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UnitedAuto Reports Results for Third Quarter 1999

26 October 1999

UnitedAuto Reports Results for Third Quarter 1999

    NEW YORK--Oct. 26, 1999--

Net Income Increases 13% to $9.3 Million, or Earnings Per
Fully Diluted Share of $0.32 On 21% Revenue
Increase of $1.09 Billion

    Same-Store Dealership Retail Revenues Increases $127 Million,
    or 17.9% and Retail Gross Profit Increases 12.9%
    Versus the Prior Year

    UnitedAuto Group, Inc. , the nation's second largest publicly-traded automotive retailer, today announced results for the quarter which ended September 30, 1999.
    Third quarter revenues increased 21.0% to $1.09 billion versus $897.0 million in the comparable prior year period. Of the $1.09 billion in third quarter dealership revenues, vehicle sales represented 86.2%, or $935.3 million of the total; finance and insurance revenues represented 4.2%, or $45.7 million of the total; and service and parts revenues of $104.4 million represented the remaining 9.6%.
    Net income for the third quarter of 1999 increased by 13% to $9.3 million, or earnings per share of $0.32 on a fully diluted basis after an extraordinary gain of $0.3 million; versus net income of $8.2 million, or earnings per share of $0.39, in the comparable prior year period. Weighted average shares increased by approximately 40.1% to 29,048,000 in the third quarter of 1999 compared to 20,726,000 in the comparable prior year period. The increase resulted primarily from the issuance of $83 million in convertible preferred stock to Penske Capital Partners in connection with its investment in UnitedAuto.
    The Company's total retail, new and used units sold, increased by 18.1%. The Company's retail sales of new and used vehicles during the third quarter of 1999 amounted to 26,060 and 14,106 respectively; versus new and used retail unit sales of 21,125 and 12,871, respectively, during the comparable 1998 period.
    Roger Penske, Chairman said: "We continue to be pleased with our operational progress in the third quarter as we position the Company to initiate certain operational and strategic changes we believe will enhance UnitedAuto's profitability."
    Sam DiFeo, Jr., President added: "For the third quarter, same-store total retail revenue showed positive results increasing by 17.9%. Same-store retail gross profit also increased 12.9%. These improvements were driven by a 15.2% increase in retail units sold, and a 9.0% increase in service and parts revenue versus the third quarter of 1998."
    For the nine months, which ended September 30, 1999, revenues were $3.03 billion, as compared to $2.51 billion in the comparable prior year period.
    Net income for first nine months of 1999 increased 23.7% to $21.6 million, or earnings per share of $0.86 on a fully diluted basis, after an extraordinary gain of $0.3 million. Net income was $17.5 million, or earnings per share of $0.86 on a fully diluted basis, for the first nine months of 1998 after an extraordinary charge of $1.2 million. Weighted average shares outstanding were 25,207,000 in the first nine months of 1999 and 20,349,000 in the comparable prior year period.
    Of the $3.03 billion in dealership revenues in the first nine months, vehicle sales represented 86.1%, or $2.61 billion of the total; finance and insurance revenues represented 4.1%, or $125.7 million of the total; and service and parts revenues of $297.2 million represented the remaining 9.8%.
    The Company's total retail units sold increased by 17.6% in the first nine months of 1999 versus the comparable period in 1998. The Company's retail sales of new and used vehicles during the first nine months of 1999 amounted to 70,318 and 40,192, respectively; versus new and used retail units sales of 58,069 and 35,934, respectively, during the comparable 1998 period.

Investment from Penske Capital Partners

    As previously announced, affiliates of Penske Capital Partners completed the transaction involving $83.0 million in new capital. As a result, UnitedAuto received the final installment relating to the investment, amounting to approximately $49.5 million, on August 3, 1999. Proceeds from the investment were used to retire debt.
    UnitedAuto, which has pursued a strategy based on internal growth from its existing dealerships as well as from strategic acquisitions, operates [104] franchises in 16 states and Puerto Rico. UnitedAuto dealerships sell new and used vehicles and market a complete line of aftermarket automotive products and services.
    Penske Capital Partners was formed in 1997 to make investments in the transportation and transportation services industries.

    This press release contains forward-looking information, and actual results may materially vary from those expected or implied herein. Factors, including economic conditions, manufacturer approvals, and acquisition risks that could affect these results are described in reports and documents filed by the Company with the Securities and Exchange Commission.


                         UNITEDAUTO GROUP, INC.
            Consolidated Statements of Operations (unaudited)
              (Amounts in Thousands, Except Per Share Data)

                                           Third Quarter
                                --------------------------------------
                                      1999                1998

Vehicle Sales                       $935,270            $766,885
Finance and Insurance                 45,679              37,333
Service and Parts                    104,417              92,788
                                  -------------       -------------  
  Total Revenues                   1,085,366             897,006

Cost of Sales, 
Including Floor Plan Interest        945,881             774,948 
                                  -------------       -------------
  
  Gross Profit                       139,485             122,058

Selling, General and 
Administrative Expenses              117,323             101,676
                                  -------------       -------------
   Operating Income                   22,162              20,382

Other Interest Expense                (7,255)             (8,407)
Other Income (a)                         874               1,779
                                  -------------       -------------
Income From Continuing 
Operations Before Minority 
Interests, Income Tax Provision
and Extraordinary Item                15,781              13,754

Minority Interests                      (181)                (42)
Income Tax Provision                  (6,631)             (5,652)
                                  -------------       -------------
Income From Continuing 
Operations                             8,969               8,060

Income From Discontinued 
Operations, Net of Income 
Tax Provision                             28                 167
                                  --------------      -------------
Income Before Extraordinary Item       8,997               8,227 

Extraordinary Item, Net 
of Income Tax Benefit (b)                320                  --

Net Income                            $9,317              $8,227
                                  ==============      =============
Diluted Earnings Per Share 
From Continuing Operations             $0.31               $0.39
                                  ==============      =============
Diluted Earnings Per Share             $0.32               $0.40
                                  ==============      =============
Diluted Weighted Average 
Shares Outstanding (c)                29,048              20,726
                                  ==============      =============
EBITDA                               $27,982             $27,573


(a)  Represents fees received pursuant to management agreements at
     certain dealerships for which acquisition is pending final
     manufacturer approval.

(b)  Represents the gain on the effective retirement of $12.0 million
     of the Company's Senior Subordinated Notes (the "Notes"), offset
     in part by the write-off of a portion of the debt issuance costs
     related to the Notes.

(c)  The 1999 weighted average share calculation includes the dilutive
     effect of 3.7 million shares of common stock equivalents issued
     to affiliates of Penske Capital Partners on May 3, 1999, as well
     as the dilutive effect of 4.6 million shares of common stock
     equivalents and warrants to purchase 5.0 million shares of voting
     and non-voting common stock issued to affiliates of Penske
     Capital Partners on August 3, 1999.

(d)  EBITDA is defined as income from continuing operations before
     minority interests, income tax provision, extraordinary item,
     interest expense (exclusive of interest expense relating to floor
     plan notes payable), depreciation and amortization.


                        UNITEDAUTO GROUP, INC.
           Consolidated Statements of Operations (unaudited)
             (Amounts in Thousands, Except Per Share Data)

                                            Nine Months
                                          ---------------
                                         1999           1998

Vehicle Sales                        $2,610,785      $2,163,492
Finance and Insurance                   125,678          95,341
Service and Parts                       297,233         246,301  
                                      ---------       ---------
   Total Revenues                     3,033,696       2,505,134

Cost of Sales, Including 
Floor Plan Interest                   2,641,345       2,181,290
                                      ---------       ---------
   Gross Profit                         392,351         323,844

Selling, General and 
Administrative Expenses                 332,359         272,683
                                      ---------        --------
   Operating Income                      59,992          51,161

Other Interest Expense                  (23,510)        (23,381)

Other Income (a)                          2,270           3,627
                                       --------         -------
Income From Continuing 
Operations Before Minority 
Interests, Income Tax Provision
And Extraordinary Item                   38,752          31,407

Minority Interests                         (542)           (126)

Income Tax Provision                    (16,923)        (12,903)
                                        -------         -------

Income From Continuing Operations        21,287          18,378  

Income From Discontinued 
Operations, Net of Income 
Tax Provision                                28             341
                                        -------          ------
Income Before Extraordinary Item         21,315          18,719
Extraordinary Item, Net of Income 
 Tax (b)                                    320          (1,235)
                                        -------          ------
Net Income                              $21,635         $17,484
                                        =======          ======
Diluted Earnings Per Share From 
 Continuing Operations                    $0.84           $0.90
                                        =======          ======
Diluted Earnings Per Share                $0.86           $0.86
                                        =======          ======
Diluted Weighted Average Shares
 Outstanding (c)                         25,207          20,349
                                        =======          ======
EBITDA (d)                              $76,442         $68,654
                                        =======          ======

(a)  Represents fees received pursuant to management agreements at
     certain dealerships for which acquisition is pending final
     manufacturer approval.

(b)  In 1999 represents the gain on the effective retirement of $12.0
     million of the Notes, offset in part by the write-off of a
     portion of the debt issuance costs related to the Notes. In 1998
     represents the write-off of debt issuance costs related to the
     termination of the Company's then existing credit facility in the
     first quarter of 1998.

(c)  The 1999 weighted average share calculation includes the dilutive
     effect of 3.7 million shares of common stock equivalents issued
     to affiliates of Penske Capital Partners on May 3, 1999, as well
     as the dilutive effect of 4.6 million shares of common stock
     equivalents and warrants to purchase 5.0 million shares of voting
     and non-voting common stock issued to affiliates of Penske
     Capital Partners on August 3, 1999.

(d)  EBITDA is defined as income from continuing operations before
     minority interests, income tax provision, extraordinary item,
     interest expense (exclusive of interest expense relating to floor
     plan notes payable), depreciation and amortization.