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Group 1 Automotive Reports Better-Than-Expected 2009 Second-Quarter Earnings
Tuesday, July 28, 2009 7:00 AM


Company Reinstates Full-Year Guidance

HOUSTON, TX -- (Marketwire) -- 07/28/09 -- Group 1 Automotive, Inc. (NYSE: GPI), a Fortune 500 automotive retailer, today reported second-quarter adjusted net income from continuing operations of $10.3 million, or $0.44 per diluted share, for the period ended June 30, 2009, as compared to the 2008 results of $17.8 million, or $0.79 per diluted share. For comparison purposes, as shown in the attached reconciliation table, the 2009 second-quarter results included after-tax charges of $0.2 million, or $0.01 per diluted share, for a non-cash impairment charge for a property related to a domestic manufacturer; pre-payment charges on independent mortgage agreements that were rolled into the existing syndicated mortgage facility; and, gains on a dealership disposition and debt redemptions. The 2008 second-quarter results included lease termination after-tax charges of $0.5 million, or $0.02 per diluted share. Including the charges, net income from continuing operations was $10.1 million, or $0.43 per diluted share, for the quarter ended June 30, 2009.

Second-Quarter Operating Highlights

--  Same-store new vehicle margins expanded 40 basis points from first-
    quarter, to 5.8 percent, as lower inventory levels across the industry
    begin to reduce selling pressure.
--  Same-store gross margin improved 130 basis points, to 17.2 percent,
    from second quarter 2008. The gross margin improvement was attributed to
    improved total used vehicle margins, as well as a favorable mix shift to
    the higher-margin parts and service business from the lower-margin new
    vehicle business.
--  Group 1's same-store parts and service business held relatively
    stable, with a gross margin of 52.6 percent on 3.7 percent lower sales.
--  On a consolidated basis, selling, general and administrative (SG&A)
    expenses were reduced $44.2 million in the quarter, bringing the total
    expense reduction to $86.1 million this year.
--  New vehicle inventory was reduced by $110 million, to $374 million,
    bringing inventory down to a 55 days' supply.
    

"In addition to the stable profitability of Group 1's parts and service business, the cost cutting measures we completed in the first quarter coupled with our ongoing inventory management efforts delivered better-than-anticipated results in the second quarter," said Earl J. Hesterberg, Group 1's president and chief executive officer. "Group 1's operating team has been working diligently to reduce expenses and new vehicle inventories, resulting in more-streamlined operations that run profitably at current selling rates."

Corporate Development Update

Group 1 previously announced that it augmented its Houston portfolio by acquiring a Hyundai franchise in April with estimated annual revenues of approximately $36.7 million.

Group 1 also previously announced that it sold a Ford dealership in March with trailing-12-month revenues of $38.9 million. Subsequently, in June, Group 1 terminated a Volvo franchise in New York with trailing-12-month revenues of $25.3 million.

Group 1's Balance Sheet Strengthened

Group 1 announced that it has remained in compliance with all of its debt covenants as of June 30.

Group 1 reported it reduced its new vehicle inventory during the quarter by $109.7 million, to $374.4 million as of June 30. In addition, the company reduced non-floorplan debt by an additional $41.3 million during the quarter, reflecting primarily the repurchase of $6.7 million of its 2.25 percent convertible bonds, paying down its acquisition line by $30.0 million and reducing its mortgage debt by $4.7 million. The company ended the quarter with overall available liquidity of $172.7 million.

"The combination of improving operating performance and significant reductions in debt continues to strengthen the balance sheet and ensure strong compliance with our debt covenants," said John C. Rickel, Group 1's senior vice president and chief financial officer.

2009 Full-Year Guidance

Group 1 believes that the automotive retail market has stabilized and is, therefore, reinstating 2009 full-year earnings guidance with a range of $1.25 to $1.35 per diluted share under the following assumptions:

--  Industry seasonally adjusted annual sales rate (SAAR) of 10.0 million
    vehicles
--  SG&A expenses as a percent of gross profit at 80 percent to 83.5
    percent, excluding any one-time items, as lower sales revenues are expected
    to offset cost improvements
--  Total year-over-year reduction in SG&A expenses of $120 million at a
    10 million SAAR level
--  Tax rate of 40.0 percent
--  Estimated average diluted shares outstanding of 23.2 million
--  Capital expenditures of $25 million or less
--  Guidance includes the impact of APB 14-1 and excludes the impact of
    future acquisitions and dispositions, as well as potential related exit
    costs
    

On a same-store basis:

--  Retail vehicle margins consistent with six-month 2009 levels
--  Parts and service revenues 3 percent to 5 percent lower
--  Finance and insurance gross profit at $950 to $975 per retail unit
    

Second-Quarter Earnings Conference Call

Group 1's senior management will host a conference call today at 10 a.m. ET to discuss the second-quarter financial results and the company's 2009 outlook and strategy.

The conference call will be simulcast live on the Internet at www.group1auto.com through the Investor Relations section. A replay will be available for 30 days.

The conference call will also be available live by dialing in 10 minutes prior to the start of the call at:

Domestic: 877-419-6596
International: 719-325-4862
Confirmation code: 8665542

A telephonic replay will be available following the call through Aug. 7 by dialing:

Domestic: 888-203-1112
International: 719-457-0820
Confirmation code: 8665542

About Group 1 Automotive, Inc.

Group 1 owns and operates 98 automotive dealerships, 132 franchises, and 24 collision service centers in the United States and the United Kingdom that offer 31 brands of automobiles. Through its dealerships, the company sells new and used cars and light trucks; arranges related financing, vehicle service and insurance contracts; provides maintenance and repair services; and sells replacement parts.

Group 1 Automotive can be reached on the Internet at www.group1auto.com.

This press release contains "forward-looking statements," which are statements related to future, not past, events. In this context, the forward-looking statements often include statements regarding our goals, plans, projections and guidance regarding our financial position, results of operations, market position, pending and potential future acquisitions and business strategy, and often contain words such as "expects," "anticipates," "intends," "plans," "believes," "seeks" or "will." Any such forward-looking statements are not assurances of future performance and involve risks and uncertainties that may cause results to differ materially from those set forth in the statements. These risks and uncertainties include, among other things, (a) general economic and business conditions, (b) the level of manufacturer incentives, (c) the future regulatory environment, (d) our ability to obtain an inventory of desirable new and used vehicles, (e) our relationship with our automobile manufacturers and the willingness of manufacturers to approve future acquisitions, (f) our cost of financing and the availability of credit for consumers, (g) our ability to complete acquisitions and dispositions and the risks associated therewith, (h) foreign exchange controls and currency fluctuations, and (i) our ability to retain key personnel. These factors, as well as additional factors that could affect our forward-looking statements, are described in our Form 10-K under the headings "Business--Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations." We urge you to carefully consider this information. We undertake no duty to update our forward-looking statements, including our earnings outlook.

FINANCIAL TABLES TO FOLLOW


                         Group 1 Automotive, Inc.
                  Consolidated Statements of Operations
                                (Unaudited)
                 (In thousands, except per share amounts)
             Three Months Ended June 30,      Six Months Ended June 30,
            -----------------------------  -------------------------------
                                    %                                %
              2009       2008     Change      2009        2008     Change
            ---------  ---------  ------   ----------  ----------  ------
REVENUES:
New vehicle
 retail
 sales      $ 608,592  $ 971,281   (37.3)% $1,155,884  $1,860,062   (37.9)%
Used
 vehicle
 retail
 sales        249,770    298,593   (16.4)     474,629     602,588   (21.2)
Used
 vehicle
 wholesale
 sales         34,649     67,496   (48.7)      69,385     134,723   (48.5)
Parts and
 service      183,105    192,753    (5.0)     363,970     383,589    (5.1)
Finance and
 insurance     32,639     52,992   (38.4)      64,704     105,415   (38.6)
            ---------  ---------  ------   ----------  ----------  ------
  Total
   revenues 1,108,755  1,583,115   (30.0)%  2,128,572   3,086,377   (31.0)%
COST OF SALES:
New vehicle
 retail sales 573,612    908,262   (36.8)%  1,091,430   1,739,899   (37.3)%
Used vehicle
 retail sales 223,942    266,192   (15.9)     424,195     536,605   (20.9)
Used vehicle
 wholesale
 sales         33,541     68,290   (50.9)      67,333     135,458   (50.3)
Parts and
 service       86,545     88,960    (2.7)     171,845     175,426    (2.0)
            ---------  ---------  ------   ----------  ----------  ------
  Total cost
   of sales   917,640  1,331,704   (31.1)%  1,754,803   2,587,388   (32.2)%
            ---------  ---------  ------   ----------  ----------  ------
GROSS PROFIT  191,115    251,411   (24.0)%    373,769     498,989   (25.1)%
SELLING,
 GENERAL AND
 ADMINISTRATIVE
 EXPENSES     151,113    195,337   (22.6)     304,347     390,399   (22.0)
DEPRECIATION
 AND
 AMORTIZATION
 EXPENSE        6,462      6,497    (0.5)      12,875      12,314     4.6
ASSET
 IMPAIRMENTS    2,040          -   100.0        2,135           -   100.0
            ---------  ---------  ------   ----------  ----------  ------
OPERATING
 INCOME        31,500     49,577   (36.5)%     54,412      96,276   (43.5)%
OTHER INCOME
 (EXPENSE):
Floorplan
 interest
 expense       (7,857)   (12,392)  (36.6)     (16,819)    (24,400)  (31.1)
Other interest
 expense, net  (6,136)    (7,065)  (13.1)     (11,598)    (14,904)  (22.2)
Gain on
 redemption
 of long-term
 debt           2,102          -   100.0       18,090           -   100.0
Other income,
 net               (5)       (36)  (86.1)          (2)        723  (100.3)
            ---------  ---------  ------   ----------  ----------  ------
INCOME FROM
 CONTINUING
 OPERATIONS
 BEFORE INCOME
 TAXES
 AND ADOPTION
 OF APB 14-1   19,604     30,084   (34.8)%     44,083      57,695   (23.6)%
PROVISION FOR
 INCOME TAXES  (7,445)   (11,591)  (35.8)     (17,201)    (22,101)  (22.2)
            ---------  ---------  ------   ----------  ----------  ------
INCOME FROM
 CONTINUING
 OPERATIONS
 BEFORE
 ADOPTION OF
 APB 14-1      12,159     18,493   (34.3)%     26,882      35,594   (24.5)%
ADOPTION OF
 APB 14-1:
Adjustment
 to gain on
 redemption of
 convertible
 notes         (1,870)         -   100.0      (10,477)          -   100.0
Amortization
 of convertible
 notes
 discount      (1,440)    (1,951)  (26.2)      (2,941)     (3,875)  (24.1)
Income tax
 benefit
 related to
 adoption
 of APB
 14-1           1,233        737    67.3        4,993       1,465   240.8
            ---------  ---------  ------   ----------  ----------  ------
LOSS RELATED
 TO ADOPTION
 OF APB
 14-1          (2,077)    (1,214)   71.1       (8,425)     (2,410)  249.6
            ---------  ---------  ------   ----------  ----------  ------
INCOME FROM
 CONTINUING
 OPERATIONS    10,082     17,279   (41.7)%     18,457      33,184   (44.4)%
DISCONTINUED
 OPERATIONS:
Loss
 related to
 discontinued
 operations         -     (2,367) (100.0)           -      (3,481) (100.0)
Income tax
 benefit
 related to
 loss on
 discontinued
 operations         -      1,091  (100.0)           -       1,478  (100.0)
            ---------  ---------  ------   ----------  ----------  ------
LOSS RELATED TO
 DISCONTINUED
 OPERATIONS         -     (1,276) (100.0)%          -      (2,003) (100.0)%
            ---------  ---------  ------   ----------  ----------  ------
NET INCOME  $  10,082  $  16,003   (37.0)% $   18,457  $   31,181   (40.8)%
            =========  =========  ======   ==========  ==========  ======
DILUTED INCOME
 PER SHARE:
Income per
 share from
 continuing
 operations
 before
 adoption of
 APB 14-1   $    0.52  $    0.82   (36.6)% $     1.16  $     1.57   (26.1)%
Loss per
 share
 related to
 adoption
 of APB 14-1    (0.09)     (0.05)   80.0        (0.36)      (0.11)  218.2
            ---------  ---------  ------   ----------  ----------  ------
Income per
 share from
 continuing
 operations      0.43       0.77   (44.2)        0.80        1.46   (45.2)
Loss per share
 related to
 discontinued
 operations         -      (0.06) (100.0)           -       (0.09) (100.0)
            ---------  ---------  ------   ----------  ----------  ------
Income per
 share      $    0.43  $    0.71   (39.4)% $     0.80  $     1.37   (41.6)%
            =========  =========  ======   ==========  ==========  ======
Weighted
 average
 diluted
 shares
 outstanding   23,288     22,661     2.8%      23,107      22,728      1.7%


                         Group 1 Automotive, Inc.
                       Consolidated Balance Sheets
                               (Unaudited)
                         (Dollars in thousands)
                                      June 30,   December 31,
                                        2009         2008       % Change
                                    -----------  -----------  -----------
ASSETS:
CURRENT ASSETS:
   Cash and cash equivalents        $    22,527  $    23,144         (2.7)%
   Contracts in transit and vehicle
    receivables, net                     78,881      102,834        (23.3)
   Accounts and notes receivable,
    net                                  59,513       67,350        (11.6)
   Inventories                          541,213      845,944        (36.0)
   Deferred income taxes                 15,129       18,474        (18.1)
   Prepaid expenses and other
    current assets                       39,016       38,878          0.4
                                    -----------  -----------  -----------
       Total current assets             756,279    1,096,624        (31.0)
PROPERTY AND EQUIPMENT, net             498,486      514,891         (3.2)
GOODWILL AND OTHER INTANGIBLES          656,319      655,784          0.1
OTHER ASSETS                             18,657       20,815        (10.4)
                                    -----------  -----------  -----------
       Total assets                 $ 1,929,741  $ 2,288,114        (15.7)%
                                    ===========  ===========  ===========
LIABILITIES AND STOCKHOLDERS'
 EQUITY:
CURRENT LIABILITIES:
   Floorplan notes payable - credit
    facility                        $   458,247  $   738,551        (38.0)%
       Offset account related to
        floorplan notes payable -
        credit facility                 (44,235)     (44,859)        (1.4)
   Floorplan notes payable -
    manufacturer affiliates              85,481      128,580        (33.5)
   Current maturities of long-term
    debt                                 13,197       13,594         (2.9)
   Accounts payable                      70,533       74,235         (5.0)
   Accrued expenses                      85,918       94,395         (9.0)
                                    -----------  -----------  -----------
       Total current liabilities        669,141    1,004,496        (33.4)
2.25% CONVERTIBLE SENIOR NOTES
 (aggregate principal of
 $187,753 and $224,500, respectively)   132,848      155,333        (14.5)
8.25% SENIOR SUBORDINATED NOTES          73,112       72,962          0.2
MORTGAGE FACILITY, net of current
 maturities                             180,665      168,583          7.2
OTHER REAL ESTATE RELATED AND
 LONG-TERM DEBT, net of
 current maturities                      20,900       50,444        (58.6)
CAPITAL LEASE OBLIGATIONS RELATED
 TO REAL ESTATE, net of current
 maturities                              38,558       39,401         (2.1)
ACQUISITION LINE                         30,000       50,000        (40.0)
DEFERRED INCOME TAXES                    17,075        2,768        516.9
LIABILITIES FROM INTEREST RATE RISK
 MANAGEMENT ACTIVITIES                   37,479       44,655        (16.1)
OTHER LIABILITIES                        27,080       27,135         (0.2)
                                    -----------  -----------  -----------
       Total liabilities before
        deferred revenues             1,226,858    1,615,777        (24.1)
                                    -----------  -----------  -----------
DEFERRED REVENUES                         7,656       10,220        (25.1)
STOCKHOLDERS' EQUITY:
   Common stock                             261          261            -
   Additional paid-in capital           348,592      351,405         (0.8)
   Retained earnings                    455,544      437,087          4.2
   Accumulated other comprehensive
    loss                                (29,606)     (38,109)       (22.3)
   Treasury stock                       (79,564)     (88,527)       (10.1)
                                    -----------  -----------  -----------
       Total stockholders' equity       695,227      662,117          5.0
                                    -----------  -----------  -----------
       Total liabilities and
        stockholders' equity        $ 1,929,741  $ 2,288,114        (15.7)%
                                    ===========  ===========  ===========

KEY DEBT COVENANT METRICS: *
   Senior secured leverage ratio
    (must be less than 2.75)               1.40         1.49
   Total leverage ratio (must be
    less than 4.50)                        3.26         3.46
   Fixed charge coverage ratio
    (must be greater than 1.25)            1.72         1.59
   Current ratio (must be greater
    than 1.15)                             1.26         1.18
   * Refer to website, www.group1auto.com, for debt covenant calculation
   definitions.


                         Group 1 Automotive, Inc.
                  Additional Information - Consolidated
                                (Unaudited)
                                             Three Months     Six Months
                                                Ended,          Ended,
                                               June 30,        June 30,
                                            --------------  --------------
                                             2009    2008    2009    2008
                                            ------  ------  ------  ------
NEW VEHICLE UNIT SALES GEOGRAPHIC MIX:
   Region                  Geographic Market
   Eastern                 Massachusetts      14.6%   11.8%   14.2%   11.7%
                           New Jersey          6.7     7.1     6.9     6.8
                           New York            4.6     4.3     4.4     4.2
                           New Hampshire       3.9     3.7     3.8     3.5
                           Georgia             3.7     3.3     3.7     3.4
                           Louisiana           3.0     3.1     3.2     3.4
                           Florida             1.6     2.3     1.8     2.6
                           Mississippi         1.8     1.7     1.7     1.6
                           Maryland            1.0     0.6     1.0     0.3
                           Alabama             0.6     0.9     0.6     0.9
                           South Carolina      0.3     0.3     0.3     0.3
                                            ------  ------  ------  ------
                                              41.8    39.1    41.6    38.7
   Central                 Texas              33.1    32.2    32.5    32.6
                           Oklahoma            8.8     9.6     8.5     9.4
                           Kansas              1.3     1.4     1.2     1.3
                                            ------  ------  ------  ------
                                              43.2    43.2    42.2    43.3
   Western                 California         12.7    16.0    14.1    16.3
   International           United Kingdom      2.3     1.7     2.1     1.7
                                            ------  ------  ------  ------
                                             100.0%  100.0%  100.0%  100.0%
NEW VEHICLE UNIT SALES BRAND MIX:
   Toyota/Scion/Lexus                         34.3%   35.5%   34.7%   35.2%
   Honda/Acura                                13.5    14.9    13.6    14.0
   Nissan/Infiniti                            12.6    12.7    12.1    12.9
   BMW/Mini                                   10.3     8.9     9.7     8.2
   Ford                                        8.9     8.7     9.1     9.7
   Chrysler                                    6.2     5.7     6.5     6.3
   Mercedes-Benz                               5.4     5.7     5.8     5.6
   GM                                          3.8     4.5     3.9     4.7
   Other                                       5.0     3.4     4.6     3.4
                                            ------  ------  ------  ------
                                             100.0%  100.0%  100.0%  100.0%
NEW VEHICLE UNIT OTHER MIX:
   Import                                     56.3%   58.0%   55.9%   56.8%
   Luxury                                     26.0    24.3    25.7    23.8
   Domestic                                   17.7    17.7    18.4    19.4
                                            ------  ------  ------  ------
                                             100.0%  100.0%  100.0% 100.00%
   Car                                        58.0%   61.8%   57.0%   58.7%
   Truck                                      42.0    38.2    43.0    41.3
                                            ------  ------  ------  ------
                                             100.0%  100.0%  100.0%  100.0%


                         Group 1 Automotive, Inc.
                   Additional Information - Consolidated
                                (Unaudited)
              (Dollars in thousands, except per unit amounts)
              Three Months Ended June 30,     Six Months Ended June 30,
            -----------------------------   -----------------------------
                                      %                               %
               2009        2008    Change       2009        2008    Change
            ----------  ----------  -----   ----------  ----------  -----
REVENUES:
  New vehicle
   retail
   sales    $  608,592  $  971,281  (37.3)% $1,155,884  $1,860,062  (37.9)%
  Used
   vehicle
   retail
   sales       249,770     298,593  (16.4)     474,629     602,588  (21.2)
  Used
   vehicle
   wholesale
   sales        34,649      67,496  (48.7)      69,385     134,723  (48.5)
            ----------  ----------          ----------  ----------
    Total
     used      284,419     366,089  (22.3)     544,014     737,311  (26.2)
  Parts and
   service     183,105     192,753   (5.0)     363,970     383,589   (5.1)
  Finance
   and
   insurance    32,639      52,992  (38.4)      64,704     105,415  (38.6)
            ----------  ----------          ----------  ----------
    Total   $1,108,755  $1,583,115  (30.0)% $2,128,572  $3,086,377  (31.0)%
GROSS MARGIN:
  New vehicle
   retail sales    5.7%        6.5%                5.6%        6.5%
  Used vehicle
   retail
   sales          10.3        10.9                10.6        10.9
  Used vehicle
   wholesale
   sales           3.2        (1.2)                3.0        (0.5)
    Total
     used          9.5         8.6                 9.6         8.8
  Parts and
   service        52.7        53.8                52.8        54.3
  Finance
   and
   insurance     100.0       100.0               100.0       100.0
    Total         17.2%       15.9%               17.6%       16.2%
GROSS PROFIT:
  New vehicle
   retail
   sales    $   34,980  $   63,019  (44.5)% $   64,454  $  120,163  (46.4)%
  Used
   vehicle
   retail
   sales        25,828      32,401  (20.3)      50,434      65,983  (23.6)
  Used
   vehicle
   wholesale
   sales         1,108        (794) 239.5        2,052        (735) 379.2
            ----------  ----------          ----------  ----------
    Total
     used       26,936      31,607  (14.8)      52,486      65,248  (19.6)
  Parts and
   service      96,560     103,793   (7.0)     192,125     208,163   (7.7)
  Finance
   and
   insurance    32,639      52,992  (38.4)      64,704     105,415  (38.6)
            ----------  ----------          ----------  ----------
    Total   $  191,115  $  251,411  (24.0)% $  373,769  $  498,989  (25.1)%
UNITS SOLD:
  Retail new
   vehicles
   sold         19,954      32,368  (38.4)%     37,885      60,887  (37.8)%
  Retail used
   vehicles
   sold         13,914      16,783  (17.1)      27,006      33,888  (20.3)
  Wholesale
   used
   vehicles
   sold          6,426      10,304  (37.6)      12,855      20,252  (36.5)
            ----------  ----------          ----------  ----------
    Total
     used       20,340      27,087  (24.9)%     39,861      54,140  (26.4)%
GROSS PROFIT
 PER UNIT SOLD:
  New vehicle
   retail
   sales    $    1,753  $    1,947  (10.0)% $    1,701  $    1,974  (13.8)%
  Used
   vehicle
   retail
   sales         1,856       1,931   (3.9)       1,868       1,947   (4.1)
  Used
   vehicle
   wholesale
   sales           172         (77) 323.4          160         (36) 544.4
    Total
     used        1,324       1,167   13.5        1,317       1,205    9.3
  Finance and
   insurance
   (per
   retail
   unit)    $      964  $    1,078  (10.6)% $      997  $    1,112  (10.3)%
OTHER:
  SG&A
   expenses $  151,113  $  195,337  (22.6)% $  304,347  $  390,399  (22.0)%
  SG&A as
   % revenues     13.6%       12.3%               14.3%       12.6%
  SG&A as
   % gross
   profit         79.1%       77.7%               81.4%       78.2%
  Operating
   margin          2.8%        3.1%                2.6%        3.1%
  Pretax
   margin          1.8%        1.9%                2.1%        1.9%
  Floorplan
   interest $   (7,857) $  (12,392) (36.6)% $  (16,819) $  (24,400) (31.1)%
  Floorplan
   assistance    4,725       7,839  (39.7)       9,259      15,565  (40.5)
            ----------  ----------          ----------  ----------
   Net
    floorplan
    expense $   (3,132) $   (4,553) (31.2)% $   (7,560) $   (8,835) (14.4)%


                         Group 1 Automotive, Inc.
                  Additional Information - Same Store(1)
                                (Unaudited)
              (Dollars in thousands, except per unit amounts)

              Three Months Ended June 30,     Six Months Ended June 30,
            -----------------------------   -----------------------------
                                      %                               %
               2009        2008     Change     2009        2008     Change
            ----------  ----------  -----   ----------  ----------  -----
REVENUES:
  New vehicle
   retail
   sales    $  602,897  $  954,220  (36.8)% $1,143,572  $1,834,094  (37.6)%
  Used
   vehicle
   retail
   sales       247,301     292,781  (15.5)     468,250     593,534  (21.1)
  Used
   vehicle
   wholesale
   sales        34,207      66,167  (48.3)      68,425     132,683  (48.4)
            ----------  ----------          ----------  ----------
    Total
     used      281,508     358,948  (21.6)     536,675     726,217  (26.1)
  Parts and
   service     181,333     188,353   (3.7)     359,149     376,624   (4.6)
  Finance and
   insurance    32,553      52,430  (37.9)      64,299     104,501  (38.5)
            ----------  ----------          ----------  ----------
    Total   $1,098,291  $1,553,951  (29.3)% $2,103,695  $3,041,436  (30.8)%
GROSS MARGIN:
  New vehicle
   retail
   sales           5.8%        6.5%                5.6%        6.5%
  Used vehicle
   retail
   sales          10.3        10.8                10.6        10.9
  Used
   vehicle
   wholesale
   sales           3.1        (0.9)                3.0        (0.4)
    Total
     used          9.5         8.7                 9.6         8.9
  Parts and
   service        52.6        53.8                52.7        54.2
  Finance
   and
   insurance     100.0       100.0               100.0       100.0
    Total         17.2%       15.9%               17.6%       16.2%
GROSS PROFIT:
  New vehicle
   retail
   sales    $   34,722  $   61,803  (43.8)% $   63,952  $  118,555  (46.1)%
  Used
   vehicle
   retail
   sales        25,560      31,756  (19.5)      49,751      64,910  (23.4)
  Used
   vehicle
   wholesale
   sales         1,062        (573) 285.3        2,037        (494) 512.3
            ----------  ----------          ----------  ----------
    Total
     used       26,622      31,183  (14.6)      51,788      64,416  (19.6)
  Parts and
   service      95,467     101,342   (5.8)     189,390     204,254   (7.3)
  Finance and
   insurance    32,553      52,430  (37.9)      64,299     104,501  (38.5)
            ----------  ----------          ----------  ----------
    Total   $  189,364  $  246,758  (23.3)% $  369,429  $  491,726  (24.9)%
UNITS SOLD:
  Retail new
   vehicles
   sold         19,807      31,825  (37.8)%     37,551      60,049  (37.5)%
  Retail
   used
   vehicles
   sold         13,826      16,437  (15.9)      26,760      33,338  (19.7)
  Wholesale
   used
   vehicles
   sold          6,375      10,125  (37.0)      12,737      19,940  (36.1)
            ----------  ----------          ----------  ----------
    Total
     used       20,201      26,562  (23.9)%     39,497      53,278  (25.9)%
GROSS PROFIT
 PER UNIT SOLD:
  New vehicle
   retail
   sales    $    1,753  $    1,942   (9.7)% $    1,703  $    1,974  (13.7)%
  Used
   vehicle
   retail
   sales         1,849       1,932   (4.3)       1,859       1,947   (4.5)
  Used
   vehicle
   wholesale
   sales           167         (57) 393.0          160         (25) 740.0
    Total
     used        1,318       1,174   12.3        1,311       1,209    8.4
  Finance
   and
   insurance
   (per
   retail
   unit)    $      968  $    1,086  (10.9)% $    1,000  $    1,119  (10.6)%
OTHER:
  SG&A
   expenses $  150,482  $  190,620  (21.1)% $  300,728  $  382,844  (21.4)%
  SG&A as
   % revenues     13.7%       12.3%               14.3%       12.6%
  SG&A as
   % gross
   profit         79.5%       77.2%               81.4%       77.9%
  Operating
   margin          3.0%        3.2%                2.7%        3.2%
  Floorplan
   interest $   (7,816) $  (12,153) (35.7)% $  (16,731) $  (24,020) (30.3)%
  Floorplan
   assistance    4,724       7,669  (38.4)       9,240      15,307  (39.6)
            ----------  ----------          ----------  ----------
   Net
    floorplan
    expense $   (3,092) $   (4,484) (31.0)% $   (7,491) $   (8,713) (14.0)%
(1) Same store amounts include the results for the identical months in
    each period presented in the comparison, commencing with the first
    full month we owned the dealership and, in the case of dispositions,
    ending with the last full month we owned it. Same store results also
    include the activities of our corporate office.


                         Group 1 Automotive, Inc.
          Reconciliation of Certain Non-GAAP Financial Measures
                                (Unaudited)
             (Dollars in thousands, except per share amounts)
NET INCOME FROM CONTINUING OPERATIONS RECONCILIATION:
                    Three Months Ended June 30,  Six Months Ended June 30,
                      ------------------------   ------------------------
                                           %                          %
                        2009     2008   Change     2009     2008   Change
                      -------  -------- ------   -------  -------- ------
   Reported net income
    from continuing
    operations        $10,082  $ 17,279  (41.7)% $18,457  $ 33,184  (44.4)%
     Adjustments:
       Non-Cash asset
        impairments
        charges         1,265         -            1,265         -
       Mortgage debt
        refinance
        charges           331         -              331         -
       Gain on
        dealership
        disposition      (902)        -             (451)        -
       Gain on debt
        redemption       (475)        -           (4,906)        -
       Lease
        termination
        charges             -       535                -       535
                      -------  --------          -------  --------
         Adjusted net
          income from
          continuing
          operations
          (1)         $10,301  $ 17,814  (42.2)% $14,696  $ 33,719  (56.4)%

DILUTED INCOME PER SHARE FROM CONTINUING OPERATIONS RECONCILIATION:

                    Three Months Ended June 30,  Six Months Ended June 30,
                      ------------------------   ------------------------
                                           %                          %
                        2009     2008   Change     2009     2008   Change
                      -------  -------- ------   -------  -------- ------
   Reported income per
    share from
    continuing
    operations        $  0.43  $   0.77  (44.2)% $  0.80  $   1.46  (45.2)%
     Adjustments:
       Non-Cash asset
        impairments
        charges          0.06         -             0.06         -
       Mortgage debt
        refinance
        charges          0.01         -             0.01         -
       Gain on
        dealership
        disposition     (0.04)        -            (0.02)        -
       Gain on debt
        redemption      (0.02)        -            (0.21)        -
       Lease
        termination
        charges             -      0.02                -      0.02
                      -------  --------          -------  --------
         Adjusted
          diluted
          income per
          share from
          continuing
          operations
          (1)            0.44      0.79  (44.3)%    0.64      1.48  (56.8)%
(1) Adjusted net income from continuing operations and adjusted diluted
     earnings per share from continuing operations means net income from
     continuing operations or diluted earnings per share from continuing
     operations, as the case may be, plus the adjustments noted above.
     We use adjusted net income from continuing operations and adjusted
     diluted earnings per share from continuing operations in our
     evaluation of the performance of the company, as we believe that they
     provide additional information regarding the performance of our
     operations.  We believe the presentation of these measures is
     relevant and useful to investors because they improve period-to-period
     comparability.  Neither of these measures is a measure of financial
     performance under GAAP.  Accordingly, they should not be considered
     as substitutes for net income from continuing operations or diluted
     earnings per share from continuing operations prepared in accordance
     with GAAP.  Although we find these non-GAAP results useful in
     evaluating the performance of our business, our reliance on these
     measures is limited because the adjustments often have a material
     impact on our net income from continuing operations and diluted
     earnings per share from continuing operations calculated in
     accordance with GAAP.  Therefore, we typically use these adjusted
     numbers in conjunction with our GAAP results to address these
     limitations.

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AT GROUP 1:
President and CEO
Earl J. Hesterberg
(713) 647-5700

Senior Vice President and CFO
John C. Rickel
(713) 647-5700

Manager, Investor Relations
Kim Paper Canning
(713) 647-5700

AT Fleishman-Hillard:
Investors
John Roper
(713) 513-9505

AT Pierpont Communications:
Media
Clint L. Woods
(713) 627-2223

(Source: Market Wire )


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