EX-99.1 2 exhibit991.htm EXHIBIT 99.1 Exhibit
Exhibit 99.1

lkqpressreleaseimage.jpg


LKQ CORPORATION ANNOUNCES RESULTS FOR SECOND QUARTER 2019


Revenue growth of 7% to $3.25 billion
Parts and services organic revenue declined 2.1%; (1.3% on a per day basis)
Non-cash impairment charge of $25 million, net of tax, related to assets held for sale
Net income from continuing operations attributable to LKQ stockholders of $150 million (down 4%); adjusted net income of $204 million (up 6%)
Diluted EPS from continuing operations attributable to LKQ stockholders of $0.48 (down 4%); adjusted diluted EPS of $0.65 (up 7%)
Operating cash flow of $461 million (up 151%) for the quarter; free cash flow of $413 million (up 217%)
Repurchased 4.4 million shares for $120 million; paid down $220 million of debt
2019 annual guidance updated

Chicago, IL (July 25, 2019) -- LKQ Corporation (Nasdaq:LKQ) today reported revenue for the second quarter of 2019 of $3.25 billion, an increase of 7.2% as compared to $3.0 billion in the second quarter of 2018. For the second quarter of 2019, parts and services organic revenue declined 2.1%, (1.3% on a per day basis), and acquisition revenue growth was 12.6%, while the impact of exchange rates was (2.5%), for total parts and services revenue growth of 8.0%.
Net income1 for the second quarter of 2019 was $150 million, a decrease of 4.2% year-over-year. Diluted earnings per share1 for the second quarter of 2019 was $0.48 as compared to $0.50 for the same period of 2018, a decrease of 4.0%. The second quarter 2019 results included a $25 million non-cash impairment charge, net of tax, related to an expected recovery below carrying value of our previously announced assets held for sale. On an adjusted basis, net income was $204 million, an increase of 6.3% as compared to the $192 million for the same period of 2018. On an adjusted basis, diluted earnings per share for the second quarter of 2019 was $0.65, an increase of 6.6% as compared to $0.61 for the same period of 2018.
Dominick Zarcone, President and Chief Executive Officer of LKQ Corporation, stated, “We continued to make progress on our key productivity initiatives during the second quarter, which are having a positive impact on our financial and operational performance. We delivered this performance notwithstanding difficult revenue growth comparisons across all of our operating segments, a soft collision environment in the U.S. and the ongoing macroeconomic challenges and the impact of one less selling day in Europe. Against this backdrop, our continued focus on integrating and simplifying our operating model to drive cash conversion resulted in LKQ generating the highest quarter of operating cash flow in the Company’s history. Additionally, in North America we produced Segment EBITDA margins of 14.4%, a 130-basis point improvement over last year and the highest level since the second quarter of 2017.”

1 References to Net Income and Diluted earnings per share, and the corresponding adjusted figures, in this release reflect amounts from continuing operations attributable to LKQ stockholders.




On a six-month year-to-date basis, revenue was $6.3 billion, an increase of 10.4% from $5.8 billion for the comparable period of 2018. Parts and services organic revenue for the first six months of 2019 declined 1.1% (0.1% on a per day basis).
Net income for the first six months of 2019 was $248 million, a decrease of 19.9% as compared to $310 million for the first half of 2018. Diluted earnings per share for the first six months of 2019 was $0.79, a decrease of 20.2% as compared to $0.99 for the same period of 2018. On an adjusted basis, net income for the first six months of 2019 was $380 million, an increase of 5.0% as compared to the $362 million for the same period of 2018. On an adjusted basis, diluted earnings per share for the first six months of 2019 was $1.21, an increase of 4.3% as compared to $1.16 for the same period of 2018.
Cash Flow and Balance Sheet
Cash flow from operations totaled $638 million on a six-month year-to-date basis, up 94%, from a year ago. Free cash flow totaled $537 million, up 152%, year-over-year. We paid down $220 million of borrowings during the quarter, and as of June 30, 2019, our balance sheet reflected net debt of $3.7 billion. Net leverage as defined in the credit facility decreased to 2.8x EBITDA.
During the second quarter of 2019, we repurchased approximately 4.4 million shares of our common stock returning approximately $120 million of capital to our stockholders. Since initiating our plan in late October 2018, we have repurchased 9.3 million shares for a total of $251 million.
Company Outlook
We updated our guidance for 2019 as set forth below.
 
2019 Updated Guidance
2019 Previous Guidance
Organic revenue growth for parts & services
0.5% to 2.0%
2.0% to 4.0%
Net income attributable to LKQ stockholders (1)
$540 million to $565 million
$586 million to $625 million
Adjusted net income attributable to LKQ stockholders (1)(2)

$718 million to $743 million
$732 million to $771 million
Diluted EPS attributable to LKQ stockholders (1)
$1.73 to $1.81
$1.87 to $2.00
Adjusted diluted EPS attributable to LKQ stockholders (1)(2)
$2.30 to $2.38
$2.34 to $2.46
Cash flows from operations
$800 million to $875 million
$775 million to $850 million
Capital expenditures
$225 million to $275 million
$250 million to $300 million
(1) Amounts reflect continuing operations.
(2) Non-GAAP measures. See the table accompanying this release that reconciles the forecasted U.S. GAAP measures to the forecasted adjusted measures, which are non-GAAP, for further details.
Varun Laroyia, Executive Vice President and Chief Financial Officer, commented, “Our operational focus and continued momentum on active working capital management and prudent capital spending enabled us to increase our 2019 annual guidance for free cash flow. However, our revised guidance also reflects the soft macroeconomic environment we are facing in Europe and the headwinds from lower scrap metal prices, two dynamics we believe will continue for the balance of 2019, though partially offset by our ongoing cost structure optimization.”
Our guidance for the full year 2019 is based on current conditions (including acquisitions completed through July 25, 2019), and assumes no material disruptions associated with the United Kingdom’s potential exit from the European Union. The guidance for the full year 2019 is based on scrap prices remaining at current levels and exchange rates for our primary currencies holding near current levels. Changes in these conditions may impact our ability to achieve the guidance. Adjusted




figures exclude (to the extent applicable) the impact of restructuring and acquisition related expenses; amortization expense related to acquired intangibles; excess tax benefits and deficiencies from stock-based payments; losses on debt extinguishment; impairment charges; and gains and losses related to acquisitions or divestitures (including changes in the fair value of contingent consideration liabilities).
Conference Call Details
We will host a conference call and webcast on July 25, 2019 at 8:00 a.m. Eastern Time (7:00 a.m. Central Time) with members of senior management to discuss our results. To access the investor conference call, please dial (833) 236-5754. International access to the call may be obtained by dialing (647) 689-4182. The investor conference call will require you to enter conference ID: 4683713#.
Webcast and Presentation Details
The audio webcast and accompanying slide presentation can be accessed at (www.lkqcorp.com) in the Investor Relations section.
A replay of the conference call will be available by telephone at (800) 585-8367 or (416) 621-4642 for international calls. The telephone replay will require you to enter conference ID: 4683713#. An online replay of the audio webcast will be available on our website. Both formats of replay will be available through August 8, 2019. Please allow approximately two hours after the live presentation before attempting to access the replay.
About LKQ Corporation
LKQ Corporation (www.lkqcorp.com) is a leading provider of alternative and specialty parts to repair and accessorize automobiles and other vehicles. LKQ has operations in North America, Europe and Taiwan. LKQ offers its customers a broad range of replacement systems, components, equipment and parts to repair and accessorize automobiles, trucks, and recreational and performance vehicles.
Forward Looking Statements
Statements and information in this press release that are not historical are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and are made pursuant to the “safe harbor” provisions of such Act.
Forward-looking statements include, but are not limited to, statements regarding our outlook, guidance, expectations, beliefs, hopes, intentions and strategies. These statements are subject to a number of risks, uncertainties, assumptions and other factors including those identified below. All forward-looking statements are based on information available to us at the time the statements are made. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
You should not place undue reliance on our forward-looking statements. Actual events or results may differ materially from those expressed or implied in the forward-looking statements. The risks, uncertainties, assumptions and other factors that could cause actual events or results to differ from the events or results predicted or implied by our forward-looking statements include the factors set forth below, and other factors discussed in our filings with the SEC, including those disclosed under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31,




2018 and in our subsequent Quarterly Reports on Form 10-Q. These reports are available on our investor relations website at lkqcorp.com and on the SEC website at sec.gov.
These factors include the following (not necessarily in order of importance):

changes in economic and political activity in the U.S. and other countries in which we are located or do business, including the U.K. withdrawal from the European Union (also known as Brexit), and the impact of these changes on our businesses, the demand for our products and our ability to obtain financing for operations;
increasing competition in the automotive parts industry (including the potential competitive advantage to original equipment manufacturers (“OEMs”) with "connected car" technology);
fluctuations in the pricing of new OEM replacement products;
changes in the level of acceptance and promotion of alternative automotive parts by insurance companies and vehicle repairers;
changes to our business relationships with insurance companies or changes by insurance companies to their business practices relating to the use of our products;
our ability to identify sufficient acquisition candidates at reasonable prices to maintain our growth objectives;
our ability to integrate, realize expected synergies, and successfully operate acquired companies and any companies acquired in the future, and the risks associated with these companies;
the implementation of a border tax or tariff on imports and the negative impact on our business due to the amount of inventory we import;
restrictions or prohibitions on selling certain aftermarket products through enforcement by OEMs of intellectual property rights;
restrictions or prohibitions on importing certain aftermarket products by border enforcement agencies based on, among other things, intellectual property infringement claims;
variations in the number of vehicles manufactured and sold, vehicle accident rates, miles driven, and the age profile of vehicles in accidents;
the increase of accident avoidance systems being installed in vehicles;
the potential loss of sales of certain mechanical parts due to the rise of electric vehicle sales;
fluctuations in the prices of fuel, scrap metal and other commodities;
changes in laws or regulations affecting our business;
higher costs and the resulting potential inability to service our customers to the extent that our suppliers decide to discontinue business relationships with us;
price increases, interruptions or disruptions to the supply of vehicle parts from aftermarket suppliers and vehicles from salvage auctions;
changes in the demand for our products and the supply of our inventory due to severity of weather and seasonality of weather patterns;
the risks associated with operating in foreign jurisdictions, including foreign laws and economic and political instabilities;
declines in the values of our assets;
additional unionization efforts, new collective bargaining agreements, and work stoppages;
our ability to develop and implement the operational and financial systems needed to manage our operations;
interruptions, outages or breaches of our operational systems, security systems, or infrastructure as a result of attacks on, or malfunctions of, our systems;




costs of complying with laws relating to the security of personal information;
product liability claims by the end users of our products or claims by other parties who we have promised to indemnify for product liability matters;
costs associated with recalls of the products we sell;
potential losses of our right to operate at key locations if we are not able to negotiate lease renewals;
inaccuracies in the data relating to our industry published by independent sources upon which we rely;
currency fluctuations in the U.S. dollar, pound sterling and euro versus other currencies;
our ability to obtain financing on acceptable terms to finance our growth;
our ability to satisfy our debt obligations and to operate within the limitations imposed by financing arrangements;
changes to applicable U.S. and foreign tax laws, changes to interpretations of tax laws, and changes in our mix of earnings among the jurisdictions in which we operate; and
disruptions to the management and operations of our business and the uncertainties caused by activist investors.

Contact:
Joseph P. Boutross
Vice President, Investor Relations
LKQ Corporation
(312) 621-2793
jpboutross@lkqcorp.com




LKQ CORPORATION AND SUBSIDIARIES
Unaudited Condensed Consolidated
Statements of Income, with Supplementary Data
(In thousands, except per share data)
 
Three Months Ended June 30,

2019
 
2018
 
 
 
 
 
 
 
% of Revenue (1)
 
 
 
% of Revenue (1)
 
$ Change
 
% Change
Revenue
$
3,248,173

 
100.0
%
 
$
3,030,751

 
100.0
%
 
$
217,422

 
7.2
%
Cost of goods sold
2,000,986

 
61.6
%
 
1,868,872

 
61.7
%
 
132,114

 
7.1
%
Gross margin
1,247,187

 
38.4
%
 
1,161,879

 
38.3
%
 
85,308

 
7.3
%
Selling, general and administrative expenses
898,368

 
27.7
%
 
826,044

 
27.3
%
 
72,324

 
8.8
%
Restructuring and acquisition related expenses
8,377

 
0.3
%
 
15,878

 
0.5
%
 
(7,501
)
 
(47.2
%)
Impairment of net assets held for sale
33,497

 
1.0
%
 

 
0.0
%
 
33,497

 
n/m

Depreciation and amortization
70,834

 
2.2
%
 
63,163

 
2.1
%
 
7,671

 
12.1
%
Operating income
236,111

 
7.3
%
 
256,794

 
8.5
%
 
(20,683
)
 
(8.1
%)
Other expense (income):
 
 
 
 
 
 
 
 
 
 
 
Interest expense, net of interest income
35,884

 
1.1
%
 
38,272

 
1.3
%
 
(2,388
)
 
(6.2
%)
Other (income) expense, net
(5,733
)
 
(0.2
%)
 
427

 
0.0
%
 
(6,160
)
 
n/m

Total other expense, net
30,151

 
0.9
%
 
38,699

 
1.3
%
 
(8,548
)
 
(22.1
%)
Income from continuing operations before provision for income taxes
205,960

 
6.3
%
 
218,095

 
7.2
%
 
(12,135
)
 
(5.6
%)
Provision for income taxes
55,825

 
1.7
%
 
60,775

 
2.0
%
 
(4,950
)
 
(8.1
%)
Equity in earnings of unconsolidated subsidiaries
1,572

 
0.0
%
 
546

 
0.0
%
 
1,026

 
n/m

Income from continuing operations
151,707

 
4.7
%
 
157,866

 
5.2
%
 
(6,159
)
 
(3.9
%)
Net income from discontinued operations
398

 
0.0
%
 

 
0.0
%
 
398

 
n/m

Net income
152,105

 
4.7
%
 
157,866

 
5.2
%
 
(5,761
)
 
(3.6
%)
Less: net income attributable to continuing noncontrolling interest
1,352

 
0.0
%
 
859

 
0.0
%
 
493

 
57.4
%
Less: net income attributable to discontinued noncontrolling interest
192

 
0.0
%
 

 
0.0
%
 
192

 
n/m

Net income attributable to LKQ stockholders
$
150,561

 
4.6
%
 
$
157,007

 
5.2
%
 
$
(6,446
)
 
(4.1
%)
 
 
 
 
 
 
 
 
 
 
 
 
Basic earnings per share: (2)
 
 
 
 
 
 
 
 
 
 
 
Income from continuing operations
$
0.49

 
 
 
$
0.51

 
 
 
$
(0.02
)
 
(3.9
%)
Net income from discontinued operations
0.00

 
 
 

 
 
 
0.00

 
n/m

Net income
0.49

 
 
 
0.51

 
 
 
(0.02
)
 
(3.9
%)
Less: net income attributable to continuing noncontrolling interest
0.00

 
 
 
0.00

 
 
 
0.00

 
n/m

Less: net income attributable to discontinued noncontrolling interest
0.00

 
 
 

 
 
 
0.00

 
n/m

Net income attributable to LKQ stockholders
$
0.48

 
 
 
$
0.50

 
 
 
$
(0.02
)
 
(4.0
%)
 
 
 
 
 
 
 
 
 
 
 
 
Diluted earnings per share: (2)
 
 
 
 
 
 
 
 
 
 
 
Income from continuing operations
$
0.49

 
 
 
$
0.50

 
 
 
$
(0.01
)
 
(2.0
%)
Net income from discontinued operations
0.00

 
 
 

 
 
 
0.00

 
n/m

Net income
0.49

 
 
 
0.50

 
 
 
(0.01
)
 
(2.0
%)
Less: net income attributable to continuing noncontrolling interest
0.00

 
 
 
0.00

 
 
 
0.00

 
n/m

Less: net income attributable to discontinued noncontrolling interest
0.00

 
 
 

 
 
 
0.00

 
n/m

Net income attributable to LKQ stockholders
$
0.48

 
 
 
$
0.50

 
 
 
$
(0.02
)
 
(4.0
%)
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average common shares outstanding:
 
 
 
 
 
 
 
 
 
 
 
Basic
311,891

 
 
 
312,556

 
 
 
(665
)
 
(0.2
%)
Diluted
312,719

 
 
 
314,012

 
 
 
(1,293
)
 
(0.4
%)
 
 
 
 
 
 
 
 
 
 
 
 
(1) The sum of the individual percentage of revenue components may not equal the total due to rounding.
(2) The sum of the individual earnings per share amounts may not equal the total due to rounding.




LKQ CORPORATION AND SUBSIDIARIES
Unaudited Condensed Consolidated
Statements of Income, with Supplementary Data
(In thousands, except per share data)
 
Six Months Ended June 30,
 
2019
 
2018
 
 
 
 
 
 
 
% of Revenue (1)
 
 
 
% of Revenue (1)
 
$ Change
 
% Change
Revenue
$
6,348,476

 
100.0
%
 
$
5,751,515

 
100.0
%
 
$
596,961

 
10.4
%
Cost of goods sold
3,893,025

 
61.3
%
 
3,535,665

 
61.5
%
 
357,360

 
10.1
%
Gross margin
2,455,451

 
38.7
%
 
2,215,850

 
38.5
%
 
239,601

 
10.8
%
Selling, general and administrative expenses
1,794,900

 
28.3
%
 
1,592,935

 
27.7
%
 
201,965

 
12.7
%
Restructuring and acquisition related expenses
11,684

 
0.2
%
 
19,932

 
0.3
%
 
(8,248
)
 
(41.4
%)
Impairment of net assets held for sale
48,520

 
0.8
%
 

 
0.0
%
 
48,520

 
n/m

Depreciation and amortization
141,836

 
2.2
%
 
119,621

 
2.1
%
 
22,215

 
18.6
%
Operating income
458,511

 
7.2
%
 
483,362

 
8.4
%
 
(24,851
)
 
(5.1
%)
Other expense (income):
 
 
 
 
 
 
 
 


 
 
Interest expense, net of interest income
71,973

 
1.1
%
 
66,787

 
1.2
%
 
5,186

 
7.8
%
Other income
(9,584
)
 
(0.2
%)
 
(2,455
)
 
(0.0
%)
 
(7,129
)
 
n/m

Total other expense, net
62,389

 
1.0
%
 
64,332

 
1.1
%
 
(1,943
)
 
(3.0
%)
Income from continuing operations before provision for income taxes
396,122

 
6.2
%
 
419,030

 
7.3
%
 
(22,908
)
 
(5.5
%)
Provision for income taxes
107,375

 
1.7
%
 
110,359

 
1.9
%
 
(2,984
)
 
(2.7
%)
Equity in (losses) earnings of unconsolidated subsidiaries
(37,977
)
 
(0.6
%)
 
1,958

 
0.0
%
 
(39,935
)
 
n/m

Income from continuing operations
250,770

 
4.0
%
 
310,629

 
5.4
%
 
(59,859
)
 
(19.3
%)
Net income from discontinued operations
398

 
0.0
%
 

 
0.0
%
 
398

 
n/m

Net income
251,168

 
4.0
%
 
310,629

 
5.4
%
 
(59,461
)
 
(19.1
%)
Less: net income attributable to continuing noncontrolling interest
2,367

 
0.0
%
 
662

 
0.0
%
 
1,705

 
n/m

Less: net income attributable to discontinued noncontrolling interest
192

 
0.0
%
 

 
0.0
%
 
192

 
n/m

Net income attributable to LKQ stockholders
$
248,609

 
3.9
%
 
$
309,967

 
5.4
%
 
$
(61,358
)
 
(19.8
%)
 
 
 
 
 
 
 
 
 
 
 
 
Basic earnings per share: (2)
 
 
 
 
 
 
 
 
 
 
 
Income from continuing operations
$
0.80

 
 
 
$
1.00

 
 
 
$
(0.20
)
 
(20.0
%)
Net income from discontinued operations
0.00

 
 
 

 
 
 
0.00

 
n/m

Net income
0.80

 
 
 
1.00

 
 
 
(0.20
)
 
(20.0
%)
Less: net income attributable to continuing noncontrolling interest
0.01

 
 
 
0.00

 
 
 
0.01

 
n/m

Less: net income attributable to discontinued noncontrolling interest
0.00

 
 
 

 
 
 
0.00

 
n/m

Net income attributable to LKQ stockholders
$
0.79

 
 
 
$
1.00

 
 
 
$
(0.21
)
 
(21.0
%)
 
 
 
 
 
 
 
 
 
 
 
 
Diluted earnings per share: (2)
 
 
 
 
 
 
 
 
 
 
 
Income from continuing operations
$
0.80

 
 
 
$
0.99

 
 
 
$
(0.19
)
 
(19.2
%)
Net income from discontinued operations
0.00

 
 
 

 
 
 
0.00

 
n/m

Net income
0.80

 
 
 
0.99

 
 
 
(0.19
)
 
(19.2
%)
Less: net income attributable to continuing noncontrolling interest
0.01

 
 
 
0.00

 
 
 
0.01

 
n/m

Less: net income attributable to discontinued noncontrolling interest
0.00

 
 
 

 
 
 
0.00

 
n/m

Net income attributable to LKQ stockholders
$
0.79

 
 
 
$
0.99

 
 
 
$
(0.20
)
 
(20.2
%)
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average common shares outstanding:
 
 
 
 
 
 
 
 
 
 
 
Basic
313,460

 
 
 
311,045

 
 
 
2,415

 
0.8
%
Diluted
314,360

 
 
 
312,688

 
 
 
1,672

 
0.5
%
 
 
 
 
 
 
 
 
 
 
 
 
(1) The sum of the individual percentage of revenue components may not equal the total due to rounding.
(2) The sum of the individual earnings per share amounts may not equal the total due to rounding.






LKQ CORPORATION AND SUBSIDIARIES
Unaudited Condensed Consolidated Balance Sheets
(In thousands, except share and per share data)
 
June 30,
2019
 
December 31,
2018
Assets
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
375,967

 
$
331,761

Receivables, net
1,285,802

 
1,154,083

Inventories
2,650,138

 
2,836,075

Prepaid expenses and other current assets
319,942

 
199,030

Total current assets
4,631,849

 
4,520,949

Property, plant and equipment, net
1,206,690

 
1,220,162

Operating lease assets, net
1,294,541

 

Intangible assets:
 
 
 
Goodwill
4,409,925

 
4,381,458

Other intangibles, net
880,123

 
928,752

Equity method investments
133,154

 
179,169

Other noncurrent assets
147,954

 
162,912

Total assets
$
12,704,236


$
11,393,402

Liabilities and Stockholders’ Equity
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
1,031,952

 
$
942,398

Accrued expenses:
 
 
 
Accrued payroll-related liabilities
171,650

 
172,005

Refund liability
106,612

 
104,585

Other accrued expenses
309,734

 
288,425

Other current liabilities
134,855

 
61,109

Current portion of operating lease liabilities
219,502

 

Current portion of long-term obligations
132,641

 
121,826

Total current liabilities
2,106,946


1,690,348

Long-term operating lease liabilities, excluding current portion
1,122,276

 

Long-term obligations, excluding current portion
3,919,902

 
4,188,674

Deferred income taxes
303,179

 
311,434

Other noncurrent liabilities
342,185

 
364,194

Commitments and contingencies
 
 
 
Stockholders’ equity:
 
 
 
Common stock, $0.01 par value, 1,000,000,000 shares authorized, 319,010,278 shares issued and 309,695,052 shares outstanding at June 30, 2019; 318,417,821 shares issued and 316,146,114 shares outstanding at December 31, 2018
3,190

 
3,184

Additional paid-in capital
1,429,129

 
1,415,188

Retained earnings
3,847,485

 
3,598,876

Accumulated other comprehensive loss
(188,553
)
 
(174,950
)
Treasury stock, at cost; 9,315,226 shares at June 30, 2019 and 2,271,707 shares at December 31, 2018
(250,762
)
 
(60,000
)
Total Company stockholders’ equity
4,840,489

 
4,782,298

Noncontrolling interest
69,259

 
56,454

Total stockholders’ equity
4,909,748

 
4,838,752

Total liabilities and stockholders’ equity
$
12,704,236


$
11,393,402






LKQ CORPORATION AND SUBSIDIARIES
Unaudited Condensed Consolidated Statements of Cash Flows
(In thousands)
 
Six Months Ended
 
June 30,
 
2019
 
2018
CASH FLOWS FROM OPERATING ACTIVITIES:
 
 
 
Net income
$
251,168

 
$
310,629

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
152,361

 
129,504

Impairment of Mekonomen equity method investment
39,551

 

Impairment of net assets held for sale
48,520

 

Stock-based compensation expense
13,659

 
11,844

Other
(3,516
)
 
4,356

Changes in operating assets and liabilities, net of effects from acquisitions and dispositions:
 
 
 
Receivables, net
(149,052
)
 
(112,178
)
Inventories
131,229

 
(12,777
)
Prepaid income taxes/income taxes payable
25,967

 
6,090

Accounts payable
96,888

 
(25,380
)
Other operating assets and liabilities
31,629

 
16,581

Net cash provided by operating activities
638,404

 
328,669

CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
Purchases of property, plant and equipment
(101,268
)
 
(115,421
)
Acquisitions, net of cash acquired
(14,767
)
 
(1,135,970
)
Other investing activities, net
(735
)
 
2,174

Net cash used in investing activities
(116,770
)
 
(1,249,217
)
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
 
Debt issuance costs
(35
)
 
(16,759
)
Proceeds from issuance of Euro Notes (2026/28)

 
1,232,100

Purchase of treasury stock
(190,762
)
 

Borrowings under revolving credit facilities
312,880

 
613,658

Repayments under revolving credit facilities
(471,439
)
 
(766,597
)
Repayments under term loans
(4,375
)
 
(8,810
)
Borrowings under receivables securitization facility
36,600

 

Repayments under receivables securitization facility
(146,600
)
 

Repayments of other debt, net
(8,367
)
 
(2,444
)
Other financing activities, net
110

 
3,195

Net cash (used in) provided by financing activities
(471,988
)
 
1,054,343

Effect of exchange rate changes on cash, cash equivalents and restricted cash
(102
)
 
(68,359
)
Net increase in cash, cash equivalents and restricted cash
49,544

 
65,436

Cash, cash equivalents and restricted cash of continuing operations, beginning of period
337,250

 
279,766

Cash, cash equivalents and restricted cash of continuing and discontinued operations, end of period
386,794

 
345,202

Less: Cash and cash equivalents of discontinued operations, end of period
5,372

 

Cash, cash equivalents and restricted cash, end of period
$
381,422

 
$
345,202





The following unaudited tables compare certain third party revenue categories:
 
Three Months Ended
 
 
 
June 30,
 
 
 
2019
 
2018
 
$ Change
 
% Change
 
(In thousands)
 
 
 
 
Included in Unaudited Condensed Consolidated
 
 
 
 
 
 
 
Statements of Income of LKQ Corporation
 
 
 
 
 
 
 
North America
$
1,165,482

 
$
1,165,422

 
$
60

 
0.0
%
Europe
1,510,952

 
1,279,996

 
230,956

 
18.0
%
Specialty
410,263

 
411,633

 
(1,370
)
 
(0.3
%)
Parts and services
3,086,697

 
2,857,051

 
229,646

 
8.0
%
     Other
161,476

 
173,700

 
(12,224
)
 
(7.0
%)
    Total
$
3,248,173

 
$
3,030,751

 
$
217,422

 
7.2
%

Revenue changes by category for the three months ended June 30, 2019 vs. 2018:
 
Revenue Change Attributable to:
 
 
 
Organic
 
Acquisition
 
Foreign Exchange
 
Total Change (1)
North America
(0.4
%)
 
0.6
%
 
(0.2
%)
 
0.0
%
Europe
(4.3
%)
 
27.7
%
 
(5.3
%)
 
18.0
%
Specialty
0.1
%
 
%
 
(0.4
%)
 
(0.3
%)
Parts and services
(2.1
%)
 
12.6
%
 
(2.5
%)
 
8.0
%
     Other
(8.4
%)
 
1.6
%
 
(0.2
%)
 
(7.0
%)
    Total
(2.4
%)
 
12.0
%
 
(2.4
%)
 
7.2
%

The following unaudited tables compare certain third party revenue categories:
 
Six Months Ended
 
 
 
June 30,
 
 
 
2019
 
2018
 
$ Change
 
% Change
 
(In thousands)
 
 
 
 
Included in Unaudited Condensed Consolidated
 
 
 
 
 
 
 
Statements of Income of LKQ Corporation
 
 
 
 
 
 
 
North America
$
2,321,180

 
$
2,338,007

 
$
(16,827
)
 
(0.7
%)
Europe
2,951,793

 
2,317,042

 
634,751

 
27.4
%
Specialty
762,819

 
762,307

 
512

 
0.1
%
Parts and services
6,035,792

 
5,417,356

 
618,436

 
11.4
%
     Other
312,684

 
334,159

 
(21,475
)
 
(6.4
%)
    Total
$
6,348,476

 
$
5,751,515

 
$
596,961

 
10.4
%

Revenue changes by category for the six months ended June 30, 2019 vs. 2018:
 
Revenue Change Attributable to:
 
 
 
Organic
 
Acquisition
 
Foreign Exchange
 
Total Change (1)
North America
(0.9
%)
 
0.4
%
 
(0.3
%)
 
(0.7
%)
Europe
(1.8
%)
 
35.4
%
 
(6.2
%)
 
27.4
%
Specialty
0.5
%
 
%
 
(0.4
%)
 
0.1
%
Parts and services
(1.1
%)
 
15.3
%
 
(2.8
%)
 
11.4
%
     Other
(7.5
%)
 
1.3
%
 
(0.3
%)
 
(6.4
%)
    Total
(1.4
%)
 
14.5
%
 
(2.7
%)
 
10.4
%
(1) The sum of the individual revenue change components may not equal the total percentage change due to rounding.




The following unaudited table reconciles consolidated revenue growth for parts & services to constant currency revenue growth for the same measure:

 
 
Three Months Ended
 
Six Months Ended
 
 
June 30, 2019
 
June 30, 2019
 
 
Consolidated
 
Europe
 
Consolidated
 
Europe
Parts & Services
 
 
 
 
 
 
 
 
Revenue growth as reported
 
8.0
 %
 
18.0
%
 
11.4
 %
 
27.4
 %
Less: Currency impact
 
(2.5
%)
 
(5.3
%)
 
(2.8
%)
 
(6.2
%)
Revenue growth at constant currency
 
10.5
%
 
23.3
%
 
14.2
%
 
33.6
%

We have presented the growth of our revenue on both an as reported and a constant currency basis. The constant currency presentation, which is a non-GAAP financial measure, excludes the impact of fluctuations in foreign currency exchange rates. We believe providing constant currency revenue information provides valuable supplemental information regarding our growth, consistent with how we evaluate our performance, as this statistic removes the translation impact of exchange rate fluctuations, which are outside of our control and do not reflect our operational performance. Constant currency revenue results are calculated by translating prior year revenue in local currency using the current year's currency conversion rate. This non-GAAP financial measure has limitations as an analytical tool and should not be considered in isolation or as a substitute for an analysis of our results as reported under GAAP. Our use of this term may vary from the use of similarly-named measures by other issuers due to the potential inconsistencies in the method of calculation and differences due to items subject to interpretation. In addition, not all companies that report revenue growth on a constant currency basis calculate such measure in the same manner as we do and, accordingly, our calculations are not necessarily comparable to similarly-named measures of other companies and may not be appropriate measures for performance relative to other companies.









The following unaudited table compares revenue and Segment EBITDA by reportable segment:
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2019
 
2018
 
2019
 
2018
(In thousands)
 
% of Revenue
 
 
% of Revenue
 
 
% of Revenue
 
 
% of Revenue
Revenue
 
 
 
 
 
 
 
 
 
 
 
North America
$
1,321,766

 
 
$
1,335,166

 
 
$
2,624,075

 
 
$
2,665,009

 
Europe
1,516,240

 
 
1,284,153

 
 
2,961,781

 
 
2,324,583

 
Specialty
411,636

 
 
412,873

 
 
765,373

 
 
764,665

 
Eliminations
(1,469
)
 
 
(1,441
)
 
 
(2,753
)
 
 
(2,742
)
 
Total revenue
$
3,248,173

 
 
$
3,030,751

 
 
$
6,348,476

 

$
5,751,515

 
Segment EBITDA
 
 
 
 
 
 
 
 
 
 
 
North America
$
190,048

14.4
%
 
$
175,010

13.1
%
 
$
366,684

14.0
%
 
$
352,723

13.2
%
Europe
116,281

7.7
%
 
110,893

8.6
%
 
221,579

7.5
%
 
186,427

8.0
%
Specialty
52,367

12.7
%
 
56,068

13.6
%
 
90,326

11.8
%
 
98,037

12.8
%
Total Segment EBITDA
$
358,696

11.0
%
 
$
341,971

11.3
%
 
$
678,589

10.7
%
 
$
637,187

11.1
%

We have presented Segment EBITDA solely as a supplemental disclosure that offers investors, securities analysts and other interested parties useful information to evaluate our segment profit and loss. We calculate Segment EBITDA as EBITDA excluding restructuring and acquisition related expenses, change in fair value of contingent consideration liabilities, other gains and losses related to acquisitions, equity method investments, or divestitures, equity in losses and earnings of unconsolidated subsidiaries and impairment charges. EBITDA, which is the basis for Segment EBITDA, is calculated as net income, less net income (loss) attributable to continuing and discontinued noncontrolling interest, excluding discontinued operations and discontinued noncontrolling interest, depreciation, amortization, interest and income tax expense. Our chief operating decision maker, who is our Chief Executive Officer, uses Segment EBITDA as the key measure of our segment profit or loss. We use Segment EBITDA to compare profitability among our segments and evaluate business strategies. This financial measure is included in the metrics used to determine incentive compensation for our senior management. We also consider Segment EBITDA to be a useful financial measure in evaluating our operating performance, as it provides investors, securities analysts and other interested parties with supplemental information regarding the underlying trends in our ongoing operations. Segment EBITDA includes revenue and expenses that are controllable by the segment. Corporate and administrative expenses are allocated to the segments based on usage, with shared expenses apportioned based on the segment's percentage of consolidated revenue. Refer to the table on the following page for a reconciliation of net income to EBITDA and Segment EBITDA.





The following unaudited table reconciles Net Income to EBITDA and Segment EBITDA:
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2019
 
2018
 
2019
 
2018
(In thousands)
 
 
 
 
 
 
 
Net income
$
152,105

 
$
157,866

 
$
251,168

 
$
310,629

Less: net income attributable to continuing noncontrolling interest
1,352

 
859

 
2,367

 
662

Less: net income attributable to discontinued noncontrolling interest
192

 

 
192

 

Net income attributable to LKQ stockholders
150,561

 
157,007

 
248,609

 
309,967

Subtract:
 
 
 
 
 
 
 
Net income from discontinued operations
398

 

 
398

 

Net income attributable to discontinued noncontrolling interest
(192
)
 

 
(192
)
 

Net income from continuing operations attributable to LKQ stockholders
150,355

 
157,007

 
248,403

 
309,967

Add:
 
 
 
 
 
 
 
Depreciation and amortization
70,834

 
63,163

 
141,836

 
119,621

Depreciation and amortization - cost of goods sold
5,320

 
5,275

 
10,525

 
9,883

Interest expense, net of interest income
35,884

 
38,272

 
71,973

 
66,787

Provision for income taxes
55,825

 
60,775

 
107,375

 
110,359

Earnings before interest, taxes, depreciation and amortization (EBITDA)
318,218


324,492


580,112


616,617

Subtract:
 
 
 
 
 
 
 
Equity in earnings (losses) of unconsolidated subsidiaries
1,572

 
546

 
(37,977
)
 
1,958

Gains on bargain purchase

 
328

 

 
328

Add:
 
 
 
 
 
 
 
Restructuring and acquisition related expenses
8,377

 
15,878

 
11,684

 
19,932

Inventory step-up adjustment - acquisition related

 

 

 
403

Impairment of net assets held for sale
33,497

 
2,438

 
48,520

 
2,438

Change in fair value of contingent consideration liabilities
176

 
37

 
296

 
83

Segment EBITDA
$
358,696


$
341,971

 
$
678,589

 
$
637,187

 
 
 
 
 
 
 
 
Net income from continuing operations attributable to LKQ stockholders as a percentage of revenue
4.6
%
 
5.2
%
 
3.9
%
 
5.4
%
 
 
 
 
 
 
 
 
EBITDA as a percentage of revenue
9.8
%
 
10.7
%
 
9.1
%
 
10.7
%
 
 
 
 
 
 
 
 
Segment EBITDA as a percentage of revenue
11.0
%
 
11.3
%
 
10.7
%
 
11.1
%

We have presented EBITDA solely as a supplemental disclosure that offers investors, securities analysts and other interested parties useful information to evaluate our operating performance and the value of our business. We calculate EBITDA as net income, less net income (loss) attributable to continuing and discontinued noncontrolling interest, excluding discontinued operations and discontinued noncontrolling interest, depreciation, amortization, interest and income tax expense. EBITDA provides insight into our profitability trends and allows management and investors to analyze our operating results with the impact of continuing noncontrolling interest and without the impact of discontinued noncontrolling interest, discontinued operations, depreciation, amortization, interest and income tax expense. We believe EBITDA is used by investors, securities analysts and other interested parties in evaluating the operating performance and the value of other companies, many of which present EBITDA when reporting their results.

We have presented Segment EBITDA solely as a supplemental disclosure that offers investors, securities analysts and other interested parties useful information to evaluate our segment profit and loss and underlying trends in our ongoing operations. We calculate Segment EBITDA as EBITDA excluding restructuring and acquisition related expenses, change in fair value of contingent consideration liabilities, other gains and losses related to acquisitions, equity method investments, or divestitures, equity in losses and earnings of unconsolidated subsidiaries and impairment charges. Our chief operating decision maker, who is our Chief Executive Officer, uses Segment EBITDA as the key measure of our segment profit or loss. We use Segment EBITDA to compare profitability among our segments and evaluate business strategies. This financial measure is included in the metrics used to determine incentive compensation for our senior management. Segment EBITDA includes revenue and expenses that are controllable by the segment. Corporate and administrative expenses are allocated to the segments based on usage, with shared expenses apportioned based on the segment's percentage of consolidated revenue.

EBITDA and Segment EBITDA should not be construed as alternatives to operating income, net income or net cash provided by operating activities, as determined in accordance with accounting principles generally accepted in the United States. In addition, not all companies that report EBITDA or Segment EBITDA information calculate EBITDA or Segment EBITDA in the same manner as we do and, accordingly, our calculations are not necessarily comparable to similarly-named measures of other companies and may not be appropriate measures for performance relative to other companies.




The following unaudited table reconciles Net Income and Diluted Earnings per Share to Adjusted Net Income from Continuing Operations Attributable to LKQ Stockholders and Adjusted Diluted Earnings per Share from Continuing Operations Attributable to LKQ Stockholders, respectively:
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2019
 
2018
 
2019
 
2018
(In thousands, except per share data)
 
 
 
 
 
 
 
Net income
$
152,105

 
$
157,866

 
$
251,168

 
$
310,629

  Less: net income attributable to continuing noncontrolling interest
1,352

 
859

 
2,367

 
662

  Less: net income attributable to discontinued noncontrolling interest
192



 
192

 

Net income attributable to LKQ stockholders
150,561

 
157,007

 
248,609

 
309,967

Subtract:
 
 
 
 
 
 
 
Net income from discontinued operations
398

 

 
398

 

Net income attributable to discontinued noncontrolling interest
(192
)
 

 
(192
)
 

Net income from continuing operations attributable to LKQ stockholders
150,355

 
157,007

 
248,403

 
309,967

Adjustments - continuing operations attributable to LKQ stockholders:
 
 
 
 
 
 
 
Amortization of acquired intangibles
31,023

 
27,668

 
62,935

 
49,930

Restructuring and acquisition related expenses
8,377

 
15,878

 
11,684

 
19,932

Inventory step-up adjustment – acquisition related

 

 

 
403

Change in fair value of contingent consideration liabilities
176

 
37

 
296

 
83

Gains on bargain purchase

 
(328
)
 

 
(328
)
Impairment of net assets held for sale
33,497

 
2,438

 
48,520

 
2,438

Impairment of Mekonomen equity method investment

 

 
39,551

 

Excess tax benefit from stock-based payments
(174
)
 
(551
)
 
(278
)
 
(3,192
)
Tax effect of adjustments
(19,198
)
 
(10,145
)
 
(30,927
)
 
(17,104
)
Adjusted net income from continuing operations attributable to LKQ stockholders
$
204,056

 
$
192,004

 
$
380,184

 
$
362,129

 
 
 
 
 
 
 
 
Weighted average diluted common shares outstanding
312,719

 
314,012

 
314,360

 
312,688

 
 
 
 
 
 
 
 
Diluted earnings per share from continuing operations attributable to LKQ stockholders
 
 
 
 
 
 
 
Reported
$
0.48

 
$
0.50

 
$
0.79

 
$
0.99

 
 
 
 
 
 
 
 
Adjusted
$
0.65

 
$
0.61

 
$
1.21

 
$
1.16


We have presented Adjusted Net Income and Adjusted Diluted Earnings per Share from Continuing Operations Attributable to LKQ Stockholders as we believe these measures are useful for evaluating the core operating performance of our continuing business across reporting periods and in analyzing our historical operating results. We define Adjusted Net Income and Adjusted Diluted Earnings per Share from Continuing Operations Attributable to LKQ Stockholders as Net Income and Diluted Earnings per Share adjusted to eliminate the impact of continuing and discontinued noncontrolling interest, discontinued operations, restructuring and acquisition related expenses, amortization expense related to acquired intangibles, the change in fair value of contingent consideration liabilities, other gains and losses related to acquisitions, equity method investments, or divestitures, impairment charges, excess tax benefits and deficiencies from stock-based payments and any tax effect of these adjustments. The tax effect of these adjustments is calculated using the effective tax rate for the applicable period or for certain discrete items the specific tax expense or benefit for the adjustment. Given the variability and volatility of the amount and frequency of costs related to acquisitions, management believes that these costs are not normal operating expenses and should be adjusted in our calculation of Adjusted Net Income from Continuing Operations Attributable to LKQ Stockholders. These financial measures are used by management in its decision making and overall evaluation of our operating performance and are included in the metrics used to determine incentive compensation for our senior management. Adjusted Net Income and Adjusted Diluted Earnings per Share from Continuing Operations Attributable to LKQ Stockholders should not be construed as alternatives to Net Income or Diluted Earnings per Share as determined in accordance with accounting principles generally accepted in the United States. In addition, not all companies that report measures similar to Adjusted Net Income and Adjusted Diluted Earnings per Share from Continuing Operations Attributable to LKQ Stockholders calculate such measures in the same manner as we do and, accordingly, our calculations are not necessarily comparable to similarly-named measures of other companies and may not be appropriate measures for performance relative to other companies.





The following unaudited table reconciles Forecasted Net Income and Diluted Earnings per Share from Continuing Operations Attributable to LKQ Stockholders to Forecasted Adjusted Net Income from Continuing Operations Attributable to LKQ Stockholders and Adjusted Diluted Earnings per Share from Continuing Operations Attributable to LKQ Stockholders, respectively:
 
Forecasted
 
Fiscal Year 2019
 
Minimum Guidance
 
Maximum Guidance
(In millions, except per share data)
 
 
 
Net income from continuing operations attributable to LKQ stockholders
$
540

 
$
565

Adjustments:
 
 
 
Amortization of acquired intangibles
125

 
125

Restructuring and acquisition related expenses
12

 
12

Impairment of net assets held for sale
49

 
49

Impairment of Mekonomen equity method investment
40

 
40

Other
0

 
0

Tax effect of adjustments
(48
)
 
(48
)
Adjusted net income from continuing operations attributable to LKQ stockholders
$
718

 
$
743

 
 
 
 
Weighted average diluted common shares outstanding
312

 
312

 
 
 
 
Diluted earnings per share from continuing operations attributable to LKQ stockholders:
 
 
 
U.S. GAAP
$
1.73

 
$
1.81

Non-GAAP (Adjusted)
$
2.30

 
$
2.38


We have presented forecasted Adjusted Net Income and forecasted Adjusted Diluted Earnings per Share from Continuing Operations Attributable to LKQ Stockholders in our financial guidance. Refer to the discussion of Adjusted Net Income and Adjusted Diluted Earnings per Share from Continuing Operations Attributable to LKQ Stockholders for details on the calculation of these non-GAAP financial measures. In the calculation of forecasted Adjusted Net Income and forecasted Adjusted Diluted Earnings per Share from Continuing Operations Attributable to LKQ Stockholders, we included estimates of income from continuing operations attributable to LKQ stockholders, amortization of acquired intangibles for the full fiscal year 2019 and the related tax effect; we included for all other components the amounts incurred through June 30, 2019.




The following unaudited table reconciles Net Cash Provided by Operating Activities to Free Cash Flow:
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2019
 
2018
 
2019
 
2018
(In thousands)
 
 
 
 
 
 
 
Net cash provided by operating activities
$
461,179

 
$
183,506

 
$
638,404

 
$
328,669

Less: purchases of property, plant and equipment
48,252

 
53,232

 
101,268

 
115,421

Free cash flow
$
412,927

 
$
130,274

 
$
537,136

 
$
213,248


We have presented free cash flow solely as a supplemental disclosure that offers investors, securities analysts and other interested parties useful information to evaluate our liquidity. We calculate free cash flow as net cash provided by operating activities, less purchases of property, plant and equipment. Free cash flow provides insight into our liquidity and provides useful information to management and investors concerning our cash flow available to meet future debt service obligations and working capital requirements, make strategic acquisitions and repurchase stock. We believe free cash flow is used by investors, securities analysts and other interested parties in evaluating the liquidity of other companies, many of which present free cash flow when reporting their results. This financial measure is included in the metrics used to determine incentive compensation for our senior management. Free cash flow should not be construed as an alternative to net cash provided by operating activities, as determined in accordance with accounting principles generally accepted in the United States. In addition, not all companies that report free cash flow information calculate free cash flow in the same manner as we do and, accordingly, our calculation is not necessarily comparable to similarly-named measures of other companies and may not be an appropriate measure for liquidity relative to other companies.