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CarMax Reports Record Third Quarter Results

Releases Fourth Quarter Expectations

RICHMOND, Va., Dec. 21 -- CarMax, Inc. today reported results for the third quarter ended November 30, 2005.

  * Total sales increased 17% to $1.42 billion from $1.22 billion in the
    third quarter of last year.

  * Comparable store used unit sales rose 3% for the quarter.

  * Total used unit sales grew 13% for the quarter.

  * Net earnings increased 46% to $26.4 million, or 25 cents per share,
    compared with $18.0 million, or 17 cents per share, earned in the third
    quarter of last year.

     -- Earnings for the current year's quarter included a benefit of 3
        cents per share from CarMax Auto Finance favorable items, while the
        prior year's third quarter included a similar benefit of 1 cent per
        share.

  * For the fourth quarter of fiscal 2006 ending February 28, 2006, CarMax
    expects comparable store used unit sales performance in the range of -4%
    to +2%, and earnings per share in the range of 25 cents to 31 cents.

  Sales Components

                         Three Months Ended           Nine Months Ended
  (In millions)            November 30 (1)             November 30 (1)
                        2005      2004   Change      2005      2004   Change
  Used vehicle
   sales             $1,087.1    $926.0  17.4 %   $3,527.4  $2,898.8  21.7 %
  New vehicle
   sales                113.3     114.2  (0.8)%      399.3     388.5   2.8 %
  Wholesale vehicle
   sales                174.2     132.7  31.3 %      554.5     441.7  25.6 %
  Other sales
   and revenues
   (2)                   49.3      42.8  15.2 %      155.0     135.3  14.5 %
  Net sales and
   operating
   revenues          $1,424.0  $1,215.7  17.1 %   $4,636.2  $3,864.2  20.0 %

  (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       Nine Months Ended
                                    November 30              November 30
                                  2005       2004          2005       2004
  Comparable store vehicle
   sales:
      Used vehicle units            3 %        2 %           7 %       (3)%
      New vehicle units            (6)%       11 %           2 %       12 %
      Total units                   3 %        2 %           6 %       (2)%

      Used vehicle dollars          7 %        3 %          10 %       (1)%
      New vehicle dollars          (5)%        9 %           3 %       11 %
      Total dollars                 6 %        4 %           9 %        0 %

  Total vehicle sales:
      Used vehicle units           13 %       15 %          18 %        8 %
      New vehicle units            (2)%       (6)%           1 %       (3)%
      Total units                  12 %       13 %          17 %        7 %

      Used vehicle dollars         17 %       16 %          22 %       10 %
      New vehicle dollars          (1)%       (7)%           3 %       (3)%
      Total dollars                15 %       13 %          19 %        9 %

  Retail Vehicle Sales Mix

                                Three Months Ended       Nine Months Ended
                                    November 30              November 30
                                  2005       2004          2005       2004
  Vehicle units:
      Used vehicles                93 %       93 %          93 %       92 %
      New vehicles                  7          7             7          8
      Total                       100 %      100 %         100 %      100 %

  Vehicle dollars:
      Used vehicles                91 %       89 %          90 %       88 %
      New vehicles                  9         11            10         12
      Total                       100 %      100 %         100 %      100 %

  Retail Unit Sales

                               Three Months Ended       Nine Months Ended
                                    November 30             November 30
                                  2005        2004         2005       2004
  Used vehicles                 66,680      58,908      216,439    183,657
  New vehicles                   4,675       4,765       16,599     16,365
  Total                         71,355      63,673      233,038    200,022

  Average Retail Selling Prices

                               Three Months Ended       Nine Months Ended
                                   November 30             November 30
                                 2005        2004         2005       2004
  Used vehicles                $16,147     $15,591      $16,157    $15,650
  New vehicles                 $24,081     $23,804      $23,896    $23,562
  Weighted average             $16,667     $16,205      $16,708    $16,297

  Earnings Highlights

                              Three Months Ended       Nine Months Ended
  (In millions except per        November 30              November 30
   share data)
                              2005   2004  Change      2005   2004  Change
  Net earnings               $26.4  $18.0   46.4 %   $107.7  $83.2   29.3 %
  Diluted weighted average
   shares outstanding        106.4  105.7    0.7 %    106.3  105.7    0.6 %
  Net earnings per share (1) $0.25  $0.17   47.1 %    $1.01  $0.79   27.8 %

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

  Selected Operating Ratios

                     Three Months Ended           Nine Months Ended
  (In millions)         November 30                 November 30
                2005   % (1)    2004   % (1)    2005   % (1)    2004   % (1)

  Net
   sales
   and
   operating
   revenues  $1,424.0 100.0% $1,215.7 100.0% $4,636.2 100.0% $3,864.2 100.0%
  Gross
   profit      $177.2  12.4%   $145.4  12.0%   $583.5  12.6%   $475.9  12.3%
  CarMax
   Auto
   Finance
   income       $28.0   2.0%    $20.4   1.7%    $78.9   1.7%    $63.0   1.6%
  Selling,
   general, and
   administrative
   expenses    $161.7  11.4%   $137.2  11.3%   $486.2  10.5%   $402.6  10.4%
  Operating
   profit
   (EBIT) (2)   $43.4   3.0%    $29.4   2.4%   $176.1   3.8%   $137.0   3.5%
  Net earnings  $26.4   1.9%    $18.0   1.5%   $107.7   2.3%    $83.2   2.2%

  (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              Nine Months Ended
                      November 30                     November 30
                2005             2004              2005            2004
         $/unit(1)  %(2)  $/unit(1)  %(2)  $/unit(1)  %(2)  $/unit(1)  %(2)
  Used
   vehicle
   gross
   profit  $1,758   10.8%   $1,765   11.2%   $1,807   11.1%   $1,826   11.6%
  New
   vehicle
   gross
   profit    $866    3.6%     $886    3.7%     $943    3.9%     $866    3.7%
  Wholesale
   vehicle
   gross
   profit    $726   16.8%     $440   11.8%     $641   15.3%     $428   11.4%
  Other
   gross
   profit    $374   54.0%     $339   50.5%     $395   59.3%     $379   56.1%
  Total
   gross
   profit  $2,483   12.4%   $2,284   12.0%   $2,504   12.6%   $2,379   12.3%

  (1) Calculated as category gross profit divided by its respective units
      sold, except the other and 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. "Our third quarter used car sales growth reflected increased traffic compared with last year's third quarter, as well as continuing strong execution," said Austin Ligon, president and chief executive officer. "We were able to sustain positive momentum even as the cross-shopping benefit from this summer's new car employee pricing programs waned. Subsequently, new car sales and traffic levels dropped significantly, reflecting the limited model year close-out vehicle availability that resulted from the success of the employee pricing programs." The new car employee pricing programs ended in late September and early October.

"The effect on sales from hurricanes occurring during the quarter was actually slightly positive," said Ligon. "As anticipated, we were able to fully recover the sales lost to weather-related store closures in south Florida and in Houston from Hurricanes Wilma and Rita. And we saw a slight benefit from replacement purchases made by consumers displaced by Hurricane Katrina.

"Wholesale sales continued to be exceptionally strong, as we benefited from higher year-over-year wholesale prices, strong appraisal traffic, and geographic expansion," Ligon said. "Even with the precipitous drop in SUV prices, we did not see as much of a total deceleration in overall wholesale used car pricing as normally occurs during the third quarter. We believe both the continued strength of compact and mid-size car prices, driven by gasoline price concerns, and the more limited availability of model year close-out vehicles contributed to this situation.

"New vehicle sales declined modestly, reflecting the performance of the broader new car marketplace following the end of the employee discount programs," said Ligon. "Other sales and revenues benefited from increases in extended service plan revenues and service department sales."

Margins. "We are quite pleased with the strength in our gross profit per unit in what is typically our toughest and most volatile quarter of the year," said Ligon. "Our used vehicle gross profit per unit was similar to last year's third quarter, and we benefited from an unusually high wholesale gross profit. We adjusted our appraisal offers to incorporate the anticipated drop in wholesale pricing that typically occurs in the fall. However, our wholesale auctions reflected the more modest actual price declines, giving us more wholesale margin than we had planned despite a solid improvement in appraisal purchase rates. We remained active buyers of SUVs throughout the period unlike many of our new car franchise competitors.

"Margins on other sales and revenues grew as a result of the growth in extended service plan revenues, which have no associated cost of sales, and the growth in our service margin, reflecting improved overhead expense absorption," Ligon said.

CarMax Auto Finance. CAF income increased 37%, to $28.0 million in this year's third quarter from $20.4 million in the same quarter last year. CAF income benefited from the growth in total sales and managed receivables, a favorable valuation adjustment, and the favorable effect of the public securitization completed in September. This year's third quarter CAF income included a benefit of 2 cents per share primarily related to lowering the loss rate assumptions on certain previously securitized receivables. Last year's third quarter CAF income included a similar 1 cent per share benefit. This year's third quarter also included a 1 cent per share benefit related to the September public securitization. CAF continued to benefit from robust demand in the asset-backed securities market and the strength and consistency of CAF's receivables performance.

For loans originated and sold in the quarter, the gain as a percent of loans sold was 3.6% in the current year's third quarter compared with 3.5% in last year's third quarter. The reported gains as a percent of loans sold of 5.0% in this year's third quarter and 4.1% in last year's third quarter include the benefits related to the valuation adjustments and the new public securitization.

SG&A. "Selling, general, and administrative expenses as a percent of net sales and operating revenues increased slightly to 11.4% in this year's third quarter from 11.3% in last year's quarter," Ligon said. "As expected, the moderate rate of increase in unit comps was not sufficient to provide SG&A leverage. Having a larger percentage of our store base comprised of stores not yet at basic maturity and last year's lower-than-normal corporate bonuses were also contributing factors. At the end of this year's third quarter, 49% of our stores were less than four years old, compared with 40% at the end of last year's third quarter."

Earnings. "We finished the quarter with earnings of 25 cents per share, at the top end of our guidance range," said Ligon. "Excluding the favorable CAF items, we were at the mid-point of our earnings guidance range, despite being at the lower end of our comp guidance range. As already discussed, we benefited from the unusually strong wholesale margins."

Fourth Quarter and Fiscal 2006 Expectations

"For the fourth quarter, we currently expect used unit comp performance in the range of -4% to +2%, assuming we don't experience abnormal winter weather events," Ligon said. "We have a particularly challenging comparison to last year's 12% used unit comps, which included 5 percentage points attributable to rolling out a new subprime finance provider. We expect fourth quarter earnings per share in the range of 25 to 31 cents, implying full year fiscal 2006 earnings per share in the range of $1.27 to $1.33. This represents annual EPS growth of between 19 and 24% compared with the $1.07 per share earned in fiscal 2005. We expect the fourth quarter CAF gains on loans sold to be approximately 3.5%."

The company plans to release fourth quarter sales and earnings results on Thursday, March 30, 2006, before the opening of the New York Stock Exchange. CarMax will host a conference call for investors at 9:00 a.m. Eastern time on that day. Information on this conference call will be available on the company's investor information home page at http://investor.carmax.com/.

Future Guidance

"After careful consideration, we have decided that for our next fiscal year, we'll issue guidance on comparable store used unit sales and on earnings per share only for the full fiscal year," said Ligon. "We will no longer issue quarterly guidance. This decision reflects our continuing focus on longer-term store, sales, and earnings growth and on return on invested capital, and our recognition that the performance in shorter-term periods can be more volatile than over the longer term. As we report our quarterly results, we plan to comment on how our performance is tracking against our annual guidance."

Store Openings

CarMax opened four superstores during the third quarter, including two standard superstores and two satellite superstores. In November, the company entered the Virginia Beach and Wichita markets with standard superstores, and in September, satellite superstores were added in the Miami and Nashville markets. To date in fiscal 2006, CarMax has opened nine superstores, including five standard superstores and four satellite superstores. No superstore openings are planned for the fourth quarter of fiscal 2006.

During the fiscal year ending February 28, 2007, CarMax plans to expand its used car superstore base by approximately 16%, consistent with the company's target for used car superstore annual growth in the range of 15% to 20%. The company expects to open approximately 11 used car superstores, including five standard superstores and six satellite superstores, as follows:

  Fiscal 2007 Store Opening Plan
                                    Standard      Satellite       Total
                                   Superstores   Superstores   Superstores
  Hartford / New     New
   Haven, Conn.      mid-sized market     1             1             2
  Columbus, Ohio     New
                     mid-sized market     1             1             2
  Oklahoma City,     New
   Okla.             mid-sized market     1             -             1
  Los Angeles,       Existing large
   Calif.            market               -             2             2
  Charlottesville,   New small market
   Va.                                    -             1             1
  Fredericksburg,    Existing large
   Va. (Washington,  market
   D.C. market)                           1             -             1
  Austin, Tex.       Existing
                     mid-sized market     -             1             1
  Charlotte, N.C.    Existing
                     mid-sized market     1             -             1
  Total superstore
   openings                               5             6            11

"With an estimated television viewing audience of approximately 185,000, Charlottesville, Va., represents our first entry into a small market," said Ligon. "We will be adjusting our store footprint, inventory, and our staffing model in this store, as a result of the smaller overall sales opportunities provided by this market. This store's performance over the next few years will help us better understand our longer-term opportunities in small markets."

About CarMax

CarMax, a Fortune 500 company, and one of the Fortune 2005 "100 Best Companies to Work For," is the nation's largest retailer of used cars. Headquartered in Richmond, Va., CarMax currently operates 67 used car superstores in 31 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 November 30, 2005, the company sold 285,950 used cars, which is 93% of the total 306,820 vehicles the company retailed during that period. For more information, access the CarMax website at http://www.carmax.com/.

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

                                          Three Months Ended
                                            November 30
                              2005          %(1)          2004       %(1)

  Sales and operating
   revenues:
   Used vehicle sales       $1,087,097       76.3       $926,023      76.2
   New vehicle sales           113,299        8.0        114,199       9.4
   Wholesale vehicle sales     174,235       12.2        132,669      10.9
   Other sales and revenues     49,349        3.5         42,820       3.5
  Net sales and operating
   revenues                  1,423,980      100.0      1,215,711     100.0
  Cost of sales              1,246,807       87.6      1,070,265      88.0
  Gross profit                 177,173       12.4        145,446      12.0
  CarMax Auto Finance income    27,971        2.0         20,439       1.7
  Selling, general, and
   administrative expenses     161,727       11.4        137,170      11.3
  Gain on franchise
   dispositions, net               -          -              692       0.1
  Interest expense                 430        -              -         -
  Interest income                  262        -              175       -
  Earnings before
   income taxes                 43,249        3.0         29,582       2.4
  Provision for
   income taxes                 16,837        1.2         11,537       0.9
  Net earnings                 $26,412        1.9        $18,045       1.5

  Weighted average common shares:
   Basic                       104,727                   104,070
   Diluted                     106,442                   105,735

  Net earnings per share:
   Basic                         $0.25                     $0.17
   Diluted                       $0.25                     $0.17

                                       Nine Months Ended
                                           November 30
                              2005          %(1)          2004       %(1)

  Sales and operating
   revenues:
   Used vehicle sales       $3,527,416       76.1     $2,898,757      75.0
   New vehicle sales           399,314        8.6        388,480      10.1
   Wholesale vehicle sales     554,510       12.0        441,658      11.4
   Other sales and revenues    154,953        3.3        135,313       3.5
  Net sales and operating
   revenues                  4,636,193      100.0      3,864,208     100.0
  Cost of sales              4,052,677       87.4      3,388,332      87.7
  Gross profit                 583,516       12.6        475,876      12.3
  CarMax Auto Finance income    78,866        1.7         62,999       1.6
  Selling, general, and
   administrative expenses     486,236       10.5        402,584      10.4
  Gain on franchise
   dispositions, net               -          -              681       -
  Interest expense               1,999        -              817       -
  Interest income                  588        -              294       -
  Earnings before
   income taxes                174,735        3.8        136,449       3.5
  Provision for
   income taxes                 67,083        1.4         53,215       1.4
  Net earnings                $107,652        2.3        $83,234       2.2

  Weighted average common shares:
   Basic                       104,547                   103,978
   Diluted                     106,281                   105,673

  Net earnings per share:
   Basic                         $1.03                     $0.80
   Diluted                       $1.01                     $0.79

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

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

                                    November 30               February 28
                              2005               2004            2005
  ASSETS                            (unaudited)
  Current assets:
  Cash and cash equivalents  $34,977            $25,762         $29,099
  Accounts receivable, net    55,616             63,694          76,167
  Automobile loan receivables
   held for sale               1,527              3,540          22,152
  Retained interest in
   securitized receivables   158,930            131,621         147,963
  Inventory                  606,366            503,682         576,567
  Prepaid expenses and
   other current assets       11,381              9,248          13,008

  Total current assets       868,797            737,547         864,956

  Property and
   equipment, net            465,990            368,654         406,301
  Deferred income taxes        5,869                667             -
  Other assets                26,484             26,302          21,756

  TOTAL ASSETS            $1,367,140         $1,133,170      $1,293,013

  LIABILITIES AND SHAREHOLDERS' EQUITY
  Current liabilities:
  Accounts payable          $173,341           $133,015        $170,646
  Accrued expenses and
   other current
   liabilities                75,266             53,388          65,664
  Accrued income taxes        21,571              4,481           1,179
  Deferred income taxes       19,572             31,030          26,315
  Short-term debt              4,707              6,331          65,197
  Current portion of
   long-term debt             40,042                -               330

  Total current liabilities  334,499            228,245         329,331

  Long-term debt, excluding
   current portion            85,036            111,940         128,419
  Deferred revenue and
   other liabilities          29,322             23,749          29,260
  Deferred income taxes          -                  -             5,027

  TOTAL LIABILITIES          448,857            363,934         492,037

  SHAREHOLDERS' EQUITY       918,283            769,236         800,976

  TOTAL LIABILITIES AND
   SHAREHOLDERS' EQUITY   $1,367,140         $1,133,170      $1,293,013

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

                                                 Nine Months Ended
                                                     November 30
                                                 2005            2004
  Operating Activities:
  Net earnings                                 $107,652         $83,234
  Adjustments to reconcile net earnings
   to net cash provided by operating
   activities:
   Depreciation and amortization                 19,193          13,334
   Amortization of restricted stock awards           53              79
   Gain on disposition of assets                   (777)           (810)
   Provision for deferred income taxes          (17,639)         (2,163)
   Changes in operating assets and
    liabilities:
    Decrease in accounts receivable, net         20,551           8,664
    Decrease in automobile loan receivables
     held for sale                               20,625          15,241
    (Increase) decrease in retained interest
     in securitized receivables                 (10,967)         14,367
    Increase in inventory                       (29,799)        (37,621)
    Decrease (increase) in prepaid expenses
     and other current assets                     1,627            (598)
    Increase in other assets                       (434)           (394)
    Increase (decrease) in accounts payable,
     accrued expenses and other current
     liabilities, and accrued income taxes       37,804         (11,500)
    Increase in deferred revenue and other
     liabilities                                    800           1,772
  Net cash provided by operating activities     148,689          83,605

  Investing Activities:
  Purchases of property and equipment          (153,490)       (176,341)
  Proceeds from sales of assets                  78,217          52,657
  Net cash used in investing activities         (75,273)       (123,684)

  Financing Activities:
  (Decrease) increase in short-term debt, net   (60,490)          1,885
  Issuance of long-term debt                    105,229             -
  Payments of long-term debt                   (116,764)            -
  Equity issuances, net                           4,487           2,313
  Net cash (used in) provided by
   financing activities                         (67,538)          4,198

  Increase (decrease) in cash and cash
   equivalents                                    5,878         (35,881)
  Cash and cash equivalents at beginning
   of year                                       29,099          61,643
  Cash and cash equivalents at end
   of period                                    $34,977         $25,762