CarMax 2015 Annual Report Download - page 69

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As of February 28, 2015, $986.0 million of non-recourse notes payable was outstanding related to our warehouse
facilities. The combined warehouse facility limit was $2.3 billion, and unused warehouse capacity totaled
$1.31 billion. During fiscal 2015 we increased the combined limit of our warehouse facilities by $500 million. During
fiscal 2015, we renewed our $800 million warehouse facility that was scheduled to expire in August 2014 for an
additional 364-day term, and we temporarily extended our $1.5 billion warehouse facility that was scheduled to expire
in February 2015 for an additional 30-day term. In March 2015, we renewed our $1.5 billion warehouse facility and
it is scheduled to expire in February 2016. Of the combined warehouse facility limit, $1.5 billion will expire in
February 2016 and $800 million will expire in July 2015. The return requirements of investors could fluctuate
significantly depending on market conditions. At renewal, the cost, structure and capacity of the facilities could
change. These changes could have a significant impact on our funding costs.
See Notes 2(F) and 4 for additional information on the related securitized auto loan receivables.
We capitalize interest in connection with the construction of certain facilities. We capitalized interest of $8.9 million
in fiscal 2015; no interest was capitalized in fiscal 2014 or fiscal 2013.
Financial Covenants. The credit facility and term loan agreements contain representations and warranties, conditions
and covenants. We must also meet financial covenants in conjunction with certain of the sale-leaseback transactions.
Our securitization agreements contain representations and warranties, financial covenants and performance triggers.
As of February 28, 2015, we were in compliance with all financial covenants and our securitized receivables were in
compliance with the related performance triggers.
12. STOCK AND STOCK-BASED INCENTIVE PLANS
(A) Preferred Stock
Under the terms of our Articles of Incorporation, the board of directors may determine the rights, preferences and
terms of our authorized but unissued shares of preferred stock. We have authorized 20,000,000 shares of preferred
stock, $20 par value. No shares of preferred stock are currently outstanding.
(B) Share Repurchase Program
In fiscal 2013, our board of directors authorized the repurchase of up to $800 million of our common stock which was
exhausted in fiscal 2015. In fiscal 2015, our board of directors authorized the repurchase of up to an additional
$3 billion of our common stock of which $1 billion expires on December 31, 2015, and $2 billion expires on
December 31, 2016.
COMMON STOCK REPURCHASES
Years Ended February 28
2015 2014 2013
N
umber of shares repurchased (in thousands)
17,511.0 6,859.5 5,762.0
Average cost per share $ 52.13 $ 44.61 $ 36.77
Available for repurchase, as of end of year (in millions) $ 2,369.3 $ 282.1 $ 588.1
(C) Stock Incentive Plans
We maintain long-term incentive plans for management, key employees and the nonemployee members of our board
of directors. The plans allow for the granting of equity-based compensation awards, including nonqualified stock
options, incentive stock options, stock appreciation rights, restricted stock awards, stock- and cash-settled restricted
stock units, stock grants or a combination of awards. To date, we have not awarded any incentive stock options.
As of February 28, 2015, a total of 50,200,000 shares of our common stock had been authorized to be issued under
the long-term incentive plans. The number of unissued common shares reserved for future grants under the long-term
incentive plans was 8,394,601 as of that date.
The majority of associates who receive share-based compensation awards primarily receive cash-settled restricted
stock units. Senior management and other key associates receive awards of nonqualified stock options and stock-
settled restricted stock units. Nonemployee directors receive awards of nonqualified stock options, stock grants and/or
restricted stock awards. Excluding stock grants, all share-based compensation awards, including any associated
dividend rights, are subject to forfeiture.