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CarMax Reports Record First Quarter Results

Releases Second Quarter Expectations

RICHMOND, Va., June 20 -- CarMax, Inc. today reported record results for the first quarter ended May 31, 2005.

  *  Total sales increased 19% to $1.58 billion from $1.32 billion in the
     first quarter last year.

  *  Comparable store used unit sales rose 6% for the quarter.

  *  Total used unit sales grew 19% for the quarter.

  *  Net earnings increased 13% to $39.8 million, or 37 cents per share,
     compared with $35.3 million, or 33 cents per share, reported in the
     first quarter of fiscal 2005.

       *  First quarter fiscal 2006 earnings included 3 cents per share
          resulting from a CarMax Auto Finance favorable valuation
          adjustment of retained interests and the favorable terms of a CAF
          public securitization completed in April.

  *  For the second quarter of fiscal 2006 ending August 31, 2005, CarMax
     expects comparable store used unit sales growth in the range of 3% to
     9%, and earnings per share in the range of 29 cents to 34 cents.

  Sales Components

  (In millions)                              Three Months Ended May 31 (1)
                                              2005         2004      Change
   Used vehicle sales                      $1,203.8       $985.4      22.2 %
   New vehicle sales                          134.1        136.8      (2.0)%
   Wholesale vehicle sales                    189.5        156.9      20.8 %
   Other sales and revenues (2)                51.0         46.0      10.9 %
   Net sales and operating revenues        $1,578.4     $1,325.0      19.1 %

  (1)  Percent calculations and amounts shown are based on amounts presented
       on the attached consolidated statements of earnings and may not sum
       due to rounding.
  (2)  Other sales and revenues include extended service plan revenues,
       service department sales, and third-party  finance fees.

  Retail Vehicle Sales Changes

                                                 Three Months Ended May 31
                                                      2005        2004
  Comparable store vehicle sales:
      Used vehicle units                               6 %        (3)%
      New vehicle units                                0 %        11 %
      Total                                            5 %        (2)%

      Used vehicle dollars                             9 %         0 %
      New vehicle dollars                              2 %        12 %
      Total                                            8 %         2 %

  Total vehicle sales:
      Used vehicle units                              19 %         7 %
      New vehicle units                               (4)%        (1)%
      Total                                           17 %         7 %

      Used vehicle dollars                            22 %        11 %
      New vehicle dollars                             (2)%         0 %
      Total                                           19 %         9 %

  Retail Vehicle Sales Mix

                                                 Three Months Ended May 31
                                                      2005        2004
  Vehicle units:
      Used vehicles                                    93 %        91 %
      New vehicles                                      7           9
      Total                                           100 %       100 %

  Vehicle dollars:
      Used vehicles                                    90 %        88 %
      New vehicles                                     10          12
      Total                                           100 %       100 %

  Retail Unit Sales

                                                 Three Months Ended May 31
                                                      2005        2004
   Used vehicles                                     74,143      62,353
   New vehicles                                       5,604       5,844
   Total                                             79,747      68,197

  Average Retail Selling Prices

                                                 Three Months Ended May 31
                                                      2005        2004
   Used vehicles                                    $16,117     $15,663
   New vehicles                                     $23,763     $23,224
   Weighted average                                 $16,654     $16,311

  Earnings Highlights

  (In millions except per share data)          Three Months Ended May 31 (1)
                                                 2005      2004      Change
   Net earnings                                 $39.8     $35.3      12.7 %
   Diluted weighted average shares
    outstanding                                 106.2     105.8       0.4 %
   Net earnings per share                       $0.37     $0.33      12.1 %

  (1) All per share amounts are presented on a fully diluted basis.

  Selected Operating Ratios

  (In millions)                             Three Months Ended May 31
                                       2005        %(1)     2004       %(1)

   Net sales and operating revenues $1,578.4     100.0 % $1,325.0    100.0 %
   Gross profit                       $197.8      12.5 %   $167.2     12.6 %
   CarMax Auto Finance income          $27.1       1.7 %    $21.8      1.6 %
   Selling, general, and
    administrative expenses           $159.2      10.1 %   $130.7      9.9 %
   Operating profit (EBIT) (2)         $65.6       4.2 %    $58.4      4.4 %
   Net earnings                        $39.8       2.5 %    $35.3      2.7 %

  (1)  Calculated as the ratio of the applicable amount to net sales and
       operating revenues.
  (2)  Operating profit equals earnings before interest and income taxes.

  Gross Profit

                                            Three Months Ended May 31
                                              2005               2004
                                     $/unit(1)     %(2)  $/unit(1)    %(2)
   Used vehicle gross profit          $1,801      11.1 %  $1,864     11.8 %
   New vehicle gross profit             $804       3.4 %    $828      3.5 %
   Wholesale vehicle gross profit       $631      14.9 %    $439     11.6 %
   Other gross profit                   $396      61.9 %    $412     61.0 %
   Total gross profit                 $2,480      12.5 %  $2,452     12.6 %

  (1) Calculated as category gross profit divided by its respective units
      sold, except the other and the total categories, which are divided by
      total retail units sold.
  (2) Calculated as a percentage of its respective sales or revenue.

  Business Performance Review

Sales and Earnings. "We are pleased with our earnings growth, particularly in light of sales that were lower than expected in April and May," said Austin Ligon, president and chief executive officer. "Our sales pace began to lose some momentum in April and weakened further in May, reflecting a softening used car market environment. We believe some of the same factors that affected the marketplace last spring and summer put pressure on the market this spring, including an atypical rise in wholesale auction prices and higher gas prices.

"In April, we began to take steps to counter the current challenges in the market," Ligon said. "We saw prices for low-mileage, late model vehicles at major wholesale auctions increase in an unprecedented fashion this spring. Our analysis suggests that reduced supplies of off-lease cars combined with an unexpected shortage of off-rental cars have been a major factor in these increases. In response, we have not increased our appraisal offers at the same rate as the steep increase in the major wholesale auction market prices. We believe that doing so has helped keep our retail prices more in line with demand, helping to keep our cars attractive to consumers as they compare their options in the new and used car marketplace. We also believe that our appraisal offers are consistent with the broader market trade-in offers, as evidenced by our buy rate, which was ahead of the buy rate for first quarter last year.

"We also began to bring our inventories in line with our sales pace, and they are currently where we want them," said Ligon. "Last year, anticipating a stronger summer selling season, we kept our inventories higher than our spring sales pace. If the sales rate increases as this summer progresses, we believe we have sufficient reconditioning capacity to provide replacement units through the summer.

"Our 6% growth in comp store used unit sales reflected 3 percentage points added by DRIVE-financed sales," Ligon continued. "The tax-refund seasonal increase in DRIVE sales did not extend into April, as we had originally forecast. Consequently, DRIVE-financed sales were 1 percentage point below our original comp estimates for the quarter, but still in line with the expected overall contribution in the range of 3 to 5% of total sales.

"As expected, new vehicle total sales declined, reflecting our disposing of five new car franchises since last year's first quarter," said Ligon. "New vehicle unit comps were flat. Our remaining franchise sales were generally in line with the overall performance of the brands we represent."

Margins. "We were within our target range for retail used vehicle gross profit per car, which declined slightly compared with last year," said Ligon. "Our retail pricing and the higher auction prices put some pressure on used vehicle gross profit. Our in-house wholesale auction prices usually reflect the general wholesale market trends. As a result, our higher in-store auction prices yielded a strong increase in wholesale vehicle gross profit per car. The somewhat lower retail margins and higher wholesale margins roughly offset one another, and we achieved total gross profit per car in line with our expectations."

CarMax Auto Finance. CarMax Auto Finance income increased to $27.1 million in this year's first quarter from $21.8 million in last year's first quarter. The majority of the increase resulted from a favorable valuation adjustment and the favorable terms of the public securitization completed in April. The current quarter CAF income included a benefit of 2 cents per share from the adjustment in the valuation of the retained interest in securitized receivables. We lowered the loss assumptions on previously securitized receivables, reflecting the favorable market conditions and the continued excellent performance of CAF's portfolio. CAF's first quarter income also included a benefit of 1 cent per share related to the 2005-1 public securitization. The cost of funds and credit enhancements on this securitization were better than expected as a result of the strong market demand for asset-backed securities, together with CAF's strong portfolio performance.

In May 2005, CAF repurchased and subsequently resold into the warehouse facility the remaining receivables related to the 2001-2 public securitization. In May 2004, CAF completed a similar repurchase and resale related to the 2001-1 securitization. Each transaction added approximately 1 cent per share to quarterly earnings.

For loans originated and sold in the first quarter of fiscal 2006, the gain was 3.3% compared with 3.8% in last year's first quarter. The reported gain as a percent of all loans sold for the current year's quarter was 4.3%, which includes the effect of the items previously discussed.

SG&A. "As we expected, the SG&A ratio at 10.1% was higher than in last year's first quarter when the ratio was at 9.9%," said Ligon. "The increase reflects primarily the larger percentage of our store base that is made up of stores not yet at base maturity. In this year's first quarter, 45% of our stores were newer stores; in last year's first quarter, that percentage was 35%. The current year's SG&A ratio also reflects the March 30 rollout of marketwide advertising in Los Angeles. We are pleased to report that sales in our Los Angeles stores are strong enough to continue our full marketing program in Los Angeles."

Second Quarter Fiscal 2006 Expectations. "The volatility of the used car market environment has hampered our ability to forecast our performance in the short term," Ligon said. "Consequently, our forecasts for this year's second quarter comp sales and earnings are in wider ranges than we normally would issue. We now believe that second quarter comp store used unit sales will grow in a range of 3% to 9%, with second quarter earnings per share in the range of 29 to 34 cents. These expectations assume continued softness in the used car marketplace, and they also reflect the anniversary of DRIVE's rollout to our entire store base last August. We expect the CAF gain on loans sold will be somewhat below the normalized range of 3.5% to 4.5% as the increase in our cost of funds continues to outpace rises in consumer rates." CarMax plans to release second quarter sales and earnings results on Wednesday, September 21, 2005, before the opening of the New York Stock Exchange.

Store Openings. CarMax opened four superstores during the first quarter. We expanded our presence in the Los Angeles market, adding both a standard and a satellite superstore and bringing to five the total store count in this large market. We entered the Jacksonville market with a standard superstore, and we added a satellite superstore in the Kansas City market. CarMax plans to open five additional superstores during the balance of the fiscal year, bringing total fiscal 2006 store openings to nine.

About CarMax

CarMax, a Fortune 500 company, and one of the Fortune 2005 "100 Best Companies to Work For," is the nation's leading specialty retailer of used cars. Headquartered in Richmond, Va., CarMax currently operates 62 used car superstores in 28 markets. CarMax also operates seven new car franchises, all of which are integrated or co-located with its used car superstores. During the twelve month period ended May 31, 2005, the company sold 264,958 used cars, which is 93 percent of the total 285,354 vehicles the company retailed during that period. For more information, access the CarMax Web site at http://www.carmax.com/.

                      CARMAX, INC. AND SUBSIDIARIES
             CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED)
                   (In thousands except per share data)

                                               Three Months Ended May 31

                                             2005     %(1)     2004     %(1)
   Sales and operating revenues:
      Used vehicle sales                 $1,203,805   76.3   $985,375   74.4
      New vehicle sales                     134,093    8.5    136,765   10.3
      Wholesale vehicle sales               189,492   12.0    156,871   11.8
      Other sales and revenues               50,970    3.2     45,979    3.5
   Net sales and operating revenues       1,578,360  100.0  1,324,990  100.0
   Cost of sales                          1,380,601   87.5  1,157,760   87.4
   Gross profit                             197,759   12.5    167,230   12.6
   CarMax Auto Finance income                27,071    1.7     21,816    1.6
   Selling, general, and
    administrative expenses                 159,235   10.1    130,688    9.9
   Interest expense                           1,194    0.1        493      -
   Interest income                              135      -         53      -
   Earnings before income taxes              64,536    4.1     57,918    4.4
   Provision for income taxes                24,718    1.6     22,588    1.7
   Net earnings                             $39,818    2.5    $35,330    2.7

   Weighted average common shares:
      Basic                                 104,387           103,864
      Diluted                               106,185           105,774

   Net earnings per share:
      Basic                                   $0.38             $0.34
      Diluted                                 $0.37             $0.33

  (1) Percents are calculated as a percentage of net sales and operating
      revenues, and percentages may not total due to rounding.

                      CARMAX, INC. AND SUBSIDIARIES
                       CONSOLIDATED BALANCE SHEETS
                              (In thousands)

                                                May 31           February 28
                                           2005         2004         2005
                                              (Unaudited)
   ASSETS
   Current assets:
   Cash and cash equivalents             $33,518      $61,676      $29,099
   Accounts receivable, net               79,970       92,624       76,167
   Automobile loan receivables
    held for sale                         35,559       25,137       22,152
   Retained interests in securitized
    receivables                          144,363      126,431      147,963
   Inventory                             583,289      523,666      576,567
   Prepaid expenses and other
    current assets                         4,975        6,959       13,008

   Total current assets                  881,674      836,493      864,956

   Property and equipment, net           439,091      274,812      406,301
   Other assets                           21,732       22,631       21,756

   TOTAL ASSETS                       $1,342,497   $1,133,936   $1,293,013

   LIABILITIES AND SHAREHOLDERS' EQUITY
   Current liabilities:
   Accounts payable                     $177,952     $156,408     $170,646
   Accrued expenses and other
    current liabilities                   65,035       50,226       65,664
   Accrued income taxes                   25,408       21,891        1,179
   Deferred income taxes                  24,602       31,957       26,315
   Short-term debt                        41,428       28,182       65,197
   Current installments of
    long-term debt                           351            -          330

   Total current liabilities             334,776      288,664      329,331

   Long-term debt, excluding
    current installments                 128,315      100,000      128,419
   Deferred revenue and other
    liabilities                           30,325       25,392       29,260
   Deferred income taxes                   4,315          376        5,027

   TOTAL LIABILITIES                     497,731      414,432      492,037

   SHAREHOLDERS' EQUITY                  844,766      719,504      800,976

   TOTAL LIABILITIES AND
    SHAREHOLDERS' EQUITY              $1,342,497   $1,133,936   $1,293,013

                      CARMAX, INC. AND SUBSIDIARIES
            CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
                              (In thousands)

                                                      Three Months Ended
                                                            May 31
                                                     2005            2004
   Operating Activities:
   Net earnings                                     $39,818         $35,330
   Adjustments to reconcile net earnings to net
    cash provided by operating activities:
     Depreciation and amortization                    5,926           4,282
     Amortization of restricted stock awards             20              31
     Loss (gain) on disposition of assets                12             (62)
     Provision for deferred income taxes             (2,425)           (193)
     Changes in operating assets and liabilities:
       Increase in accounts receivable, net          (3,803)        (20,266)
       Increase in automobile loan receivables
        held for sale                               (13,407)         (6,356)
       Decrease in retained interests in
        securitized receivables                       3,600          19,557
       Increase in inventory                         (6,722)        (57,605)
       Decrease in prepaid expenses and other
        current assets                                8,033           1,691
       Decrease in other assets                          24              32
       Increase in accounts payable, accrued
        expenses and other current liabilities,
        and accrued income taxes                     33,118          25,336
       Increase in deferred revenue and other
        liabilities                                     688             847
   Net cash provided by operating activities         64,882           2,624

   Investing Activities:
   Purchases of property and equipment              (55,056)        (46,455)
   Proceeds from sales of assets                     16,705          18,790
   Net cash used in investing activities            (38,351)        (27,665)

   Financing Activities:
   (Decrease) increase in short-term debt, net      (23,769)         23,736
   Payments on long-term debt                           (83)              -
   Equity issuances, net                              1,740           1,338
   Net cash (used in) provided by financing
    activities                                      (22,112)         25,074

   Increase in cash and cash equivalents              4,419              33
   Cash and cash equivalents at beginning
    of year                                          29,099          61,643
   Cash and cash equivalents at end of period       $33,518         $61,676