Condensed Consolidated Financial Information Condensed Consolidated Financial Information (Tables)

9 Months Ended

Sep. 30, 2017

Condensed Income Statements, Captions [Line Items]

Condensed Balance Sheet [Table Text Block]

CONDENSED CONSOLIDATED BALANCE SHEET

September 30, 2017



	Group 1 Automotive, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Elimination			Total Company
	(Unaudited, in thousands)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	—		$	8,646		$	58,237	$	—		$	66,883
Contracts-in-transit and vehicle receivables, net	—			213,638			74,562		—			288,200
Accounts and notes receivable, net	—			139,013			48,659		—			187,672
Intercompany accounts receivable	33,508			12,451			—		(45,959		)	—
Inventories, net	—			1,334,340			317,449		—			1,651,789
Prepaid expenses and other current assets	216			6,157			31,738		—			38,111
Total current assets	33,724			1,714,245			530,645		(45,959		)	2,232,655
PROPERTY AND EQUIPMENT, net	—			1,086,863			182,534		—			1,269,397
GOODWILL	—			835,089			79,135		—			914,224
INTANGIBLE FRANCHISE RIGHTS	—			259,043			35,077		—			294,120
INVESTMENT IN SUBSIDIARIES	2,971,551			—			—		(2,971,551		)	—
OTHER ASSETS	—			12,408			8,190		—			20,598
Total assets	$	3,005,275		$	3,907,648		$	835,581	$	(3,017,510	)	$	4,730,994

LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Floorplan notes payable — credit facility and other	$	—		$	1,063,464		$	13,823	$	—		$	1,077,287
Offset account related to floorplan notes payable - credit facility	—			(46,248		)	—		—			(46,248		)
Floorplan notes payable — manufacturer affiliates	—			267,990			131,814		—			399,804
Offset account related to floorplan notes payable - manufacturer affiliates	—			(22,000		)	—		—			(22,000		)
Current maturities of long-term debt and short-term financing	25,054			34,403			21,539		—			80,996
Current liabilities from interest rate risk management activities	—			823			—		—			823
Accounts payable	—			214,278			222,573		—			436,851
Intercompany accounts payable	972,583			—			45,959		(1,018,542		)	—
Accrued expenses	—			176,196			32,574		—			208,770
Total current liabilities	997,637			1,688,906			468,282		(1,018,542		)	2,136,283
LONG-TERM DEBT, net of current maturities	871,175			327,132			94,382		—			1,292,689
LIABILITIES FROM INTEREST RATE RISK MANAGEMENT ACTIVITIES	—			16,157			—		—			16,157
DEFERRED INCOME TAXES AND OTHER LIABILITIES	(1,100		)	264,501			11,317		—			274,718
STOCKHOLDERS’ EQUITY:
Group 1 stockholders’ equity	1,137,563			2,583,535			261,600		(2,971,551		)	1,011,147
Intercompany note receivable	—			(972,583		)	—		972,583			—
Total stockholders’ equity	1,137,563			1,610,952			261,600		(1,998,968		)	1,011,147
Total liabilities and stockholders’ equity	$	3,005,275		$	3,907,648		$	835,581	$	(3,017,510	)	$	4,730,994

CONDENSED CONSOLIDATED BALANCE SHEET

December 31, 2016



	Group 1 Automotive, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Elimination			Total Company
	(In thousands)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	—		$	8,039		$	12,953	$	—		$	20,992
Contracts-in-transit and vehicle receivables, net	—			241,097			28,411		—			269,508
Accounts and notes receivable, net	—			140,985			32,379		—			173,364
Intercompany accounts receivable	—			8,929			—		(8,929		)	—
Inventories, net	—			1,386,871			264,944		—			1,651,815
Prepaid expenses and other current assets	516			7,188			27,204		—			34,908
Total current assets	516			1,793,109			365,891		(8,929		)	2,150,587
PROPERTY AND EQUIPMENT, net	—			990,084			135,799		—			1,125,883
GOODWILL	—			805,935			70,828		—			876,763
INTANGIBLE FRANCHISE RIGHTS	—			260,534			24,342		—			284,876
INVESTMENT IN SUBSIDIARIES	2,787,328			—			—		(2,787,328		)	—
OTHER ASSETS	—			19,313			4,481		—			23,794
Total assets	$	2,787,844		$	3,868,975		$	601,341	$	(2,796,257	)	$	4,461,903

LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Floorplan notes payable — credit facility and other	$	—		$	1,131,718		$	4,936	$	—		$	1,136,654
Offset account related to floorplan notes payable - credit facility	—			(59,626		)	—		—			(59,626		)
Floorplan notes payable — manufacturer affiliates	—			281,747			110,914		—			392,661
Offset account related to floorplan notes payable - manufacturer affiliates	—			(25,500		)	—		—			(25,500		)
Current maturities of long-term debt and short-term financing	—			44,659			27,760		—			72,419
Current liabilities from interest rate risk management activities	—			3,941			—		—			3,941
Accounts payable	—			211,050			145,049		—			356,099
Intercompany accounts payable	875,662			—			8,929		(884,591		)	—
Accrued expenses	—			156,648			19,821		—			176,469
Total current liabilities	875,662			1,744,637			317,409		(884,591		)	2,053,117
LONG-TERM DEBT, net of current maturities	836,056			324,540			52,213		—			1,212,809
LIABILITIES FROM INTEREST RATE RISK MANAGEMENT ACTIVITIES	—			20,470			—		—			20,470
DEFERRED INCOME TAXES AND OTHER LIABILITIES	(1,020		)	240,348			5,979		—			245,307
STOCKHOLDERS’ EQUITY:
Group 1 stockholders’ equity	1,077,146			2,414,642			225,740		(2,787,328		)	930,200
Intercompany note receivable	—			(875,662		)	—		875,662			—
Total stockholders’ equity	1,077,146			1,538,980			225,740		(1,911,666		)	930,200
Total liabilities and stockholders’ equity	$	2,787,844		$	3,868,975		$	601,341	$	(2,796,257	)	$	4,461,903

Condensed Income Statement [Table Text Block]

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

Three Months Ended September 30, 2017



	Group 1 Automotive, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Elimination			Total Company
	(Unaudited, in thousands)
REVENUES:	$	—		$	2,301,958		$	710,334		$	—		$	3,012,292
COST OF SALES:	—			1,948,390			632,482			—			2,580,872
GROSS PROFIT	—			353,568			77,852			—			431,420
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES	433			259,119			68,775			—			328,327
DEPRECIATION AND AMORTIZATION EXPENSE	—			12,380			2,679			—			15,059
ASSET IMPAIRMENTS	—			9,526			—			—			9,526
INCOME (LOSS) FROM OPERATIONS	(433		)	72,543			6,398			—			78,508
OTHER EXPENSE:
Floorplan interest expense	—			(12,014		)	(1,477		)	—			(13,491		)
Other interest expense, net				(16,726		)	(1,148		)	—			(17,874		)
INCOME (LOSS) BEFORE INCOME TAXES AND EQUITY IN EARNINGS OF SUBSIDIARIES	(433		)	43,803			3,773			—			47,143
BENEFIT (PROVISION) FOR INCOME TAXES	163			(16,423		)	(1,002		)	—			(17,262		)
EQUITY IN EARNINGS OF SUBSIDIARIES	30,151			—			—			(30,151		)	—
NET INCOME (LOSS)	$	29,881		$	27,380		$	2,771		$	(30,151	)	$	29,881
COMPREHENSIVE INCOME	—			1,454			8,399			—			9,853
COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO PARENT	$	29,881		$	28,834		$	11,170		$	(30,151	)	$	39,734

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

Nine Months Ended September 30, 2017



	Group 1 Automotive, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Elimination			Total Company
	(Unaudited, in thousands)
REVENUES:	$	—		$	6,393,367		$	1,809,949		$	—		$	8,203,316
COST OF SALES:	—			5,378,731			1,604,751			—			6,983,482
GROSS PROFIT	—			1,014,636			205,198			—			1,219,834
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES	2,932			733,744			179,998			—			916,674
DEPRECIATION AND AMORTIZATION EXPENSE	—			35,873			6,885			—			42,758
ASSET IMPAIRMENTS	—			9,526			—			—			9,526
INCOME (LOSS) FROM OPERATIONS	(2,932		)	235,493			18,315			—			250,876
OTHER EXPENSE:
Floorplan interest expense	—			(34,954		)	(3,705		)	—			(38,659		)
Other interest expense, net	—			(49,568		)	(2,620		)	—			(52,188		)
INCOME (LOSS) BEFORE INCOME TAXES AND EQUITY IN EARNINGS OF SUBSIDIARIES	(2,932		)	150,971			11,990			—			160,029
BENEFIT (PROVISION) FOR INCOME TAXES	1,100			(55,402		)	(2,774		)	—			(57,076		)
EQUITY IN EARNINGS OF SUBSIDIARIES	104,785			—			—			(104,785		)	—
NET INCOME (LOSS)	$	102,953		$	95,569		$	9,216		$	(104,785	)	$	102,953
OTHER COMPREHENSIVE INCOME, NET OF TAXES	—			3,531			16,998			—			20,529
COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO PARENT	$	102,953		$	99,100		$	26,214		$	(104,785	)	$	123,482

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

Three Months Ended September 30, 2016



	Group 1 Automotive, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Elimination			Total Company
	(Unaudited, in thousands)
REVENUES:	$	—		$	2,274,723		$	548,453		$	—		$	2,823,176
COST OF SALES:	—			1,927,997			488,511			—			2,416,508
GROSS PROFIT	—			346,726			59,942			—			406,668
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES	435			244,450			54,121			—			299,006
DEPRECIATION AND AMORTIZATION EXPENSE	—			11,061			1,830			—			12,891
ASSET IMPAIRMENTS	—			10,855			—			—			10,855
INCOME (LOSS) FROM OPERATIONS	(435		)	80,360			3,991			—			83,916
OTHER EXPENSE:
Floorplan interest expense	—			(9,979		)	(1,156		)	—			(11,135		)
Other interest expense, net	—			(16,376		)	(718		)	—			(17,094		)
INCOME (LOSS) BEFORE INCOME TAXES AND EQUITY IN EARNINGS OF SUBSIDIARIES	(435		)	54,005			2,117			—			55,687
BENEFIT (PROVISION) FOR INCOME TAXES	164			(19,884		)	(601		)	—			(20,321		)
EQUITY IN EARNINGS OF SUBSIDIARIES	35,637			—			—			(35,637		)	—
NET INCOME (LOSS)	$	35,366		$	34,121		$	1,516		$	(35,637	)	$	35,366
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAXES	—			(6,341		)	3,300			—			(3,041		)
COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO PARENT	$	35,366		$	27,780		$	4,816		$	(35,637	)	$	32,325

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

Nine Months Ended September 30, 2016



	Group 1 Automotive, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Elimination			Total Company
	(Unaudited, in thousands)
REVENUES:	$	—		$	6,563,739		$	1,650,241		$	—		$	8,213,980
COST OF SALES:	—			5,539,707			1,468,385			—			7,008,092
GROSS PROFIT	—			1,024,032			181,856			—			1,205,888
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES	2,243			730,776			158,673			—			891,692
DEPRECIATION AND AMORTIZATION EXPENSE	—			32,298			5,769			—			38,067
ASSET IMPAIRMENTS	—			12,389			423			—			12,812
INCOME (LOSS) FROM OPERATIONS	(2,243		)	248,569			16,991			—			263,317
OTHER EXPENSE:
Floorplan interest expense	—			(30,428		)	(3,309		)	—			(33,737		)
Other interest expense, net	—			(48,501		)	(2,228		)	—			(50,729		)
INCOME (LOSS) BEFORE INCOME TAXES AND EQUITY IN EARNINGS OF SUBSIDIARIES	(2,243		)	169,640			11,454			—			178,851
BENEFIT (PROVISION) FOR INCOME TAXES	841			(62,246		)	(1,209		)	—			(62,614		)
EQUITY IN EARNINGS OF SUBSIDIARIES	117,639			—			—			(117,639		)	—
NET INCOME (LOSS)	$	116,237		$	107,394		$	10,245		$	(117,639	)	$	116,237
OTHER COMPREHENSIVE LOSS, NET OF TAXES	—			(9,208		)	(10,254		)	—			(19,462		)
COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO PARENT	$	116,237		$	98,186		$	(9	)	$	(117,639	)	$	96,775

Condensed Cash Flow Statement [Table Text Block]

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

Nine Months Ended September 30, 2017



	Group 1 Automotive, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Total Company
	(Unaudited, in thousands)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net cash provided by operating activities	$	102,951		$	188,979		$	17,937		$	309,867
CASH FLOWS FROM INVESTING ACTIVITIES:
Cash paid in acquisitions, net of cash received	—			(62,475		)	(46,607		)	(109,082		)
Proceeds from disposition of franchises, property and equipment	—			2,807			2,326			5,133
Purchases of property and equipment, including real estate	—			(131,622		)	(12,688		)	(144,310		)
Other	—			1,526			—			1,526
Net cash used in investing activities	—			(189,764		)	(56,969		)	(246,733		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings on credit facility - floorplan line and other	—			5,053,598			—			5,053,598
Repayments on credit facility - floorplan line and other	—			(5,108,475		)	—			(5,108,475		)
Borrowings on credit facility - acquisition line	68,085			—			—			68,085
Repayments on credit facility - acquisition line	(35,576		)	—			—			(35,576		)
Borrowings on other debt	25,054			—			101,262			126,316
Principal payments on other debt	—			(787		)	(87,914		)	(88,701		)
Borrowings on debt related to real estate	—			10,156			28,875			39,031
Principal payments on debt related to real estate	—			(16,819		)	(4,450		)	(21,269		)
Employee stock purchase plan purchases, net of employee tax withholdings	4,196			—			—			4,196
Repurchases of common stock, amounts based on settlement date	(40,094		)	—			—			(40,094		)
Dividends paid	(15,221		)	—			—			(15,221		)
Borrowings (repayments) with subsidiaries	74,826			(110,857		)	36,031			—
Investment in subsidiaries	(184,221		)	174,576			9,645			—
Net cash provided by (used in) financing activities	(102,951		)	1,392			83,449			(18,110		)
EFFECT OF EXCHANGE RATE CHANGES ON CASH	—			—			867			867
NET INCREASE IN CASH AND CASH EQUIVALENTS	—			607			45,284			45,891
CASH AND CASH EQUIVALENTS, beginning of period	—			8,039			12,953			20,992
CASH AND CASH EQUIVALENTS, end of period	$	—		$	8,646		$	58,237		$	66,883

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

Nine Months Ended September 30, 2016



	Group 1 Automotive, Inc.			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Total Company
	(Unaudited, in thousands)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net cash provided by operating activities	$	116,237		$	269,096		$	1,279		$	386,612
CASH FLOWS FROM INVESTING ACTIVITIES:
Cash paid in acquisitions, net of cash received	—			—			(57,327		)	(57,327		)
Proceeds from disposition of franchises, property and equipment	—			21,735			1,337			23,072
Purchases of property and equipment, including real estate	—			(110,495		)	(15,197		)	(125,692		)
Other	—			2,653			271			2,924
Net cash used in investing activities	—			(86,107		)	(70,916		)	(157,023		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings on credit facility - floorplan line and other	—			5,040,726			—			5,040,726
Repayments on credit facility - floorplan line and other	—			(5,147,766		)	—			(5,147,766		)
Borrowings on credit facility - acquisition line	220,020			—			—			220,020
Repayments on credit facility - acquisition line	(220,020		)	—			—			(220,020		)
Borrowings on other debt	—			—			37,786			37,786
Principal payments on other debt	—			(692		)	(31,140		)	(31,832		)
Borrowings on debt related to real estate, net of debt issue costs	—			42,654			—			42,654
Principal payments on debt related to real estate	—			(14,941		)	(3,904		)	(18,845		)
Employee stock purchase plan purchases, net of employee tax withholdings	1,452			—			—			1,452
Repurchases of common stock, amounts based on settlement date	(127,606		)	—			—			(127,606		)
Tax effect from stock-based compensation	(148		)	—			—			(148		)
Dividends paid	(15,054		)	—			—			(15,054		)
Other	(2,997		)	(423		)	—			(3,420		)
Borrowings (repayments) with subsidiaries	241,050			(245,906		)	4,856			—
Investment in subsidiaries	(212,934		)	142,166			70,768			—
Net cash provided by (used in) financing activities	(116,237		)	(184,182		)	78,366			(222,053		)
EFFECT OF EXCHANGE RATE CHANGES ON CASH	—			—			2,345			2,345
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	—			(1,193		)	11,074			9,881
CASH AND CASH EQUIVALENTS, beginning of period	—			6,338			6,699			13,037
CASH AND CASH EQUIVALENTS, end of period	$	—		$	5,145		$	17,773		$	22,918