planete Mazda”), which owns and operates a Mazda dealership in Montreal,
Quebec, for total cash consideration of $5,799. The acquisition was funded by drawing on the Company's
revolving term facility.
AutoCanada • Page 23
The business acquisitions completed during the year ended December 31, 2017 are summarized as follows:
Mercedes-
Benz Rive Sud
$
Planete
Mazda
$
520
5,150
16,530
140
22,340
2,750
—
11,549
36,639
1,345
18,038
19,383
2,071
2,140
23,594
13,045
3,088
—
16,133
16,133
431
216
6,982
117
7,746
500
13
4,128
12,387
742
5,234
5,976
—
607
6,583
5,804
279
(304)
5,779
5,779
Total
$
951
5,366
23,512
257
30,086
3,250
13
15,677
49,026
2,087
23,272
25,359
2,071
2,747
30,177
18,849
3,367
(304)
21,912
21,912
Current assets
Cash and cash equivalents
Trade and other receivables
Inventories
Other current assets
Long-term assets
Property and equipment
Other long-term assets
Intangible assets
Total assets
Current liabilities
Trade and other payables
Revolving floorplan facilities
Long-term liabilities
Long-term indebtedness
Deferred income tax
Total liabilities
Net assets acquired
Goodwill
Non-controlling interest
Total net assets acquired
Total consideration
Page 24 • AutoCanada
17 Dealership divestitures
North Edmonton Kia
On November 19, 2018, the Company sold substantially all of the operating and fixed assets, including the land
and facilities, of North Edmonton Kia located in Edmonton, Alberta for cash consideration. Net proceeds of
$10,202 resulted in a pre-tax gain on divestiture of $787 included in gain on disposal of assets in the
Consolidated Statement of Comprehensive (Loss) Income.
Courtesy Mitsubishi
On December 17, 2018, the Company sold substantially all of the operating and fixed assets of Courtesy
Mitsubishi located in Calgary, Alberta for cash consideration. Net proceeds of $2,455 resulted in a pre-tax loss on
divestiture of $30 included in gain on disposal of assets in the Consolidated Statement of Comprehensive (Loss)
Income.
The dealership divestitures completed during the year ended December 31, 2018 are summarized as follows:
Trade and other receivables
Inventories
Property and equipment
Intangible assets
Other assets
Total Assets
Trade and other payables
Revolving floorplan facilities
Total Liabilities
Net assets disposed of
Net proceeds on divestiture
Net gain (loss) on divestiture
North
Edmonton Kia
$
Courtesy
Mitsubishi
$
—
5,832
8,445
—
—
14,277
19
4,843
4,862
9,415
10,202
787
121
3,972
135
1,382
16
5,626
61
3,080
3,141
2,485
2,455
(30)
Total
$
121
9,804
8,580
1,382
16
19,903
80
7,923
8,003
11,900
12,657
757
Prior year dealership divestitures
There were no dealership divestitures during the year ended December 31, 2017.
AutoCanada • Page 25
18
Interest in subsidiaries
The Company owns 100% of most subsidiaries, but also has a controlling interest in certain subsidiaries that
also have non-controlling interests ("NCI") held by other parties. The interests in these subsidiaries are
summarized as follows:
Subsidiary
Proportion of
ownership
interests held
by non-
controlling
interests
Proportion
of voting
rights held
by non-
controlling
interests
Dividends
paid to non-
controlling
interests
2018
$
Dividends
paid to non-
controlling
interests
2017
$
Principal
place of
business
Green Isle G Auto Holdings Inc.1
British Columbia
Prairie Auto Holdings Ltd.1
Saskatchewan
Waverley BG Holdings Inc.1
Manitoba
NBFG Holdings Inc.1
Saskatchewan
Quebec
AutoCanada B Holdings Inc.
Quebec
AutoCanada M Holdings Inc.
RS M Motors LP.4
Quebec
Dealer Holdings Ltd.2
Alberta
DFC Holdings Inc.2
British Columbia
LWD Holdings Ltd.2
Alberta
AutoCanada HCN Holdings Inc.3 Ontario
GRV C Holdings LP3
Alberta
10%
15%
10%
5%
15%
5%
10%
—%
—%
—%
—%
—%
10%
15%
10%
5%
15%
10%
10%
—%
—%
—%
—%
—%
—
900
—
—
750
—
—
—
—
—
—
—
1,650
576
2,477
630
270
—
—
—
6,780
305
831
6
425
12,300
1 During the year ended December 31, 2018, the Company acquired the remaining NCI portion of these subsidiaries and
subsequently sold non-controlling interests, between 5% and 15%, to the respective dealer principals, as described in Note 35
(Prairie Auto Holdings Ltd. holds interest in two operating dealerships where the dealer principal retained a 15% ownership
interest).
2 On January 2, 2018, the Company sold its remaining interests in these subsidiaries, as described in Note 35.
3 During the year ended December 31, 2017, the Company acquired the remaining NCI portion of these subsidiaries, as
described in Note 35.
4 Non-controlling interests of 10% were sold to the respective dealer principal, as described in Note 35.
Prairie Auto Holdings Ltd., AutoCanada B Holdings Inc., and AutoCanada M Holdings Inc. also have put options,
whereby the non-controlling shareholders are able to sell their shares back to the Company. These put options
are recognized as redemption liabilities, measured at their fair value on the Consolidated Statement of Financial
Position.
The continuity of the redemption liabilities is summarized as follows:
Balance, January 1, 2017
Decrease in fair value (Note 14)
Recognition on business acquisition (Note 16)
Derecognition on settlement (Note 35)
Total
Less: Held for sale (Note 22)
Carrying amount
Balance, December 31, 2017
Increase in fair value (Note 14)
Derecognition on settlement (Note 35)
Balance, December 31, 2018
Redemption
Liability
$
46,464
(2,869)
306
(1,197)
42,704
26,404
16,300
42,704
7
(27,763)
14,948
AutoCanada • Page 26
The change in fair value is recorded in other gains and losses on the Consolidated Statement of Comprehensive
(Loss) Income (Note 14). The fair value is determined based on the dealership equity value of the related
subsidiary (Note 38). Those options eligible to be executed in the next fiscal year are presented as current
liabilities.
The subsidiaries are holding companies which own automotive dealerships. For purposes of disclosure, the
non-controlling interest profit and loss, and accumulated non-controlling interest of the subsidiaries at the end
of the reporting period are reported in aggregate as the subsidiaries are similar in nature and risk based on
assessment of the interest and industry classification.
19 Cash and cash equivalents
Cash at bank and on hand
Short-term deposits
Cash and cash equivalents (excluding bank indebtedness)
Bank indebtedness
Cash and cash equivalents
Restricted cash
Cash and cash equivalents and restricted cash
December 31,
2018
$
23,061
2,263
25,324
—
25,324
—
25,324
December 31,
2017
$
61,167
33,493
94,660
(136)
94,524
4,106
98,630
Short-term deposits includes cash held with Scotiabank. The Company's revolving floorplan facility agreements
allow the Company to hold excess cash in accounts with Scotiabank, which is used to offset our finance costs
on revolving floorplan facilities. The Company has immediate access to this cash unless we are in default of our
facilities, in which case the cash may be used by Scotiabank in repayment of our facilities. Refer to Note 26 for
further detail regarding cash balances held with Scotiabank. The remaining short-term deposits are term
deposits that bear interest at 3.2% (2017 - 0.10%). Restricted cash is held in a trust account and earns interest at
0.95% - 2.06% ( 2017 - 0.95% - 2.06%). Interest earned on restricted cash during the year ended December 31,
2018 was $21 (2017 - $62).
20 Trade and other receivables
Trade receivables
Less: Expected loss allowance
Net trade receivables
Other receivables
Trade and other receivables
The aging of trade and other receivables at each reporting date is as follows:
Current
31 - 60 days
61 - 90 days
91 - 120 days
> 120 days1
Less: Expected loss allowance
Trade and other receivables
Includes $nil (2017 - $6,283) relating to a non-recurring settlement (Note 12).
1
December 31,
2018
$
December 31,
2017
$
129,338
(3,208)
126,130
5,022
131,152
77,851
(2,545)
75,306
4,625
79,931
December 31,
2018
$
December 31,
2017
$
97,074
15,950
8,631
2,282
10,423
134,360
(3,208)
131,152
56,056
10,655
4,019
1,522
10,224
82,476
(2,545)
79,931
AutoCanada • Page 27
The Company is exposed to normal credit risk with respect to its accounts receivable and maintains provisions
for potential credit losses. Potential for such losses is mitigated because there is no significant exposure to any
single customer and because customer creditworthiness is evaluated before credit is extended.
21
Inventories
New vehicles
Demonstrator vehicles
Used vehicles
Parts and accessories
December 31,
2018
$
580,216
48,856
98,109
33,684
760,865
December 31,
2017
$
513,237
47,873
70,544
27,939
659,593
During the year ended December 31, 2018, $2,577 of inventory (2017 - $2,545) was expensed as cost of goods
sold which included net write-downs on used vehicles of $185 (2017 - $34). During the year ended
December 31, 2018, $9,982 of demonstrator expense (2017 - $8,415) was included in administration costs.
During the year ended December 31, 2018, inventory reserves increased by $3,146 (2017 - increased by $2,275).
As at December 31, 2018, the Company had recorded reserves for inventory write-downs of $10,777 (2017 -
$7,445).
22 Assets and Liabilities Held for Sale
Land and buildings
The Company has committed to a plan and entered into various agreements to sell specific land and buildings.
The agreements are subject to customary closing conditions. The assets have been reclassified as held for sale
as at the Consolidated Statement of Financial Position date.
Dealerships
The Company has committed to a plan to sell three of its dealerships and has entered into agreements to sell
the operating assets of two of these dealerships. The agreements are subject to customary closing conditions.
The assets and liabilities have been reclassified as held for sale as at the Consolidated Statement of Financial
Position date.
The assets and liabilities held for sale are included in the Canadian Operations segment and summarized as
follows:
Net cash and cash equivalents
Trade and other receivables
Inventories
Property and equipment
Intangible assets
Other assets
Net assets held for sale
Trade and other payables
Revolving floorplan liabilities
Net liabilities held for sale
Land and
buildings
$
Dealerships
$
December 31,
2018
$
—
—
—
31,915
—
—
31,915
—
—
—
1,421
482
16,824
920
2,690
61
22,398
997
4,284
5,281
1,421
482
16,824
32,835
2,690
61
54,313
997
4,284
5,281
The carrying costs of the land and building reclassified to held for sale exceeded the expected net proceeds. As
a result, the Company recorded an impairment charge of $2,092, as described in Note 25.
Assets and liabilities held for sale as at December 31, 2017 included land of $1,556, net assets of $162,086 and
net liabilities of $132,683 (Note 35).
Page 28 • AutoCanada
23 Property and equipment
Company
& lease
vehicles
$
Leasehold
improvements
$
Machinery
&
equipment
$
Land &
buildings1
$
Furniture,
fixtures &
other
$
Computer
equipment
$
Total
$
Cost:
January 1, 2017
Capital expenditures
Acquisitions of dealerships
assets (Note 16)
Acquisitions of real estate
Disposals
Transfers to assets held for
sale
Transfers in from inventory,
net
December 31, 2017
Capital expenditures
Acquisitions of dealerships
assets (Note 16)
Acquisitions of real estate
Disposals
Impairment losses
recognized
Transfers to assets held for
sale
Transfers from inventory, net
Foreign currency translation
December 31, 2018
Accumulated depreciation:
January 1, 2017
Depreciation
Disposals
Transfers to assets held for
sale
Transfers in from inventory,
net
December 31, 2017
Depreciation
Disposals
Transfers to assets held for
sale
Transfers in from inventory,
net
Foreign exchange
December 31, 2018
Carrying amount:
December 31, 2017
December 31, 2018
19,028
27
25
—
—
34,858
765
105
—
(1,291)
(1,203)
(1,085)
(3,184)
30,055
307,986
2,866
631
—
(232)
—
30,136
4,020
2,915
—
—
—
17,751
(2,624)
—
—
323,113
—
10,031
10,918
(2,575)
(115,845)
14,515
2,217
2,468
—
(176)
12,567 419,009
1,205
7,080
21
—
3,250
17,751
(785)
(5,108)
(1,495)
(1,535)
(8,502)
—
17,529
2,229
1,998
—
(1,955)
—
1,402
11,473 434,882
2,237
15,656
323
35,734
—
10,918
(1,541)
(123,251)
—
33,352
7,170
20,467
—
(1,335)
(11,612)
(2,798)
837
730
—
(12,843)
(2,966)
1,163
(19,330)
(19)
—
(7)
(5)
(19,361)
(714)
—
1,169
(494)
(33,789)
(447)
(249)
(36,061)
—
141
—
—
—
111
—
14
3,950
1,435
40,779
34,124
194,428
19,458
12,252
323,902
(19,201)
(2,633)
196
(22,422)
(8,398)
376
(8,353)
(1,954)
161
(8,281)
(76,241)
(1,283)
(20,444)
716
2,286
2,273
—
—
—
(19,365)
(30,444)
(2,891)
2,324
(6,576)
6,502
299
376
1,339
—
(15)
—
(19)
—
—
1,154
1,072
5,684
—
(8,992)
(2,032)
817
337
—
(12)
—
4,187
(7,776)
(84,528)
(1,548)
(19,947)
1,385
12,191
176
2,680
—
(3)
2,894
(51)
(14,362)
(19,575)
(29,179)
(9,882)
(7,766)
(86,761)
20,509
26,417
10,771
14,549
292,669
165,249
8,537
9,576
3,697 350,354
4,486
237,141
1,402
19,279
—
—
—
—
—
(368)
3,950
—
22,861
(6,372)
(3,378)
—
455
4,187
(5,108)
(3,934)
—
153
2,894
(2)
(5,997)
14,171
16,864
1 As at December 31, 2018, the Company owns land of $94,882 (2017 - $124,155).
AutoCanada • Page 29
Fully depreciated assets are retained in cost and accumulated depreciated accounts until such assets are
removed from service. Proceeds from disposal are netted against the related assets and the accumulated
depreciation and included in the Consolidated Statement of Comprehensive (Loss) Income.
Land and building additions are used for Open Point opportunities as well as dealership relocations, dealership
re-imagings, and also includes the purchase of a previously leased dealership property.
Sale and Leaseback Transactions
During the year, the Company entered into multiple sale-leaseback transactions as follows:
Laval BMW and Sherwood Park Volkswagen dealership facilities were sold to Automotive Properties
Real Estate Investment Trust and the properties were leased back to the Company. The Company
received net proceeds of $55,500 for the sale, which resulted in a $4,645 pre-tax gain. The minimum
annual lease payments under the operating leases are $3,750;
Four of its dealership properties were sold to Capital Automotive Real Estate Services Inc. ("Capital
Automotive"). The Company received net proceeds of $54,737 for the sale. The Company realized a
pre-tax gain of $9,237 on the sale of dealership properties. Net proceeds of $2,176 related to the sale
of leasehold interests on a property it did not own which reduced impairment charges recorded at
June 30, 2018. In addition, Capital Automotive agreed to fund building improvements and
construction. Management expects to incur approximately $32,575 in Canada and $20,463 in the
U.S. ($15,000 USD) for capital requirements in respect of the properties. The minimum annual lease
payments under the operating leases are $4,090. Upon completion of the capital requirements the
minimum annual lease payments will be amended for the capital requirements funding.
24 Loans to associate
PPH Holdings Ltd.
The Company loaned funds to PPH to acquire Whitby Oshawa Honda and Southview Acura. The Company holds
no ownership interest in PPH. The Company has no participation in the equity of PPH, Whitby, or Southview.
The transactions relating to the Company’s loans to PPH were as follows:
Outstanding, beginning of year
Accrued interest income
Accrued licensing fees
Additional advances
Loan repayments
Outstanding, end of year
December 31,
2018
$
December 31,
2017
$
18,100
124
170
–
(18,394)
—
14,726
674
2,327
373
–
18,100
As of March 31, 2018, the PPH Loan was terminated and all associated interest and licensing fees ceased as of
the same date.
25
Impairment of non-financial assets
Intangible assets consist of rights under franchise agreements with automobile manufacturers (“dealer
agreements”). Intangible assets and goodwill are tested for impairment annually as at December 31 or more
frequently, if events or changes in circumstances indicate that they may be impaired. During the quarters
ended June 30, 2018 and September 30, 2018, the Company concluded that an interim test for impairment of
certain cash generating units (“CGUs”) was required. These tests were updated for the Company's annual
impairment test as of December 31, 2018. As a result of the tests performed, the Company recorded a net
impairment in the amount of $93,408 for the year ended December 31, 2018 (2017 - net recovery of $816), as
certain CGUs had actual results that fell short of previous estimates and the outlook for these markets is less
robust. An impairment charge of $2,092 (Note 22) was also recorded in respect of assets classified as held for
sale at December 31, 2018.
Page 30 • AutoCanada
The impairment charges were allocated to the assets of the respective CGU’s as follows:
Leasehold improvements
Land and buildings (Note 22)
Intangible assets
Goodwill
Year ended
December 31,
2018
$
19,330
2,092
25,788
48,290
95,500
The changes in the book value of intangible assets and goodwill for the year ended December 31, 2018 were as
follows:
Intangible
assets
$
Goodwill
$
Total
$
Cost:
January 1, 2017
Acquisitions (Note 16)
Sale of Open Point asset
Transfer to assets and liabilities held for sale (Note 22)
December 31, 2017
Acquisitions (Note 16)
Transfer to assets and liabilities held for sale (Note 22)
Effect of foreign currency translation
December 31, 2018
Accumulated impairment:
January 1, 2017
Impairment (recovery)
Transfer to assets and liabilities held for sale (Note 22)
December 31, 2017
Impairment
Transfer to assets and liabilities held for sale (Note 22)
Effect of foreign currency translation
December 31, 2018
Carrying amount:
December 31, 2017
December 31, 2018
438,040
15,677
(100)
(39,829)
413,788
79,068
(2,690)
3,303
493,469
59,058
(1,729)
(3,537)
53,792
25,788
—
1,536
81,116
359,996
412,353
41,604
3,367
—
(6,349)
38,622
80,513
—
3,924
123,059
17,240
913
(1,522)
16,631
48,290
—
6
64,927
21,991
58,132
The impairment for the year ended December 31, 2018 relates to our reportable segments as follows:
Leasehold improvements
Land and buildings
Intangible assets
Goodwill
Canadian
Operations
$
U.S.
Operations
$
—
2,092
25,520
6,441
34,053
19,330
—
268
41,849
61,447
479,644
19,044
(100)
(46,178)
452,410
159,581
(2,690)
7,227
616,528
76,298
(816)
(5,059)
70,423
74,078
—
1,542
146,043
381,987
470,485
Total
$
19,330
2,092
25,788
48,290
95,500
AutoCanada • Page 31
CGUs have been determined to be individual dealerships. The following table shows the carrying amount of
indefinite-lived identifiable intangible assets and goodwill by cash generating unit:
Cash Generating Unit
Intangible
Goodwill
Total
Intangible
Goodwill
Total
December 31, 2018
$
December 31, 2017
$
AX
A
AQ
C
AD
BL2
BC
AB
D
P
AH
T
AJ
BI
AY
X
L
W
AZ
BD
AC
AG
V
BM2
BK2
U
K
Z1
AI2
Other CGUs less than
$5,0001
Held for sale (Note 22)
Carrying amount
27,807
24,228
24,494
21,250
16,848
—
18,044
21,687
18,599
15,400
14,791
13,836
13,700
12,496
13,148
12,930
11,549
11,498
10,516
9,263
9,626
9,431
9,592
—
—
7,795
6,591
4,684
5,217
50,023
6,135
11,790
506
3,651
7,770
—
3,724
—
1,303
—
—
—
—
941
—
—
459
—
—
950
—
—
—
—
—
—
409
1,343
—
19,151
33,942
36,018
25,000
24,901
24,618
—
21,768
21,687
19,902
15,400
14,791
13,836
13,700
13,437
13,148
12,930
12,008
11,498
10,516
10,213
9,626
9,431
9,592
—
—
7,795
7,000
6,027
5,217
69,174
27,807
—
24,494
—
6,135
—
506
—
—
—
21,880
18,044
21,687
—
20,181
14,791
16,148
14,801
12,496
13,148
17,724
11,549
14,273
14,659
9,263
9,626
9,431
8,507
5,273
7,395
8,497
6,591
4,685
6,532
56,806
—
3,724
—
—
—
—
—
—
941
—
—
3,088
0
1,514
950
—
—
—
2,176
5
—
409
1,874
—
5,496
33,942
—
25,000
—
—
21,880
21,768
21,687
—
20,181
14,791
16,148
14,801
13,437
13,148
17,724
14,637
14,273
16,173
10,213
9,626
9,431
8,507
7,449
7,400
8,497
7,000
6,559
6,532
62,302
415,043
2,690
412,353
58,132
—
58,132
473,175
2,690
470,485
396,288
36,292
359,996
26,818
4,827
21,991
423,106
41,119
381,987
1 The original CGU was split into two CGUs (dealerships), as an Open Point began operations in 2018.
2 The CGU was sold during the year and therefore, has no CGU carrying amount. Refer to Notes 17 and 35.
Page 32 • AutoCanada
The following table shows the impairments (recoveries of impairment) of indefinite-lived identifiable intangible
assets and goodwill by CGU:
Canadian dealerships
Cash Generating Unit
Intangible
December 31, 2018
$
Total
Goodwill
Intangible
December 31, 2017
$
Total
Goodwill
E
H
L
M
P
S
T
U
V
W
X
Z
AI
AJ
AR
AS
AY
AZ
BE
BJ
BL
BN
Net impairment (recovery)
(1,023)
—
—
260
—
—
4,469
(1,999)
—
(765)
3,514
—
(1,913)
(2,593)
1,086
558
(2,518)
—
(3,811)
—
3,919
—
(816)
1 The original CGU impairment was assessed prior to the two CGU splits and the impairment was split in the same manner as the
intangible and goodwill split. Additional assessment was performed as at December 31, 2018, to ensure there was no further
impairment of either CGU.
(1,788)
—
—
—
4,782
84
2,312
702
(1,085)
2,776
4,794
—
1,315
1,101
2,109
903
—
4,142
1,063
810
—
1,500
25,520
(1,023)
—
—
187
—
—
4,469
(1,999)
—
(765)
3,056
—
(1,913)
(2,593)
1,086
558
(2,518)
—
(3,811)
—
3,537
—
(1,729)
(1,788)
1,567
2,629
—
4,782
84
2,312
702
(1,085)
2,776
4,794
531
1,315
1,101
2,109
903
—
5,656
1,063
1,010
—
1,500
31,961
—
1,567
2,629
—
—
—
—
—
—
—
—
531
—
—
—
—
—
1,514
—
200
—
—
6,441
—
—
—
73
—
—
—
—
—
—
458
—
—
—
—
—
—
—
—
—
382
—
913
U.S. dealerships
Cash Generating Unit
Intangible
December 31, 2018
$
Total
Goodwill
Intangible
December 31, 2017
$
Total
Goodwill
A
B
F
N
AA
AD
G
AF
AT
Net impairment (recovery)
—
—
—
—
132
—
—
136
—
268
2,661
2,622
6,179
10,155
4,959
472
2,265
12,372
164
41,849
2,661
2,622
6,179
10,155
5,091
472
2,265
12,508
164
42,117
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
The valuation methodology used to assess the recoverable value of the CGUs uses level 2 inputs, indirectly
derived from the market, where possible, for key assumptions such as the discount rate. Where level 2 inputs
are not available, as is the case with the growth rate, the Company uses level 3 inputs, which are unobservable
to the market, but reflect management’s best estimates from historical performance and expectations for the
future.
AutoCanada • Page 33
The following table shows the recoverable amounts of CGUs with impairments or recoveries of
impairments recorded in either the current year or prior year:
Canadian dealerships
FVLCTD or
VIU
Cash Generating Unit
December 31,
2018
$
5,490
9,549
16,753
—
17,807
—
17,967
11,126
16,318
15,667
15,550
10,583
—
15,771
4,283
5,207
17,035
15,667
4,942
8,847
—
—
1 The CGU was sold during the year and therefore, has no CGU recoverable amount. Refer to Notes 17 and 35.
FVLCTD
FVLCTD
FVLCTD
N/A
VIU
N/A
VIU
VIU
VIU
VIU
VIU
VIU
N/A
VIU
VIU
FVLCTD
VIU
VIU
VIU
VIU
N/A
FVLCTD
E
H
L
M1
P
S1
T
U
V
W
X
Z
AI1
AJ
AR
AS
AY
AZ
BE
BJ
BL1
BN
December 31,
2017
$
4,691
14,441
—
3,047
25,841
2,436
18,730
14,216
16,692
21,425
20,777
17,270
8,010
18,999
5,617
8,928
17,961
22,538
5,852
10,991
22,551
1,500
U.S. dealerships
Cash Generating Unit
A
B
F
N
AA
AD
G
AF
AT
FVLCTD or
VIU
FVLCTD
FVLCTD
FVLCTD
FVLCTD
FVLCTD
FVLCTD
FVLCTD
FVLCTD
FVLCTD
December 31,
2018
$
41,444
7,016
9,562
8,642
2,251
26,755
4,577
3,363
8,024
December 31,
2017
$
—
—
—
—
—
—
—
—
Impairment test of indefinite life intangible assets
The assumptions and sensitivities applied in the intangible assets impairment test are described as follows:
Valuation Techniques
The Company did not make any changes to the valuation methodology used to assess impairment in the
current year. The recoverable amount of each CGU was based on the greater of fair value less cost to dispose
and value in use.
Page 34 • AutoCanada
Value in Use
Value in use (“VIU”) is predicated upon the value of the future cash flows that a business will generate going
forward. The discounted cash flow (“DCF”) method was used which involves projecting cash flows and
converting them into a present value equivalent through discounting. The discounting process uses a rate of
return that is commensurate with the risk associated with the business or asset and the time value of money.
This approach requires assumptions about revenue growth rates, operating margins, and discount rates.
Fair value less costs to dispose
Fair value less costs to dispose (“FVLCD”) assumes that companies operating in the same industry will share
similar characteristics and that Company values will correlate to those characteristics. Therefore, a comparison
of a CGU to similar companies may provide a reasonable basis to estimate fair value. Under this approach, fair
value is calculated based on EBITDA (“Earnings before interest, taxes, depreciation and amortization”) multiples
comparable to the businesses in each CGU. Data for EBITDA multiples was based on recent comparable
transactions and management estimates. Multiples used in the test for impairment for each CGU were in the
range of 3.5 to 8.8 times forecasted EBITDA (2017 - 3.6 to 8.1 times).
Significant Assumptions for Value in Use
Growth
The assumptions used were based on the Company’s internal budget which is approved by the Board of
Directors. The Company projected revenue, gross margins and cash flows for a period of one year, and applied
growth rates for years thereafter commensurate with industry forecasts. In arriving at its forecasts, the
Company considered past experience, economic trends and inflation as well as industry and market trends.
During the second quarter, due to an unforeseen decline in the performance of certain of the CGU’s based in
the US, as well as revised expectations for the timeline of U.S. operational profitability, the Company’s
assumptions for U.S. operations were based on wholly revised forecasts for all individual U.S. CGU’s. These
forecasts were reviewed and approved by members of the Company’s Executive Management and provided the
revised basis for U.S. CGU earnings and growth.
During the third quarter, it became apparent that the performance of certain Canadian CGUs were sufficiently
below expectations such that a re-forecast was warranted. Revised forecasts were approved by Executive
Management and used in the third quarter impairment test.
The second and third quarter estimates were updated in the Company's annual impairment test, which is based
on the 2019 Board approved budget.
Discount Rate
The Company applied a discount rate in order to calculate the present value of its projected cash flows. The
discount rate represented the Company’s internally computed weighted average cost of capital (“WACC”) for
each CGU with appropriate adjustments for the risks associated with the CGU’s in which intangible assets are
allocated. The WACC is an estimate of the overall required rate of return on an investment for both debt and
equity owners and serves as the basis for developing an appropriate discount rate. Determination of the
discount rate requires separate analysis of the cost of equity and debt, and considers a risk premium based on
an assessment of risks related to the projected cash flows of each CGU. Management applied a discount rate
between 10.18% and 13.45% in its projections (2017 - 11.36% and 12.86%).
Significant Assumptions for Fair Value Less Costs to Dispose
EBITDA
The Company’s assumptions for EBITDA were based on the Company’s internal budget which is approved by the
Board of Directors. As noted above, data for EBITDA multiples was based on recent comparable transactions,
market comparatives and management estimates.
As noted above, due to the unforeseen decline in the performance of certain of the CGU’s based in the U.S. in
the second quarter, as well as revised expectations for the timeline of U.S. operational profitability, the
Company’s assumptions for U.S. operations were based on wholly revised forecasts for all individual U.S. CGU’s.
These forecasts were reviewed and approved by members of the Company’s Executive Management and
provide the revised basis for U.S. CGU earnings and growth.
AutoCanada • Page 35
During the third quarter, it became apparent that the performance of certain Canadian CGUs were sufficiently
below expectations such that a re-forecast was warranted. Revised forecasts were approved by Executive
Management and used in the third quarter impairment test.
The second and third quarter estimates were updated in the Company's annual impairment test, which is based
on the 2019 Board approved budget.
Costs to dispose
Management applied a percentage of 1.0% of the estimated purchase price in developing an estimate of costs
to dispose, based on historical transactions.
Sensitivity
As there are CGUs that have intangible assets with original costs that exceed their current year carrying values,
the Company expects future impairments and recoveries of impairments to occur as market conditions change
and risk premiums used in developing the discount rate change.
The recoverable amount of each CGU is sensitive to changes in market conditions and could result in material
changes in the carrying value of intangible assets in the future. Based on sensitivity analysis, no reasonably
possible change in key assumptions would cause the recoverable amount of any CGU to have a significant
change from its current valuation except for the CGUs identified below.
CGUs, which use VIU as the basis of recoverable amount, for which a reasonably possible change in key
assumptions would cause an impairment, along with the change required for an impairment to occur are as
follows:
Cash Generating Unit
V
AH
AY
Change In
Discount
Rate
0.02%
0.02%
0.02%
Change In
Growth Rate
Recoverable
amount
Carrying
amount
Recoverable
amount exceeds
carrying amount
0.52%
0.58%
0.58%
16,318
16,519
17,035
15,463
16,208
16,544
855
311
491
CGUs, which use FVLCD as the basis of recoverable amount, for which a reasonably possible change in key
assumptions would cause an impairment, along with the change required for an impairment to occur are as
follows:
Cash Generating Unit
E
AS
26 Financial instruments
Change In
Multiple
Recoverable
amount
Carrying
amount
Recoverable
amount exceeds
carrying amount
0.1
0.5
5,490
5,207
5,407
5,207
83
—
Details of the significant accounting policies and methods adopted, including the criteria for recognition, the
basis of measurement and the basis on which income and expenses are recognized, in respect of each class of
financial asset and financial liability are disclosed in the accounting policies. The Company’s financial assets are
measured at amortized cost. The Company’s financial liabilities are measured at amortized cost except for
redemption liabilities and contingent consideration which are carried at fair value through profit or loss. The
carrying values of financial instruments approximate their fair values, excluding the senior unsecured notes.
The fair value of the senior unsecured notes is $147,000 ( 2017 – $154,125).
Financial Risk Management Objectives
The Company’s activities are exposed to a variety of financial risks of varying degrees of significance which
could affect the Company’s ability to achieve its strategic objectives. AutoCanada’s overall risk management
program focuses on the unpredictability of financial and economic markets and seeks to reduce potential
adverse effects on the Company’s financial performance. Risk management is carried out by financial
Page 36 • AutoCanada
management in conjunction with overall corporate governance. The principal financial risks to which the
Company is exposed are described below.
Market Risk
Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of
changes in foreign currency and interest rates.
Foreign Currency Risk
The Company has operations in Canada and the United States. Foreign exchange risk arises from future
commercial transactions and recognized assets and liabilities denominated in a currency that is not the
functional currency of the relevant Company entity. The Company is not currently exposed to significant
foreign exchange risk because its Canadian and U.S. operations engage in limited transactions denominated in
a currency other than their respective functional currency.
Interest Rate Risk
The Company’s exposures to interest rates on financial assets and financial liabilities are detailed in the liquidity
risk management section of this note, the indebtedness note (refer to Note 29), and the hedge accounting note
(refer to Note 39). The sensitivity analysis below has been determined based on the exposure to interest rates at
the reporting date and stipulated change taking place at the beginning of the financial year and held constant
throughout the reporting period. The amounts below represent the absolute change to the reported account,
an increase in the basis point would result in a positive amount and a decrease in the basis point would result in
a negative amount. A 100 basis point change and 200 basis point change is used when reporting interest risk
internally to key management personnel and represents management's assessment of the possible change in
interest rates.
Finance costs
Finance income
Credit Risk
+/- 200 Basis Point
+/- 100 Basis Point
2018
$
18,656
26
2017
$
16,082
46
2018
$
9,328
13
2017
$
8,041
23
The Company’s exposure to credit risk associated with its accounts receivable is the risk that a customer will be
unable to pay amounts due to the Company. Concentration of credit risk with respect to contracts-in-transit
and accounts receivable is limited primarily to automobile manufacturers and financial institutions. Credit risk
arising from receivables with commercial customers is not significant due to the large number of customers
dispersed across various geographic locations comprising our customer base. Details of the aging of the
Company’s trade and other receivables is disclosed in Note 20.
The Company applies the simplified approach to measuring expected credit losses, which uses a lifetime
expected credit loss allowance for all trade receivables. The expected loss rates are based on the payment
profiles of sales over the 12 month periods prior to December 31, 2018 and January 1, 2018 and the
corresponding historical credit losses experienced within these periods.
AutoCanada • Page 37
The loss allowance for trade receivables as at December 31, 2018 and January 1, 2018 (at the adoption of IFRS 9)
was determined as follows:
December 31, 2018
Expected
loss rate
%
Gross carrying
amount - Trade
receivables
$
Loss
Allowance
$
Expected
loss rate
%
January 1, 2018
Gross carrying
amount - Trade
receivables
$
Loss
Allowance
$
Current
31 - 60 days
61 - 90 days
91 - 120 days
> 120 days
Total
0.07%
1.99%
8.42%
11.69%
17.55%
97,074
15,950
8,631
2,282
10,423
134,360
68
317
727
267
1,829
3,208
0.01%
1.05%
4.11%
7.98%
16.05%
56,056
10,655
4,019
1,522
10,224
82,476
The closing loss allowance for trade receivables as at December 31, 2018 reconciles to the opening loss
allowances as follows:
December 31, 2017 - calculated under IAS 39
Amounts restated through opening retained earnings (Note 4)
Opening loss allowance at January 1, 2018 - calculated under IFRS 9
Increase in loan loss allowance recognized in profit or loss during the year
Receivables written off during the year as uncollectible
Unused amount reversed
As at December 31, 2018
6
112
165
121
1,641
2,045
2018
2,545
(500)
2,045
3,450
(2,213)
(74)
3,208
The amounts disclosed on the balance sheet for accounts receivable are net of the expected loss allowance,
details of which are disclosed in Note 20. When a trade and other receivable is uncollectible, it is written off
against the allowance account for trade and other receivables. Subsequent recoveries of amounts previously
written off are credited against operating expenses in the consolidated Statement of Comprehensive (Loss)
Income.
Previous accounting policy for impairment of trade receivables
In the prior year, the Company evaluated receivables for collectability based on the age of the receivable, the
credit history of the customer and past collection experience. An expected loss allowance was provided for
potential losses that had been incurred at the balance sheet date.
Concentration of cash and cash equivalents exist due to the significant amount of cash held with Scotiabank
(refer to Note 19 for further discussion of the Company’s concentration of cash held on deposit with
Scotiabank). The syndicated revolving floorplan facility (Note 29) allows our dealerships to hold excess cash
(used to satisfy working capital requirements of our various OEM partners) in an account with Scotiabank which
bears interest at 3.348% at December 31, 2018 (2017 – 2.43%). These cash balances are fully accessible by our
dealerships at any time, however in the event of a default by a dealership in its floorplan obligation; the cash
may be used to offset unpaid balances under the facility. As a result, there is a concentration of cash balances
risk to the Company in the event of a default under the facility.
Liquidity Risk
Liquidity risk is the risk that the Company is not able to meet its financial obligations as they become due or can
do so only at excessive cost. The Company’s activity is financed through a combination of the cash flows from
operations, borrowing under existing credit facilities and the issuance of equity. Prudent liquidity risk
management implies maintaining sufficient cash and cash equivalents and the availability of funding through
adequate amounts of committed credit facilities. One of management’s primary goals is to maintain an optimal
level of liquidity through the active management of the assets and liabilities as well as cash flows.
AutoCanada • Page 38
As at December 31, 2018, the Company has $240,747 (2017 - $106,170) in readily available liquidity from its
revolving term facility. However, the Company's ability to borrow under this facility requires it to comply with its
financial covenants.
The following tables detail the Company’s remaining contractual maturity for its financial liabilities. The
amounts below have been determined based on the undiscounted contractual maturities of the financial
liabilities. Contractual interest payable includes interest that will accrue to these liabilities.
December 31, 2018
Bank indebtedness
Trade and other payables
Revolving floorplan facilities
Vehicle repurchase obligations
Senior unsecured notes
Scotiabank revolving term facility
VCCI mortgages
BMW mortgage
Other long-term debt
Contractual interest payable
Derivative financial instruments
December 31, 2017
Bank indebtedness
Trade and other payables
Revolving floorplan facilities
Vehicle repurchase obligations
Senior unsecured notes
HSBC revolving term facility
Lease financing - Scotiabank
Demand term loan
Servus mortgage
VCCI mortgages
BMW mortgage
Other long-term debt
Contractual interest payable
27 Other assets
Prepaid rent
Finance lease receivables
Other assets1
2019
$
2020
$
2021
$
2022
$
Thereafter
$
Total
$
—
101,280
748,353
7,654
—
—
52
—
1,601
17,125
752
876,817
—
—
—
—
—
—
53
—
97
17,065
752
17,967
—
—
—
—
149,739
179,253
805
—
—
6,387
752
336,936
—
—
—
—
—
—
—
—
—
—
752
752
—
—
—
—
—
—
—
—
—
—
754
754
—
101,280
748,353
7,654
149,739
179,253
910
—
1,698
40,577
3,762
1,233,226
2018
$
2019
$
2020
$
2021
$
Thereafter
$
Total
$
136
63,295
634,655
6,511
—
—
365
196
257
955
797
95
16,655
723,917
—
—
—
—
—
—
693
214
268
1,766
828
116
16,340
20,225
—
—
—
—
—
143,830
—
214
278
3,112
859
89
12,431
160,813
—
—
—
—
149,739
—
—
214
289
3,511
894
—
4,716
159,363
—
—
—
—
—
—
—
178
3,979
8,518
15,299
—
9,430
37,404
136
63,295
634,655
6,511
149,739
143,830
1,058
1,016
5,071
17,862
18,677
300
59,572
1,101,722
December 31, 2018
$
Long-term
4,482
19
5,947
10,448
Current
6,474
39
—
6,513
December 31, 2017
$
Long-term
4,934
51
95
5,080
Current
3,505
88
—
3,593
1 $5,847 (2017 - $nil) relates to long-term loans receivable from the respective non-controlling interests (refer to Note 35).
AutoCanada • Page 39
24,561
11,365
4,833
22,536
63,295
Total
$
2,216
1,173
(1,069)
2,320
3,641
(1,119)
4,842
28 Trade and other payables
Trade payables
Accruals and provisions
Sales tax payable
Wages and withholding taxes payable
The following table provides a continuity schedule of all recorded provisions:
December 31,
2018
$
December 31,
2017
$
49,805
22,751
5,852
22,872
101,280
January 1, 2017
Provisions arising during the year
Amounts expired or disbursed
December 31, 2017
Provisions arising during the year
Amounts expired or disbursed
December 31, 2018
Finance and
insurance1
$
Other2
$
1,428
957
(754)
1,631
405
(765)
1,271
788
216
(315)
689
3,236
(354)
3,571
1 Represents an estimated chargeback reserve provided by the Company's third party underwriter of finance and insurance
products.
2 During the year the company recorded a non-recurring legal and loss provision of $2,000 associated with the fraud that
occurred at Capital Chrysler in Q2 2018 related to the wholesaling of new and used vehicles.
Page 40 • AutoCanada
29
Indebtedness
This note provides information about the contractual terms of the Company’s interest-bearing debt, which is
measured at amortized cost. For more information about the Company’s exposure to interest rate, foreign
currency and liquidity risk, refer to Note 26.
Revolving floorplan facilities1
Revolving floorplan facilities - Syndicate (i)
Revolving floorplan facilities - BoA (ii)
Revolving floorplan facilities - VCCI (iii)
Revolving floorplan facilities - BMW Financial (iv)
Revolving floorplan facilities - RBC (v)
Revolving floorplan facilities - Scotiabank (vi)
Revolving floorplan facilities - Toronto-Dominion Bank (vii)
Revolving floorplan facilities - Mercedes-Benz Financial (viii)
Held for sale
Carrying value
Indebtedness
Senior unsecured notes (ix)
Senior unsecured notes
Unamortized deferred financing costs
Revolving term facilities (x)
HSBC revolving term facility
Scotiabank revolving term facility
Unamortized deferred financing costs
Other debt
Lease financing - RBC (xi)
Lease financing - Scotiabank (xii)
Servus mortgage (xiii)
VCCI mortgage (xiv and xv)
BMW mortgage (xv)
Other long-term debt
Total indebtedness
Held for sale
Carrying value
Current indebtedness
Long-term indebtedness
December 31,
2018
$
December 31,
2017
$
384,954
122,950
51,784
82,810
30,534
23,664
9,068
46,873
752,637
4,284
748,353
149,739
(1,297)
148,442
—
179,253
(1,651)
177,602
—
—
—
910
—
1,698
328,652
—
328,652
1,654
326,998
428,862
—
50,759
62,885
112,011
35,594
11,580
17,378
719,069
84,414
634,655
149,739
(1,840)
147,899
143,830
—
(598)
143,232
6,689
1,058
5,071
17,863
18,677
1,510
341,999
6,883
335,116
2,666
332,450
1 Certain re-classifications were made to these balances for the year ended December 31, 2017.
AutoCanada • Page 41
Terms and conditions of outstanding loans are as follows:
i. During the second quarter of 2018, the Company completed a $1,080,000 syndicated credit agreement with
the Bank of Nova Scotia (“Scotiabank”), the Canadian Imperial Bank of Commerce (“CIBC”), the Royal Bank of
Canada (“RBC”), HSBC and Alberta Treasury Branches (“ATB”), with Scotiabank serving as the administrative
agent for the Facility. The three-year credit agreement provides the Company with a $660,000 facility for
floorplan and lease financing of new, used and demonstrator vehicles, a $350,000 facility for the financing of
acquisitions and capital expenditures and a $70,000 facility for general corporate purposes. The floorplan
facilities bear interest rates of Canadian Dollar Offered Rate (“CDOR”) plus 1.05% per annum for a total of
3.348% at December 31, 2018. Interest on borrowings under the general operating and acquisition facilities are
subject to a pricing grid whereby the pricing level is determined by the leverage ratio. Based on the Company’s
Leverage Ratio, as defined by the Lender, the interest rate on the loan ranges from CDOR plus 1.75% to CDOR
plus 2.75%.
During the third quarter of 2018, the three-year credit agreement was amended whereby the Company is now
provided with a $680,000 facility for floorplan and lease financing of new, used and demonstrator vehicles, a
$330,000 facility for the financing of acquisitions and capital expenditures and a $70,000 facility for general
corporate purposes. The amendment increased the Total Funded Debt to EBITDA Ratio covenant to 4.50:1.00
for the period commencing on September 1, 2018 and ending on June 30, 2019.
As at December 31, 2018, the Company is in the fourth of five tiers of the pricing grid, with the fourth tier
providing interest rates of CDOR plus 2.50% for a total of 4.798% at December 31, 2018. The agreement has
certain reporting requirements and financial covenants. The floorplan facility is collateralized by each
individual dealership’s inventories that are directly financed by the facility. The general operating and
acquisition facilities are collateralized by certain of the Company’s real property and fixed assets, as well as,
certain current receivable and inventory assets not otherwise pledged as collateral.
ii. Bank of America (“BoA”) provides floorplan financing for new, used and demonstrator vehicles for all of the
Company's U.S. dealerships. The BOA facilities for New and Demonstrator vehicles bear interest rates of London
Interbank Offered Rate (“LIBOR”) plus 1.15% per annum for a total of 3.67% at December 31, 2018. The maximum
amount of financing provided by BoA for New and Demonstrator vehicle financing is $106,500. The floorplan
facilities for Used vehicles bear interest rates of London Interbank Offered Rate (“LIBOR”) plus 1.40% per annum
for a total of 3.92% at December 31, 2018. The maximum amount of financing provided by BoA for Used vehicle
financing is $25,000. The floorplan facility has certain reporting requirements and financial covenants and is
collateralized by each individual dealership’s inventories that are directly financed by the facility.
iii. VW Credit Canada, Inc. (“VCCI”) provides floorplan financing for new, used and demonstrator vehicles for all of
the Company’s Volkswagen and Audi dealerships (the “VCCI facilities”). The VCCI facilities bear interest at Royal
Bank of Canada (“RBC”) prime rate plus 0.00% – 0.75% (2017 - 0.00% - 1.25%). The RBC prime rate was 3.95% at
December 31, 2018 (2017 – 3.20%). The combined total interest rates were 3.95% – 4.70% at December 31, 2018
(2017 – 3.20% – 4.45%). The maximum amount of financing provided by the VCCI facilities is $77,935 (2017 –
$77,480). The VCCI facilities have certain reporting requirements and financial covenants and are collateralized
by all of the dealerships’ assets financed by VCCI. The individual notes payable of the VCCI facilities are due
when the related vehicle is sold.
iv. BMW Financial Services Canada (“BMW Financial”), a division of BMW Canada Inc., provides floorplan financing
for new, used and demonstrator vehicles for all of the Company’s BMW dealerships (the “BMW Facilities”). The
BMW Facilities bear a variable interest rate of prime minus 0.40% (2017 - 0.40%) per 360 day annum for a total
of 3.55% at December 31, 2018 (2017 - 2.80%). The BMW Facilities have a current advance limit of $98,806 (2017
- $94,461). The BMW Facilities have certain reporting requirements and financial covenants and are
collateralized by the dealerships’ movable and immovable property.
v. The Royal Bank of Canada (“RBC”) provides floorplan financing for new, used and demonstrator vehicles for
three of the Company’s dealerships (the “RBC Facilities”). The RBC Facilities bear interest rates of RBC’s Cost of
Funds Rate plus 0.25% – 0.65% (2017 – 0.25% – 0.75%). The RBC’s Cost of Funds Rate was 3.04% at
December 31, 2018 (2017 – 2.31%). The combined total interest rates were 3.29% – 3.69% as at December 31,
2018 (2017 – 2.56% – 3.06%). The maximum amount of financing provided by the RBC facilities is $45,800 (2017
– $147,300). The RBC Facilities have certain reporting requirements and financial covenants and are
collateralized by the new, used, and demonstrator inventory financed by RBC and a general security agreement
from the General Motors dealerships financed by RBC.
vi. Scotiabank provides floorplan financing for new, used and demonstrator vehicles for two of the Company’s
dealerships (the “Scotiabank Facilities”). The Scotiabank Facilities bear interest rates of Scotia Fixed Flooring
Page 42 • AutoCanada
Rate plus 0.93% (2017 - 0.93% - 1.40%). The Scotia Fixed Flooring rate was 2.27% at December 31, 2018 (2017 -
1.54%). The combined total interest rate was 3.20% at December 31, 2018 (2017 – 2.47% - 2.94%). The maximum
amount of financing provided by Scotiabank Facilities is $47,800 (2017 - $74,200). The Scotiabank Facilities
have certain reporting requirements and financial covenants and are collateralized by the new, used, and
demonstrator inventory financed by Scotiabank and a general security agreement from the Company’s two
dealerships financed by Scotiabank.
vii. Toronto Dominion Bank (“TD”) provides floorplan financing for new, used and demonstrator vehicles for one of
the Company’s dealerships (the “TD Facilities”). The TD Facilities bear interest rates of TD prime rate minus
0.75% ( 2017 – 0.75%) per annum and provide a maximum amount of financing of $23,500. The TD prime rate
was 3.95% at December 31, 2018 (2017 – 3.20%). The combined total interest rate was 3.20% at December 31,
2018 (2017 – 2.45%). The TD Facilities have certain reporting requirements and financial covenants and are
collateralized by the new, used and demonstrator inventory financed by TD and a general security agreement
from the Company’s dealership financed by TD.
viii. Mercedes-Benz Financial provides floorplan financing for new, used and demonstrator vehicles for two of the
Company’s dealerships (the “Mercedes-Benz Facilities”). The Mercedes-Benz Facilities bear interest rates of
Canadian Dollar Offered Rate (“CDOR”) plus 1.80% (2017 - 1.80%) per annum for a total of 4.10% at December 31,
2018 (2017 - 3.24%) and provide a maximum amount of financing of $46,500 (2017 - $23,500). The Mercedes-
Benz Facilities have certain reporting requirements and financial covenants and are collateralized by the new,
used, and demonstrator inventory financed by Mercedes-Benz Financial and a general security agreement from
the Company’s dealership financed by Mercedes-Benz Financial.
ix. The Company has $150,000 5.625% Senior Unsecured Notes due May 25, 2021 (the “Notes”). The Notes were
issued at par. Interest is payable semi-annually on May 15 and November 15 of each year the Notes are
outstanding. In connection with the issuance of the Notes, the Company incurred issue costs of $3,638 which
were recorded as a deduction from the carrying amount of the long term debt. The Notes agreement contains
certain redemption options whereby the Company can redeem all or part of the Notes at prices set forth in the
agreement from proceeds of an equity offering or following certain dates specified in the agreement. In
addition, the Note holders have the right to require the Company to redeem the Notes or a portion thereof, at
the redemption prices set forth in the agreement in the event of change in control or in the event certain asset
sale proceeds are not reinvested in the time and manner specified in the agreement.
x. During the second quarter of 2018, the Company completed an extinguishment of the HSBC revolving term
facility loan for a lump sum payment of $232,398. The carrying amount of the loan at the time of payment was
$232,125. Expensed during the period as a result of the extinguishment were direct fees of $273 and $475 in
unamortized deferred financing costs related to the HSBC facility. The result is a net loss on settlement of $748
which is included in finance expenses in the Consolidated Statements of Comprehensive (Loss) Income.
The Scotiabank revolving term facility provides the Company with a $350,000 facility for the financing of
acquisitions and capital expenditures and a $70,000 facility for general corporate purposes. Interest on
borrowings under the general operating and acquisition facilities are subject to a pricing grid whereby the
pricing level is determined by the leverage ratio. Based on the Company’s Leverage Ratio, as defined by the
Lender, the interest rate on the loan ranges from CDOR plus 1.75% to CDOR plus 2.75%.
During the third quarter of 2018, the three-year credit agreement was amended whereby the Company is now
provided with a $330,000 facility for the financing of acquisitions and capital expenditures and a $70,000
facility for general corporate purposes. The amendment increased the Total Funded Debt to EBITDA Ratio
covenant to 4.50:1.00 for the period commencing on September 1, 2018 and ending on June 30, 2019.
As at December 31, 2018, the Company is in the fourth of five tiers of the pricing grid, with the fourth tier
providing interest rates of CDOR plus 2.50% for a total of 4.798%. The agreement has certain reporting
requirements and financial covenants. The general operating and acquisition facilities are collateralized by
certain of the Company’s real property and fixed assets, as well as certain current receivable and inventory
assets not otherwise pledged as collateral.
xi. RBC provided financing for the lease vehicles of two of the Company’s GM dealerships (the “RBC lease
financing”). The RBC lease financing had interest rates of RBC’s Costs of Funds Rate plus 0.90% ( 2017 – 0.90%).
The RBC’s Cost of Funds Rate was 2.31% at December 31, 2018 (2017 – 2.31%). The combined total interest rate
was 3.21% at December 31, 2018 (2017 – 3.21%). The maximum amount of financing provided by RBC lease
financing was $17,331 ( 2017 – $17,331) repayable over the terms of the contract in varying amounts of principal.
The RBC lease financing was extinguished during the second quarter of 2018.
AutoCanada • Page 43
xii. Scotiabank provided financing for the lease vehicles to two of the Company’s dealerships (the “Scotiabank
lease financing”). The Scotiabank lease financing had interest rates of Scotiabank’s Cost of Funds Rate plus
1.25% (2017 – 1.25%) for a total of 5.35% during the year ended December 31, 2018 (2017 – 5.35%). The maximum
amount of financing provided by the Scotia lease financing was $2,500 (2017 – $2,500) which was repayable
over the terms of the contract in varying amounts of principal. The Scotiabank lease financing was extinguished
during the second quarter of 2018.
xiii. Servus Credit Union provided the Company with a mortgage (the “Servus Mortgage”). The Servus Mortgage
had a fixed annual rate of 3.80% (2017 – 3.80%) and was repayable with monthly blended installments of $37
(2017 – $37), originally amortized over a 20 year period with term expiring September 30, 2018. The Servus
Mortgage required certain reporting requirements and financial covenants and was collateralized by a general
security agreement consisting of a first fixed charge over the property. The Servus Mortgage was extinguished
during the second quarter of 2018.
xiv. During the period, the Company repaid one of its mortgages as part of the sale leaseback transaction (Note 23).
VCCI provides the Company with a mortgage (the “VCCI Mortgage”), which bears interest at a floating rate of
interest per annum equal to the Royal Bank of Canada’s prime rate plus 0.15% ( 2017 – 0.15% – 0.50%). The RBC
prime rate was 3.95% at December 31, 2018 (2017 – 3.20%). The total interest rate was 4.10% at December 31,
2018 (2017 – 2.85% – 3.70%). The VCCI Mortgage is repayable with blended monthly payments of $120
amortized over a 20 year period with the term expiring in 2021. The VCCI Mortgage has certain reporting
requirements and financial covenants and is collateralized by a general security agreement consisting of a first
fixed charge over the property. At December 31, 2018, the carrying amount of the property was $1,540 (2017 –
$48,268).
xv. During the period, the Company completed a sale leaseback transaction for six of its dealership properties and
repaid those related mortgages (Note 23).
The following table shows the movement of indebtedness during the year ended December 31:
Balance, beginning of year
Amortization of deferred finance charges
Draws and additions
Repayments
Reclassification to held for sale
Balance, end of year
30 Vehicle repurchase obligations
2018
$
335,116
1,658
294,085
(302,207)
—
328,652
2017
$
352,030
989
123,439
(134,459)
(6,883)
335,116
The Company operates service loaner programs and provides vehicles to a third party vehicle rental company
with individual terms not to exceed twelve months, at which time the Company has an obligation to repurchase
each vehicle at a predetermined amount. As a result, the Company has recorded the contractual repurchase
amounts as outstanding vehicle repurchase obligations and has classified the liability as current due to the
short term nature of the obligation.
31 Commitments and contingencies
Commitments
The Company has operating lease commitments, with varying terms through 2038, to lease premises used for
business purposes. The Company leases certain lands and buildings used in its franchised automobile
dealership operations from third parties. The future aggregate minimum lease payments under non-cancelable
operating leases are as follows:
Page 44 • AutoCanada
2019
2020
2021
2022
2023
Thereafter
December 31,
2018
$
35,007
32,698
30,230
28,896
27,881
287,296
442,008
As at December 31, 2018, the Company has recorded an intangible liability of $36,161 (2017 - $nil) related to the
acquisition of unfavourable leases (Note 16), which will be amortized against lease expense in future years.
Lawsuits and legal claims
The Company is engaged in various legal proceedings and claims that have arisen in the ordinary course of
business. The outcome of all of the proceedings and claims against the Company is subject to future resolution,
including the uncertainties of litigation. Based on information currently known to the Company and after
consultation with outside legal counsel, management believes that the probable ultimate resolution of any such
proceedings and claims, individually or in the aggregate, will not have a material adverse effect on the financial
condition of the Company, taken as a whole. Note 28 includes provisions to account for information known to
the Company and based on estimates of probable resolutions.
The Company’s operations are subject to federal, provincial and local environmental laws and regulations in
Canada. While the Company has not identified any costs likely to be incurred in the next several years, based on
known information for environmental matters, the Company’s ongoing efforts to identify potential
environmental concerns in connection with the properties it leases may result in the identification of
environmental costs and liabilities. The magnitude of such additional liabilities and the costs of complying with
environmental laws or remediating contamination cannot be reasonably estimated at the balance sheet date
due to lack of technical information, absence of third party claims, the potential for new or revised laws and
regulations and the ability to recover costs from any third parties. Thus the likelihood of any such costs or
whether such costs would be material cannot be determined at this time.
Letters of guarantee
The Company has outstanding letters of guarantee totaling $1,293 as at December 31, 2018 (2017 – $935) with
various due dates.
The Company will settle obligations as they arise for which these letters have been issued as security and it is
not the Company’s intent that draws will be made on these letters.
Capital Commitments
At December 31, 2018, the Company is committed to capital expenditure obligations in the amount of $11,215
(2017 – $4,225) related to dealership relocations, dealership re-imagings, and dealership Open Points with
expected completion of these commitments in 2019.
32 Share-based payments
The Company operates a combination of cash and equity-settled compensation plan under which it receives
services from employees as consideration for share-based payments. The plans are as follows:
Restricted Share Units (RSUs)
The Company grants RSUs to designated management employees. Prior to August 11, 2018, it was the
Company's practice to settle RSU awards partially in cash and partially in shares. Effective August 11, 2018, the
RSU Plan was modified such that awards are intended to be settled in shares. As no other modifications were
made to the value of awards at the time of Plan modification, the value of vested awards was transferred from a
liability to equity. The RSU plan settles by way of common shares, based on the Company's share price at each
vesting date. If the Board of Director's Governance and Compensation Committee determines it is not prudent
to settle in shares, the settlement may be made in cash. The RSUs are also entitled to earn additional units
AutoCanada • Page 45
based on dividend payments made by the Company and the share price on date of payment. The RSUs granted
are scheduled to vest evenly over three years — conditional upon continued employment with the Company.
The following table shows the change in the number and value of RSUs for the years ended:
Outstanding, beginning of the year
Settled - equity
Settled - cash
Granted
Dividends reinvested
Impact of movements in share price
Outstanding, end of the year
Deferred Share Units (DSUs)
2018
2017
Number of
RSUs
20,032
(29,732)
(17,017)
80,910
596
–
54,789
Amount
$
454
(464)
(279)
693
9
209
622
Number of
RSUs
33,676
(27,075)
(18,050)
31,044
437
–
20,032
Amount
$
779
(643)
(428)
738
6
2
454
Independent members of the Board of Directors are paid a portion of their annual retainer in the form of DSUs.
They may also elect to receive up to 100% of their remaining cash remuneration in the form of DSUs. The
underlying security of DSUs are the Company’s common shares and are valued based on the Company’s
average share price for the five business days prior to the date on which Directors’ fees are granted. The DSUs
are also entitled to earn additional units based on dividend payments made by the Company and the share
price on date of payment. Prior to January 1, 2018, it was the Company's practice to settle DSU awards in cash.
Effective January 2018 the DSU Plan was modified such that awards are intended to be settled in shares. As no
other modifications were made to the value of awards at the time of Plan modification, the value of vested
awards was transferred from a liability to equity.
The DSUs granted are scheduled to vest upon the termination date of the Director, at which time, the DSUs will
be settled in common shares no earlier than the termination date and no later than December 15 of the calendar
year following the Director’s termination date. If the Board of Director's Governance and Compensation
Committee determines it is not prudent to settle in shares, the settlement may be made in cash.
The following table shows the change in the number and value of DSUs for the years ended:
Outstanding, beginning of the year
Granted
Dividends reinvested
Impact of movements in share price
Outstanding, end of the year
Stock Option Plan
2018
2017
Number of
DSUs
49,716
28,490
1,412
–
79,618
Amount
$
1,126
394
20
(636)
904
Number of
DSUs
34,731
14,168
817
–
49,716
Amount
$
825
316
17
(32)
1,126
The Stock Option Plan (the “Plan”) is designed to provide long-term incentives to designated management to
deliver long-term shareholder returns. Under the Plan, participants are granted options which only vest if
certain service and market conditions are met. The terms of the Plan specify that following retirement an
employee may exercise vested options with the rights to exercise continuing for 120 days following the
retirement date.
Options are granted under the Plan for no consideration and carry no dividend or voting rights. When
exercisable, each option is exercisable to acquire one common share. The exercise price of options is
determined by the Board and shall not be lower than the closing price of the AutoCanada shares on the Toronto
Stock Exchange immediately preceding the date of grant.
Page 46 • AutoCanada
The following table shows the change in the number of stock options for the years ended:
Outstanding, beginning of the period
Granted
Exercised
Forfeited
Outstanding, end of the period
Vested and exercisable, end of the period
2018
2017
Average
exercise price
per share
option
$
18.68
10.05
—
18.68
10.72
18.68
Share options
#
420,000
2,530,000
—
(206,668)
2,743,332
213,332
Average
exercise price
per share
option
$
Share options
#
18.68
—
18.68
18.68
18.68
18.68
520,000
—
(10,000)
(90,000)
420,000
106,666
During the year ended December 31, 2018, no options were exercised or expired.
The following table shows the expiry date and exercise price for the share options outstanding for the year
ended December 31, 2018:
Grant date
April 1, 2016
August 14, 2018
Total
Weighted average remaining contractual life of options
outstanding, end of the period
Expiry date
March 31, 20261
August 14, 2028
Exercise
price
$
18.68
10.05
Share options
#
213,332
2,530,000
2,743,332
9.44 years
1 These options were granted to individuals who have retired from AutoCanada. If these stock options are not exercised,
200,000 will terminate on March 6, 2019 and 13,332 will terminate on March 11, 2019.
The weighted average remaining contractual life for the share options outstanding as at December 31, 2017 was
8.25 years.
The assessed weighted average fair value at grant date of options granted during the year ended December 31,
2018 was $2.49 per option. The fair value at grant date is determined using an adjusted form of the Black-
Scholes Model that takes into account probabilities using the Monte Carlo simulation as well as the exercise
price, the expected life of the option, the share price at grant date, the expected price volatility of the
underlying share, the expected dividend yield of the underlying share and the risk free interest rate for the term
of the option.
The model inputs for options granted during the year ended December 31, 2018 include:
a) Options are granted for no consideration and vest based on varying service and market price conditions
over a three year period. For example, a portion of the options vest on the later of 2 years from the date
of grant and the share price hitting at least $15.08 and another portion only vests at the later of three
years and the share price hitting at least $20.10. Vested options are exercisable for a period of ten years
after grant date.
b) Exercise price: $10.05
c) Grant date: August 14, 2018
d) Expected life of option: 10 years
e) Share price at grant date: $10.05
f) Expected price volatility of the company's shares: 29.43%
g) Expected dividend yield: 3.96%
h) Risk-free interest rate: 2.70%
Expected price volatility was determined at the time of grant using the AutoCanada share price on a historical
basis, adjusted for any expected changes to future volatility due to publicly available information. It reflects the
AutoCanada • Page 47
assumption that the historical volatility is indicative of future trends, which may not necessarily be the actual
outcome.
The market price condition was factored into the fair value of the options granted using the Monte Carlo
simulation to determine the probability that the options will vest based on the market price vesting condition.
An additional 370,000 stock options will be granted when room becomes available under the Plan. Alternative
compensation will be provided for these stock options if the Grant price is above $10.05 or if the stock options
are not able to be granted prior to the expiry date of August 14, 2028. During the period, the Company modified
the alternative compensation from being cash-settled to equity-settled. As a result of the modification, the
liability accrued in the third quarter for these ungranted options has been derecognized and expenses of $18
has arisen. The fair value at modification date has been determined using an adjusted form of the Black-Scholes
Model that takes into account probabilities using the Monte Carlo simulation. The assessed weighted average
fair values of the alternative compensation is $0.62 per option.
The model inputs for the alternative compensation as at the modification date were as follows:
Exercise price: $10.05
Expected life of option: 10 years
Share price at valuation date: $11.35
Expected volatility of the company's shares: 31.77%
Expected dividend yield: 3.65%
Risk-free interest rate: 2.47%
Expected price volatility was determined at the time of grant using the AutoCanada share price on a historical
basis, adjusted for any expected changes to future volatility due to publicly available information. It reflects the
assumption that the historical volatility is indicative of future trends, which may not necessarily be the actual
outcome.
During the year ended December 31, 2018, expenses of $1,630 (2017 - $848) and recoveries of $735 (2017 -
$249) arose as a result of options issued in 2016.
Share Appreciation Rights
The share appreciation rights been designed to advance the Go-Forward Plan of the Corporation by enabling
those granted options under the plan to participate in the growth and profitability of the Company. All of the
options are time-based and vest over a maximum period of three years. Vested options are exercisable for a
maximum period of five years after grant date. In connection with the grant of share appreciation rights, annual
variable profit share bonuses of some participants will be reduced annually by amounts pre-determined by the
Company over a maximum of three compensation years.
Each share appreciation right that is exercised entitles the employee to receive a number of common shares
that is equal to (i) the amount by which the fair market value of one common share exceeds the notional
exercise price of the vested share appreciation right; divided by (ii) the fair market value of one common share.
If the Company determines that it is not prudent to acquire such common shares, the Company may, in lieu of
the payment through Common Shares, pay an amount in cash equal to the appreciation of the common shares.
The following table shows the change in the number of share appreciation rights for the year ended
December 31, 2018:
Outstanding, beginning of the period
Granted
Outstanding, end of the period
Vested and exercisable, end of the period
Weighted average
exercise price per
share
appreciation right
$
—
11.18
11.18
—
Share
appreciation
rights
#
—
1,043,950
1,043,950
—
During the year ended December 31, 2018, no share appreciation rights were exercised, forfeited or expired.
Page 48 • AutoCanada
The weighted average contractual life remaining for these share appreciation rights as at December 31, 2018 is
4.59 years.
The assessed weighted average fair value at grant date of the share appreciation rights granted during the year
ended December 31, 2018 was $2.14 per option. The fair value at grant date has been determined using the
Black-Scholes Model.
The weighted average model inputs for the share appreciation rights granted during the year ended
December 31, 2018 include:
Exercise price: $11.18
Expected life of option: 3.89 years
Share price at grant date: $11.14
Expected price volatility of the company's shares: 30.03%
Expected dividend yield: 3.61%
Risk-free interest rate: 2.12%
Expected price volatility was determined at the time of grant using the AutoCanada share price on a historical
basis, adjusted for any expected changes to future volatility due to publicly available information. It reflects the
assumption that the historical volatility is indicative of future trends, which may not necessarily be the actual
outcome.
Total expenses net of recoveries arising from share-based payment transactions recognized during the year
included in employee benefits expense are as follows:
Stock options
Share appreciation rights
33 Share capital
2018
$
896
220
1,116
2017
$
600
—
600
Common shares of the Company are voting shares and have no par value. The authorized share capital is an
unlimited number of shares.
Restricted Share Unit Trust
Shares are held in trust to mitigate the risk of future share price increases from the time the RSUs and DSUs
(refer to Note 32) are granted to when they are fully vested and can be exercised. The beneficiaries are
members of the Executive and Senior Management Team, who participate in the long-term incentive
compensation plan called the RSU Plan, and independent members of the Board of Directors, who participate in
the DSU Plan. Under the Trust Agreement, the third party trustee will administer the distribution of cash and
shares to the beneficiaries upon vesting, as directed by the Company. Dividends earned during the year-ended
December 31, 2018 on the shares held in trust of $(29) (2017 – $31) are reinvested to purchase additional shares.
The shares held in trust are accounted for as treasury shares and have been deducted from the Company’s
consolidated equity as at December 31, 2018.
The following table shows the change in shareholders’ capital for the years ended:
Outstanding, beginning of the year
Dividends reinvested
Treasury shares settled
2018
2017
Number of
shares
27,388,900
(1,567)
29,729
$
Number of
shares
$
508,768
27,356,439
507,886
(29)
799
(1,431)
33,892
(31)
913
Outstanding, end of the year
27,417,062
509,538
27,388,900
508,768
AutoCanada • Page 49
As at December 31, 2018, 42,621 (2017 - 70,783) common shares were held in trust for the Restricted Share Unit
Plan, resulting in a total of 27,459,683 (2017 - 27,459,683) common shares issued.
Dividends
Dividends are discretionary and are determined based on a number of factors. Dividends are subject to approval
of the Board of Directors. During the twelve month period ended December 31, 2018, eligible dividends totaling
$0.40 (2017 - $0.40) per common share were declared and paid, resulting in total payments of $10,956 (2017 -
$10,952).
Earnings per share
Basic earnings per share was calculated by dividing earnings attributable to common shares by the sum of the
weighted-average number of shares outstanding during the period. Basic earnings per share are adjusted by
the dilutive impact of the RSUs and stock options to calculate the diluted earnings per share.
(Loss) earnings attributable to common shares
2018
$
(78,083)
2017
$
57,844
The following table shows the weighted-average number of shares outstanding for the years ended:
Basic
Effect of dilution from RSUs
Effect of dilution from stock options
Diluted
2018
27,399,117
—
—
27,399,117
2017
27,379,193
22,526
72,276
27,473,995
For the year ended December 31, 2018, 29,645 potential common shares related to RSU's and 869,139 related to
stock options were excluded from the computation of diluted earnings per share because they were anti-
dilutive.
34 Capital disclosures
The Company’s objective when managing its capital is to safeguard the Company’s assets and its ability to
continue as a going concern while at the same time maximizing the growth of the business, returns to
shareholders, and benefits for other stakeholders. No specific targets or ratios are set by the Company. The
Company views its capital as the combination of long-term indebtedness, long-term leases and equity.
The calculation of the Company’s capital is summarized below:
Long-term indebtedness (Note 29)
Equity
December 31,
2018
$
December 31,
2017
$
326,998
447,307
774,305
332,450
537,607
870,057
The Company manages its capital structure in accordance with changes in economic conditions and the risk
characteristics of the underlying assets. In order to maintain or adjust its capital structure, the Company may
assume additional debt, refinance existing debt with different characteristics, sell assets to reduce debt, issue
new shares or adjust the amount of dividends paid to its shareholders. The Company was in compliance with its
debt covenants at December 31, 2018.
Page 50 • AutoCanada
35 Transactions with non-controlling interests
Acquisition of non-controlling interest
On January 2, 2018, the Company acquired a 100% ownership interest in certain subsidiaries by acquiring the
remaining 20% of issued shares of Green Isle G Auto Holdings Inc., 20% of issued shares of Waverley BG
Holdings Inc., 20% of issued shares of NBFG Holdings Inc., and 17.6% of issued shares in Prairie Auto Holdings
Ltd. (Prairie Auto Holdings Ltd. holds interest in two operating dealerships where the dealer principal retained a
15% ownership interest) for cash consideration of $18,708. Immediately prior to the purchase, the carrying
amount of the existing non-controlling interest of Green Isle G Auto Holdings Inc., Waverly BG Holdings Inc.,
NBFG Holdings Inc., and Prairie Auto Holdings Ltd. was $14,674. The Company recognized a decrease in non-
controlling interests of $14,674 and a decrease in equity attributable to owners of the company of $2,675.
The effect on the equity attributable to the owners of AutoCanada during the period is summarized as follows:
Carrying amount of non-controlling interests
Total consideration paid to non-controlling interests
Decrease in equity attributable to AutoCanada shareholders
January 2,
2018
$
14,674
(17,349)
(2,675)
In combination with the above transaction, redemption liabilities in the amount of $1,359 were settled during
the year.
Divestiture of subsidiaries
On January 2, 2018, the Company sold its 31% interest in Dealer Holdings Ltd., its 80% interest in DFC Holdings
Inc., and its 75% interest in LWD Holdings Ltd. for cash consideration of $41,017. Immediately prior to the
divestiture, the carrying amount of the existing non-controlling interests in Dealer Holdings Ltd., DFC Holdings.,
and LWD Holdings Ltd. was $20,774. The Company recognized a decrease in non-controlling interest of $20,774
and a pre-tax gain attributable to AutoCanada Shareholders of $5,984.
The breakdown of the transaction was as follows:
Assets held for sale
Liabilities held for sale
Derecognition of redemption liability
Derecognition of non-controlling interests
Net assets disposed of
Net proceeds on divestiture
Net gain on divestiture
January 2,
2018
$
162,086
(132,683)
26,404
(20,774)
35,033
41,017
5,984
Since the divestiture date, adjustments have been made to the previously disclosed assets and liabilities part of
the transaction, resulting in the changes noted below:
Assets held for sale
Net gain on divestiture
As reported
March 31,
2018
163,228
4,842
Post-close
adjustments Final Balances
(1,142)
1,142
162,086
5,984
The net gain on divestiture is included in the gain on disposal of assets, net on the Consolidated Statements of
Comprehensive (Loss) Income.
AutoCanada • Page 51
Sale of non-controlling interest
During the year ended December 31, 2018, the Company sold non-controlling interests, between 5% and 10%, in
four of its dealerships to the respective dealer principals for consideration of $5,847.
The Company retained the balance of the ownership interests and therefore continues to control and
consolidate the dealerships.
Prior year transactions with non-controlling interests
On August 1, 2017, the Company acquired the remaining 10% of the issued shares of AutoCanada HCN Holdings
Inc. for cash consideration of $1,700 and the extinguishment of loans of $700, for total consideration of $2,400.
Immediately prior to the purchase, the carrying amount of the existing 10% non-controlling interest in
AutoCanada HCN Holdings Inc. was $1,970. The group recognized a decrease in non-controlling interest of
$1,970 and a decrease in equity attributable to owners of the Company of $430.
On December 31, 2017, the Company acquired the remaining 10% of the issued shares of GRV C Holdings LP, for
cash consideration of $2,284. Immediately prior to the purchase, the carrying amount of the existing 10% non-
controlling interest in GRV C Holdings LP was $2,163. The group recognized a decrease in non-controlling
interest of$2,163 and a decrease in equity attributable to owners of the Company of $121.
The effect on the equity attributable to the owners of AutoCanada during the year is summarized as follows:
Carrying amount of non-controlling interests acquired
Total consideration paid to non-controlling interests
Contingent settlement on sale of property
Excess of consideration paid recognized in the transactions
with non-controlling interests within equity
AutoCanada
HCN Holdings
Inc.
GRV C
Holdings LP
1,970
(2,400)
(89)
2,163
(2,284)
—
Total
4,133
(4,684)
(89)
(519)
(121)
(640)
36 Related party transactions
Transactions with Companies controlled by Directors
During the year there were transactions with companies that are related to directors of the Company. All
significant transactions between AutoCanada and companies related to directors were approved by the
Company’s independent members of the Board of Directors. A summary of those transactions are as follows:
Consulting services
Rent
Administrative and other support fees
Loans to associate
2018
$
135
—
307
—
442
2017
$
—
979
428
7,590
8,997
Key management personnel compensation
Key management personnel consists of the Company's executive officers and directors. Key management
personnel compensation is as follows:
Employee costs (including Directors)
Short-term employee benefits
Share-based compensation
Page 52 • AutoCanada
2018
$
12,508
165
741
13,414
2017
$
7,606
222
1,079
8,907
37 Net change in non-cash working capital
The following table summarizes the net increase (decrease) in cash due to changes in non-cash working capital
for the years ended:
Trade and other receivables
Inventories
Finance lease receivables
Current tax recoverable/payable
Other current assets
Trade and other payables
Other liabilities
Vehicle repurchase obligations
Revolving floorplan facilities
December 31,
2018
$
December 31,
2017
$
(42,448)
3,236
3,566
(22,830)
(2,269)
23,583
1,359
3,545
1,143
(31,115)
(10,176)
(104,383)
1,978
—
2,418
(18,496)
—
113,102
(283)
(15,840)
Factors that can affect these items include seasonal sales trends, strategic decisions regarding inventory levels,
the addition of new dealerships, and the day of the week on which period end cutoffs occur.
38 Fair value of financial instruments
The Company’s financial instruments at December 31, 2018 are represented by cash and cash equivalents, trade
and other receivables, trade and other payables, revolving floorplan facilities, vehicle repurchase obligations,
long-term indebtedness, restricted cash, bank indebtedness, contingent consideration, redemption liabilities
and hedging derivatives.
The fair values of cash and cash equivalents, trade and other receivables, trade and other payables, and
revolving floorplan facilities approximate their carrying values due to their short-term nature.
The long-term indebtedness has a carrying value that approximates the fair value due to the floating rate nature
of the debt, While there is a portion that has a fixed rate, the long-term indebtedness has a carrying value that is
not materially different from its fair value. Senior unsecured notes have a fair value that is different than the
carry value, refer to Note 26.
Derivative financial instruments are made up of interest-rate swaps (Level 2). The fair value of interest-rate
swaps are calculated as the present value of the future cash flows. Both contractually agreed payments and
forward interest rates are used to calculate the cash flows, which are then discounted on the basis of a yield
curve that is observable in the market.
Embedded derivatives (Level 2), contingent consideration (Level 2), and redemption liabilities (Level 3) are
remeasured at fair value each reporting period with the gain or loss being recognized through profit or loss.
The fair value was determined based on the prevailing and comparable market interest rates.
The fair value hierarchy categorizes fair value measurement into three levels based upon the inputs to valuation
technique, which are defined as follows:
Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or
liability, either directly (that is, as prices) or indirectly (that is, derived from prices).
Level 3 – Inputs for the asset or liability that are not based on observable market data (that is,
unobservable inputs).
There were no transfers between the levels of the fair value hierarchy during the year.
AutoCanada • Page 53
The following table summarizes the remeasurements at fair value with the gain or loss being recognized
through profit or loss for the years ended:
Opening balance, January 1, 2017
Acquisitions
Gain (loss) recognized in net income (Note 14)
Settlement of redemption liabilities
Settlement of contingent consideration
Closing balance, December 31, 2017
Gain (loss) recognized in net income (Note 14)
Settlement of redemption liabilities
Closing balance, December 31, 2018
39 Hedge accounting
Hedging of interest-rate risk
Redemption
Liabilities
$
Contingent
Consideration
$
Total
$
(46,464)
(1,820)
(48,284)
(306)
2,869
1,197
—
(42,704)
(7)
27,764
(14,947)
—
416
—
1,500
96
(15)
—
81
(306)
3,285
1,197
1,500
(42,608)
(22)
27,764
(14,866)
The Company uses cash flow hedge accounting in connection with the hedging of interest-rate risk. It hedged
the interest-rate risk arising on the variable-rate debt of the syndicated floorplan by entering into a number of
interest-rate swaps, thereby, transforming the variable interest-rate exposure into fixed-rate obligations.
In total, $200 million of variable-rate debt, which has a weighted-average hedge rate of 2.98%, was hedged and
designated as hedged items — the $200 million notional amount relates to cash flows that are expected in 2019
to 2023.
Hedge ineffectiveness
Hedge effectiveness is determined at the inception of the hedge relationship, and through periodic prospective
effectiveness assessments to ensure that an economic relationship exists between the hedged item and
hedging instrument.
The Company enters into interest rate swaps that have similar critical terms as the hedged item, such as
interest rate, payment dates, maturities and notional amount. The group does not hedge 100% of its loans,
therefore the hedged item is identified as a proportion of the outstanding loans up to the notional amount of
the swaps. As all critical terms matched during the year, the economic relationship was 100% effective.
The Company performs a qualitative assessment of hedge ineffectiveness for interest rate swaps which may
occur due to:
The credit value/debit value adjustment on the interest rate swaps which is not matched by the loan;
and
Differences in critical terms between the interest rate swaps and loans.
The associated derivative financial instrument was valued at $3.76 million at December 31 (2017 - $nil). There
was no ineffectiveness during 2018 and the Company did not have any interest-rate swaps in 2017.
40 Segmented reporting
During the year the Executive Chair served as the function of the CODM. The Executive Chair is responsible for
allocating resources and assessing the performance of the following segments: Canadian Operations and U.S.
Operations.
Each reportable operating segment is comprised of retail automobile dealerships.
AutoCanada • Page 54
Transactions between reportable segments are accounted for in accordance with the accounting policies
described in the summary of significant accounting policies.
Our CODM measures the performance of each operating segment based on Operating (loss) profit, which is
defined as income before Finance costs, Finance income, Other (losses) gains and Income taxes (recovery). The
segmented information is set out in the following tables:
Revenues
External revenues
Inter-segment revenue
Total Revenues
Year Ended December 31, 2018
Canada1
$
2,778,820
—
2,778,820
U.S.2
$
371,961
—
371,961
Eliminations and
Adjustments
$
Total
$
—
—
—
3,150,781
—
3,150,781
1 AutoCanada's corporate office has been included with the Canadian operating segment, as it is located in Canada.
2 Grossinger Auto Group was acquired in April 2018; refer to Note 16.
Year Ended December 31, 2018
U.S.2
$
Eliminations and
Adjustments
$
Operating profit before other income
(expense)
Lease and other income, net
Gain on disposal assets, net
Canada1
$
43,503
7,197
17,484
(10,344)
722
3,996
(Impairment) recovery of non-financial assets
(34,053)
(61,447)
Income from loans to associates
Operating (loss) profit
294
34,425
—
(67,073)
Finance costs
Finance income
Other gains
—
—
—
—
—
—
Total
$
33,159
7,919
21,480
(95,500)
294
(32,647)
(47,193)
1,289
950
(77,602)
Net (loss) income for the year before taxation
1 AutoCanada's corporate office has been included with the Canadian operating segment, as it is located in Canada.
2 Grossinger Auto Group was acquired in April 2018; refer to Note 16.
Assets held for sale
Segment Assets
Capital expenditure
Segment Liabilities
As at December 31, 2018
Canada1
$
54,313
1,473,856
23,247
996,947
U.S.2
$
—
246,712
3,327
276,313
Eliminations and
Adjustments
$
—
—
—
—
Total
$
54,313
1,720,568
26,574
1,273,260
1 AutoCanada's corporate office has been included with the Canadian operating segment, as it is located in Canada.
2 Grossinger Auto Group was acquired in April 2018; refer to Note 16.
AutoCanada • Page 55
Disaggregation of Revenue
The significant majority of our revenue is from contracts with customers. Taxes assessed by governmental
authorities that are directly imposed on revenue transactions are excluded from revenue. In the following table,
revenue is disaggregated by major lines of goods and services and timing of transfer of goods and services. We
have determined that these categories depict how the nature, amount, timing, and uncertainty of our revenue
and cash flows are affected by economic factors. The table below also includes a reconciliation of the
disaggregated revenue with our reportable segments:
New vehicles
Used vehicles
Parts, service and collision repair
Finance, insurance and other
Total Revenue
Canada1
$
1,587,047
664,163
403,759
123,851
2,778,820
U.S.2
$
215,156
91,991
48,001
16,813
371,961
Total
$
1,802,203
756,154
451,760
140,664
3,150,781
1 AutoCanada's corporate office has been included with the Canadian operating segment, as it is located in Canada.
2 Grossinger Auto Group was acquired in April 2018; refer to Note 16.
41 Subsequent events
Dividends
On February 22, 2019, the Board of Directors of the Company declared a quarterly eligible dividend of $0.10 per
common share on the Company’s outstanding Class A common shares, payable on March 15, 2019 to
shareholders of record at the close of business on March 1, 2019.
Toronto Dodge Divestiture
On March 6, 2019, the Company closed the sale of Toronto Dodge for cash considerations of $5.0 million, which
was presented as held for sale at December 31, 2018. The agreement is subject to customary closing
adjustments.
AutoCanada • Page 56
AutoCanada Inc.
200 - 15511 123 Avenue NW
Edmonton, AB • T5V 0C3 www.autocan.ca