Condensed Consolidating Financial Information

LKQ Corporation (the "Parent") issued, and certain of its 100% owned subsidiaries (the "Guarantors") have fully and unconditionally guaranteed, jointly and severally, the Company's Notes due on May 15, 2023. A Guarantor's guarantee will be unconditionally and automatically released and discharged upon the occurrence of any of the following events: (i) a transfer (including as a result of consolidation or merger) by the Guarantor to any person that is not a Guarantor of all or substantially all assets and properties of such Guarantor, provided the Guarantor is also released from its obligations with respect to indebtedness under the Credit Agreement or other indebtedness of ours, which obligation gave rise to the guarantee of the Notes; (ii) a transfer (including as a result of consolidation or merger) to any person that is not a Guarantor of the equity interests of a Guarantor or issuance by a Guarantor of its equity interests such that the Guarantor ceases to be a subsidiary, as defined in the Indenture, provided the Guarantor is also released from its obligations with respect to indebtedness under the Credit Agreement or other indebtedness of ours, which obligation gave rise to the guarantee of the Notes; (iii) the release of the Guarantor from its obligations with respect to indebtedness under the Credit Agreement or other indebtedness of ours, which obligation gave rise to the guarantee of the Notes; and (iv) upon legal defeasance, covenant defeasance or satisfaction and discharge of the Indenture, as defined in the Indenture.

Presented below are the unaudited condensed consolidating financial statements of the Parent, the Guarantors, the non-guarantor subsidiaries (the "Non-Guarantors"), and the elimination entries necessary to present the Company's financial statements on a consolidated basis as required by Rule 3-10 of Regulation S-X of the Securities Exchange Act of 1934 resulting from the guarantees of the Notes. Investments in consolidated subsidiaries have been presented under the equity method of accounting. The principal elimination entries eliminate investments in subsidiaries, intercompany balances, and intercompany revenues and expenses. The unaudited condensed consolidating financial statements below have been prepared from the Company's financial information on the same basis of accounting as the unaudited condensed consolidated financial statements, and may not necessarily be indicative of the financial position, results of operations or cash flows had the Parent, Guarantors and Non-Guarantors operated as independent entities.

LKQ CORPORATION AND SUBSIDIARIES Unaudited Condensed Consolidating Balance Sheets (In thousands)

	March 31, 2014
	Parent		Guarantors		Non-Guarantors		Eliminations			Consolidated
Assets
Current Assets:
Cash and equivalents	$	17,763	$	27,739	$	67,744	$	—		$	113,246
Receivables, net	6		224,256		352,950		—			577,212
Intercompany receivables, net	4,064		3,495		—		(7,559		)	—
Inventory	—		850,473		405,331		—			1,255,804
Deferred income taxes	2,966		67,578		3,278		—			73,822
Prepaid expenses and other current assets	1,244		39,258		32,895		—			73,397
Total Current Assets	26,043		1,212,799		862,198		(7,559		)	2,093,481
Property and Equipment, net	624		457,233		136,010		—			593,867
Intangible Assets:
Goodwill	—		1,509,656		687,599		—			2,197,255
Other intangibles, net	—		133,465		95,887		—			229,352
Investment in Subsidiaries	2,910,794		273,699		—		(3,184,493		)	—
Intercompany Notes Receivable	825,362		41,207		—		(866,569		)	—
Other Assets	52,052		29,106		19,877		(5,162		)	95,873
Total Assets	$	3,814,875	$	3,657,165	$	1,801,571	$	(4,063,783	)	$	5,209,828
Liabilities and Stockholders’ Equity
Current Liabilities:
Accounts payable	$	623	$	172,684	$	210,795	$	—		$	384,102
Intercompany payables, net	—		—		7,559		(7,559		)	—
Accrued expenses:
Accrued payroll-related liabilities	7,064		41,742		25,998		—			74,804
Other accrued expenses	23,638		78,817		66,578		—			169,033
Income taxes payable	12,358		—		15,564		—			27,922
Contingent consideration liabilities	—		2,043		49,992		—			52,035
Other current liabilities	13,560		14,848		4,505		—			32,913
Current portion of long-term obligations	22,500		2,580		10,026		—			35,106
Total Current Liabilities	79,743		312,714		391,017		(7,559		)	775,915
Long-Term Obligations, Excluding Current Portion	1,229,000		8,567		458,060		—			1,695,627
Intercompany Notes Payable	—		593,747		272,822		(866,569		)	—
Deferred Income Taxes	—		137,149		30,011		(5,162		)	161,998
Other Noncurrent Liabilities	35,105		64,794		5,362		—			105,261
Stockholders’ Equity	2,471,027		2,540,194		644,299		(3,184,493		)	2,471,027
Total Liabilities and Stockholders’ Equity	$	3,814,875	$	3,657,165	$	1,801,571	$	(4,063,783	)	$	5,209,828

LKQ CORPORATION AND SUBSIDIARIES Unaudited Condensed Consolidating Balance Sheets (In thousands)

	December 31, 2013
	Parent		Guarantors		Non-Guarantors		Eliminations			Consolidated
Assets
Current Assets:
Cash and equivalents	$	77,926	$	13,693	$	58,869	$	—		$	150,488
Receivables, net	—		126,926		331,168		—			458,094
Intercompany receivables, net	2,275		6,923		—		(9,198		)	—
Inventory	—		687,164		389,788		—			1,076,952
Deferred income taxes	3,189		57,422		3,327		—			63,938
Prepaid expenses and other current assets	7,924		24,190		18,231		—			50,345
Total Current Assets	91,314		916,318		801,383		(9,198		)	1,799,817
Property and Equipment, net	668		419,617		126,366		—			546,651
Intangible Assets:
Goodwill	—		1,248,746		688,698		—			1,937,444
Other intangibles, net	—		56,069		97,670		—			153,739
Investment in Subsidiaries	2,364,586		264,815		—		(2,629,401		)	—
Intercompany Notes Receivable	959,185		118,740		—		(1,077,925		)	—
Other Assets	49,218		20,133		17,241		(5,469		)	81,123
Total Assets	$	3,464,971	$	3,044,438	$	1,731,358	$	(3,721,993	)	$	4,518,774
Liabilities and Stockholders’ Equity
Current Liabilities:
Accounts payable	$	314	$	147,708	$	201,047	$	—		$	349,069
Intercompany payables, net	—		—		9,198		(9,198		)	—
Accrued expenses:
Accrued payroll-related liabilities	5,236		32,850		20,609		—			58,695
Other accrued expenses	26,714		56,877		56,483		—			140,074
Income taxes payable	2,517		—		14,923		—			17,440
Contingent consideration liabilities	—		1,923		50,542		—			52,465
Other current liabilities	286		13,039		5,350		—			18,675
Current portion of long-term obligations	24,421		3,030		14,084		—			41,535
Total Current Liabilities	59,488		255,427		372,236		(9,198		)	677,953
Long-Term Obligations, Excluding Current Portion	1,016,249		6,554		241,443		—			1,264,246
Intercompany Notes Payable	—		611,274		466,651		(1,077,925		)	—
Deferred Income Taxes	—		110,110		29,181		(5,469		)	133,822
Other Noncurrent Liabilities	38,489		46,417		7,102		—			92,008
Stockholders’ Equity	2,350,745		2,014,656		614,745		(2,629,401		)	2,350,745
Total Liabilities and Stockholders’ Equity	$	3,464,971	$	3,044,438	$	1,731,358	$	(3,721,993	)	$	4,518,774

LKQ CORPORATION AND SUBSIDIARIES Unaudited Condensed Consolidating Statements of Income (In thousands)

	For the Three Months Ended March 31, 2014
	Parent			Guarantors			Non-Guarantors			Eliminations			Consolidated
Revenue	$	—		$	1,140,320		$	514,519		$	(29,062	)	$	1,625,777
Cost of goods sold	—			680,630			322,325			(29,062		)	973,893
Gross margin	—			459,690			192,194			—			651,884
Facility and warehouse expenses	—			93,100			33,059			—			126,159
Distribution expenses	—			94,884			42,445			—			137,329
Selling, general and administrative expenses	7,911			114,083			62,536			—			184,530
Restructuring and acquisition related expenses	—			2,988			333			—			3,321
Depreciation and amortization	59			18,668			7,984			—			26,711
Operating (loss) income	(7,970		)	135,967			45,837			—			173,834
Other expense (income):
Interest expense, net	13,669			71			2,378			—			16,118
Intercompany interest (income) expense, net	(12,324		)	6,021			6,303			—			—
Loss on debt extinguishment	324			—			—			—			324
Change in fair value of contingent consideration liabilities	—			(1,390		)	168			—			(1,222		)
Other (income) expense, net	(15		)	(1,761		)	1,680			—			(96		)
Total other expense, net	1,654			2,941			10,529			—			15,124
(Loss) income before (benefit) provision for income taxes	(9,624		)	133,026			35,308			—			158,710
(Benefit) provision for income taxes	(3,615		)	50,221			7,415			—			54,021
Equity in earnings of unconsolidated subsidiaries	—			—			(36		)	—			(36		)
Equity in earnings of subsidiaries	110,662			8,746			—			(119,408		)	—
Net income	$	104,653		$	91,551		$	27,857		$	(119,408	)	$	104,653

LKQ CORPORATION AND SUBSIDIARIES Unaudited Condensed Consolidating Statements of Income (In thousands)

	For the Three Months Ended March 31, 2013
	Parent			Guarantors			Non-Guarantors		Eliminations			Consolidated
Revenue	$	—		$	922,600		$	300,403	$	(27,006	)	$	1,195,997
Cost of goods sold	—			538,170			182,884		(27,006		)	694,048
Gross margin	—			384,430			117,519		—			501,949
Facility and warehouse expenses	—			81,567			18,679		—			100,246
Distribution expenses	—			75,758			28,099		—			103,857
Selling, general and administrative expenses	6,554			93,437			37,065		—			137,056
Restructuring and acquisition related expenses	—			173			1,332		—			1,505
Depreciation and amortization	60			13,590			4,047		—			17,697
Operating (loss) income	(6,614		)	119,905			28,297		—			141,588
Other expense (income):
Interest expense, net	6,123			136			2,336		—			8,595
Intercompany interest (income) expense, net	(9,560		)	5,586			3,974		—			—
Change in fair value of contingent consideration liabilities	—			126			697		—			823
Other expense (income), net	51			(712		)	1,063		—			402
Total other (income) expense, net	(3,386		)	5,136			8,070		—			9,820
(Loss) income before (benefit) provision for income taxes	(3,228		)	114,769			20,227		—			131,768
(Benefit) provision for income taxes	(1,224		)	43,870			4,530		—			47,176
Equity in earnings of subsidiaries	86,596			4,376			—		(90,972		)	—
Net income	$	84,592		$	75,275		$	15,697	$	(90,972	)	$	84,592

LKQ CORPORATION AND SUBSIDIARIES Unaudited Condensed Consolidating Statements of Comprehensive Income (In thousands)

	For the Three Months Ended March 31, 2014
	Parent			Guarantors			Non-Guarantors			Eliminations			Consolidated
Net income	$	104,653		$	91,551		$	27,857		$	(119,408	)	$	104,653
Other comprehensive income (loss), net of tax:
Foreign currency translation	(563		)	(78		)	421			(343		)	(563		)
Net change in unrecognized gains/losses on derivative instruments, net of tax	793			—			(115		)	115			793
Change in unrealized gain on pension plan, net of tax	(37		)	—			(37		)	37			(37		)
Total other comprehensive income (loss)	193			(78		)	269			(191		)	193
Total comprehensive income	$	104,846		$	91,473		$	28,126		$	(119,599	)	$	104,846

LKQ CORPORATION AND SUBSIDIARIES Unaudited Condensed Consolidating Statements of Comprehensive Income (Loss) (In thousands)

	For the Three Months Ended March 31, 2013
	Parent			Guarantors			Non-Guarantors			Eliminations			Consolidated
Net income	$	84,592		$	75,275		$	15,697		$	(90,972	)	$	84,592
Other comprehensive income (loss), net of tax:
Foreign currency translation	(18,980		)	(7,698		)	(18,463		)	26,161			(18,980		)
Net change in unrecognized gains/losses on derivative instruments, net of tax	732			—			(167		)	167			732
Total other comprehensive loss	(18,248		)	(7,698		)	(18,630		)	26,328			(18,248		)
Total comprehensive income (loss)	$	66,344		$	67,577		$	(2,933	)	$	(64,644	)	$	66,344

LKQ CORPORATION AND SUBSIDIARIES Unaudited Condensed Consolidating Statements of Cash Flows (In thousands)

	For the Three Months Ended March 31, 2014
	Parent			Guarantors			Non-Guarantors			Eliminations			Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities	$	127,826		$	134,020		$	(73,010	)	$	(91,827	)	$	97,009
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment	—			(19,107		)	(14,609		)	—			(33,716		)
Proceeds from sales of property and equipment	7			61			1,337			—			1,405
Investments in unconsolidated subsidiaries	—			(600		)	(1,640		)	—			(2,240		)
Investment and intercompany note activity with subsidiaries	(363,124		)	—			—			363,124			—
Acquisitions, net of cash acquired	—			(485,018		)	(1,718		)	—			(486,736		)
Net cash used in investing activities	(363,117		)	(504,664		)	(16,630		)	363,124			(521,287		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from exercise of stock options	2,377			—			—			—			2,377
Excess tax benefit from stock-based payments	6,813			—			—			—			6,813
Debt issuance costs	(3,753		)	—			—			—			(3,753		)
Borrowings under revolving credit facility	560,000			—			140,123			—			700,123
Repayments under revolving credit facility	(390,000		)	—			—			—			(390,000		)
Borrowings under term loans	11,250			—			—			—			11,250
Borrowings under receivables securitization facility	—			—			80,000			—			80,000
Repayments of other long-term debt	(1,920		)	(1,112		)	(5,920		)	—			(8,952		)
Settlement of foreign currency forward contract	(9,639		)	—			—			—			(9,639		)
Payments of other obligations	—			—			(2,006		)	—			(2,006		)
Investment and intercompany note activity with parent	—			477,710			(114,586		)	(363,124		)	—
Dividends	—			(91,827		)	—			91,827			—
Net cash provided by financing activities	175,128			384,771			97,611			(271,297		)	386,213
Effect of exchange rate changes on cash and equivalents	—			(81		)	904			—			823
Net (decrease) increase in cash and equivalents	(60,163		)	14,046			8,875			—			(37,242		)
Cash and equivalents, beginning of period	77,926			13,693			58,869			—			150,488
Cash and equivalents, end of period	$	17,763		$	27,739		$	67,744		$	—		$	113,246

LKQ CORPORATION AND SUBSIDIARIES Unaudited Condensed Consolidating Statements of Cash Flows (In thousands)

	For the Three Months Ended March 31, 2013
	Parent			Guarantors			Non-Guarantors			Eliminations			Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Net cash provided by operating activities	$	58,251		$	59,296		$	8,138		$	(19,252	)	$	106,433
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment	—			(15,156		)	(6,305		)	—			(21,461		)
Proceeds from sales of property and equipment	—			228			204			—			432
Investment and intercompany note activity with subsidiaries	23,761			—			—			(23,761		)	—
Acquisitions, net of cash acquired	—			(1,768		)	(11,496		)	—			(13,264		)
Net cash provided by (used in) investing activities	23,761			(16,696		)	(17,597		)	(23,761		)	(34,293		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from exercise of stock options	2,840			—			—			—			2,840
Excess tax benefit from stock-based payments	3,002			—			—			—			3,002
Borrowings under revolving credit facility	27,500			—			54,652			—			82,152
Repayments under revolving credit facility	(108,500		)	—			(7,582		)	—			(116,082		)
Repayments under term loans	(5,625		)	—			—			—			(5,625		)
Borrowings under receivables securitization facility	—			—			1,500			—			1,500
Repayments under receivables securitization facility	—			—			(1,500		)	—			(1,500		)
Repayments of other long-term debt	(410		)	(714		)	(1,484		)	—			(2,608		)
Payments of other obligations	—			—			(31,592		)	—			(31,592		)
Investment and intercompany note activity with parent	—			(24,552		)	791			23,761			—
Dividends	—			(19,252		)	—			19,252			—
Net cash (used in) provided by financing activities	(81,193		)	(44,518		)	14,785			43,013			(67,913		)
Effect of exchange rate changes on cash and equivalents	—			—			(1,000		)	—			(1,000		)
Net increase (decrease) in cash and equivalents	819			(1,918		)	4,326			—			3,227
Cash and equivalents, beginning of period	18,396			18,253			23,121			—			59,770
Cash and equivalents, end of period	$	19,215		$	16,335		$	27,447		$	—		$	62,997