8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): July 29, 2015

Penske Automotive Group, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

Delaware	1-12297	22-3086739
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
2555 Telegraph Road, Bloomfield Hills, Michigan		48302
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 248-648-2500

Not Applicable
______________________________________________
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition.

On July 29, 2015, we issued a press release announcing our second quarter 2015 financial results and other information. A copy of the press release is furnished as Exhibit 99.1.

Item 7.01 Regulation FD Disclosure.

The following information is furnished pursuant to Item 7.01 "Regulation FD Disclosure."

On July 29, 2015, we issued a press release announcing our second quarter 2015 financial results and other information. A copy of the press release is furnished as Exhibit 99.1.

Item 8.01 Other Events.

Investors and others should note that we announce material financial information using our company website (www.penskeautomotive.com), our investor relations website (investors.penskeautomotive.com), SEC filings, press releases, public conference calls and webcasts. Information about Penske Automotive, its business, and its results of operations may also be announced by posts on the following social media channels:

• Penske Automotive Twitter feed (www.twitter.com/penskecarscorp)
• Penske Automotive’s Facebook page (www.facebook.com/penskecars)

The information that we post on these social media channels could be deemed to be material information. As a result, we encourage investors, the media, and others interested in Penske Automotive to review the information that we post on these social media channels. These channels may be updated from time to time on Penske Automotive’s investor relations website.

Item 9.01 Financial Statements and Exhibits.

Press Release.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Penske Automotive Group, Inc.
July 29, 2015	By:	/s/ Shane M. Spradlin
		Name: Shane M. Spradlin
		Title: Executive Vice President

Exhibit Index

Exhibit No.	Description
99.1	Press Release.

EX-99.1

FOR IMMEDIATE RELEASE

PENSKE AUTOMOTIVE REPORTS RECORD SECOND QUARTER RESULTS

Best Quarter and Six Months in Company History

Selling, General & Administrative Expense Leverage of 110 Basis Points

Second Quarter 2015	Six Months 2015
Revenue Increases 12.2% to $4.9 Billion	Revenue Increases 11.8% to $9.4 Billion
Same-store Retail Revenue Increases 5.6%, excluding foreign exchange 9.8%	Same-store Retail Revenue Increases 5.2%, excluding foreign exchange 9.5%
Income from Continuing Operations Attributable to Common Shareholders Increases 17.3% to $94.4 Million	Income from Continuing Operations Attributable to Common Shareholders Increases 15.6% to $170.8 Million
Earnings Per Share from Continuing Operations Attributable to Common Shareholders Increases 18.0% to $1.05	Earnings Per Share from Continuing Operations Attributable to Common Shareholders Increases 16.0% to $1.89
EBITDA Increases 17.9% to $179.3 Million	EBITDA Increases 16.7% to $330.1 Million

BLOOMFIELD HILLS, MI, July 29, 2015 – Penske Automotive Group, Inc. (NYSE:PAG), an international transportation services company, announced today that second quarter 2015 income from continuing operations attributable to common shareholders increased 17.3% to $94.4 million, and related earnings per share increased 18.0% to $1.05 when compared to the same period last year. Total revenue increased 12.2% to $4.9 billion. Excluding foreign exchange, total revenue increased 17.0%. Same-store retail revenue increased 5.6% in the second quarter, or 9.8% when excluding foreign exchange. Gross profit improved 11.4% to $729.6 million, while operating income increased 17.2% to $159.1 million.

“We just completed the best quarter and six-month period in the history of our company,” said Chairman Roger S. Penske. “The performance of our business continues to demonstrate the flexibility and resiliency of the company’s brand mix and business model. The record second quarter results were driven by a 7.5% increase in retail automotive unit sales, a 50-basis point increase in automotive retail service and parts gross margin and a reduction of 110 basis points in selling, general and administrative expenses as a percent of gross profit.”

Automotive Retail Highlights of the Second Quarter

• Total Retail Unit Sales Increased 7.5% to 108,277

• +3.3% in the United States; +16.5% Internationally

• New unit retail sales +6.3%

• Used unit retail sales +8.8%

• Same-store Retail Revenue Increased 5.6%

• New +4.2%; Used +8.2%; Finance & Insurance +8.3%; Service and Parts +4.3%

• +4.2% in the United States; +7.8% Internationally

• Excluding f/x, same-store retail revenue increased 9.8%

• Average Transaction Price Per Unit

• New $39,834; -1.3%

• Used $27,771; -0.2%

• Average Gross Profit Per Unit

• New $2,999, -$123/unit; Gross Margin 7.5%, -20 basis points

• Excluding f/x $3,128/unit, +$6/unit, Gross Margin 7.6%, -10 basis points

• Used $1,777, -$197/unit; Gross Margin 6.4%, -70 basis points

• Excluding f/x $1,861/unit, -$113/unit, Gross Margin 6.4%, -70 basis points

• Finance & Insurance $1,125/unit, +$15/unit

• Excluding f/x $1,162/unit, +$52/unit

Note: f/x = foreign exchange

For the six months ended June 30, 2015, total revenue increased 11.8% to $9.4 billion. The revenue increase was driven by a 7.1% increase in retail automotive unit sales, including 6.1% on a same-store basis. Income from continuing operations attributable to common shareholders increased 15.6% to $170.8 million and related earnings per share increased 16.0% to $1.89 when compared to the same period last year.

U.S. Commercial Truck Operations

During 2015, the company acquired two commercial truck dealerships which are expected to contribute estimated annualized revenues of approximately $200 million. For the three and six months ended June 30, 2015, our U.S. commercial truck dealerships (“Premier Truck Group”) generated $241.9 million and $434.6 million of revenue, and $38.3 million and $71.1 million of gross profit, respectively, principally through the retail sale of new/used medium and heavy-duty trucks and service/ parts sales. Service and parts gross profit represents approximately 72% of total gross profit for both periods.

Share Repurchases

For the six months ended June 30, 2015, the company has acquired or repurchased 439,383 shares of common stock for approximately $22.0 million, or approximately $50.07 per share. As of June 30, 2015, the company has a remaining share repurchase authorization of $136.0 million.

Conference Call

Penske Automotive will host a conference call discussing financial results relating to the second quarter of 2015 on July 29, 2015, at 2:00 p.m. Eastern Daylight Time. To listen to the conference call, participants must dial (800) 230-1085 [International, please dial (612) 288-0337]. The call will also be simultaneously broadcast over the Internet through the Investor Relations section of the Penske Automotive Group website. Additionally, an investor presentation relating to the second quarter 2015 financial results has been posted to the company’s website. To access the presentation or to listen to the company’s webcast, please refer to www.penskeautomotive.com.

About Penske Automotive

Penske Automotive Group, Inc., (NYSE:PAG) headquartered in Bloomfield Hills, Michigan, is an international transportation services company that operates automotive and commercial truck dealerships principally in the United States and Western Europe, and distributes commercial vehicles, diesel engines, gas engines, power systems and related parts and services principally in Australia and New Zealand. PAG employs more than 22,000 people worldwide and is a member of the Fortune 500 and Russell 2000. For additional information, visit the company’s website at www.penskeautomotive.com.

Non-GAAP Financial Measures

This release contains certain non-GAAP financial measures as defined under SEC rules, such as earnings before interest, taxes, depreciation and amortization (“EBITDA”) and earnings before interest, taxes, depreciation, amortization and rent expense (“EBITDAR”). The company has reconciled these measures to the most directly comparable GAAP measures in the release. The company believes that these widely accepted measures of operating profitability improve the transparency of the company’s disclosures and provide a meaningful presentation of the company’s results from its core business operations excluding the impact of items not related to the company’s ongoing core business operations, and improve the period-to-period comparability of the company’s results from its core business operations. These non-GAAP financial measures are not substitutes for GAAP financial results, and should only be considered in conjunction with the company’s financial information that is presented in accordance with GAAP.

Caution Concerning Forward Looking Statements

Statements in this press release may involve forward-looking statements, including forward-looking statements regarding Penske Automotive Group, Inc.’s future sales potential. Actual results may vary materially because of risks and uncertainties that are difficult to predict. These risks and uncertainties include, among others: economic conditions generally, conditions in the credit markets and changes in interest rates and foreign currency exchange rates, adverse conditions affecting a particular manufacturer, including the adverse impact to the vehicle and parts supply chain due to natural disasters or other disruptions that interrupt the supply of vehicles or parts to us, changes in consumer credit availability, the outcome of legal and administrative matters, and other factors over which management has limited control. These forward-looking statements should be evaluated together with additional information about Penske Automotive’s business, markets, conditions and other uncertainties, which could affect Penske Automotive’s future performance. These risks and uncertainties are addressed in Penske Automotive’s Form 10-K for the year ended December 31, 2014, and its other filings with the Securities and Exchange Commission (“SEC”). This press release speaks only as of its date, and Penske Automotive disclaims any duty to update the information herein.

Find a vehicle: http://www.penskecars.com
Engage Penske Automotive: http://www.penskesocial.com
Like Penske Automotive on Facebook: https://facebook.com/PenskeCars
Follow Penske Automotive on Twitter: https://twitter.com/Penskecarscorp
Visit Penske Automotive on YouTube: http://www.youtube.com/penskecars

Inquiries should contact:

J.D. Carlson
Executive Vice President and
Chief Financial Officer
Penske Automotive Group, Inc.
248-648-2810
jcarlson@penskeautomotive.com Anthony R. Pordon
Executive Vice President Investor Relations and
Corporate Development
Penske Automotive Group, Inc.
248-648-2540
tpordon@penskeautomotive.com

# # #

PENSKE AUTOMOTIVE GROUP, INC.
Consolidated Condensed Statements of Income
(Amounts In Millions, Except Per Share Data)
(Unaudited)

	Three Months Ended									Six Months Ended
				June 30,									June 30,
							Increase/									Increase/
	2015			2014			(Decrease)			2015			2014			(Decrease)
Revenue	$	4,904.4		$	4,370.5			12.2	%	$	9,375.5		$	8,385.7			11.8	%
Cost of Sales		4,174.8			3,715.7			12.4	%		7,957.2			7,116.9			11.8	%
Gross Profit	$	729.6		$	654.8			11.4	%	$	1,418.3		$	1,268.8			11.8	%
SG&A Expenses		551.3			502.0			9.8	%		1,085.8			979.2			10.9	%
Depreciation		19.2			17.0			12.9	%		37.8			33.1			14.2	%
Operating Income	$	159.1		$	135.8			17.2	%	$	294.7		$	256.5			14.9	%
Floor Plan Interest Expense		(11.0	)		(11.6	)		-5.2	%		(21.1	)		(22.7	)		-7.0	%
Other Interest Expense		(16.4	)		(12.4	)		32.3	%		(32.7	)		(24.8	)		31.9	%
Equity in Earnings of Affiliates		12.0			10.9			10.1	%		18.7			16.0			16.9	%
Income from Continuing Operations Before Income Taxes	$	143.7		$	122.7			17.1	%	$	259.6		$	225.0			15.4	%
Income Taxes		(47.6	)		(41.2	)		15.5	%		(86.4	)		(75.9	)		13.8	%
Income from Continuing Operations	$	96.1		$	81.5			17.9	%	$	173.2		$	149.1			16.2	%
Loss from Discontinued Operations, net of tax		(0.4	)		(7.6	)	nm				(1.6	)		(7.3	)	nm
Net Income	$	95.7		$	73.9			29.5	%	$	171.6		$	141.8			21.0	%
Less: Income Attributable to Non-Controlling Interests		1.7			1.0			70.0	%		2.4			1.4			71.4	%
Net Income Attributable to Common Shareholders	$	94.0		$	72.9			28.9	%	$	169.2		$	140.4			20.5	%
Amounts Attributable to Common Shareholders:
Reported Income from Continuing Operations	$	96.1		$	81.5			17.9	%	$	173.2		$	149.1			16.2	%
Less: Income Attributable to Non-Controlling Interests		1.7			1.0			70.0	%		2.4			1.4			71.4	%
Income from Continuing Operations, net of tax	$	94.4		$	80.5			17.3	%	$	170.8		$	147.7			15.6	%
Loss from Discontinued Operations, net of tax		(0.4	)		(7.6	)	nm				(1.6	)		(7.3	)	nm
Net Income Attributable to Common Shareholders	$	94.0		$	72.9			28.9	%	$	169.2		$	140.4			20.5	%
Income from Continuing Operations Per Share	$	1.05		$	0.89			18.0	%	$	1.89		$	1.63			16.0	%
Income Per Share	$	1.04		$	0.81			28.4	%	$	1.87		$	1.55			20.6	%
Weighted Average Shares Outstanding		90.2			90.4			-0.2	%		90.3			90.4			-0.1	%

nm – not meaningful

PENSKE AUTOMOTIVE GROUP, INC.
Consolidated Condensed Balance Sheets
(Amounts In Millions)
(Unaudited)

	June 30,		December 31,
	2015		2014
Assets:
Cash and Cash Equivalents	$	36.7	$	36.3
Accounts Receivable, Net		738.8		701.4
Inventories		3,055.4		2,819.2
Other Current Assets		107.0		124.7
Assets Held for Sale		45.7		186.6
Total Current Assets		3,983.6		3,868.2
Property and Equipment, Net		1,378.3		1,328.8
Intangibles		1,684.0		1,652.0
Other Long-Term Assets		388.0		379.2
Total Assets	$	7,433.9	$	7,228.2
Liabilities and Equity:
Floor Plan Notes Payable	$	2,004.9	$	1,812.6
Floor Plan Notes Payable – Non-Trade		1,042.8		920.5
Accounts Payable		502.1		417.6
Accrued Expenses		329.3		310.3
Current Portion Long-Term Debt		31.2		36.6
Liabilities Held for Sale		29.9		132.7
Total Current Liabilities		3,940.2		3,630.3
Long-Term Debt		1,130.8		1,316.0
Other Long-Term Liabilities		583.9		600.7
Total Liabilities		5,654.9		5,547.0
Equity		1,779.0		1,681.2
Total Liabilities and Equity	$	7,433.9	$	7,228.2

PENSKE AUTOMOTIVE GROUP, INC.
Consolidated Operations
Selected Data
(Unaudited)

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2015			2014			2015			2014
Geographic Revenue Mix:
U.S.		62	%		60	%		61	%		59	%
U.K.		34	%		35	%		35	%		37	%
Other International		4	%		5	%		4	%		4	%
Total		100.0	%		100.0	%		100.0	%		100.0	%
Revenue: (Amounts in Millions)
Retail Automotive	$	4,538.6		$	4,256.5		$	8,713.6		$	8,175.7
U.S. Commercial Trucks		241.9			—			434.6			—
Commercial Vehicles Australia/Power Systems and Other		123.9			114.0			227.3			210.0
Total	$	4,904.4		$	4,370.5		$	9,375.5		$	8,385.7
Gross Profit: (Amounts in Millions)
Retail Automotive	$	660.9		$	636.2		$	1,289.0		$	1,233.9
U.S. Commercial Trucks		38.3			—			71.1			—
Commercial Vehicles Australia/Power Systems and Other		30.4			18.6			58.2			34.9
Total	$	729.6		$	654.8		$	1,418.3		$	1,268.8
Gross Margin:
Retail Automotive		14.6	%		14.9	%		14.8	%		15.1	%
U.S. Commercial Trucks		15.8	%		—			16.4	%		—
Commercial Vehicles Australia/Power Systems and Other		24.5	%		16.3	%		25.6	%		16.6	%
Total		14.9	%		15.0	%		15.1	%		15.1	%

PENSKE AUTOMOTIVE GROUP, INC.
Consolidated Operations
Selected Data
(Unaudited)

	Three Months Ended							Six Months Ended
	June 30,							June 30,
							Increase/							Increase/
	2015			2014			(Decrease)	2015			2014			(Decrease)
Operating Items as a Percentage of Revenue:
Gross Profit		14.9	%		15.0	%	-10 bps		15.1	%		15.1	%	—
Selling, General and Administrative Expenses	11.2%			11.5%			-30 bps	11.6%			11.7%			-10 bps
Operating Income		3.2	%		3.1	%	10 bps		3.1	%		3.1	%	—
Inc. From Cont. Ops. Before Inc. Taxes		2.9	%		2.8	%	10 bps		2.8	%		2.7	%	10 bps
Operating Items as a Percentage of Total Gross Profit:
Selling, General and Administrative Expenses	75.6%			76.7%			-110 bps	76.6%			77.2%			-60 bps
Operating Income		21.8	%		20.7	%	110 bps		20.8	%		20.2	%	60 bps

	Three Months Ended							Six Months Ended
	June 30,							June 30,
	2015		2014		Increase/ (Decrease)			2015		2014		Increase/ (Decrease)
(Amounts in Millions)
EBITDA*	$	179.3	$	152.1		17.9	%	$	330.1	$	282.9		16.7	%
Rent Expense	$	48.9	$	48.0		1.9	%	$	98.8	$	94.1		5.0	%
Floorplan Credits	$	8.3	$	8.0		3.8	%	$	15.0	$	14.1		6.4	%

* See the following Non-GAAP reconciliation table.

PENSKE AUTOMOTIVE GROUP, INC.
Retail Automotive Operations
Selected Data
(Unaudited)

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2015		2014		2015		2014
Retail Automotive Units:
New Retail		58,758		55,268		112,051		105,262
Used Retail		49,519		45,497		97,576		90,525
Total		108,277		100,765		209,627		195,787
Retail Automotive Revenue: (Amounts in Millions)
New Vehicles	$	2,340.5	$	2,230.3	$	4,476.8	$	4,247.6
Used Vehicles		1,375.2		1,265.6		2,651.3		2,460.8
Finance and Insurance, Net		121.9		111.9		233.0		216.4
Service and Parts		454.7		433.7		892.0		849.1
Fleet and Wholesale		246.3		215.0		460.5		401.8
Total Revenue	$	4,538.6	$	4,256.5	$	8,713.6	$	8,175.7
Retail Automotive Gross Profit: (Amounts in Millions)
New Vehicles	$	176.2	$	172.6	$	343.8	$	329.0
Used Vehicles		88.0		89.8		172.5		176.3
Finance and Insurance, Net		121.9		111.9		233.0		216.4
Service and Parts		273.6		258.9		533.9		504.9
Fleet and Wholesale		1.2		3.0		5.8		7.3
Total Gross Profit	$	660.9	$	636.2	$	1,289.0	$	1,233.9
Retail Automotive Revenue Per Vehicle Retailed:
New Vehicles	$	39,834	$	40,354	$	39,954	$	40,352
Used Vehicles		27,771		27,818		27,172		27,184
Retail Automotive Gross Profit Per Vehicle Retailed:
New Vehicles	$	2,999	$	3,122	$	3,069	$	3,125
Used Vehicles		1,777		1,974		1,768		1,948
Finance & Insurance		1,125		1,110		1,111		1,105

PENSKE AUTOMOTIVE GROUP, INC.
Retail Automotive Operations
Selected Data
(Unaudited)

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2015			2014			2015			2014
Retail Automotive Revenue Mix Percentages:
New Vehicles		51.6	%		52.4	%		51.4	%		52.0	%
Used Vehicles		30.3	%		29.7	%		30.4	%		30.1	%
Finance and Insurance, Net		2.7	%		2.6	%		2.7	%		2.6	%
Service and Parts		10.0	%		10.2	%		10.2	%		10.4	%
Fleet and Wholesale		5.4	%		5.1	%		5.3	%		4.9	%
Total		100.0	%		100.0	%		100.0	%		100.0	%
Retail Automotive Gross Profit Mix Percentages:
New Vehicles		26.7	%		27.1	%		26.7	%		26.7	%
Used Vehicles		13.3	%		14.1	%		13.4	%		14.3	%
Finance and Insurance, Net		18.4	%		17.6	%		18.1	%		17.5	%
Service and Parts		41.4	%		40.7	%		41.4	%		40.9	%
Fleet and Wholesale		0.2	%		0.5	%		0.4	%		0.6	%
Total		100.0	%		100.0	%		100.0	%		100.0	%

	Three Months Ended							Six Months Ended
	June 30,							June 30,
							Increase/							Increase/
	2015			2014			(Decrease)	2015			2014			(Decrease)
Retail Automotive Gross Margin:
New Vehicles		7.5	%		7.7	%	-20 bps		7.7	%		7.7	%		—
Used Vehicles		6.4	%		7.1	%	-70 bps		6.5	%		7.2	%	-70 bps
Service and Parts		60.2	%		59.7	%	50 bps		59.9	%		59.5	%	40 bps
Fleet and Wholesale		0.5	%		1.4	%	-90 bps		1.3	%		1.8	%	-50 bps
Total Gross Margin		14.6	%		14.9	%	-30 bps		14.8	%		15.1	%	-30 bps

PENSKE AUTOMOTIVE GROUP, INC.

Retail Automotive Operations
Selected Data
(Unaudited)

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2015			2014			2015			2014
Retail Automotive Revenue Mix:
Premium:
BMW / MINI		27	%		26	%		27	%		26	%
Audi		13	%		13	%		13	%		14	%
Mercedes-Benz		10	%		10	%		10	%		10	%
Land Rover		6	%		5	%		7	%		6	%
Porsche		5	%		5	%		5	%		5	%
Lexus		4	%		4	%		4	%		4	%
Ferrari / Maserati		3	%		3	%		2	%		2	%
Acura		1	%		1	%		1	%		1	%
Bentley		1	%		2	%		1	%		2	%
Others		2	%		2	%		2	%		2	%
Total Premium		72	%		71	%		72	%		72	%
Volume Non-U.S.:
Toyota		12	%		12	%		12	%		11	%
Honda		7	%		8	%		7	%		8	%
Volkswagen		2	%		2	%		2	%		2	%
Nissan		1	%		1	%		1	%		1	%
Others		2	%		2	%		2	%		2	%
Total Volume Non-U.S.		24	%		25	%		24	%		24	%
U.S.:
General Motors / Chrysler / Ford		4	%		4	%		4	%		4	%
Total		100	%		100	%		100	%		100	%
Retail Automotive Geographic Revenue Mix:
U.S.		61	%		62	%		61	%		61	%
U.K.		37	%		36	%		37	%		37	%
Other International		2	%		2	%		2	%		2	%
Total		100.0	%		100.0	%		100.0	%		100.0	%

PENSKE AUTOMOTIVE GROUP, INC.
Retail Automotive Operations
Same-Store
Selected Data
(Unaudited)

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2015		2014		2015		2014
Retail Automotive Same-Store Units:
New Retail		58,191		55,063		110,123		104,343
Used Retail		49,063		45,331		96,115		89,994
Total		107,254		100,394		206,238		194,337
Retail Automotive Same-Store Revenue: (Amounts in Millions)
New Vehicles	$	2,317.8	$	2,224.3	$	4,385.5	$	4,203.1
Used Vehicles		1,365.7		1,262.7		2,615.1		2,447.2
Finance and Insurance, Net		120.9		111.6		229.9		215.1
Service and Parts		451.5		432.9		873.6		841.1
Fleet and Wholesale		243.5		214.4		452.9		400.7
Total Revenue	$	4,499.4	$	4,245.9	$	8,557.0	$	8,107.2
Retail Automotive Same-Store Gross Profit: (Amounts in Millions)
New Vehicles	$	174.1	$	172.1	$	337.4	$	325.9
Used Vehicles		87.4		89.7		170.4		175.4
Finance and Insurance, Net		120.9		111.6		229.9		215.1
Service and Parts		271.7		258.3		523.8		500.6
Fleet and Wholesale		1.1		3.0		5.7		7.2
Total Gross Profit	$	655.2	$	634.7	$	1,267.2	$	1,224.2
Retail Automotive Same-Store Revenue Per Vehicle Retailed:
New Vehicles	$	39,830	$	40,395	$	39,823	$	40,281
Used Vehicles		27,835		27,855		27,208		27,193
Retail Automotive Same-Store Gross Profit Per Vehicle Retailed:
New Vehicles	$	2,992	$	3,125	$	3,063	$	3,123
Used Vehicles		1,780		1,978		1,773		1,949
Finance & Insurance		1,127		1,112		1,115		1,107

PENSKE AUTOMOTIVE GROUP, INC.
U.S. Commercial Truck Operations
Selected Data
(Unaudited)

Note: The company’s U.S. Commercial Truck Operations were acquired in November 2014; therefore, comparative results are not applicable and results shown are for only the three and six month periods ending June 30, 2015.

	Three Months Ended			Six Months Ended
	June 30, 2015			June 30, 2015
U.S. Commercial Truck Units:
New Retail		1,491			2,530
Used Retail		298			594
Total Truck Units		1,789			3,124
U.S. Commercial Truck Revenue: (Amounts in Millions)
New Vehicles	$	146.3		$	248.5
Used Vehicles		15.6			31.5
Finance and Insurance, Net		1.6			2.9
Service and Parts		75.0			138.1
Lease, Rental & Wholesale		3.4			13.6
Total Revenue	$	241.9		$	434.6
U.S. Commercial Truck Gross Profit: (Amounts in Millions)
New Vehicles	$	6.9		$	11.8
Used Vehicles		1.6			3.3
Finance and Insurance, Net		1.6			2.9
Service and Parts		27.7			51.1
Lease, Rental & Wholesale		0.5			2.0
Total Gross Profit	$	38.3		$	71.1
U.S. Commercial Truck Revenue per Vehicle Retailed:
New Vehicles	$	98,154		$	98,232
Used Vehicles		52,394			53,045
U.S. Commercial Truck Gross Profit per Vehicle Retailed:
New Vehicles	$	4,645		$	4,664
Used Vehicles		5,462			5,671
Finance and Insurance		902			947
U.S. Commercial Truck Gross Margin:
New Vehicle		4.7	%		4.7	%
Used Vehicle		10.3	%		10.5	%
Service and Parts		36.9	%		37.0	%
Lease, Rental & Wholesale		14.7	%		14.7	%
Total Gross Margin		15.8	%		16.4	%

PENSKE AUTOMOTIVE GROUP, INC.

Consolidated Non-GAAP Reconciliations
(Unaudited)

The following table reconciles reported net income to earnings before interest, taxes, depreciation and amortization (“EBITDA”) and earnings before interest, taxes, depreciation, amortization and rent expense (“EBITDAR”) for the three and six months ended June 30, 2015, and 2014:

	Three Months Ended							Six Months Ended
	June 30,							June 30,
					Increase/							Increase/
	2015		2014		(Decrease)			2015		2014		(Decrease)
(Amounts in Millions)
Net Income	$	95.7	$	73.9		29.5	%	$	171.6	$	141.8		21.0	%
Add: Depreciation		19.2		17.0		12.9	%		37.8		33.1		14.2	%
Other Interest Expense		16.4		12.4		32.3	%		32.7		24.8		31.9	%
Income Taxes		47.6		41.2		15.5	%		86.4		75.9		13.8	%
Loss from Discontinued Operations, net of tax		0.4		7.6	nm				1.6		7.3	nm
EBITDA	$	179.3	$	152.1		17.9	%	$	330.1	$	282.9		16.7	%
Add: Rent Expense		48.9		48.0		1.9	%		98.8		94.1		5.0	%
EBITDAR	$	228.2	$	200.1		14.0	%	$	428.9	$	377.0		13.8	%

nm – not meaningful

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