Acquisitions

9 Months Ended

Sep. 30, 2019

In the first nine months of 2019, we completed the following acquisitions:


•	On May 1, 2019, Hamilton Honda in Hamilton Township, New Jersey.


•	On May 20, 2019, Morgantown Ford in Morgantown, West Virginia.


•	On July 1, 2019, Mission Viejo Jaguar Land Rover, California.


•	On August 19, 2019, Hazleton Honda, Pennsylvania.

Revenue and operating income contributed by the 2019 acquisitions subsequent to the date of acquisition were as follows (in millions):



Nine Months Ended September 30,	2019
Revenue	$	100.7
Operating income	1.9

In the first nine months of 2018, we completed the following acquisitions:


•	On January 15, 2018, Ray Laks Honda in Orchard Park, New York and Ray Laks Acura in Buffalo, New York.


•	On February 26, 2018, Day Auto Group, a seven store platform based in Pennsylvania.


•	On March 1, 2018, Prestige Auto Group, a six store platform based in New Jersey and New York.


•	On April 2, 2018, Broadway Ford in Idaho Falls, Idaho.


•	On April 23, 2018, Buhler Ford in Eatontown, New Jersey.

All acquisitions were accounted for as business combinations under the acquisition method of accounting. The results of operations of the acquired stores are included in our Consolidated Financial Statements from the date of acquisition.

The following tables summarize the consideration paid for the 2019 acquisitions and the amount of identified assets acquired and liabilities assumed as of the acquisition date (in millions):



	Consideration
Cash paid, net of cash acquired	$	142.8
Debt issued	26.4
	$	169.2

The purchase price allocations for the Hamilton Honda, Morgantown Ford, Mission Viejo Jaguar Land Rover, and Hazleton Honda acquisitions are preliminary, and we have not obtained and evaluated all of the detailed information necessary to finalize the opening balance sheet amounts in all respects. We recorded the purchase price allocations based upon information that is currently available. Unallocated items are recorded as a component of other non-current assets in the Consolidated Balance Sheets. The following table details the preliminary purchase price allocations (in millions):



	Assets Acquired and Liabilities Assumed
Inventories, net	$	60.0
Property and equipment, net	5.0
Other non-current assets	131.9
Other long-term liabilities	(27.7		)
	$	169.2

In the three and nine-month periods ended September 30, 2019, we recorded $0.2 million and $1.9 million, respectively, in acquisition-related expenses as a component of selling, general and administrative expense, respectively. Comparatively, we recorded $0.2 million and $4.3 million of acquisition-related expenses in each of the same periods in 2018.

The following unaudited proforma summary presents consolidated information as if all acquisitions in the three and nine-month periods ended September 30, 2019 and 2018, had occurred on January 1, 2018 (in millions, except per share amounts):



	Three Months Ended September 30,				Nine Months Ended September 30,
	2019		2018		2019		2018
Revenue	$	3,337.1	$	3,188.9	$	9,557.0	$	9,326.8
Net income	85.2		93.6		204.0		205.6
Basic net income per share	3.67		3.87		8.79		8.34
Diluted net income per share	3.63		3.86		8.74		8.30

These amounts have been calculated by applying our accounting policies and estimates. The results of the acquired stores have been adjusted to reflect the following: depreciation on a straight-line basis over the expected lives for property and equipment, accounting for inventory on a specific identification method, and recognition of interest expense for real estate financing related to stores where we purchased the facility. No nonrecurring proforma adjustments directly attributable to the acquisitions are included in the reported proforma revenues and earnings.