AUTONATION, INC. FORM 8-K

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IGDKrjDdiVsnzUM/SeW9eNx6Pi+Le9pf71IFmyon5JdXFVZ171E8RyHbxsxMa+cN wXeSr33qYn/htmmopeU9ng== 0000950144-03-005591.txt : 20030428 0000950144-03-005591.hdr.sgml : 20030428 20030428093001 ACCESSION NUMBER: 0000950144-03-005591 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20030428 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030428 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AUTONATION INC /FL CENTRAL INDEX KEY: 0000350698 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] IRS NUMBER: 731105145 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13107 FILM NUMBER: 03665703 BUSINESS ADDRESS: STREET 1: 110 SE 6TH ST CITY: FT LAUDERDALE STATE: FL ZIP: 33301 BUSINESS PHONE: 9547696000 MAIL ADDRESS: STREET 1: 110 SE 6TH ST CITY: FT LAUDERDALE STATE: FL ZIP: 33301 FORMER COMPANY: FORMER CONFORMED NAME: REPUBLIC RESOURCES CORP DATE OF NAME CHANGE: 19900226 FORMER COMPANY: FORMER CONFORMED NAME: REPUBLIC WASTE INDUSTRIES INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: REPUBLIC INDUSTRIES INC DATE OF NAME CHANGE: 19951215 8-K 1 g82373e8vk.htm AUTONATION, INC. FORM 8-K AUTONATION, INC. FORM 8-K

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) April 28, 2003

AUTONATION, INC.

(Exact Name Of Registrant As Specified In Its Charter)


DELAWARE	1-13107	73-1105145

(State Or Other Jurisdiction Of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

110 S.E. 6th Street
Ft. Lauderdale, Florida 33301

(Address Of Principal Executive Offices, Including Zip Code)

Registrant’s Telephone Number, Including Area Code (954) 769-6000

(Former Name Or Former Address, If Changed Since Last Report)

ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS


99.1		Press Release of AutoNation, Inc., dated April 28, 2003.

99.2		AutoNation, Inc. Quarterly Financial Data Supplement for the quarter ended March 31, 2003.

ITEM 9. INFORMATION FURNISHED UNDER ITEM 12 (RESULTS OF OPERATIONS AND FINANCIAL CONDITION)

On April 28, 2003, AutoNation, Inc. (the “Company”) issued a press release announcing its results of operations for the fiscal quarter ended March 31, 2003. Copies of the press release and the Company’s Quarterly Financial Data Supplement for the quarter ended March 31, 2003 are attached as exhibits hereto and are incorporated herein by reference.

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.


		AUTONATION, INC. (Registrant)


		By: /s/ Jonathan P. Ferrando

		Jonathan P. Ferrando Senior Vice President, General Counsel and Secretary
Dated: April 28, 2003

INDEX TO EXHIBITS


Exhibit		Exhibit
Number		Description

99.1		Press Release of AutoNation, Inc., dated April 28, 2003.

99.2		AutoNation, Inc. Quarterly Financial Data Supplement for the quarter ended March 31, 2003.

4 EX-99.1 3 g82373exv99w1.txt EX-99.1 PRESS RELASE EXHIBIT 99.1 FOR IMMEDIATE RELEASE CONTACT: MARC CANNON (954) 769-3146 cannonm@autonation.com AUTONATION REPORTS FIRST-QUARTER NET INCOME FROM CONTINUING OPERATIONS OF $0.72 PER SHARE o Excluding Benefit from Recent IRS Settlement, Record First-Quarter EPS from Continuing Operations of $0.29 Compared to $0.28 for the Period a Year Ago o $0.29 Exceeds The Analysts' Consensus Estimate of $0.27 o Fifth Consecutive Quarter of Record EPS FORT LAUDERDALE, FLA. (APRIL 28, 2003) -- AUTONATION, INC. (NYSE: AN), America's largest retailer of both new and used vehicles, today reported first-quarter net income from continuing operations of $211.9 million, or $0.72 per share, on revenue of $4.5 billion for the period ending March 31, 2003. The Company offset lower revenue and gross profit with a benefit resulting from the previously announced settlement with the Internal Revenue Service, continued share repurchases and lower operating expenses. The results compare with 2002 first-quarter net income from continuing operations of $91.7 million, or $0.28 per share, on revenue of $4.8 billion. The 2003 first quarter results include a benefit of $127.5 million, or $0.43 per share, resulting from the settlement with the IRS of the tax treatment of certain Company transactions in 1997 and 1999. As a result of the tax settlement, the Company expects to incur pre-tax interest expense of $20 million or $0.04 per share for the full year, of which $1.9 million was incurred in the first quarter. The impact of the tax settlement is included in net income from continuing operations for the period. Excluding only the $127.5 million benefit, net income from continuing operations would have been $84.4 million, or a record first-quarter earnings per share from continuing operations of $0.29 per share, which exceeds first-quarter earnings per share of $0.28 for the period a year ago. Mike Jackson, Chairman and Chief Executive Officer of AutoNation, stated, "AutoNation's scale, coupled with the resiliency of our business model, allowed our Company to perform despite a challenging economy." The Company's first-quarter net income was impacted by two non-operating events. First, a loss from discontinued operations of $12.3 million after-tax, or $0.04 per share, due to a previously announced agreement with ANC Rental Corporation and its unsecured creditors' committee. As a result of the agreement, AutoNation's remaining after-tax exposure to ANC could be up to $12.0 million. Second, a charge of $14.6 million after-tax, or $0.05 per share, for the cumulative effect from an accounting change adopted in accordance with rules recently issued by the Emerging Issues Task Force (EITF). The accounting change relates primarily to floorplan assistance and took effect January 1, 2003. Including these items, the Company's 2003 first-quarter net income was $185.0 million, or $0.63 per share. Other highlights in the first quarter included: o The repurchase of over five percent of the Company's outstanding shares, or 16.6 million shares, at a cost of $204.6 million. o A five percent reduction in selling, general and administrative expenses that contributed to a 10-basis point improvement in operating margin to 3.8 percent. o The acquisition of twelve new vehicle franchises representing collective annual revenue of approximately $270 million. The closed acquisitions include the previously announced Vista Automotive Group, with six franchises in Corpus Christi, Texas, and Jim McNatt Honda of Dallas, Texas. Also included is a Pontiac GMC dealership in Houston, Texas and a Pontiac Buick GMC dealership in Hawthorne, California. --MORE-- Looking ahead, Jackson said, "We believe that the automotive retail environment will continue to be challenging. We will continue to focus on cost reductions, operational improvements and efficient allocation of our capital. After considering all of these factors, we are maintaining our outlook for full-year earnings per share from continuing operations excluding the impact of the tax settlement." The Company's earnings outlook, excluding the impact of the tax settlement, remains unchanged. However, in order to reflect the expected ongoing interest expense associated with the tax settlement of $0.04 per share for 2003, the Company is updating its full-year earnings guidance. As a result, the Company's previously announced estimate for full-year 2003 earnings per share from continuing operations of $1.25 to $1.30 (which did not reflect the impact of the tax settlement) is being adjusted to $1.21 to $1.26 per share. For the 2003 second quarter, the Company anticipates earnings per share of $0.29 to $0.31. On a GAAP basis for the full-year, the Company anticipates earnings per share from continuing operations of $1.64 to $1.69, which includes the impact of the Company's tax settlement. The reconciliation of the Company's earnings estimate is set forth in the table below: Original full-year guidance $1.25 - $1.30 Full-year impact of interest related to IRS settlement ($0.04) ------------- Adjusted full-year guidance $1.21 - $1.26 Income tax benefit from IRS settlement $0.43 ------------- Expected 2003 full-year GAAP EPS from continuing operations $1.64 - $1.69 ============= AutoNation will discuss its 2003 first-quarter results, its outlook and supporting assumptions later this morning during a 10 a.m., Eastern Time, conference call. To listen live to the conference call, dial 800-230-1766 or listen via the audio webcast offered at HTTP://CORP.AUTONATION.COM by clicking on its webcast link. A replay of the conference call will be available after 4:30 p.m., Eastern Time, through May 5, 2003. Replays can be accessed by calling 800-475-6701 (access code 681672) or by visiting the "Investors" section of HTTP://CORP.AUTONATION.COM. ABOUT AUTONATION, INC. AutoNation, Inc., headquartered in Fort Lauderdale, Fla., is America's largest retailer of both new and used vehicles. Ranked No. 93 on the 2003 FORTUNE 500 and a component of the Standard and Poor's 500 Index, AutoNation employs approximately 28,500 people and owns and operates 373 new vehicle franchises in 17 states. For additional information, please visit HTTP://CORP.AUTONATION.COM or WWW.AUTONATION.COM, where more than 100,000 vehicles are available for sale. FORWARD-LOOKING STATEMENTS Certain statements and information included in this release constitute "forward-looking statements" within the meaning of the Federal Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied in such forward-looking statements. Additional discussion of factors that could cause actual results to differ materially from management's projections, estimates and expectations is contained in the Company's SEC filings. The Company undertakes no duty to update its forward-looking statements, including its earnings outlook. This release contains certain non-GAAP financial measures as defined under SEC rules, including net income from continuing operations excluding the first-quarter tax benefit. The Company believes such non-GAAP financial measures improve the transparency of the Company's disclosure, 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. As required by SEC rules, the Company has provided reconciliations of those measures to the most directly comparable GAAP measures, which are set forth in the attachments to this release. ### EX-99.2 4 g82373exv99w2.txt EX-99.2 AUTONATION QUARTERLY FINANCIAL DATA EXHIBIT 99.2 AUTONATION, INC. UNAUDITED CONSOLIDATED INCOME STATEMENTS ($ in millions, except per share data) Three Months Ended March 31, ---------------------------- 2003 2002 --------- --------- Revenue: New vehicle $ 2,609.5 $ 2,813.1 Used vehicle 906.7 947.0 Parts and service 599.4 611.9 Finance and insurance 122.2 121.1 Other 221.5 257.6 --------- --------- Total revenue 4,459.3 4,750.7 --------- --------- Cost of operations: New vehicle 2,412.5 2,591.2 Used vehicle 803.1 838.5 Parts and service 338.7 347.1 Other 196.9 234.0 --------- --------- Total cost of operations 3,751.2 4,010.8 --------- --------- Gross profit 708.1 739.9 Selling, general and administrative expenses 523.0 548.1 Depreciation 16.9 15.7 Amortization 0.6 0.6 Loan and lease underwriting income, net (2.9) (0.2) Other losses 0.3 0.4 --------- --------- Operating income 170.2 175.3 Floorplan interest expense (19.5) (18.2) Interest expense - IRS settlement (1.9) -- Other interest expense (13.7) (11.7) Interest income 1.1 3.3 Other income (expense) 1.1 (0.2) --------- --------- Income from continuing operations before income taxes 137.3 148.5 Provision for income taxes 52.9 56.8 Income tax benefit from IRS settlement (127.5) -- --------- --------- Net income from continuing operations 211.9 91.7 Loss from discontinued operations, net of income taxes (12.3) -- --------- --------- Net income before cumulative effect of accounting change 199.6 91.7 Cumulative effect of accounting change, net of income taxes (14.6) -- --------- --------- Net income $ 185.0 $ 91.7 ========= ========= Diluted earnings per share: Continuing operations $ 0.72 $ 0.28 Discontinued operations (0.04) -- Cumulative effect of accounting change (0.05) -- --------- --------- Net income $ 0.63 $ 0.28 ========= ========= Weighted average common and common equivalent shares outstanding 294.2 325.9 ========= ========= Common shares outstanding 282.5 320.8 ========= ========= 1 AUTONATION, INC. UNAUDITED SUPPLEMENTARY DATA ($ in millions, except gross profit per vehicle data)
OPERATING HIGHLIGHTS Three Months Ended March 31, ------------------------------------------------------------ 2003 2002 $ Variance % Variance ---------- ---------- ---------- ---------- Revenue: New vehicle $ 2,609.5 $ 2,813.1 $ (203.6) (7.2) Used vehicle 906.7 947.0 (40.3) (4.3) Parts and service 599.4 611.9 (12.5) (2.0) Finance and insurance 122.2 121.1 1.1 0.9 Other 221.5 257.6 (36.1) (14.0) ---------- ---------- ---------- $ 4,459.3 $ 4,750.7 $ (291.4) (6.1) ========== ========== ========== Gross profit: New vehicle $ 197.0 $ 221.9 $ (24.9) (11.2) Used vehicle 103.6 108.5 (4.9) (4.5) Parts and service 260.7 264.8 (4.1) (1.5) Finance and insurance 122.2 121.1 1.1 0.9 Other 24.6 23.6 1.0 4.2 ---------- ---------- ---------- 708.1 739.9 (31.8) (4.3) Selling, general and administrative expenses 523.0 548.1 25.1 4.6 Depreciation 16.9 15.7 (1.2) Amortization 0.6 0.6 -- Loan and lease underwriting income, net (2.9) (0.2) 2.7 Other losses 0.3 0.4 0.1 ---------- ---------- ---------- Operating income 170.2 175.3 (5.1) (2.9) Floorplan interest expense (19.5) (18.2) (1.3) (7.1) Interest expense - IRS settlement (1.9) -- (1.9) Other interest expense (13.7) (11.7) (2.0) (17.1) Interest income 1.1 3.3 (2.2) (66.7) Other income (expense) 1.1 (0.2) 1.3 ---------- ---------- ---------- Income from continuing operations before income taxes $ 137.3 $ 148.5 $ (11.2) (7.5) ========== ========== ========== Retail vehicle sales: New 93,782 103,807 (10,025) (9.7) Used 59,716 62,825 (3,109) (4.9) ---------- ---------- ---------- 153,498 166,632 (13,134) (7.9) ========== ========== ========== Gross profit per vehicle retailed: New $ 2,101 $ 2,138 $ (37) (1.7) Used $ 1,735 $ 1,727 $ 8 0.5 Finance and insurance $ 796 $ 727 $ 69 9.5

OPERATING PERCENTAGES Three Months Ended March 31, ---------------------------- % 2003 % 2002 ---------- ---------- Revenue mix percentages: New vehicle 58.5 59.2 Used vehicle 20.3 19.9 Parts and service 13.4 12.9 Finance and insurance 2.7 2.6 Other 5.1 5.4 ---------- ---------- 100.0 100.0 ========== ========== Operating items as a percentage of revenue: Gross profit: New vehicle 7.5 7.9 Used vehicle 11.4 11.5 Parts and service 43.5 43.3 Finance and insurance 100.0 100.0 Other 11.1 9.2 Total 15.9 15.6 Selling, general and administrative expenses 11.7 11.5 Operating income 3.8 3.7 Operating items as a percentage of total gross profit: Selling, general and administrative expenses 73.9 74.1 Operating income 24.0 23.7
2 AUTONATION, INC. UNAUDITED SUPPLEMENTARY DATA, Continued ($ in millions)
CASH FLOW INFORMATION Three Months Ended March 31, ----------------------------- 2003 2002 ------- ------- Capital expenditures, excluding property operating lease buy-outs $ 23.9 $ 28.7 Property operating lease buy-outs $ 8.8 $ -- Stock repurchases $ 204.6 $ 35.9 Acquisitions $ 45.1 $ 127.7 Proceeds from exercises of stock options $ 12.9 $ 20.2

FLOORPLAN ASSISTANCE AND EXPENSE Three Months Ended March 31, ---------------------------------------- 2003 2002 Variance ---- ---- -------- Floorplan assistance (included in cost of operations) $28.4 $29.4 $(1.0) Floorplan interest expense (19.5) (18.2) (1.3) ----- ----- ----- Net inventory carrying benefit (cost) $ 8.9 $11.2 $(2.3) ===== ===== =====

BALANCE SHEET AND OTHER HIGHLIGHTS March 31, 2003 December 31, 2002 March 31, 2002 -------------- ----------------- -------------- Cash and cash equivalents $ 185.7 $ 176.2 $ 105.5 Inventory $ 2,803.5 $ 2,598.4 $ 2,363.1 Floorplan notes payable $ 2,563.2 $ 2,302.5 $ 2,031.0 Non-vehicle debt $ 712.0 $ 651.3 $ 653.5 Equity $ 3,901.4 $ 3,910.2 $ 3,903.0 Days supply (trailing 30 days): New 79 days 79 days 58 days Used 33 days 40 days 37 days

COMPARABLE BASIS RECONCILIATION Net Income Diluted Earnings Per Share ------------------------------ ----------------------------- Three Months Ended March 31, Three Months Ended March 31, ------------------------------ ------------------------------ 2003 2002 2003 2002 -------- -------- -------- -------- Net income, as reported $ 185.0 $ 91.7 $ 0.63 $ 0.28 Discontinued operations 12.3 -- 0.04 -- Cumulative effect of accounting change 14.6 -- 0.05 -- -------- -------- -------- -------- Net income from continuing operations, as reported 211.9 91.7 0.72 0.28 Income tax benefit from IRS settlement (127.5) -- (0.43) -- -------- -------- -------- -------- Net income, excluding income tax benefit from IRS Settlement $ 84.4 $ 91.7 $ 0.29 $ 0.28 ======== ======== ======== ========
3 AUTONATION, INC. UNAUDITED SAME STORE DATA ($ in millions, except gross margin per vehicle data)
OPERATING HIGHLIGHTS Three Months Ended March 31, ------------------------------------------------------------------------------ 2003 2002 $ Variance % Variance ---------- ---------- ---------- ---------- Revenue: New vehicle $ 2,547.0 $ 2,792.7 $ (245.7) (8.8) Used vehicle 884.6 937.4 (52.8) (5.6) Parts and service 583.0 602.9 (19.9) (3.3) Finance and insurance 119.5 119.8 (0.3) (0.3) Other 208.5 249.7 (41.2) (16.5) ---------- ---------- ---------- $ 4,342.6 $ 4,702.5 $ (359.9) (7.7) ========== ========== ========== Gross profit: New vehicle $ 192.3 $ 220.4 $ (28.1) (12.7) Used vehicle 101.5 107.7 (6.2) (5.8) Parts and service 253.0 260.8 (7.8) (3.0) Finance and insurance 119.5 119.8 (0.3) (0.3) Other 19.9 20.9 (1.0) (4.8) ---------- ---------- ---------- $ 686.2 $ 729.6 $ (43.4) (5.9) ========== ========== ========== Store selling, general and administrative expense $ 471.5 $ 503.9 $ 32.4 6.4 ========== ========== ========== Retail vehicle sales: New 91,957 102,998 (11,041) (10.7) Used 58,511 62,031 (3,520) (5.7) ---------- ---------- ---------- 150,468 165,029 (14,561) (8.8) ========== ========== ========== Gross profit per vehicle retailed: New $ 2,091 $ 2,140 $ (49) (2.3) Used $ 1,735 $ 1,736 $ (1) (0.1) Finance and insurance $ 794 $ 726 $ 68 9.4

OPERATING PERCENTAGES Three Months Ended March 31, ----------------------------- % 2003 % 2002 ------ ------ Revenue mix percentages: New vehicle 58.7 59.4 Used vehicle 20.4 19.9 Parts and service 13.4 12.8 Finance and insurance 2.8 2.5 Other 4.7 5.4 ----- ----- 100.0 100.0 ===== ===== Operating items as a percentage of revenue: Gross Profit: New vehicle 7.6 7.9 Used vehicle 11.5 11.5 Parts and service 43.4 43.3 Finance and insurance 100.0 100.0 Other 9.5 8.4 Total 15.8 15.5 Store selling, general and administrative expenses 10.9 10.7 Operating items as a percentage of total gross profit: Store selling, general and administrative expenses 68.7 69.1
4 -----END PRIVACY-ENHANCED MESSAGE-----