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 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 condensed consolidating financial statements below have been prepared from the Company's financial information on the same basis of accounting as the 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 Condensed Consolidating Balance Sheets (In thousands)

	December 31, 2015
	Parent		Guarantors		Non-Guarantors		Eliminations			Consolidated
Assets
Current Assets:
Cash and equivalents	$	17,616	$	13,432	$	56,349	$	—		$	87,397
Receivables, net	—		214,502		375,658		—			590,160
Intercompany receivables, net	3		—		13,544		(13,547		)	—
Inventory	—		1,060,834		495,718		—			1,556,552
Prepaid expenses and other current assets	15,254		44,810		46,539		—			106,603
Total Current Assets	32,873		1,333,578		987,808		(13,547		)	2,340,712
Property and Equipment, net	339		494,658		201,570		—			696,567
Intangible Assets:
Goodwill	—		1,640,745		678,501		—			2,319,246
Other intangibles, net	—		141,537		73,580		—			215,117
Investment in Subsidiaries	3,456,837		285,284		—		(3,742,121		)	—
Intercompany Notes Receivable	630,717		61,764		—		(692,481		)	—
Other Assets	35,649		28,184		18,218		(5,856		)	76,195
Total Assets	$	4,156,415	$	3,985,750	$	1,959,677	$	(4,454,005	)	$	5,647,837
Liabilities and Stockholders’ Equity
Current Liabilities:
Accounts payable	$	681	$	229,519	$	185,388	$	—		$	415,588
Intercompany payables, net	—		13,544		3		(13,547		)	—
Accrued expenses:
Accrued payroll-related liabilities	4,395		48,698		33,434		—			86,527
Self-insurance reserves	—		37,499		260		—			37,759
Other accrued expenses	5,399		43,387		75,680		—			124,466
Other current liabilities	284		15,953		15,359		—			31,596
Current portion of long-term obligations	21,041		1,425		33,568		—			56,034
Total Current Liabilities	31,800		390,025		343,692		(13,547		)	751,970
Long-Term Obligations, Excluding Current Portion	976,353		7,487		544,828		—			1,528,668
Intercompany Notes Payable	—		615,488		76,993		(692,481		)	—
Deferred Income Taxes	—		113,905		19,190		(5,856		)	127,239
Other Noncurrent Liabilities	33,580		70,109		21,589		—			125,278
Stockholders’ Equity	3,114,682		2,788,736		953,385		(3,742,121		)	3,114,682
Total Liabilities and Stockholders' Equity	$	4,156,415	$	3,985,750	$	1,959,677	$	(4,454,005	)	$	5,647,837

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

	December 31, 2014
	Parent		Guarantors		Non-Guarantors		Eliminations			Consolidated
Assets
Current Assets:
Cash and equivalents	$	14,930	$	32,103	$	67,572	$	—		$	114,605
Receivables, net	145		217,542		383,735		—			601,422
Intercompany receivables, net	1,360		—		8,048		(9,408		)	—
Inventory	—		964,477		469,370		—			1,433,847
Prepaid expenses and other current assets	20,640		36,553		28,606		—			85,799
Total Current Assets	37,075		1,250,675		957,331		(9,408		)	2,235,673
Property and Equipment, net	494		470,791		158,702		—			629,987
Intangible Assets:
Goodwill	—		1,563,796		725,099		—			2,288,895
Other intangibles, net	—		155,819		89,706		—			245,525
Investment in Subsidiaries	3,216,039		279,967		—		(3,496,006		)	—
Intercompany Notes Receivable	667,949		23,449		—		(691,398		)	—
Other Assets	35,380		24,457		22,960		(7,138		)	75,659
Total Assets	$	3,956,937	$	3,768,954	$	1,953,798	$	(4,203,950	)	$	5,475,739
Liabilities and Stockholders’ Equity
Current Liabilities:
Accounts payable	$	682	$	182,607	$	216,913	$	—		$	400,202
Intercompany payables, net	—		8,048		1,360		(9,408		)	—
Accrued expenses:
Accrued payroll-related liabilities	8,075		48,850		29,091		—			86,016
Self-Insurance reserves	—		36,173		196		—			36,369
Other accrued expenses	8,061		47,684		72,034		—			127,779
Other current liabilities	283		16,197		15,720		—			32,200
Current portion of long-term obligations	53,595		4,599		3,744		—			61,938
Total Current Liabilities	70,696		344,158		339,058		(9,408		)	744,504
Long-Term Obligations, Excluding Current Portion	1,133,916		6,561		643,733		—			1,784,210
Intercompany Notes Payable	—		649,824		41,574		(691,398		)	—
Deferred Income Taxes	—		93,877		20,199		(7,138		)	106,938
Other Noncurrent Liabilities	31,668		60,213		27,549		—			119,430
Stockholders’ Equity	2,720,657		2,614,321		881,685		(3,496,006		)	2,720,657
Total Liabilities and Stockholders’ Equity	$	3,956,937	$	3,768,954	$	1,953,798	$	(4,203,950	)	$	5,475,739

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

	Year Ended December 31, 2015
	Parent			Guarantors			Non-Guarantors			Eliminations			Consolidated
Revenue	$	—		$	4,965,355		$	2,357,655		$	(130,377	)	$	7,192,633
Cost of goods sold	—			3,010,820			1,478,661			(130,377		)	4,359,104
Gross margin	—			1,954,535			878,994			—			2,833,529
Facility and warehouse expenses	—			408,828			147,213			—			556,041
Distribution expenses	—			408,112			194,785			—			602,897
Selling, general and administrative expenses	32,946			490,530			304,857			—			828,333
Restructuring and acquisition related expenses	—			13,962			5,549			—			19,511
Depreciation and amortization	154			82,058			39,908			—			122,120
Operating (loss) income	(33,100		)	551,045			186,682			—			704,627
Other expense (income):
Interest expense	47,626			669			9,565			—			57,860
Intercompany interest (income) expense, net	(41,904		)	28,944			12,960			—			—
Change in fair value of contingent consideration liabilities	—			230			224			—			454
Interest and other expense (income), net	99			(7,644		)	4,828			—			(2,717		)
Total other expense, net	5,821			22,199			27,577			—			55,597
(Loss) income before (benefit) provision for income taxes	(38,921		)	528,846			159,105			—			649,030
(Benefit) provision for income taxes	(16,054		)	205,176			30,581			—			219,703
Equity in earnings of unconsolidated subsidiaries	(1,000		)	59			(5,163		)	—			(6,104		)
Equity in earnings of subsidiaries	447,090			24,632			—			(471,722		)	—
Net income	$	423,223		$	348,361		$	123,361		$	(471,722	)	$	423,223

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

	Year Ended December 31, 2014
	Parent			Guarantors			Non-Guarantors			Eliminations			Consolidated
Revenue	$	—		$	4,649,391		$	2,221,831		$	(131,158	)	$	6,740,064
Cost of goods sold	—			2,813,427			1,405,882			(131,158		)	4,088,151
Gross margin	—			1,835,964			815,949			—			2,651,913
Facility and warehouse expenses	—			382,937			143,354			—			526,291
Distribution expenses	—			389,430			187,911			—			577,341
Selling, general and administrative expenses	25,770			460,516			276,602			—			762,888
Restructuring and acquisition related expenses	—			8,628			6,178			—			14,806
Depreciation and amortization	218			81,253			39,248			—			120,719
Operating (loss) income	(25,988		)	513,200			162,656			—			649,868
Other expense (income):
Interest expense	50,636			635			13,271			—			64,542
Intercompany interest (income) expense, net	(48,556		)	23,865			24,691			—			—
Loss on debt extinguishment	324			—			—			—			324
Change in fair value of contingent consideration liabilities	—			(2,081		)	230			—			(1,851		)
Interest and other expense (income), net	230			(6,278		)	5,013			—			(1,035		)
Total other expense, net	2,634			16,141			43,205			—			61,980
(Loss) income before (benefit) provision for income taxes	(28,622		)	497,059			119,451			—			587,888
(Benefit) provision for income taxes	(10,536		)	190,456			24,344			—			204,264
Equity in earnings of unconsolidated subsidiaries	—			40			(2,145		)	—			(2,105		)
Equity in earnings of subsidiaries	399,605			28,846			—			(428,451		)	—
Net income	$	381,519		$	335,489		$	92,962		$	(428,451	)	$	381,519

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

	Year Ended December 31, 2013
	Parent			Guarantors			Non-Guarantors		Eliminations			Consolidated
Revenue	$	—		$	3,576,269		$	1,598,832	$	(112,573	)	$	5,062,528
Cost of goods sold	—			2,100,804			998,895		(112,573		)	2,987,126
Gross margin	—			1,475,465			599,937		—			2,075,402
Facility and warehouse expenses	—			323,042			102,039		—			425,081
Distribution expenses	—			297,908			134,039		—			431,947
Selling, general and administrative expenses	26,778			377,481			192,793		—			597,052
Restructuring and acquisition related expenses	—			1,406			8,767		—			10,173
Depreciation and amortization	250			55,802			24,917		—			80,969
Operating (loss) income	(27,028		)	419,826			137,382		—			530,180
Other expense (income):
Interest expense	42,442			640			8,102		—			51,184
Intercompany interest (income) expense, net	(45,459		)	21,978			23,481		—			—
Loss on debt extinguishment	2,795			—			—		—			2,795
Change in fair value of contingent consideration liabilities	—			(744		)	3,248		—			2,504
Interest and other expense (income), net	252			(2,858		)	476		—			(2,130		)
Total other expense, net	30			19,016			35,307		—			54,353
(Loss) income before (benefit) provision for income taxes	(27,058		)	400,810			102,075		—			475,827
(Benefit) provision for income taxes	(7,193		)	151,369			20,028		—			164,204
Equity in earnings of subsidiaries	331,488			22,050			—		(353,538		)	—
Net income	$	311,623		$	271,491		$	82,047	$	(353,538	)	$	311,623

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

	Year Ended December 31, 2015
	Parent			Guarantors			Non-Guarantors			Eliminations			Consolidated
Net income	$	423,223		$	348,361		$	123,361		$	(471,722	)	$	423,223
Other comprehensive (loss) income:
Foreign currency translation	(69,817		)	(20,359		)	(65,878		)	86,237			(69,817		)
Net change in unrecognized gains/losses on derivative instruments, net of tax	2,469			—			294			(294		)	2,469
Net change in unrealized gains/losses on pension plan, net of tax	2,103			—			2,103			(2,103		)	2,103
Total other comprehensive loss	(65,245		)	(20,359		)	(63,481		)	83,840			(65,245		)
Total comprehensive income	$	357,978		$	328,002		$	59,880		$	(387,882	)	$	357,978

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

	Year Ended December 31, 2014
	Parent			Guarantors			Non-Guarantors			Eliminations			Consolidated
Net income	$	381,519		$	335,489		$	92,962		$	(428,451	)	$	381,519
Other comprehensive (loss) income:
Foreign currency translation	(51,979		)	(17,710		)	(49,559		)	67,269			(51,979		)
Net change in unrecognized gains/losses on derivative instruments, net of tax	2,195			—			(444		)	444			2,195
Net change in unrealized gains/losses on pension plan, net of tax	(10,452		)	—			(10,452		)	10,452			(10,452		)
Total other comprehensive loss	(60,236		)	(17,710		)	(60,455		)	78,165			(60,236		)
Total comprehensive income	$	321,283		$	317,779		$	32,507		$	(350,286	)	$	321,283

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

	Year Ended December 31, 2013
	Parent		Guarantors		Non-Guarantors		Eliminations			Consolidated
Net income	$	311,623	$	271,491	$	82,047	$	(353,538	)	$	311,623
Other comprehensive income:
Foreign currency translation	14,056		7,168		15,495		(22,663		)	14,056
Net change in unrecognized gains/losses on derivative instruments, net of tax	4,495		—		1,322		(1,322		)	4,495
Net change in unrealized gain on pension plan, net of tax	701		—		701		(701		)	701
Total other comprehensive income	19,252		7,168		17,518		(24,686		)	19,252
Total comprehensive income	$	330,875	$	278,659	$	99,565	$	(378,224	)	$	330,875

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

	Year Ended December 31, 2015
	Parent			Guarantors			Non-Guarantors			Eliminations			Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Net cash provided by operating activities	$	248,367		$	393,422		$	136,361		$	(248,313	)	$	529,837
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment	(1		)	(85,868		)	(84,621		)	—			(170,490		)
Investment and intercompany note activity with subsidiaries	(66,712		)	—			—			66,712			—
Acquisitions, net of cash acquired	—			(118,963		)	(41,554		)	—			(160,517		)
Other investing activities, net	—			5,446			(4,432		)	—			1,014
Net cash used in investing activities	(66,713		)	(199,385		)	(130,607		)	66,712			(329,993		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from exercise of stock options	8,168			—			—			—			8,168
Excess tax benefit from stock-based payments	14,445			—			—			—			14,445
Taxes paid related to net share settlements of stock-based compensation awards	(7,581		)	—			—			—			(7,581		)
Debt issuance costs	—			—			(97		)	—			(97		)
Borrowings under revolving credit facilities	212,000			—			101,142			—			313,142
Repayments under revolving credit facilities	(352,000		)	—			(93,282		)	—			(445,282		)
Repayments under term loans	(22,500		)	—			—			—			(22,500		)
Borrowings under receivables securitization facility	—			—			3,858			—			3,858
Repayments under receivables securitization facility	—			—			(35,758		)	—			(35,758		)
(Repayments) borrowings of other debt, net	(31,500		)	(3,457		)	5,261			—			(29,696		)
Payments of other obligations	—			(21,896		)	(895		)	—			(22,791		)
Investment and intercompany note activity with parent	—			60,910			5,802			(66,712		)	—
Dividends	—			(248,313		)	—			248,313			—
Net cash used in financing activities	(178,968		)	(212,756		)	(13,969		)	181,601			(224,092		)
Effect of exchange rate changes on cash and equivalents	—			48			(3,008		)	—			(2,960		)
Net increase (decrease) in cash and equivalents	2,686			(18,671		)	(11,223		)	—			(27,208		)
Cash and equivalents, beginning of period	14,930			32,103			67,572			—			114,605
Cash and equivalents, end of period	$	17,616		$	13,432		$	56,349		$	—		$	87,397

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

	Year Ended December 31, 2014
	Parent			Guarantors			Non-Guarantors			Eliminations			Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities	$	271,221		$	427,249		$	(53,348	)	$	(274,225	)	$	370,897
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment	(44		)	(85,182		)	(55,724		)	—			(140,950		)
Investment and intercompany note activity with subsidiaries	(477,007		)	(608		)	—			477,615			—
Acquisitions, net of cash acquired	—			(635,171		)	(140,750		)	—			(775,921		)
Other investing activities, net	—			768			(4,891		)	—			(4,123		)
Net cash used in investing activities	(477,051		)	(720,193		)	(201,365		)	477,615			(920,994		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from exercise of stock options	9,324			—			—			—			9,324
Excess tax benefit from stock-based payments	17,814			—			—			—			17,814
Taxes paid related to net share settlements of stock-based compensation awards	(443		)	—			—			—			(443		)
Debt issuance costs	(3,675		)	—			(75		)	—			(3,750		)
Borrowings under revolving credit facilities	867,000			—			720,644			—			1,587,644
Repayments under revolving credit facilities	(727,000		)	—			(371,518		)	—			(1,098,518		)
Borrowings under term loans	11,250			—			—			—			11,250
Repayments under term loans	(16,875		)	—			—			—			(16,875		)
Borrowings under receivables securitization facility	—			—			95,050			—			95,050
Repayments under receivables securitization facility	—			—			(150		)	—			(150		)
Repayments of other debt, net	(1,921		)	(2,310		)	(35,820		)	—			(40,051		)
Payments of other obligations	—			(464		)	(41,528		)	—			(41,992		)
Other financing activities, net	(12,640		)	12,340			—			—			(300		)
Investment and intercompany note activity with parent	—			576,384			(98,769		)	(477,615		)	—
Dividends	—			(274,225		)	—			274,225			—
Net cash provided by financing activities	142,834			311,725			267,834			(203,390		)	519,003
Effect of exchange rate changes on cash and equivalents	—			(371		)	(4,418		)	—			(4,789		)
Net (decrease) increase in cash and equivalents	(62,996		)	18,410			8,703			—			(35,883		)
Cash and equivalents, beginning of period	77,926			13,693			58,869			—			150,488
Cash and equivalents, end of period	$	14,930		$	32,103		$	67,572		$	—		$	114,605

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

	Year Ended December 31, 2013
	Parent			Guarantors			Non-Guarantors			Eliminations			Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Net cash provided by operating activities	$	160,620		$	260,567		$	126,681		$	(119,812	)	$	428,056
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment	—			(57,219		)	(32,967		)	—			(90,186		)
Investment and intercompany note activity with subsidiaries	(434,172		)	(84,894		)	—			519,066			—
Acquisitions, net of cash acquired	—			(33,436		)	(374,948		)	—			(408,384		)
Other investing activities, net	—			1,191			(8,227		)	—			(7,036		)
Net cash used in investing activities	(434,172		)	(174,358		)	(416,142		)	519,066			(505,606		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from exercise of stock options	15,392			—			—			—			15,392
Excess tax benefit from stock-based payments	18,348			—			—			—			18,348
Debt issuance costs	(16,858		)	—			(82		)	—			(16,940		)
Proceeds from issuance of senior notes	600,000			—			—			—			600,000
Borrowings under revolving credit facilities	315,000			—			122,023			—			437,023
Repayments under revolving credit facilities	(616,000		)	—			(132,086		)	—			(748,086		)
Borrowings under term loans	35,000			—			—			—			35,000
Repayments under term loans	(16,875		)	—			—			—			(16,875		)
Borrowings under receivables securitization facility	—			—			41,500			—			41,500
Repayments under receivables securitization facility	—			—			(121,500		)	—			(121,500		)
Repayments of other debt, net	(925		)	(8,930		)	(35,207		)	—			(45,062		)
Payments of other obligations	—			(473		)	(32,386		)	—			(32,859		)
Investment and intercompany note activity with parent	—			38,446			480,620			(519,066		)	—
Dividends	—			(119,812		)	—			119,812			—
Net cash provided by (used in) financing activities	333,082			(90,769		)	322,882			(399,254		)	165,941
Effect of exchange rate changes on cash and equivalents	—			—			2,327			—			2,327
Net increase (decrease) in cash and equivalents	59,530			(4,560		)	35,748			—			90,718
Cash and equivalents, beginning of period	18,396			18,253			23,121			—			59,770
Cash and equivalents, end of period	$	77,926		$	13,693		$	58,869		$	—		$	150,488