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Condensed Consolidating Financial Information (Tables) | 6 Months Ended
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Jun. 30, 2015
Condensed Consolidating Financial Information |
CONDENSED CONSOLIDATING BALANCE SHEET | CONDENSED CONSOLIDATING BALANCE SHEET June 30, 2015
|  | Total Company |  | Eliminations |  | Penske Automotive Group |  | Guarantor Subsidiaries |  | Non-Guarantor Subsidiaries |
|  | (In millions) |
Cash and cash equivalents |  | $ | 36.7 |  | $ | — |  | $ | — |  | $ | — |  | $ | 36.7 |
Accounts receivable, net |  | 738.8 |  | (422.0 | ) | 422.0 |  | 354.3 |  | 384.5 |
Inventories |  | 3,055.4 |  | — |  | — |  | 1,579.9 |  | 1,475.5 |
Other current assets |  | 107.0 |  | — |  | 2.8 |  | 36.5 |  | 67.7 |
Assets held for sale |  | 45.7 |  | — |  | — |  | 11.3 |  | 34.4 |
Total current assets |  | 3,983.6 |  | (422.0 | ) | 424.8 |  | 1,982.0 |  | 1,998.8 |
Property and equipment, net |  | 1,378.3 |  | — |  | 4.3 |  | 771.8 |  | 602.2 |
Intangible assets |  | 1,684.0 |  | — |  | — |  | 833.7 |  | 850.3 |
Equity method investments |  | 359.0 |  | — |  | 294.0 |  | — |  | 65.0 |
Other long-term assets |  | 29.0 |  | (2,125.6 | ) | 2,139.0 |  | 1.1 |  | 14.5 |
Total assets |  | $ | 7,433.9 |  | $ | (2,547.6 | ) | $ | 2,862.1 |  | $ | 3,588.6 |  | $ | 3,530.8 |
Floor plan notes payable |  | $ | 2,004.9 |  | $ | — |  | $ | — |  | $ | 1,195.1 |  | $ | 809.8 |
Floor plan notes payable — non-trade |  | 1,042.8 |  | — |  | 150.8 |  | 343.5 |  | 548.5 |
Accounts payable |  | 502.1 |  | — |  | 3.3 |  | 150.1 |  | 348.7 |
Accrued expenses |  | 329.3 |  | (422.0 | ) | 1.0 |  | 148.1 |  | 602.2 |
Current portion of long-term debt |  | 31.2 |  | — |  | — |  | 6.9 |  | 24.3 |
Liabilities held for sale |  | 29.9 |  | — |  | — |  | 7.5 |  | 22.4 |
Total current liabilities |  | 3,940.2 |  | (422.0 | ) | 155.1 |  | 1,851.2 |  | 2,355.9 |
Long-term debt |  | 1,130.8 |  | (270.8 | ) | 928.0 |  | 111.6 |  | 362.0 |
Deferred tax liabilities |  | 391.4 |  | — |  | — |  | 366.7 |  | 24.7 |
Other long-term liabilities |  | 192.5 |  | — |  | — |  | 67.9 |  | 124.6 |
Total liabilities |  | 5,654.9 |  | (692.8 | ) | 1,083.1 |  | 2,397.4 |  | 2,867.2 |
Total equity |  | 1,779.0 |  | (1,854.8 | ) | 1,779.0 |  | 1,191.2 |  | 663.6 |
Total liabilities and equity |  | $ | 7,433.9 |  | $ | (2,547.6 | ) | $ | 2,862.1 |  | $ | 3,588.6 |  | $ | 3,530.8 |
CONDENSED CONSOLIDATING BALANCE SHEET December 31, 2014
|  | Total Company |  | Eliminations |  | Penske Automotive Group |  | Guarantor Subsidiaries |  | Non-Guarantor Subsidiaries |
|  | (In millions) |
Cash and cash equivalents |  | $ | 36.3 |  | $ | — |  | $ | — |  | $ | — |  | $ | 36.3 |
Accounts receivable, net |  | 701.4 |  | (409.6 | ) | 409.6 |  | 392.6 |  | 308.8 |
Inventories |  | 2,819.2 |  | — |  | — |  | 1,481.5 |  | 1,337.7 |
Other current assets |  | 124.7 |  | — |  | 4.5 |  | 58.3 |  | 61.9 |
Assets held for sale |  | 186.6 |  | — |  | — |  | 150.9 |  | 35.7 |
Total current assets |  | 3,868.2 |  | (409.6 | ) | 414.1 |  | 2,083.3 |  | 1,780.4 |
Property and equipment, net |  | 1,328.8 |  | — |  | 4.3 |  | 754.6 |  | 569.9 |
Intangible assets |  | 1,652.0 |  | — |  | — |  | 817.9 |  | 834.1 |
Equity method investments |  | 352.8 |  | — |  | 285.5 |  | — |  | 67.3 |
Other long-term assets |  | 26.4 |  | (1,990.8 | ) | 2,005.0 |  | 4.4 |  | 7.8 |
Total assets |  | $ | 7,228.2 |  | $ | (2,400.4 | ) | $ | 2,708.9 |  | $ | 3,660.2 |  | $ | 3,259.5 |
Floor plan notes payable |  | $ | 1,812.6 |  | $ | — |  | $ | — |  | $ | 1,102.0 |  | $ | 710.6 |
Floor plan notes payable — non-trade |  | 920.5 |  | — |  | 86.8 |  | 398.1 |  | 435.6 |
Accounts payable |  | 417.6 |  | — |  | 2.9 |  | 208.3 |  | 206.4 |
Accrued expenses |  | 310.3 |  | (409.6 | ) | — |  | 123.3 |  | 596.6 |
Current portion of long-term debt |  | 36.6 |  | — |  | — |  | 4.6 |  | 32.0 |
Liabilities held for sale |  | 132.7 |  | — |  | — |  | 105.9 |  | 26.8 |
Total current liabilities |  | 3,630.3 |  | (409.6 | ) | 89.7 |  | 1,942.2 |  | 2,008.0 |
Long-term debt |  | 1,316.0 |  | (247.0 | ) | 938.0 |  | 116.1 |  | 508.9 |
Deferred tax liabilities |  | 409.9 |  | — |  | — |  | 385.6 |  | 24.3 |
Other long-term liabilities |  | 190.8 |  | — |  | — |  | 66.9 |  | 123.9 |
Total liabilities |  | 5,547.0 |  | (656.6 | ) | 1,027.7 |  | 2,510.8 |  | 2,665.1 |
Total equity |  | 1,681.2 |  | (1,743.8 | ) | 1,681.2 |  | 1,149.4 |  | 594.4 |
Total liabilities and equity |  | $ | 7,228.2 |  | $ | (2,400.4 | ) | $ | 2,708.9 |  | $ | 3,660.2 |  | $ | 3,259.5 |
CONDENSED CONSOLIDATING STATEMENT OF INCOME | CONDENSED CONSOLIDATING STATEMENT OF INCOME Three Months Ended June 30, 2015
|  | Total Company |  | Eliminations |  | Penske Automotive Group |  | Guarantor Subsidiaries |  | Non-Guarantor Subsidiaries |
|  | (In millions) |
Revenues |  | $ | 4,904.4 |  | $ | — |  | $ | — |  | $ | 2,609.0 |  | $ | 2,295.4 |
Cost of sales |  | 4,174.8 |  | — |  | — |  | 2,203.6 |  | 1,971.2 |
Gross profit |  | 729.6 |  | — |  | — |  | 405.4 |  | 324.2 |
Selling, general and administrative expenses |  | 551.3 |  | — |  | 5.6 |  | 300.1 |  | 245.6 |
Depreciation |  | 19.2 |  | — |  | 0.4 |  | 10.4 |  | 8.4 |
Operating income |  | 159.1 |  | — |  | (6.0 | ) | 94.9 |  | 70.2 |
Floor plan interest expense |  | (11.0 | ) | — |  | (0.7 | ) | (5.6 | ) | (4.7 | )
Other interest expense |  | (16.4 | ) | — |  | (10.2 | ) | (1.4 | ) | (4.8 | )
Equity in earnings of affiliates |  | 12.0 |  | — |  | 10.5 |  | — |  | 1.5 |
Equity in earnings of subsidiaries |  | — |  | (148.4 | ) | 148.4 |  | — |  | — |
Income from continuing operations before income taxes |  | 143.7 |  | (148.4 | ) | 142.0 |  | 87.9 |  | 62.2 |
Income taxes |  | (47.6 | ) | 49.8 |  | (47.6 | ) | (34.1 | ) | (15.7 | )
Income from continuing operations |  | 96.1 |  | (98.6 | ) | 94.4 |  | 53.8 |  | 46.5 |
(Loss) income from discontinued operations, net of tax |  | (0.4 | ) | 0.4 |  | (0.4 | ) | (0.2 | ) | (0.2 | )
Net income |  | 95.7 |  | (98.2 | ) | 94.0 |  | 53.6 |  | 46.3 |
Other comprehensive income (loss), net of tax |  | 38.3 |  | (37.5 | ) | 38.3 |  | — |  | 37.5 |
Comprehensive income |  | 134.0 |  | (135.7 | ) | 132.3 |  | 53.6 |  | 83.8 |
Less: Comprehensive income attributable to non-controlling interests |  | 1.5 |  | 0.2 |  | (0.2 | ) | — |  | 1.5 |
Comprehensive income attributable to Penske Automotive Group common stockholders |  | $ | 132.5 |  | $ | (135.9 | ) | $ | 132.5 |  | $ | 53.6 |  | $ | 82.3 |
CONDENSED CONSOLIDATING STATEMENT OF INCOME Three Months Ended June 30, 2014
|  | Total Company |  | Eliminations |  | Penske Automotive Group |  | Guarantor Subsidiaries |  | Non-Guarantor Subsidiaries |
|  | (In millions) |
Revenues |  | $ | 4,370.5 |  | $ | — |  | $ | — |  | $ | 2,454.3 |  | $ | 1,916.2 |
Cost of sales |  | 3,715.7 |  | — |  | — |  | 2,064.7 |  | 1,651.0 |
Gross profit |  | 654.8 |  | — |  | — |  | 389.6 |  | 265.2 |
Selling, general and administrative expenses |  | 502.0 |  | — |  | 5.9 |  | 292.8 |  | 203.3 |
Depreciation |  | 17.0 |  | — |  | 0.3 |  | 9.4 |  | 7.3 |
Operating income |  | 135.8 |  | — |  | (6.2 | ) | 87.4 |  | 54.6 |
Floor plan interest expense |  | (11.6 | ) | — |  | (2.4 | ) | (5.3 | ) | (3.9 | )
Other interest expense |  | (12.4 | ) | — |  | (7.4 | ) | (0.4 | ) | (4.6 | )
Equity in earnings of affiliates |  | 10.9 |  | — |  | 9.4 |  | — |  | 1.5 |
Equity in earnings of subsidiaries |  | — |  | (128.3 | ) | 128.3 |  | — |  | — |
Income from continuing operations before income taxes |  | 122.7 |  | (128.3 | ) | 121.7 |  | 81.7 |  | 47.6 |
Income taxes |  | (41.2 | ) | 43.4 |  | (41.2 | ) | (28.0 | ) | (15.4 | )
Income from continuing operations |  | 81.5 |  | (84.9 | ) | 80.5 |  | 53.7 |  | 32.2 |
(Loss) income from discontinued operations, net of tax |  | (7.6 | ) | 7.6 |  | (7.6 | ) | — |  | (7.6 | )
Net income |  | 73.9 |  | (77.3 | ) | 72.9 |  | 53.7 |  | 24.6 |
Other comprehensive income (loss), net of tax |  | 18.8 |  | (18.4 | ) | 18.8 |  | 1.5 |  | 16.9 |
Comprehensive income |  | 92.7 |  | (95.7 | ) | 91.7 |  | 55.2 |  | 41.5 |
Less: Comprehensive income attributable to non-controlling interests |  | 0.9 |  | — |  | — |  | — |  | 0.9 |
Comprehensive income attributable to Penske Automotive Group common stockholders |  | $ | 91.8 |  | $ | (95.7 | ) | $ | 91.7 |  | $ | 55.2 |  | $ | 40.6 |
CONDENSED CONSOLIDATING STATEMENT OF INCOME Six Months Ended June 30, 2015
|  | Total Company |  | Eliminations |  | Penske Automotive Group |  | Guarantor Subsidiaries |  | Non-Guarantor Subsidiaries |
|  | (In millions) |
Revenues |  | $ | 9,375.5 |  | $ | — |  | $ | — |  | $ | 4,957.3 |  | $ | 4,418.2 |
Cost of sales |  | 7,957.2 |  | — |  | — |  | 4,175.2 |  | 3,782.0 |
Gross profit |  | 1,418.3 |  | — |  | — |  | 782.1 |  | 636.2 |
Selling, general and administrative expenses |  | 1,085.8 |  | — |  | 12.3 |  | 593.3 |  | 480.2 |
Depreciation |  | 37.8 |  | — |  | 0.8 |  | 20.6 |  | 16.4 |
Operating income |  | 294.7 |  | — |  | (13.1 | ) | 168.2 |  | 139.6 |
Floor plan interest expense |  | (21.1 | ) | — |  | (1.4 | ) | (10.8 | ) | (8.9 | )
Other interest expense |  | (32.7 | ) | — |  | (20.0 | ) | (2.7 | ) | (10.0 | )
Equity in earnings of affiliates |  | 18.7 |  | — |  | 16.3 |  | — |  | 2.4 |
Equity in earnings of subsidiaries |  | — |  | (275.4 | ) | 275.4 |  | — |  | — |
Income from continuing operations before income taxes |  | 259.6 |  | (275.4 | ) | 257.2 |  | 154.7 |  | 123.1 |
Income taxes |  | (86.4 | ) | 92.6 |  | (86.4 | ) | (62.4 | ) | (30.2 | )
Income from continuing operations |  | 173.2 |  | (182.8 | ) | 170.8 |  | 92.3 |  | 92.9 |
(Loss) income from discontinued operations, net of tax |  | (1.6 | ) | 1.6 |  | (1.6 | ) | (1.3 | ) | (0.3 | )
Net income |  | 171.6 |  | (181.2 | ) | 169.2 |  | 91.0 |  | 92.6 |
Other comprehensive income (loss), net of tax |  | (16.8 | ) | 14.8 |  | (16.8 | ) | — |  | (14.8 | )
Comprehensive income |  | 154.8 |  | (166.4 | ) | 152.4 |  | 91.0 |  | 77.8 |
Less: Comprehensive income attributable to non-controlling interests |  | 1.6 |  | 0.8 |  | (0.8 | ) | — |  | 1.6 |
Comprehensive income attributable to Penske Automotive Group common stockholders |  | $ | 153.2 |  | $ | (167.2 | ) | $ | 153.2 |  | $ | 91.0 |  | $ | 76.2 |
CONDENSED CONSOLIDATING STATEMENT OF INCOME Six Months Ended June 30, 2014
|  | Total Company |  | Eliminations |  | Penske Automotive Group |  | Guarantor Subsidiaries |  | Non-Guarantor Subsidiaries |
|  | (In millions) |
Revenues |  | $ | 8,385.7 |  | $ | — |  | $ | — |  | $ | 4,612.1 |  | $ | 3,773.6 |
Cost of sales |  | 7,116.9 |  | — |  | — |  | 3,875.7 |  | 3,241.2 |
Gross profit |  | 1,268.8 |  | — |  | — |  | 736.4 |  | 532.4 |
Selling, general and administrative expenses |  | 979.2 |  | — |  | 11.7 |  | 570.2 |  | 397.3 |
Depreciation |  | 33.1 |  | — |  | 0.6 |  | 18.3 |  | 14.2 |
Operating income |  | 256.5 |  | — |  | (12.3 | ) | 147.9 |  | 120.9 |
Floor plan interest expense |  | (22.7 | ) | — |  | (4.8 | ) | (10.3 | ) | (7.6 | )
Other interest expense |  | (24.8 | ) | — |  | (14.5 | ) | (0.9 | ) | (9.4 | )
Equity in earnings of affiliates |  | 16.0 |  | — |  | 13.6 |  | — |  | 2.4 |
Equity in earnings of subsidiaries |  | — |  | (241.7 | ) | 241.7 |  | — |  | — |
Income from continuing operations before income taxes |  | 225.0 |  | (241.7 | ) | 223.7 |  | 136.7 |  | 106.3 |
Income taxes |  | (75.9 | ) | 82.0 |  | (76.0 | ) | (52.6 | ) | (29.3 | )
Income from continuing operations |  | 149.1 |  | (159.7 | ) | 147.7 |  | 84.1 |  | 77.0 |
(Loss) income from discontinued operations, net of tax |  | (7.3 | ) | 7.3 |  | (7.3 | ) | 5.8 |  | (13.1 | )
Net income |  | 141.8 |  | (152.4 | ) | 140.4 |  | 89.9 |  | 63.9 |
Other comprehensive income (loss), net of tax |  | 25.0 |  | (25.2 | ) | 25.0 |  | (0.9 | ) | 26.1 |
Comprehensive income |  | 166.8 |  | (177.6 | ) | 165.4 |  | 89.0 |  | 90.0 |
Less: Comprehensive income attributable to non-controlling interests |  | 1.1 |  | 0.2 |  | (0.2 | ) | — |  | 1.1 |
Comprehensive income attributable to Penske Automotive Group common stockholders |  | $ | 165.7 |  | $ | (177.8 | ) | $ | 165.6 |  | $ | 89.0 |  | $ | 88.9 |
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS | CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Six Months Ended June 30, 2015
|  | Total Company |  | Penske Automotive Group |  | Guarantor Subsidiaries |  | Non-Guarantor Subsidiaries |
|  | (In millions) |
Net cash provided by continuing operating activities |  | $ | 270.1 |  | $ | 9.4 |  | $ | 75.0 |  | $ | 185.7 |
Investing activities: |  |  |  |  |  |  |  |  |
Purchase of equipment and improvements |  | (82.9 | ) | (0.7 | ) | (40.0 | ) | (42.2 | )
Acquisitions, net |  | (86.4 | ) | — |  | (21.7 | ) | (64.7 | )
Net cash used in continuing investing activities |  | (169.3 | ) | (0.7 | ) | (61.7 | ) | (106.9 | )
Financing activities: |  |  |  |  |  |  |  |  |
Net repayments of long-term debt |  | (194.6 | ) | (10.0 | ) | (5.7 | ) | (178.9 | )
Net borrowings (repayments) of floor plan notes payable — non-trade |  | 122.3 |  | 64.0 |  | (54.7 | ) | 113.0 |
Payment of deferred financing fees |  | (1.7 | ) | — |  | — |  | (1.7 | )
Repurchases of common stock |  | (22.0 | ) | (22.0 | ) | — |  | — |
Dividends |  | (40.7 | ) | (40.7 | ) | — |  | — |
Other |  | 0.2 |  | — |  | — |  | 0.2 |
Distributions from (to) parent |  | — |  | — |  | 7.4 |  | (7.4 | )
Net cash used in continuing financing activities |  | (136.5 | ) | (8.7 | ) | (53.0 | ) | (74.8 | )
Net cash provided by discontinued operations |  | 36.5 |  | — |  | 39.7 |  | (3.2 | )
Effect of exchange rates on cash and cash equivalents |  | (0.4 | ) | — |  | — |  | (0.4 | )
Net change in cash and cash equivalents |  | 0.4 |  | — |  | — |  | 0.4 |
Cash and cash equivalents, beginning of period |  | 36.3 |  | — |  | — |  | 36.3 |
Cash and cash equivalents, end of period |  | $ | 36.7 |  | $ | — |  | $ | — |  | $ | 36.7 |
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Six Months Ended June 30, 2014
|  | Total Company |  | Penske Automotive Group |  | Guarantor Subsidiaries |  | Non-Guarantor Subsidiaries |
|  | (In millions) |
Net cash provided by continuing operating activities |  | $ | 207.3 |  | $ | 33.5 |  | $ | 89.7 |  | $ | 84.1 |
Investing activities: |  |  |  |  |  |  |  |  |
Purchase of equipment and improvements |  | (81.5 | ) | (0.4 | ) | (60.5 | ) | (20.6 | )
Acquisitions, net |  | (86.2 | ) | — |  | (80.5 | ) | (5.7 | )
Other |  | 4.2 |  | 4.2 |  | — |  | — |
Net cash (used in) provided by continuing investing activities |  | (163.5 | ) | 3.8 |  | (141.0 | ) | (26.3 | )
Financing activities: |  |  |  |  |  |  |  |  |
Net (repayments) borrowings of long-term debt |  | (37.2 | ) | 10.0 |  | 11.0 |  | (58.2 | )
Net borrowings of floor plan notes payable — non-trade |  | 32.4 |  | 1.7 |  | 14.6 |  | 16.1 |
Repurchases of common stock |  | (15.5 | ) | (15.5 | ) | — |  | — |
Dividends |  | (33.5 | ) | (33.5 | ) | — |  | — |
Other |  | 0.3 |  | — |  | — |  | 0.3 |
Distributions from (to) parent |  | — |  | — |  | 3.6 |  | (3.6 | )
Net cash (used in) provided by continuing financing activities |  | (53.5 | ) | (37.3 | ) | 29.2 |  | (45.4 | )
Net cash provided by discontinued operations |  | 20.8 |  | — |  | 9.0 |  | 11.8 |
Net change in cash and cash equivalents |  | 11.1 |  | — |  | (13.1 | ) | 24.2 |
Cash and cash equivalents, beginning of period |  | 50.3 |  | — |  | 13.1 |  | 37.2 |
Cash and cash equivalents, end of period |  | $ | 61.4 |  | $ | — |  | $ | — |  | $ | 61.4 |

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