Penske Automotive (PAG) 10-Q30 Oct 152015 Q3 Quarterly reportFinancial data

Company Profile

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2015	Oct. 22, 2015
Document and Entity Information
Entity Registrant Name	PENSKE AUTOMOTIVE GROUP, INC.
Entity Central Index Key	1,019,849
Document Type	10-Q
Document Period End Date	Sep. 30, 2015
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		90,068,945
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	Q3

CONSOLIDATED CONDENSED BALANCE

CONSOLIDATED CONDENSED BALANCE SHEETS - USD ($) $ in Millions	Sep. 30, 2015	Dec. 31, 2014
ASSETS
Cash and cash equivalents	$ 49.7	$ 36.3
Accounts receivable, net of allowance for doubtful accounts of $4.4 and $3.5	775.5	707.1
Inventories	3,188.4	2,836.4
Other current assets	109	124.8
Assets held for sale	15.3	156.1
Total current assets	4,137.9	3,860.7
Property and equipment, net	1,476.9	1,331.6
Goodwill	1,297.7	1,269.9
Other indefinite-lived intangible assets	392.7	386.6
Equity method investments	340.1	352.8
Other long-term assets	29.6	26.6
Total assets	7,674.9	7,228.2
LIABILITIES AND EQUITY
Floor plan notes payable	2,096	1,812.6
Floor plan notes payable - non-trade	1,072.6	933.8
Accounts payable	482.4	422.5
Accrued expenses	358.3	316
Current portion of long-term debt	29.7	37.2
Liabilities held for sale	8.3	108.2
Total current liabilities	4,047.3	3,630.3
Long-term debt	1,155.2	1,316
Deferred tax liabilities	395.6	409.9
Other long-term liabilities	255.7	190.8
Total liabilities	$ 5,853.8	$ 5,547
Commitments and contingent liabilities (Note 9)
Penske Automotive Group stockholders' equity:
Preferred Stock, $0.0001 par value; 100,000 shares authorized; none issued and outstanding
Common Stock
Additional paid-in-capital	$ 679.9	$ 690.7
Retained earnings	1,208.9	1,015.4
Accumulated other comprehensive income (loss)	(112.4)	(53.3)
Total Penske Automotive Group stockholders' equity	1,776.4	1,652.8
Non-controlling interest	44.7	28.4
Total equity	1,821.1	1,681.2
Total liabilities and equity	$ 7,674.9	$ 7,228.2
Non-voting Common Stock
Penske Automotive Group stockholders' equity:
Common Stock
Class C Common Stock
Penske Automotive Group stockholders' equity:
Common Stock

CONSOLIDATED CONDENSED BALANCE3

CONSOLIDATED CONDENSED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions	Sep. 30, 2015	Dec. 31, 2014
Accounts receivable, allowance for doubtful accounts (in dollars)	$ 4.4	$ 3.5
Preferred Stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred Stock, shares authorized	100,000	100,000
Preferred Stock, shares issued	0	0
Preferred Stock, shares outstanding	0	0
Common Stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common Stock, shares authorized	240,000,000	240,000,000
Common Stock, shares issued	90,068,945	90,244,840
Common Stock, shares outstanding	90,068,945	90,244,840
Non-voting Common Stock
Common Stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common Stock, shares authorized	7,125,000	7,125,000
Common Stock, shares issued	0	0
Common Stock, shares outstanding	0	0
Class C Common Stock
Common Stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common Stock, shares authorized	20,000,000	20,000,000
Common Stock, shares issued	0	0
Common Stock, shares outstanding	0	0

CONSOLIDATED CONDENSED STATEMEN

CONSOLIDATED CONDENSED STATEMENTS OF INCOME - USD ($) shares in Millions, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Revenue:
Total revenues	$ 4,960.1	$ 4,396.7	$ 14,363.6	$ 12,806.4
Cost of sales:
Total cost of sales	4,230.9	3,749.1	12,213.2	10,887.3
Gross profit	729.2	647.6	2,150.4	1,919.1
Selling, general and administrative expenses	563.4	502.3	1,652.3	1,486
Depreciation	19.8	17.3	57.7	50.6
Operating income	146	128	440.4	382.5
Floor plan interest expense	(11.4)	(11.3)	(32.7)	(34.2)
Other interest expense	(16.3)	(12.4)	(49)	(37.2)
Equity in earnings of affiliates	11	12.7	29.7	28.7
Income from continuing operations before income taxes	129.3	117	388.4	339.8
Income taxes	(41.7)	(39.7)	(128.2)	(115.7)
Income from continuing operations	87.6	77.3	260.2	224.1
Loss from discontinued operations, net of tax	(0.1)	(2.2)	(1.1)	(7.2)
Net income	87.5	75.1	259.1	216.9
Less: Income attributable to non-controlling interests	0.9	0.6	3.3	2
Net income attributable to Penske Automotive Group common stockholders	$ 86.6	$ 74.5	$ 255.8	$ 214.9
Basic earnings per share attributable to Penske Automotive Group common stockholders:
Continuing operations (in dollars per share)	$ 0.96	$ 0.85	$ 2.85	$ 2.46
Discontinued operations (in dollars per share)	0	(0.02)	(0.01)	(0.08)
Net income attributable to Penske Automotive Group common stockholders (in dollars per share)	$ 0.96	$ 0.83	$ 2.84	$ 2.38
Shares used in determining basic earnings per share (Note 6) (in shares)	90.1	90.3	90.2	90.4
Diluted earnings per share attributable to Penske Automotive Group common stockholders:
Continuing operations (in dollars per share)	$ 0.96	$ 0.85	$ 2.85	$ 2.46
Discontinued operations (in dollars per share)	0	(0.02)	(0.01)	(0.08)
Net income attributable to Penske Automotive Group common stockholders (in dollars per share)	$ 0.96	$ 0.83	$ 2.84	$ 2.38
Shares used in determining diluted earnings per share (Note 6) (in shares)	90.1	90.3	90.2	90.4
Amounts attributable to Penske Automotive Group common stockholders:
Income from continuing operations	$ 87.6	$ 77.3	$ 260.2	$ 224.1
Less: Income attributable to non-controlling interests	0.9	0.6	3.3	2
Income from continuing operations, net of tax	86.7	76.7	256.9	222.1
Loss from discontinued operations, net of tax	(0.1)	(2.2)	(1.1)	(7.2)
Net income attributable to Penske Automotive Group common stockholders	86.6	74.5	255.8	214.9
Retail Automotive Dealership
Revenue:
Total revenues	4,585.8	4,295.6	13,327.5	12,495.3
Cost of sales:
Total cost of sales	3,923.4	3,665	11,373.2	10,628.2
Retail Commercial Truck Dealership
Revenue:
Total revenues	268.5		703.1
Cost of sales:
Total cost of sales	228.5		592
Commercial Vehicle Distribution and Other
Revenue:
Total revenues	105.8	101.1	333	311.1
Cost of sales:
Total cost of sales	$ 79	$ 84.1	$ 248	$ 259.1

CONSOLIDATED CONDENSED STATEME5

CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME
Net income	$ 87.5	$ 75.1	$ 259.1	$ 216.9
Other comprehensive income:
Foreign currency translation adjustment	(42)	(53.5)	(57)	(27.4)
Unrealized gain (loss) on interest rate swaps:
Unrealized gain (loss) arising during the period, net of tax benefits				(0.2)
Reclassification adjustment for loss included in floor plan interest expense, net of tax provision of $0.0, $0.7, $0.0 and $2.2, respectively		1.1		3.4
Unrealized gain (loss) on interest rate swaps, net of tax		1.1		3.2
Other adjustments to comprehensive income, net	(0.5)	1.4	(2.3)	(1.8)
Other comprehensive income (loss), net of taxes	(42.5)	(51)	(59.3)	(26)
Comprehensive income	45	24.1	199.8	190.9
Less: Comprehensive income (loss) attributable to non-controlling interests	1.5	(0.1)	3.1	1
Comprehensive income attributable to Penske Automotive Group common stockholders	$ 43.5	$ 24.2	$ 196.7	$ 189.9

CONSOLIDATED CONDENSED STATEME6

CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME
Reclassification adjustment for loss included in floor plan interest expense, tax provision	$ 0	$ 0.7	$ 0	$ 2.2

CONSOLIDATED CONDENSED STATEME7

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Operating Activities:
Net income	$ 259.1	$ 216.9
Adjustments to reconcile net income to net cash from continuing operating activities:
Depreciation	57.7	50.6
Earnings of equity method investments	(22.9)	(22.9)
Loss from discontinued operations, net of tax	1.1	7.2
Deferred income taxes	(9.9)	9.8
Changes in operating assets and liabilities:
Accounts receivable	(16.6)	(41.5)
Inventories	(180.4)	60.3
Floor plan notes payable	209.5	(76.9)
Accounts payable and accrued expenses	60.3	68.1
Other	15.5	4.4
Net cash provided by continuing operating activities	373.4	276
Investing Activities:
Purchase of equipment and improvements	(151.1)	(139.6)
Acquisitions net, including repayment of sellers' floor plan notes payable of $41.2 and $23.0, respectively	(85.4)	(86.2)
Other	0.2	(25.3)
Net cash used in continuing investing activities	(236.3)	(251.1)
Financing Activities:
Proceeds from borrowings under U.S. credit agreement revolving credit line	1,060.4	951.1
Repayments under U.S. credit agreement revolving credit line	(982.4)	(867.1)
Repayment of U.S credit agreement term loan	(88)
Repayment of U.S. commercial truck capital loan	(60.5)
Net (repayments) borrowings of other long-term debt	(95.2)	43
Net borrowings of floor plan notes payable - non-trade	94.6
Payment of deferred financing fees	(1.8)
Repurchases of common stock	(22)	(15.5)
Dividends	(62.3)	(51.5)
Other	(5.9)	0.2
Net cash (used in) provided by continuing financing activities	(163.1)	60.2
Discontinued operations:
Net cash used in discontinued operating activities	(2.8)	(1.4)
Net cash provided by discontinued investing activities	129.6	4.8
Net cash (used in) provided by discontinued financing activities	(87.1)	11.7
Net cash provided by discontinued operations	39.7	15.1
Effect of exchange rate changes on cash and cash equivalents	(0.3)
Net change in cash and cash equivalents	13.4	100.2
Cash and cash equivalents, beginning of period	36.3	50.3
Cash and cash equivalents, end of period	49.7	150.5
Cash paid for:
Interest	67.8	67.6
Income taxes	$ 100.3	$ 85.6

CONSOLIDATED CONDENSED STATEME8

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
Repayment of Sellers' Floor Plan Notes Payable Dealership Acquisitions	$ 41.2	$ 23

CONSOLIDATED CONDENSED STATEME9

CONSOLIDATED CONDENSED STATEMENT OF EQUITY - 9 months ended Sep. 30, 2015 - USD ($) $ in Millions	Total Penske Automotive Group Stockholders' Equity	Common Stock	Additional Paid-in Capital	Retained Earnings	Accumulated Other Comprehensive Income (Loss)	Non-controlling Interest	Total
Balance at Dec. 31, 2014	$ 1,652.8		$ 690.7	$ 1,015.4	$ (53.3)	$ 28.4	$ 1,681.2
Balance (in shares) at Dec. 31, 2014		90,244,840
Increase (decrease) in stockholders' equity
Equity compensation	11		11				11
Equity compensation (in shares)		263,488
Repurchases of common stock	(22)		(22)				$ (22)
Repurchases of common stock (in shares)		(439,383)					(439,383)
Dividends	(62.3)			(62.3)			$ (62.3)
Purchase of controlling interest						22.4	22.4
Purchase of subsidiary shares from non-controlling interest						(6.1)	(6.1)
Distributions to non-controlling interests						(3.6)	(3.6)
Sale of subsidiary shares to non-controlling interest	0.2		0.2			0.5	0.7
Foreign currency translation	(56.8)				(56.8)	(0.2)	(57)
Other	(2.3)				(2.3)		(2.3)
Net income	255.8			255.8		3.3	259.1
Balance at Sep. 30, 2015	$ 1,776.4		$ 679.9	$ 1,208.9	$ (112.4)	$ 44.7	$ 1,821.1
Balance (in shares) at Sep. 30, 2015		90,068,945

Interim Financial Statements

Interim Financial Statements	9 Months Ended
Interim Financial Statements	Sep. 30, 2015
Interim Financial Statements.
Interim Financial Statements	1. Interim Financial Statements Business Overview Unless the context otherwise requires, the use of the terms “PAG,” “we,” “us,” and “our” in these Notes to the Consolidated Condensed Financial Statements refers to Penske Automotive Group, Inc. and its consolidated subsidiaries. We are an international transportation services company that operates automotive and commercial truck dealerships principally in the United States and Western Europe, and distributes commercial vehicles, diesel engines, gas engines, power systems and related parts and services principally in Australia and New Zealand. Retail Automotive Dealership . We believe we are the second largest automotive retailer headquartered in the U.S. as measured by the $16.7 billion in total retail automotive dealership revenue we generated in 2014. As of September 30, 2015, we operated 352 automotive retail franchises, of which 178 franchises are located in the U.S. and 174 franchises are located outside of the U.S. The franchises outside the U.S. are located primarily in the U.K. In the nine months ended September 30, 2015, we retailed and wholesaled more than 390,000 vehicles. We are diversified geographically, with 60% of our total retail automotive dealership revenues in the nine months ended September 30, 2015 generated in the U.S. and Puerto Rico and 40% generated outside the U.S. We offer over 40 vehicle brands, with 72% of our retail automotive dealership revenue in the nine months ended September 30, 2015 generated from premium brands, such as Audi, BMW, Mercedes-Benz and Porsche. Each of our dealerships offer a wide selection of new and used vehicles for sale. In addition to selling new and used vehicles, we generate higher-margin revenue at each of our dealerships through maintenance and repair services and the sale and placement of third-party finance and insurance products, third-party extended service and maintenance contracts and replacement and aftermarket automotive products. We operate these dealerships under franchise agreements with a number of automotive manufacturers and distributors that are subject to certain rights and restrictions typical of the industry. During the nine months ended September 30, 2015, we acquired one U.S. retail automotive franchise, Land Rover Darien in Connecticut, and disposed of two U.S. retail automotive franchises, Nissan and Infiniti of San Francisco, California. During the three months ended September 30, 2015, we acquired an additional 10% interest in one of our automotive dealership joint ventures located in Germany. We now own a 60% controlling interest in this joint venture as of September 30, 2015, and therefore this entity is now consolidated in our financial results for the three and nine months ended September 30, 2015. Retail Commercial Truck Dealership. In November 2014, we acquired a controlling interest (91%) in a heavy and medium duty truck dealership group located in Texas, Oklahoma and New Mexico, which we renamed Premier Truck Group (“PTG”). Prior to the 2014 transaction, we held a 32% interest in PTG and accounted for this investment under the equity method. PTG operates sixteen locations, including ten full-service dealerships offering primarily Freightliner and Western Star branded trucks. Two of these locations, Chattanooga and Knoxville, were acquired in February 2015. PTG also offers a full range of used trucks available for sale as well as service and parts departments, many of which are open 24 hours a day, seven days a week. During the three months ended September 30, 2015, we acquired an additional 5% of PTG bringing our total ownership interest to 96%. Commercial Vehicle Distribution. Since August 2013, we have been the exclusive importer and distributor of Western Star heavy-duty trucks (a Daimler brand), MAN heavy and medium duty trucks and buses (a VW Group brand), and Dennis Eagle refuse collection vehicles, together with associated parts, across Australia, New Zealand and portions of the Pacific. This business, known as Penske Commercial Vehicles Australia, distributes commercial vehicles and parts to a network of more than 70 dealership locations, including three company-owned retail commercial vehicle dealerships. In October 2014, we acquired MTU Detroit Diesel Australia Pty Ltd., a leading distributor of diesel and gas engines and power systems, representing MTU, Detroit Diesel, Mercedes-Benz Industrial, Allison Transmission and MTU Onsite Energy. We have renamed this business Penske Power Systems. Penske Power Systems offers products across the on- and off-highway markets in Australia, New Zealand and portions of the Pacific and supports full parts and aftersales service through a network of branches, field locations and independent dealers across the region. The on-highway portion of this business complements our existing Penske Commercial Vehicles Australia distribution business. Penske Truck Leasing. We hold a 9.0% limited partnership interest in Penske Truck Leasing Co., L.P. (“PTL”), a leading provider of transportation and supply chain services. Basis of Presentation The following unaudited consolidated condensed financial statements of PAG have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and disclosures normally included in our annual financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to the SEC rules and regulations. The information presented as of September 30, 2015 and December 31, 2014 and for the three and nine month periods ended September 30, 2015 and 2014 is unaudited, but includes all adjustments which our management believes to be necessary for the fair presentation of results for the periods presented. We changed the presentation of revenue and cost of sales within the Consolidated Condensed Statements of Income to reflect the addition of the retail commercial truck dealership business for the current and comparative periods presented. We also identified the retail commercial truck dealership business as a new reportable segment and have retroactively presented the segment data for all periods presented within the segment information footnote. Additionally, the consolidated condensed financial statements for the prior periods have been revised for entities that have been treated as discontinued operations, and results for interim periods are not necessarily indicative of results to be expected for the year. These consolidated condensed financial statements should be read in conjunction with our audited financial statements for the year ended December 31, 2014, which are included as part of our Annual Report on Form 10-K. Recent Accounting Pronouncements In April 2014, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2014-08, “Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360) — Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.” ASU No. 2014-08 changed the requirements for reporting discontinued operations to only allow presentation of a disposal of an entity or component of an entity as a discontinued operation if it represents a strategic shift that has (or will have) a major effect on an entity’s operations or financial results. We adopted this accounting standard update effective January 1, 2015. See “Assets Held for Sale and Discontinued Operations” below for additional discussion. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606).” This ASU supersedes the revenue recognition requirements in ASC 605, Revenue Recognition. ASU No. 2014-09 will require an entity to recognize revenue when it transfers promised goods or services to customers using a five-step model that requires entities to exercise judgment when considering the terms of contracts with customers. This ASU can be adopted either retrospectively to each prior reporting period presented or as a cumulative-effect adjustment as of the date of adoption. In August 2015, the FASB issued ASU 2015-14 “Revenue from Contracts with Customers (Topic 606) — Deferral of the Effective Date” providing for a one-year deferral of the effective date of ASU 2014-09 from January 1, 2017 to January 1, 2018; however, early adoption is still permissible as of January 1, 2017 for public entities. We are currently assessing the impact the adoption of these accounting standard updates will have on our consolidated financial position, results of operations, and cash flows. In April 2015, the FASB issued ASU No. 2015-03, “Interest — Imputation of Interest (Subtopic 835-30) — Simplifying the Presentation of Debt Issuance Costs.” ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. In August 2015, the FASB issued ASU No. 2015-15, “Interest — Imputation of Interest (Subtopic 835-30) — Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements,” which clarifies the treatment of debt issuance costs associated with line-of-credit arrangements that were not specifically addressed in ASU 2015-03. ASU 2015-15 states that entities may elect to continue to treat debt issuance costs associated with lines of credit as an asset, consistent with current treatment. These updates are effective for us beginning after January 1, 2016. We do not expect the adoption of these accounting standard updates to have a material impact on our consolidated financial position, results of operations, and cash flows. In July 2015, the FASB issued ASU No. 2015-11, “Simplifying the Measurement of Inventory (Topic 330).” Under ASU 2015-11, inventory that is measured using the first-in, first-out (FIFO) or average cost methods should be measured at the lower of cost or net realizable value. This ASU does not impact inventory measurement under the last-in, first-out (LIFO) or retail inventory methods. This ASU is effective for us beginning after January 1, 2017. We do not expect the adoption of this accounting standard update to have a material impact on our consolidated financial position, results of operations, and cash flows. In September 2015, the FASB issued ASU No. 2015-16, “Business Combinations (Topic 805) — Simplifying the Accounting for Measurement-Period Adjustments.” Under ASU 2015-16, acquirers will be required to recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined, eliminating the requirement to retrospectively account for such adjustments. This ASU is effective for us beginning after January 1, 2016. We do not expect the adoption of this accounting standard update to have a material impact on our consolidated financial position, results of operations, and cash flows. Assets Held for Sale and Discontinued Operations We classify an entity as held for sale in the period in which all of the following criteria are met: · management, having the authority to approve the action, commits to a plan to sell the entity; · the entity is available for immediate sale in its present condition; · an active program to locate a buyer and other actions required to complete the plan to sell have been initiated; · the sale is probable and transfer is expected to be completed within one year; · the entity is being actively marketed for sale at a price that is reasonable in relation to its current fair value; and · actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. As discussed previously, in April 2014, the FASB issued ASU No. 2014-08 that changed the definition of a discontinued operation to include only those disposals of components of an entity or components of an entity that are classified as held for sale that represent a strategic shift that has (or will have) a major effect on an entity’s operations and financial results. We adopted this accounting standard update effective January 1, 2015. Prior to the adoption of ASU No. 2014-08, we accounted for dispositions as discontinued operations when it was evident that the operations and cash flows of an entity being disposed of would be eliminated from ongoing operations and we would not have any significant continuing involvement in its operations. The results of operations for those entities that were classified as discontinued operations prior to adoption of ASU No. 2014-08 are included in “Loss from discontinued operations” in the accompanying Consolidated Condensed Statements of Income for all periods presented and will continue to be reported within discontinued operations in the future. Beginning with disposals or entities classified as held for sale subsequent to January 1, 2015, only those that represent a strategic shift that has, or will have, a major impact on our operations and financial results will be included in discontinued operations. We had no entities newly classified as held for sale during the nine months ended September 30, 2015. As such, the combined financial information presented below represents only retail automotive dealerships and our car rental business that were classified as discontinued operations prior to adoption of ASU No. 2014-08: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Revenues $ $ $ $ Pre-tax loss $ ) $ ) $ ) $ ) Pre-tax gain on disposal $ — $ — $ $ September 30, December 31, 2015 2014 Inventories $ $ Other assets Total assets $ $ Floor plan notes payable (including non-trade) $ $ Other liabilities Total liabilities $ $ In September 2015, one of our dealerships, that previously met the criteria for classification as discontinued operations prior to the adoption of ASU No. 2014-08, that had been classified as held for sale was reclassified as held and used. Combined financial information for the dealership returned to held and used is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Revenues $ $ $ $ Pre-tax loss ) ) ) ) Divestitures In February 2015, we divested our car rental business that included Hertz car rental franchises in the Memphis, Tennessee market and certain markets throughout Indiana. We received proceeds of $17.8 million from the sale excluding sales of car rental vehicles. The results of operations of our car rental business are included in discontinued operations for the nine months ended September 30, 2015 and for the three and nine months ended September 30, 2014. In the second quarter of 2015, we disposed of two U.S. retail automotive franchises: Nissan and Infiniti of San Francisco, California. The results of operations of these franchises are included in discontinued operations for the nine months ended September 30, 2015 and for the three and nine months ended September 30, 2014. In September 2015, we sold our 50% interest in our Max Cycles non-automotive joint venture, which operates BMW motorcycle dealerships. Subsequent to September 30, 2015, our Penske-Wynn Ferrari/Maserati joint venture sold substantially all of its assets to a third party. We accounted for both of these investments using the equity method of accounting. The equity earnings associated with these investments is included within continuing operations under the caption “Equity in earnings of affiliates” for the three and nine months ended September 30, 2015 and 2014. Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The accounts requiring the use of significant estimates include accounts receivable, inventories, income taxes, intangible assets and certain reserves. Fair Value of Financial Instruments Accounting standards define fair value as the price that would be received from selling an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Accounting standards establish a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value and also establishes the following three levels of inputs that may be used to measure fair value: Level 1 Quoted prices in active markets for identical assets or liabilities Level 2 Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted market prices in markets that are not active; or model-derived valuations or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities Our financial instruments consist of cash and cash equivalents, debt, floor plan notes payable, forward exchange contracts and interest rate swaps used to hedge future cash flows. Other than our fixed rate debt, the carrying amount of all significant financial instruments approximates fair value due either to length of maturity, the existence of variable interest rates that approximate prevailing market rates, or as a result of mark to market accounting. Our fixed rate debt consists of amounts outstanding under our senior subordinated notes and mortgage facilities. We estimate the fair value of our senior unsecured notes using quoted prices for the identical liability (Level 2), and we estimate the fair value of our mortgage facilities using a present value technique based on current market interest rates for similar types of financial instruments (Level 2). A summary of the carrying values and fair values of our 5.75% senior subordinated notes, 5.375% senior subordinated notes and our fixed rate mortgage facilities are as follows: September 30, 2015 December 31, 2014 Carrying Value Fair Value Carrying Value Fair Value 5.75% senior subordinated notes due 2022 $ $ $ $ 5.375% senior subordinated notes due 2024 Mortgage facilities

Inventories

Inventories	9 Months Ended
Inventories	Sep. 30, 2015
Inventories
Inventories	2. Inventories Inventories consisted of the following: September 30, December 31, 2015 2014 Retail automotive new vehicles $ $ Retail automotive used vehicles Retail automotive parts, accessories and other Commercial truck dealership vehicles and parts Commercial vehicle distribution vehicles and parts Total inventories $ $ We receive credits from certain vehicle manufacturers that reduce cost of sales when the vehicles are sold. Such credits amounted to $12.5 million and $12.7 million during the three months ended September 30, 2015 and 2014, respectively, and $32.7 million and $29.9 million during the nine months ended September 30, 2015 and 2014, respectively.

Business Combinations

Business Combinations	9 Months Ended
Business Combinations	Sep. 30, 2015
Business Combinations
Business Combinations	3. Business Combinations We acquired one retail automotive franchise and two retail commercial truck dealerships during the nine months ended September 30, 2015, and made an additional investment to gain control of a retail automotive joint venture previously accounted for under the equity method, as discussed previously. During the nine months ended September 30, 2014, we acquired two retail automotive franchises, as well as made an additional investment in an entity previously accounted for under the equity method. Our financial statements include the results of operations of the acquired entities from the date of acquisition. The fair value of the assets acquired and liabilities assumed have been recorded in our consolidated condensed financial statements, and may be subject to adjustment pending completion of final valuation. A summary of the aggregate consideration paid and the aggregate amounts of the assets acquired and liabilities assumed for the nine months ended September 30, 2015 and 2014 follows: September 30, 2015 2014 Accounts receivable $ $ Inventory Other current assets Property and equipment Indefinite-lived intangibles Other non-current assets — Current liabilities ) ) Non-current liabilities ) ) Total consideration Seller financed/assumed debt ) ) Seller assumed floorplan ) — Fair value of previously held interest ) — Fair value of non-controlling interest ) — Total cash used in acquisitions $ $ The following unaudited consolidated pro forma results of operations of PAG for the three and nine months ended September 30, 2015 and 2014 give effect to acquisitions consummated during 2015 and 2014 as if they had occurred effective at the beginning of the periods: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Revenues $ $ $ $ Income from continuing operations Net income Income from continuing operations per diluted common share $ $ $ $ Net income per diluted common share $ $ $ $

Intangible Assets

Intangible Assets	9 Months Ended
Intangible Assets	Sep. 30, 2015
Intangible Assets
Intangible Assets	4. Intangible Assets Following is a summary of the changes in the carrying amount of goodwill and other indefinite-lived intangible assets during the nine months ended September 30, 2015: Goodwill Other Indefinite-Lived Intangible Assets Balance, January 1, 2015 $ $ Additions Foreign currency translation ) ) Balance, September 30, 2015 $ $ The additions during the nine months ended September 30, 2015 were within our Retail Automotive and Retail Commercial Truck reportable segments. As of September 30, 2015, the goodwill balance within our Retail Automotive, Retail Commercial Truck, and Other reportable segments was $1,069.4 million, $147.5 million and $80.8 million, respectively.

Vehicle Financing

Vehicle Financing	9 Months Ended
Vehicle Financing	Sep. 30, 2015
Vehicle Financing
Vehicle Financing	5. Vehicle Financing We finance substantially all of the commercial vehicles we purchase for distribution, new vehicles for retail sale, and a portion of our used vehicle inventories for retail sale, under floor plan and other revolving arrangements with various lenders, including the captive finance companies associated with automotive manufacturers. In the U.S., the floor plan arrangements are due on demand; however, we have not historically been required to repay floor plan advances prior to the sale of the vehicles that have been financed. We typically make monthly interest payments on the amount financed. Outside of the U.S., substantially all of the floor plan arrangements are payable on demand or have an original maturity of 90 days or less, and we are generally required to repay floor plan advances at the earlier of the sale of the vehicles that have been financed or the stated maturity. The agreements typically grant a security interest in substantially all of the assets of our dealership and distribution subsidiaries and, in the U.S., Australia and New Zealand, are guaranteed or partially guaranteed by us. Interest rates under the arrangements are variable and increase or decrease based on changes in the prime rate, defined London Interbank Offered Rate (“LIBOR”), the Finance House Bank Rate, the Euro Interbank Offered Rate, or the Australian or New Zealand Bank Bill Swap Rate (“BBSW”). To date, we have not experienced any material limitation with respect to the amount or availability of financing from any institution providing us vehicle financing. We also receive non-refundable credits from certain of our vehicle manufacturers, which are treated as a reduction of cost of sales as vehicles are sold. The weighted average interest rate on floor plan borrowings was 1.47 % for the nine months ended September 30, 2015 and 1.79 % for the nine months ended September 30, 2014, including for 2014 the effect of the interest rate swap discussed in Note 8. We classify floor plan notes payable to a party other than the manufacturer of a particular new vehicle, and all floor plan notes payable relating to pre-owned vehicles, as “Floor plan notes payable—non-trade” on our consolidated balance sheets and classify related cash flows as a financing activity on our consolidated statements of cash flows.

Earnings Per Share

Earnings Per Share	9 Months Ended
Earnings Per Share	Sep. 30, 2015
Earnings Per Share
Earnings Per Share	6. Earnings Per Share Basic earnings per share is computed using net income attributable to Penske Automotive Group common stockholders and the number of weighted average shares of voting common stock outstanding, including outstanding unvested equity awards which contain rights to non-forfeitable dividends. Diluted earnings per share is computed using net income attributable to Penske Automotive Group common stockholders and the number of weighted average shares of voting common stock outstanding, adjusted for any dilutive effects. A reconciliation of the number of shares used in the calculation of basic and diluted earnings per share for the three and nine months ended September 30, 2015 and 2014 follows: Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Weighted average number of common shares outstanding Effect of non-participatory equity compensation Weighted average number of common shares outstanding, including effect of dilutive securities

Long-Term Debt

Long-Term Debt	9 Months Ended
Long-Term Debt	Sep. 30, 2015
Long-Term Debt
Long-Term Debt	7. Long-Term Debt Long-term debt consisted of the following: September 30, December 31, 2015 2014 U.S. credit agreement — revolving credit line $ $ — U.S. credit agreement — term loan — U.K. credit agreement — revolving credit line U.K. credit agreement — term loan U.K. credit agreement — overdraft line of credit 5.375% senior subordinated notes due 2024 5.75% senior subordinated notes due 2022 U.S. commercial truck capital loan — Australia working capital loan — — Mortgage facilities Other Total long-term debt Less: current portion ) ) Net long-term debt $ $ U.S. Credit Agreement On May 1, 2015, we amended and restated our U.S. credit agreement (the “U.S. credit agreement”) with Mercedes-Benz Financial Services USA LLC and Toyota Motor Credit Corporation, principally to increase the revolving borrowing capacity from $450.0 million to $700.0 million, to extend the term through September of 2018, and to eliminate the term loan. The amounts previously owing under the term loan have been repaid using the expanded revolving capacity. As amended, the U.S. credit agreement provides for up to $700.0 million in revolving loans for working capital, acquisitions, capital expenditures, investments and other general corporate purposes, which includes $250.0 million in revolving loans solely for future U.S. acquisitions. The loans mature on the termination date of the facility, which is September 30, 2018. The revolving loans bear interest at LIBOR plus 2.00%, subject to an incremental 1.50% for uncollateralized borrowings in excess of a defined borrowing base. The U.S. credit agreement is fully and unconditionally guaranteed on a joint and several basis by substantially all of our U.S. subsidiaries and contains a number of significant covenants that, among other things, restrict our ability to dispose of assets, incur additional indebtedness, repay other indebtedness, pay dividends, create liens on assets, make investments or acquisitions and engage in mergers or consolidations. We are also required to comply with specified financial and other tests and ratios, each as defined in the U.S. credit agreement including: a ratio of current assets to current liabilities, a fixed charge coverage ratio, a ratio of debt to stockholders’ equity and a ratio of debt to earnings before interest, taxes, depreciation and amortization (“EBITDA”). A breach of these requirements would give rise to certain remedies under the agreement, the most severe of which is the termination of the agreement and acceleration of the amounts owed. The U.S. credit agreement also contains typical events of default, including change of control, non-payment of obligations and cross-defaults to our other material indebtedness. Substantially all of our U.S. assets are subject to security interests granted to the lenders under the U.S. credit agreement. As of September 30, 2015, we had $78.0 million of revolver borrowings outstanding under the U.S. credit agreement. U.K. Credit Agreement Our subsidiaries in the U.K. (the “U.K. subsidiaries”) are party to a revolving credit agreement with the Royal Bank of Scotland plc (RBS) and BMW Financial Services (GB) Limited, and an additional demand overdraft line of credit with RBS (collectively, the “U.K. credit agreement”) to be used for working capital, acquisitions, capital expenditures, investments and general corporate purposes. In April 2015, we amended the U.K. credit agreement principally to increase the revolving borrowing capacity from £100.0 million to £150.0 million. The loans mature on the termination date of the facility, which is December 19, 2019. The revolving loans bear interest between defined LIBOR plus 1.35% and defined LIBOR plus 3.0% and the demand overdraft line of credit bears interest at the Bank of England Base Rate plus 1.75%. As of September 30, 2015, outstanding loans under the U.K. credit agreement amounted to £32.7 million ($49.5 million). The U.K. credit agreement is fully and unconditionally guaranteed on a joint and several basis by our U.K. subsidiaries, and contains a number of significant covenants that, among other things, restrict the ability of our U.K. subsidiaries to pay dividends, dispose of assets, incur additional indebtedness, repay other indebtedness, create liens on assets, make investments or acquisitions and engage in mergers or consolidations. In addition, our U.K. subsidiaries are required to comply with defined ratios and tests, including: a ratio of earnings before interest, taxes, amortization, and rental payments (“EBITAR”) to interest plus rental payments, a measurement of maximum capital expenditures, and a debt to EBITDA ratio. A breach of these requirements would give rise to certain remedies under the agreement, the most severe of which is the termination of the agreement and acceleration of any amounts owed. The U.K. credit agreement also contains typical events of default, including change of control and non-payment of obligations and cross-defaults to other material indebtedness of our U.K. subsidiaries. Substantially all of our U.K. subsidiaries’ assets are subject to security interests granted to the lenders under the U.K. credit agreement. In 2012, our U.K. subsidiaries entered into a separate agreement with RBS, as agent for National Westminster Bank plc, providing for a £30.0 million term loan that was used for working capital and an acquisition. The term loan is repayable in £1.5 million quarterly installments through 2015 with a final payment of £7.5 million due December 31, 2015. The term loan bears interest between 2.675% and 4.325% , depending on the U.K. subsidiaries’ ratio of net borrowings to earnings before interest, taxes, depreciation and amortization (as defined) . As of September 30, 2015, the amount outstanding under the U.K. term loan was £7.5 million ($11.3 million). 5.375% Senior Subordinated Notes In November 2014, we issued $300.0 million in aggregate principal amount of 5.375% Senior Subordinated Notes due 2024 (the “5.375% Notes”). Interest on the 5.375% Notes is payable semi-annually on June 1 and December 1 of each year. The 5.375% Notes mature on December 1, 2024, unless earlier redeemed or purchased by us. The 5.375% Notes are unsecured senior subordinated obligations and are guaranteed on an unsecured senior subordinated basis by our existing 100% owned U.S. subsidiaries. The 5.375% Notes also contain customary negative covenants and events of default. On or after December 1, 2019, we may redeem the 5.375% Notes for cash at the redemption prices noted in the indenture, plus any accrued and unpaid interest. We may also redeem up to 40% of the 5.375% Notes using the proceeds of specified equity offerings at any time prior to December 1, 2017 at a price specified in the indenture. If we experience certain “change of control” events specified in the indenture, holders of the 5.375% Notes will have the option to require us to purchase for cash all or a portion of their notes at a price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest. In addition, if we make certain asset sales and do not reinvest the proceeds thereof or use such proceeds to repay certain debt, we will be required to use the proceeds of such asset sales to make an offer to purchase the notes at a price equal to 100% of the principal amount of the notes, plus accrued and unpaid interest. 5.75% Senior Subordinated Notes In August 2012, we issued $550.0 million in aggregate principal amount of 5.75% Senior Subordinated Notes due 2022 (the “5.75% Notes”). Interest on the 5.75% Notes is payable semi-annually on April 1 and October 1 of each year. The 5.75% Notes mature on October 1, 2022, unless earlier redeemed or purchased by us. The 5.75% Notes are unsecured senior subordinated obligations and are guaranteed on an unsecured senior subordinated basis by our existing 100% owned U.S. subsidiaries. The 5.75% Notes also contain customary negative covenants and events of default. On or after October 1, 2017, we may redeem the 5.75% Notes for cash at the redemption prices noted in the indenture, plus any accrued and unpaid interest. If we experience certain “change of control” events specified in the indenture, holders of the 5.75% Notes will have the option to require us to purchase for cash all or a portion of their notes at a price equal to 101% of the principal amount of the notes, plus accrued and unpaid interest. In addition, if we make certain asset sales and do not reinvest the proceeds thereof or use such proceeds to repay certain debt, we will be required to use the proceeds of such asset sales to make an offer to purchase the notes at a price equal to 100% of the principal amount of the notes, plus accrued and unpaid interest. U.S. Commercial Truck Capital Loan The principal source of working capital of our PTG business was a working capital loan agreement with Mercedes-Benz Financial Services USA LLC with an amount outstanding of $60.5 million as of December 31, 2014. In February 2015, we repaid the outstanding principal balance using our U.S. revolving credit facility and we intend to continue to use the U.S. revolving credit facility to address PTG’s working capital needs. Australia Working Capital Loan Agreement Penske Commercial Vehicles Australia is party to a working capital loan agreement with Mercedes-Benz Financial Services Australia Pty Ltd that provides it with up to AU $28.0 million ($ 19.7 million) of working capital availability. This agreement provides the lender with a secured interest in certain inventory and receivables of our commercial vehicle distribution business. The loan bears interest at the Australian BBSW 30-day Bill Rate plus 2.35%. As of September 30, 2015, no loans were outstanding under the working capital loan agreement. Mortgage Facilities We are party to several mortgages that bear interest at defined rates and require monthly principal and interest payments. These mortgage facilities also contain typical events of default, including non-payment of obligations, cross-defaults to our other material indebtedness , certain change of control events, and the loss or sale of certain franchises operated at the properties. Substantially all of the buildings and improvements on the properties financed pursuant to the mortgage facilities are subject to security interests granted to the lender. As of September 30, 2015, we owed $167.8 million of principal under our mortgage facilities.

Derivatives and Hedging

Derivatives and Hedging	9 Months Ended
Derivatives and Hedging	Sep. 30, 2015
Derivatives and Hedging
Derivatives and Hedging	8. Derivatives and Hedging Penske Commercial Vehicles Australia and Penske Power Systems sell vehicles, engines, parts and other products purchased from manufacturers in the U.S., Germany, and the U.K. In order to protect against exchange rate movements, Penske Commercial Vehicles Australia and Penske Power Systems enter into foreign exchange forward contracts against anticipated cash flows. The contracts are timed to mature when major shipments are scheduled to arrive in Australia and when receipt of payment from customers is expected. We classify our foreign exchange forward contracts as cash flow hedges and state them at fair value. We used Level 2 inputs to estimate the fair value of the foreign exchange forward contracts. The fair value of the contracts designated as hedging instruments was estimated to be an asset of $ 1.6 million and $1.1 million as of September 30, 2015 and December 31, 2014, respectively. We previously were party to interest rate swap agreements through December 2014 pursuant to which the LIBOR portion of $300.0 million of our floating rate floor plan debt was fixed at a rate of 2.135% and $100.0 million of our floating rate floor plan debt was fixed at a rate of 1.55%. During the three and nine months ended September 30, 2014, the swaps increased the weighted average interest rate on our floor plan borrowings by approximately 29 basis points. We are not party to any interest rate swap agreements in 2015.

Commitments and Contingent Liab

Commitments and Contingent Liabilities	9 Months Ended
Commitments and Contingent Liabilities	Sep. 30, 2015
Commitments and Contingent Liabilities
Commitments and Contingent Liabilities	9. Commitments and Contingent Liabilities We are involved in litigation which may relate to claims brought by governmental authorities, issues with customers, and employment related matters, including class action claims and purported class action claims. As of September 30, 2015, we were not party to any legal proceedings, including class action lawsuits that, individually or in the aggregate, are reasonably expected to have a material adverse effect on our results of operations, financial condition or cash flows. However, the results of these matters cannot be predicted with certainty, and an unfavorable resolution of one or more of these matters could have a material adverse effect on our results of operations, financial condition or cash flows. We have historically structured our operations so as to minimize ownership of real property. As a result, we lease or sublease substantially all of our facilities. These leases are generally for a period between 5 and 20 years, and are typically structured to include renewal options at our election. Pursuant to the leases for some of our larger facilities, we are required to comply with specified financial ratios, including a “rent coverage” ratio and a debt to EBITDA ratio, each as defined. For these leases, non-compliance with the ratios may require us to post collateral in the form of a letter of credit. A breach of the other lease covenants gives rise to certain remedies by the landlord, the most severe of which include the termination of the applicable lease and acceleration of the total rent payments due under the lease. We have sold a number of dealerships to third parties and, as a condition to certain of those sales, remain liable for the lease payments relating to the properties on which those businesses operate in the event of non-payment by the buyer. We are also party to lease agreements on properties that we no longer use in our retail operations that we have sublet to third parties. We rely on subtenants to pay the rent and maintain the property at these locations. In the event the subtenant does not perform as expected, we may not be able to recover amounts owed to us and we could be required to fulfill these obligations. We hold a 9.0% ownership interest in PTL. Historically, General Electric Capital Corporation (“GECC”) provided PTL with a majority of its financing though PTL has refinanced all of its GECC indebtedness. As part of that refinancing, we and the other PTL partners created a new company (“Holdings”), which, together with GECC, co-issued $700.0 million of 3.8% senior unsecured notes due 2019 (the “Holdings Bonds”). GECC agreed to be a co-obligor of the Holdings Bonds in order to achieve lower interest rates on the Holdings Bonds. Additional capital contributions from the members may be required to fund interest and principal payments on the Holdings Bonds to the extent Holdings is unable to pay those amounts. We have agreed to indemnify GECC for 9.0% of any principal or interest that GECC is required to pay on these bonds and pay GECC an annual fee of approximately $0.95 million for acting as obligor. The maximum amount of our obligations to GECC under this agreement is 9.0% of the required principal repayment due in 2019 (which is expected to be $63.1 million) and 9.0% of interest payments under the Holdings Bonds, plus fees and default interest, if any. In March 2015, Mitsui & Co. purchased a 20% ownership interest in PTL from GECC. PTL is currently owned 41.1% by Penske Corporation, 9.0% by us, 29.9% by GECC and 20.0% by Mitsui & Co. Our floor plan credit agreement with Mercedes Benz Financial Services Australia (“MBA”) provides us revolving loans for the acquisition of commercial vehicles for distribution to our retail network. This facility includes a limited parent guarantee and a commitment to repurchase dealer vehicles in the event the dealer’s floor plan agreement with MBA is terminated. We have $23.8 million of letters of credit outstanding as of September 30, 2015, and have posted $16.5 million of surety bonds in the ordinary course of business.

Equity

Equity	9 Months Ended
Equity	Sep. 30, 2015
Equity
Equity	10. Equity During the nine months ended September 30, 2015, we repurchased or acquired 439,383 shares of our common stock. In the first quarter of 2015, we repurchased 283,000 shares of our outstanding common stock for $14.0 million, or an average of $49.25 per share, under our securities repurchase program approved by our Board of Directors. During the second and third quarters of 2015, we did not repurchase any common stock under this program. As of September 30, 2015, our remaining authorization under the program was $136.0 million. During the second quarter of 2015, we acquired 156,383 shares of our common stock for $8.0 million, or an average of $51.05 per share, from employees in connection with a net share settlement feature of employee equity awards. We did not acquire any additional shares in connection with the net share settlement feature of employee equity awards during the third quarter of 2015.

Accumulated Other Comprehensive

Accumulated Other Comprehensive Income/(Loss)	9 Months Ended
Accumulated Other Comprehensive Income/(Loss)	Sep. 30, 2015
Accumulated Other Comprehensive Income/(Loss)
Accumulated Other Comprehensive Income/(Loss)	11. Accumulated Other Comprehensive Income/(Loss) Changes in accumulated other comprehensive income/(loss) by component and the reclassifications out of accumulated other comprehensive income/(loss) during the three and nine months ended September 30, 2015 and 2014, respectively, attributable to Penske Automotive Group common stockholders follows: Three Months Ended September 30, 2015 Foreign Currency Translation Other Total Balance at June 30, 2015 $ ) $ ) $ ) Other comprehensive income (loss) before reclassifications ) ) ) Amounts reclassified from accumulated other comprehensive income - net of tax — — — Net current period other comprehensive income (loss) ) ) ) Balance at September 30, 2015 $ ) $ ) $ ) Three Months Ended September 30, 2014 Foreign Currency Translation Other Total Balance at June 30, 2014 $ $ ) $ Other comprehensive income (loss) before reclassifications ) ) Amounts reclassified from accumulated other comprehensive income - net of tax — Net current period other comprehensive income (loss) ) ) Balance at September 30, 2014 $ ) $ $ ) Nine Months Ended September 30, 2015 Foreign Currency Translation Other Total Balance at December 31, 2014 $ ) $ ) $ ) Other comprehensive income (loss) before reclassifications ) ) ) Amounts reclassified from accumulated other comprehensive income - net of tax — — — Net current period other comprehensive income (loss) ) ) ) Balance at September 30, 2015 $ ) $ ) $ ) Nine Months Ended September 30, 2014 Foreign Currency Translation Other Total Balance at December 31, 2013 $ $ $ Other comprehensive income (loss) before reclassifications ) ) ) Amounts reclassified from accumulated other comprehensive income - net of tax — Net current period other comprehensive income (loss) ) ) Balance at September 30, 2014 $ ) $ $ ) Within the amounts reclassified from accumulated other comprehensive income during the three and nine months ended September 30, 2014, amounts associated with Other relate to interest rate swaps and are included in floor plan interest expense.

Segment Information

Segment Information	9 Months Ended
Segment Information	Sep. 30, 2015
Segment Information
Segment Information	12. Segment Information Our operations are organized by management into operating segments by line of business and geography. We have determined that we have three reportable segments as defined in generally accepted accounting principles for segment reporting: (i) Retail Automotive, consisting of retail automotive dealership operations, (ii) Retail Commercial Truck, consisting of our U.S. retail commercial truck dealership operations, and (iii) Other, consisting of our commercial vehicle and power systems distribution operations and our other investments in non-automotive retail operations. The Retail Automotive reportable segment includes all automotive dealerships and all departments relevant to the operation of the dealerships and our retail automotive joint ventures. The individual dealership operations included in the Retail Automotive reportable segment have been grouped into four geographic operating segments: Eastern, Central, and Western United States and International. The geographic operating segments have been aggregated into one reportable segment as their operations (A) have similar economic characteristics (all are automotive dealerships having similar margins), (B) offer similar products and services (all sell new and used vehicles, service, parts and third-party finance and insurance products), (C) have similar target markets and customers (generally individuals) and (D) have similar distribution and marketing practices (all distribute products and services through dealership facilities that market to customers in similar fashions). Revenue and segment income for the three and nine months ended September 30, 2015 and 2014 follows: Three Months Ended September 30 Retail Automotive Retail Commercial Truck Other Intersegment Elimination Total Revenues 2015 $ $ $ $ ) $ 2014 — ) Segment income 2015 $ $ $ $ — $ 2014 — Nine Months Ended September 30 Retail Automotive Retail Commercial Truck Other Intersegment Elimination Total Revenues 2015 $ $ $ $ ) $ 2014 — ) Segment income 2015 $ $ $ $ — $ 2014 —

Condensed Consolidating Financi

Condensed Consolidating Financial Information	9 Months Ended
Condensed Consolidating Financial Information	Sep. 30, 2015
Condensed Consolidating Financial Information
Condensed Consolidating Financial Information	13. Condensed Consolidating Financial Information The following tables include condensed consolidating financial information as of September 30, 2015 and December 31, 2014 and for the three and nine month periods ended September 30, 2015 and 2014 for Penske Automotive Group, Inc. (as the issuer of the 5.75% and 5.375% Notes), guarantor subsidiaries and non-guarantor subsidiaries (primarily representing non-U.S. entities). Guarantor subsidiaries are directly or indirectly 100% owned by PAG, and the guarantees are full and unconditional, and joint and several. The guarantees may be released under certain circumstances upon resale, or transfer by us of the stock of the related guarantor or all or substantially all of the assets of the guarantor to a non-affiliate. CONDENSED CONSOLIDATING BALANCE SHEET September 30, 2015 Total Company Eliminations Penske Automotive Group Guarantor Subsidiaries Non-Guarantor Subsidiaries (In millions) Cash and cash equivalents $ $ — $ — $ — $ Accounts receivable, net ) Inventories — — Other current assets — Assets held for sale — — Total current assets ) Property and equipment, net — Intangible assets — — Equity method investments — — Other long-term assets ) Total assets $ $ ) $ $ $ Floor plan notes payable $ $ — $ — $ $ Floor plan notes payable — non-trade — Accounts payable — Accrued expenses ) Current portion of long-term debt — — Liabilities held for sale — — Total current liabilities ) Long-term debt ) Deferred tax liabilities — — Other long-term liabilities — — Total liabilities ) Total equity ) Total liabilities and equity $ $ ) $ $ $ CONDENSED CONSOLIDATING BALANCE SHEET December 31, 2014 Total Company Eliminations Penske Automotive Group Guarantor Subsidiaries Non-Guarantor Subsidiaries (In millions) Cash and cash equivalents $ $ — $ — $ — $ Accounts receivable, net ) Inventories — — Other current assets — Assets held for sale — — Total current assets ) Property and equipment, net — Intangible assets — — Equity method investments — — Other long-term assets ) Total assets $ $ ) $ $ $ Floor plan notes payable $ $ — $ — $ $ Floor plan notes payable — non-trade — Accounts payable — Accrued expenses ) — Current portion of long-term debt — — Liabilities held for sale — — Total current liabilities ) Long-term debt ) Deferred tax liabilities — — Other long-term liabilities — — Total liabilities ) Total equity ) Total liabilities and equity $ $ ) $ $ $ CONDENSED CONSOLIDATING STATEMENT OF INCOME Three Months Ended September 30, 2015 Total Company Eliminations Penske Automotive Group Guarantor Subsidiaries Non-Guarantor Subsidiaries (In millions) Revenues $ $ — $ — $ $ Cost of sales — — Gross profit — — Selling, general and administrative expenses — Depreciation — Operating income — ) Floor plan interest expense ) — ) ) ) Other interest expense ) — ) ) ) Equity in earnings of affiliates — — — Equity in earnings of subsidiaries — ) — — Income from continuing operations before income taxes ) Income taxes ) ) ) ) Income from continuing operations ) (Loss) income from discontinued operations, net of tax ) ) ) — Net income ) Other comprehensive income (loss), net of tax ) ) — ) Comprehensive income ) Less: Comprehensive income attributable to non-controlling interests ) — Comprehensive income attributable to Penske Automotive Group common stockholders $ $ ) $ $ $ CONDENSED CONSOLIDATING STATEMENT OF INCOME Three Months Ended September 30, 2014 Total Company Eliminations Penske Automotive Group Guarantor Subsidiaries Non-Guarantor Subsidiaries (In millions) Revenues $ $ — $ — $ $ Cost of sales — — Gross profit — — Selling, general and administrative expenses — Depreciation — Operating income — ) Floor plan interest expense ) — ) ) ) Other interest expense ) — ) ) ) Equity in earnings of affiliates — — Equity in earnings of subsidiaries — ) — — Income from continuing operations before income taxes ) Income taxes ) ) ) ) Income from continuing operations ) (Loss) income from discontinued operations, net of tax ) ) ) ) Net income ) Other comprehensive income (loss), net of tax ) ) ) Comprehensive income ) ) Less: Comprehensive income attributable to non-controlling interests ) ) — ) Comprehensive income attributable to Penske Automotive Group common stockholders $ $ ) $ $ $ ) CONDENSED CONSOLIDATING STATEMENT OF INCOME Nine Months Ended September 30, 2015 Total Company Eliminations Penske Automotive Group Guarantor Subsidiaries Non-Guarantor Subsidiaries (In millions) Revenues $ $ — $ — $ $ Cost of sales — — Gross profit — — Selling, general and administrative expenses — Depreciation — Operating income — ) Floor plan interest expense ) — ) ) ) Other interest expense ) — ) ) ) Equity in earnings of affiliates — — Equity in earnings of subsidiaries — ) — — Income from continuing operations before income taxes ) Income taxes ) ) ) ) Income from continuing operations ) (Loss) income from discontinued operations, net of tax ) ) ) Net income ) Other comprehensive income (loss), net of tax ) ) — ) Comprehensive income ) Less: Comprehensive income attributable to non-controlling interests ) — Comprehensive income attributable to Penske Automotive Group common stockholders $ $ ) $ $ $ CONDENSED CONSOLIDATING STATEMENT OF INCOME Nine Months Ended September 30, 2014 Total Company Eliminations Penske Automotive Group Guarantor Subsidiaries Non-Guarantor Subsidiaries (In millions) Revenues $ $ — $ — $ $ Cost of sales — — Gross profit — — Selling, general and administrative expenses — Depreciation — Operating income — ) Floor plan interest expense ) — ) ) ) Other interest expense ) — ) ) ) Equity in earnings of affiliates — — Equity in earnings of subsidiaries — ) — — Income from continuing operations before income taxes ) Income taxes ) ) ) ) Income from continuing operations ) (Loss) income from discontinued operations, net of tax ) ) ) Net income ) Other comprehensive income (loss), net of tax ) ) ) Comprehensive income ) Less: Comprehensive income attributable to non-controlling interests ) — Comprehensive income attributable to Penske Automotive Group common stockholders $ $ ) $ $ $ CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Nine Months Ended September 30, 2015 Total Company Penske Automotive Group Guarantor Subsidiaries Non-Guarantor Subsidiaries (In millions) Net cash provided by continuing operating activities $ $ $ $ Investing activities: Purchase of equipment and improvements ) ) ) ) Acquisitions, net ) — ) ) Other — — Net cash used in continuing investing activities ) ) ) ) Financing activities: Net (repayments) borrowings of long-term debt ) ) ) Net borrowings (repayments) of floor plan notes payable — non-trade ) Payment of deferred financing fees ) — — ) Repurchases of common stock ) ) — — Dividends ) ) — — Other ) — — ) Distributions from (to) parent — — ) Net cash used in continuing financing activities ) ) ) ) Net cash provided by discontinued operations — Effect of exchange rate changes on cash and cash equivalents ) — — ) Net change in cash and cash equivalents — — Cash and cash equivalents, beginning of period — — Cash and cash equivalents, end of period $ $ — $ — $ CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Nine Months Ended September 30, 2014 Total Company Penske Automotive Group Guarantor Subsidiaries Non-Guarantor Subsidiaries (In millions) Net cash provided by (used in) continuing operating activities $ $ ) $ $ Investing activities: Purchase of equipment and improvements ) ) ) ) Acquisitions, net ) — ) ) Other ) ) ) Net cash (used in) provided by continuing investing activities ) ) ) Financing activities: Net borrowings of long-term debt Net borrowings (repayments) of floor plan notes payable — non-trade — ) ) Repurchases of common stock ) ) — — Dividends ) ) — — Other — — Distributions from (to) parent — — ) Net cash provided by (used in) continuing financing activities ) Net cash provided by (used in) discontinued operations — ) Net change in cash and cash equivalents — ) Cash and cash equivalents, beginning of period — Cash and cash equivalents, end of period $ $ — $ — $

Interim Financial Statements (P

Interim Financial Statements (Policies)	9 Months Ended
Interim Financial Statements (Policies)	Sep. 30, 2015
Interim Financial Statements.
Basis of Presentation	Basis of Presentation The following unaudited consolidated condensed financial statements of PAG have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and disclosures normally included in our annual financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to the SEC rules and regulations. The information presented as of September 30, 2015 and December 31, 2014 and for the three and nine month periods ended September 30, 2015 and 2014 is unaudited, but includes all adjustments which our management believes to be necessary for the fair presentation of results for the periods presented. We changed the presentation of revenue and cost of sales within the Consolidated Condensed Statements of Income to reflect the addition of the retail commercial truck dealership business for the current and comparative periods presented. We also identified the retail commercial truck dealership business as a new reportable segment and have retroactively presented the segment data for all periods presented within the segment information footnote. Additionally, the consolidated condensed financial statements for the prior periods have been revised for entities that have been treated as discontinued operations, and results for interim periods are not necessarily indicative of results to be expected for the year. These consolidated condensed financial statements should be read in conjunction with our audited financial statements for the year ended December 31, 2014, which are included as part of our Annual Report on Form 10-K.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In April 2014, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2014-08, “Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360) — Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.” ASU No. 2014-08 changed the requirements for reporting discontinued operations to only allow presentation of a disposal of an entity or component of an entity as a discontinued operation if it represents a strategic shift that has (or will have) a major effect on an entity’s operations or financial results. We adopted this accounting standard update effective January 1, 2015. See “Assets Held for Sale and Discontinued Operations” below for additional discussion. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606).” This ASU supersedes the revenue recognition requirements in ASC 605, Revenue Recognition. ASU No. 2014-09 will require an entity to recognize revenue when it transfers promised goods or services to customers using a five-step model that requires entities to exercise judgment when considering the terms of contracts with customers. This ASU can be adopted either retrospectively to each prior reporting period presented or as a cumulative-effect adjustment as of the date of adoption. In August 2015, the FASB issued ASU 2015-14 “Revenue from Contracts with Customers (Topic 606) — Deferral of the Effective Date” providing for a one-year deferral of the effective date of ASU 2014-09 from January 1, 2017 to January 1, 2018; however, early adoption is still permissible as of January 1, 2017 for public entities. We are currently assessing the impact the adoption of these accounting standard updates will have on our consolidated financial position, results of operations, and cash flows. In April 2015, the FASB issued ASU No. 2015-03, “Interest — Imputation of Interest (Subtopic 835-30) — Simplifying the Presentation of Debt Issuance Costs.” ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. In August 2015, the FASB issued ASU No. 2015-15, “Interest — Imputation of Interest (Subtopic 835-30) — Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements,” which clarifies the treatment of debt issuance costs associated with line-of-credit arrangements that were not specifically addressed in ASU 2015-03. ASU 2015-15 states that entities may elect to continue to treat debt issuance costs associated with lines of credit as an asset, consistent with current treatment. These updates are effective for us beginning after January 1, 2016. We do not expect the adoption of these accounting standard updates to have a material impact on our consolidated financial position, results of operations, and cash flows. In July 2015, the FASB issued ASU No. 2015-11, “Simplifying the Measurement of Inventory (Topic 330).” Under ASU 2015-11, inventory that is measured using the first-in, first-out (FIFO) or average cost methods should be measured at the lower of cost or net realizable value. This ASU does not impact inventory measurement under the last-in, first-out (LIFO) or retail inventory methods. This ASU is effective for us beginning after January 1, 2017. We do not expect the adoption of this accounting standard update to have a material impact on our consolidated financial position, results of operations, and cash flows. In September 2015, the FASB issued ASU No. 2015-16, “Business Combinations (Topic 805) — Simplifying the Accounting for Measurement-Period Adjustments.” Under ASU 2015-16, acquirers will be required to recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined, eliminating the requirement to retrospectively account for such adjustments. This ASU is effective for us beginning after January 1, 2016. We do not expect the adoption of this accounting standard update to have a material impact on our consolidated financial position, results of operations, and cash flows.
Assets Held For Sale and Discontinued Operations	Assets Held for Sale and Discontinued Operations We classify an entity as held for sale in the period in which all of the following criteria are met: · management, having the authority to approve the action, commits to a plan to sell the entity; · the entity is available for immediate sale in its present condition; · an active program to locate a buyer and other actions required to complete the plan to sell have been initiated; · the sale is probable and transfer is expected to be completed within one year; · the entity is being actively marketed for sale at a price that is reasonable in relation to its current fair value; and · actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. As discussed previously, in April 2014, the FASB issued ASU No. 2014-08 that changed the definition of a discontinued operation to include only those disposals of components of an entity or components of an entity that are classified as held for sale that represent a strategic shift that has (or will have) a major effect on an entity’s operations and financial results. We adopted this accounting standard update effective January 1, 2015. Prior to the adoption of ASU No. 2014-08, we accounted for dispositions as discontinued operations when it was evident that the operations and cash flows of an entity being disposed of would be eliminated from ongoing operations and we would not have any significant continuing involvement in its operations. The results of operations for those entities that were classified as discontinued operations prior to adoption of ASU No. 2014-08 are included in “Loss from discontinued operations” in the accompanying Consolidated Condensed Statements of Income for all periods presented and will continue to be reported within discontinued operations in the future. Beginning with disposals or entities classified as held for sale subsequent to January 1, 2015, only those that represent a strategic shift that has, or will have, a major impact on our operations and financial results will be included in discontinued operations. We had no entities newly classified as held for sale during the nine months ended September 30, 2015. As such, the combined financial information presented below represents only retail automotive dealerships and our car rental business that were classified as discontinued operations prior to adoption of ASU No. 2014-08: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Revenues $ $ $ $ Pre-tax loss $ ) $ ) $ ) $ ) Pre-tax gain on disposal $ — $ — $ $ September 30, December 31, 2015 2014 Inventories $ $ Other assets Total assets $ $ Floor plan notes payable (including non-trade) $ $ Other liabilities Total liabilities $ $ In September 2015, one of our dealerships, that previously met the criteria for classification as discontinued operations prior to the adoption of ASU No. 2014-08, that had been classified as held for sale was reclassified as held and used. Combined financial information for the dealership returned to held and used is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Revenues $ $ $ $ Pre-tax loss ) ) ) )
Divestitures	Divestitures In February 2015, we divested our car rental business that included Hertz car rental franchises in the Memphis, Tennessee market and certain markets throughout Indiana. We received proceeds of $17.8 million from the sale excluding sales of car rental vehicles. The results of operations of our car rental business are included in discontinued operations for the nine months ended September 30, 2015 and for the three and nine months ended September 30, 2014. In the second quarter of 2015, we disposed of two U.S. retail automotive franchises: Nissan and Infiniti of San Francisco, California. The results of operations of these franchises are included in discontinued operations for the nine months ended September 30, 2015 and for the three and nine months ended September 30, 2014. In September 2015, we sold our 50% interest in our Max Cycles non-automotive joint venture, which operates BMW motorcycle dealerships. Subsequent to September 30, 2015, our Penske-Wynn Ferrari/Maserati joint venture sold substantially all of its assets to a third party. We accounted for both of these investments using the equity method of accounting. The equity earnings associated with these investments is included within continuing operations under the caption “Equity in earnings of affiliates” for the three and nine months ended September 30, 2015 and 2014.
Estimates	Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The accounts requiring the use of significant estimates include accounts receivable, inventories, income taxes, intangible assets and certain reserves.
Fair Value of Financial Instruments	Fair Value of Financial Instruments Accounting standards define fair value as the price that would be received from selling an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Accounting standards establish a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value and also establishes the following three levels of inputs that may be used to measure fair value: Level 1 Quoted prices in active markets for identical assets or liabilities Level 2 Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted market prices in markets that are not active; or model-derived valuations or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities Our financial instruments consist of cash and cash equivalents, debt, floor plan notes payable, forward exchange contracts and interest rate swaps used to hedge future cash flows. Other than our fixed rate debt, the carrying amount of all significant financial instruments approximates fair value due either to length of maturity, the existence of variable interest rates that approximate prevailing market rates, or as a result of mark to market accounting. Our fixed rate debt consists of amounts outstanding under our senior subordinated notes and mortgage facilities. We estimate the fair value of our senior unsecured notes using quoted prices for the identical liability (Level 2), and we estimate the fair value of our mortgage facilities using a present value technique based on current market interest rates for similar types of financial instruments (Level 2). A summary of the carrying values and fair values of our 5.75% senior subordinated notes, 5.375% senior subordinated notes and our fixed rate mortgage facilities are as follows: September 30, 2015 December 31, 2014 Carrying Value Fair Value Carrying Value Fair Value 5.75% senior subordinated notes due 2022 $ $ $ $ 5.375% senior subordinated notes due 2024 Mortgage facilities

Interim Financial Statements (T

Interim Financial Statements (Tables)	9 Months Ended
Interim Financial Statements (Tables)	Sep. 30, 2015
Interim Financial Statements.
Combined financial information regarding entities accounted for as discontinued operations	Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Revenues $ $ $ $ Pre-tax loss $ ) $ ) $ ) $ ) Pre-tax gain on disposal $ — $ — $ $ September 30, December 31, 2015 2014 Inventories $ $ Other assets Total assets $ $ Floor plan notes payable (including non-trade) $ $ Other liabilities Total liabilities $ $
Combined financial information regarding entities accounted for as held and used	Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Revenues $ $ $ $ Pre-tax loss ) ) ) )
Summary of carrying values and fair values of senior subordinated notes and fixed rate mortgage facilities	September 30, 2015 December 31, 2014 Carrying Value Fair Value Carrying Value Fair Value 5.75% senior subordinated notes due 2022 $ $ $ $ 5.375% senior subordinated notes due 2024 Mortgage facilities

Inventories (Tables)

Inventories (Tables)	9 Months Ended
Inventories (Tables)	Sep. 30, 2015
Inventories
Inventories	September 30, December 31, 2015 2014 Retail automotive new vehicles $ $ Retail automotive used vehicles Retail automotive parts, accessories and other Commercial truck dealership vehicles and parts Commercial vehicle distribution vehicles and parts Total inventories $ $

Business Combinations (Tables)

Business Combinations (Tables)	9 Months Ended
Business Combinations (Tables)	Sep. 30, 2015
Business Combinations
Summary of the aggregate consideration paid and the aggregate amounts of the assets acquired and liabilities assumed	September 30, 2015 2014 Accounts receivable $ $ Inventory Other current assets Property and equipment Indefinite-lived intangibles Other non-current assets — Current liabilities ) ) Non-current liabilities ) ) Total consideration Seller financed/assumed debt ) ) Seller assumed floorplan ) — Fair value of previously held interest ) — Fair value of non-controlling interest ) — Total cash used in acquisitions $ $
Summary of unaudited consolidated pro forma results of operations	Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Revenues $ $ $ $ Income from continuing operations Net income Income from continuing operations per diluted common share $ $ $ $ Net income per diluted common share $ $ $ $

Intangible Assets (Tables)

Intangible Assets (Tables)	9 Months Ended
Intangible Assets (Tables)	Sep. 30, 2015
Intangible Assets
Summary of the changes in the carrying amount of goodwill and other indefinite-lived intangible assets	Goodwill Other Indefinite-Lived Intangible Assets Balance, January 1, 2015 $ $ Additions Foreign currency translation ) ) Balance, September 30, 2015 $ $

Earnings Per Share (Tables)

Earnings Per Share (Tables)	9 Months Ended
Earnings Per Share (Tables)	Sep. 30, 2015
Earnings Per Share
Reconciliation of number of shares used in calculation of basic and diluted earning per share	Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Weighted average number of common shares outstanding Effect of non-participatory equity compensation Weighted average number of common shares outstanding, including effect of dilutive securities

Long-Term Debt (Tables)

Long-Term Debt (Tables)	9 Months Ended
Long-Term Debt (Tables)	Sep. 30, 2015
Long-Term Debt
Long Term Debt	September 30, December 31, 2015 2014 U.S. credit agreement — revolving credit line $ $ — U.S. credit agreement — term loan — U.K. credit agreement — revolving credit line U.K. credit agreement — term loan U.K. credit agreement — overdraft line of credit 5.375% senior subordinated notes due 2024 5.75% senior subordinated notes due 2022 U.S. commercial truck capital loan — Australia working capital loan — — Mortgage facilities Other Total long-term debt Less: current portion ) ) Net long-term debt $ $

Accumulated Other Comprehensi30

Accumulated Other Comprehensive Income/(Loss) (Tables)	9 Months Ended
Accumulated Other Comprehensive Income/(Loss) (Tables)	Sep. 30, 2015
Accumulated Other Comprehensive Income/(Loss)
Schedule of the changes in accumulated other comprehensive income/(loss) by component and the reclassifications out of accumulated other comprehensive income/(loss) attributable to the entity's common stockholders	Three Months Ended September 30, 2015 Foreign Currency Translation Other Total Balance at June 30, 2015 $ ) $ ) $ ) Other comprehensive income (loss) before reclassifications ) ) ) Amounts reclassified from accumulated other comprehensive income - net of tax — — — Net current period other comprehensive income (loss) ) ) ) Balance at September 30, 2015 $ ) $ ) $ ) Three Months Ended September 30, 2014 Foreign Currency Translation Other Total Balance at June 30, 2014 $ $ ) $ Other comprehensive income (loss) before reclassifications ) ) Amounts reclassified from accumulated other comprehensive income - net of tax — Net current period other comprehensive income (loss) ) ) Balance at September 30, 2014 $ ) $ $ ) Nine Months Ended September 30, 2015 Foreign Currency Translation Other Total Balance at December 31, 2014 $ ) $ ) $ ) Other comprehensive income (loss) before reclassifications ) ) ) Amounts reclassified from accumulated other comprehensive income - net of tax — — — Net current period other comprehensive income (loss) ) ) ) Balance at September 30, 2015 $ ) $ ) $ ) Nine Months Ended September 30, 2014 Foreign Currency Translation Other Total Balance at December 31, 2013 $ $ $ Other comprehensive income (loss) before reclassifications ) ) ) Amounts reclassified from accumulated other comprehensive income - net of tax — Net current period other comprehensive income (loss) ) ) Balance at September 30, 2014 $ ) $ $ )

Segment Information (Tables)

Segment Information (Tables)	9 Months Ended
Segment Information (Tables)	Sep. 30, 2015
Segment Information
Revenues and segment income by reportable segment	Three Months Ended September 30 Retail Automotive Retail Commercial Truck Other Intersegment Elimination Total Revenues 2015 $ $ $ $ ) $ 2014 — ) Segment income 2015 $ $ $ $ — $ 2014 — Nine Months Ended September 30 Retail Automotive Retail Commercial Truck Other Intersegment Elimination Total Revenues 2015 $ $ $ $ ) $ 2014 — ) Segment income 2015 $ $ $ $ — $ 2014 —

Condensed Consolidating Finan32

Condensed Consolidating Financial Information (Tables)	9 Months Ended
Condensed Consolidating Financial Information (Tables)	Sep. 30, 2015
Condensed Consolidating Financial Information
CONDENSED CONSOLIDATING BALANCE SHEET	CONDENSED CONSOLIDATING BALANCE SHEET September 30, 2015 Total Company Eliminations Penske Automotive Group Guarantor Subsidiaries Non-Guarantor Subsidiaries (In millions) Cash and cash equivalents $ $ — $ — $ — $ Accounts receivable, net ) Inventories — — Other current assets — Assets held for sale — — Total current assets ) Property and equipment, net — Intangible assets — — Equity method investments — — Other long-term assets ) Total assets $ $ ) $ $ $ Floor plan notes payable $ $ — $ — $ $ Floor plan notes payable — non-trade — Accounts payable — Accrued expenses ) Current portion of long-term debt — — Liabilities held for sale — — Total current liabilities ) Long-term debt ) Deferred tax liabilities — — Other long-term liabilities — — Total liabilities ) Total equity ) Total liabilities and equity $ $ ) $ $ $ CONDENSED CONSOLIDATING BALANCE SHEET December 31, 2014 Total Company Eliminations Penske Automotive Group Guarantor Subsidiaries Non-Guarantor Subsidiaries (In millions) Cash and cash equivalents $ $ — $ — $ — $ Accounts receivable, net ) Inventories — — Other current assets — Assets held for sale — — Total current assets ) Property and equipment, net — Intangible assets — — Equity method investments — — Other long-term assets ) Total assets $ $ ) $ $ $ Floor plan notes payable $ $ — $ — $ $ Floor plan notes payable — non-trade — Accounts payable — Accrued expenses ) — Current portion of long-term debt — — Liabilities held for sale — — Total current liabilities ) Long-term debt ) Deferred tax liabilities — — Other long-term liabilities — — Total liabilities ) Total equity ) Total liabilities and equity $ $ ) $ $ $
CONDENSED CONSOLIDATING STATEMENT OF INCOME	CONDENSED CONSOLIDATING STATEMENT OF INCOME Three Months Ended September 30, 2015 Total Company Eliminations Penske Automotive Group Guarantor Subsidiaries Non-Guarantor Subsidiaries (In millions) Revenues $ $ — $ — $ $ Cost of sales — — Gross profit — — Selling, general and administrative expenses — Depreciation — Operating income — ) Floor plan interest expense ) — ) ) ) Other interest expense ) — ) ) ) Equity in earnings of affiliates — — — Equity in earnings of subsidiaries — ) — — Income from continuing operations before income taxes ) Income taxes ) ) ) ) Income from continuing operations ) (Loss) income from discontinued operations, net of tax ) ) ) — Net income ) Other comprehensive income (loss), net of tax ) ) — ) Comprehensive income ) Less: Comprehensive income attributable to non-controlling interests ) — Comprehensive income attributable to Penske Automotive Group common stockholders $ $ ) $ $ $ CONDENSED CONSOLIDATING STATEMENT OF INCOME Three Months Ended September 30, 2014 Total Company Eliminations Penske Automotive Group Guarantor Subsidiaries Non-Guarantor Subsidiaries (In millions) Revenues $ $ — $ — $ $ Cost of sales — — Gross profit — — Selling, general and administrative expenses — Depreciation — Operating income — ) Floor plan interest expense ) — ) ) ) Other interest expense ) — ) ) ) Equity in earnings of affiliates — — Equity in earnings of subsidiaries — ) — — Income from continuing operations before income taxes ) Income taxes ) ) ) ) Income from continuing operations ) (Loss) income from discontinued operations, net of tax ) ) ) ) Net income ) Other comprehensive income (loss), net of tax ) ) ) Comprehensive income ) ) Less: Comprehensive income attributable to non-controlling interests ) ) — ) Comprehensive income attributable to Penske Automotive Group common stockholders $ $ ) $ $ $ ) CONDENSED CONSOLIDATING STATEMENT OF INCOME Nine Months Ended September 30, 2015 Total Company Eliminations Penske Automotive Group Guarantor Subsidiaries Non-Guarantor Subsidiaries (In millions) Revenues $ $ — $ — $ $ Cost of sales — — Gross profit — — Selling, general and administrative expenses — Depreciation — Operating income — ) Floor plan interest expense ) — ) ) ) Other interest expense ) — ) ) ) Equity in earnings of affiliates — — Equity in earnings of subsidiaries — ) — — Income from continuing operations before income taxes ) Income taxes ) ) ) ) Income from continuing operations ) (Loss) income from discontinued operations, net of tax ) ) ) Net income ) Other comprehensive income (loss), net of tax ) ) — ) Comprehensive income ) Less: Comprehensive income attributable to non-controlling interests ) — Comprehensive income attributable to Penske Automotive Group common stockholders $ $ ) $ $ $ CONDENSED CONSOLIDATING STATEMENT OF INCOME Nine Months Ended September 30, 2014 Total Company Eliminations Penske Automotive Group Guarantor Subsidiaries Non-Guarantor Subsidiaries (In millions) Revenues $ $ — $ — $ $ Cost of sales — — Gross profit — — Selling, general and administrative expenses — Depreciation — Operating income — ) Floor plan interest expense ) — ) ) ) Other interest expense ) — ) ) ) Equity in earnings of affiliates — — Equity in earnings of subsidiaries — ) — — Income from continuing operations before income taxes ) Income taxes ) ) ) ) Income from continuing operations ) (Loss) income from discontinued operations, net of tax ) ) ) Net income ) Other comprehensive income (loss), net of tax ) ) ) Comprehensive income ) Less: Comprehensive income attributable to non-controlling interests ) — Comprehensive income attributable to Penske Automotive Group common stockholders $ $ ) $ $ $
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS	CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Nine Months Ended September 30, 2015 Total Company Penske Automotive Group Guarantor Subsidiaries Non-Guarantor Subsidiaries (In millions) Net cash provided by continuing operating activities $ $ $ $ Investing activities: Purchase of equipment and improvements ) ) ) ) Acquisitions, net ) — ) ) Other — — Net cash used in continuing investing activities ) ) ) ) Financing activities: Net (repayments) borrowings of long-term debt ) ) ) Net borrowings (repayments) of floor plan notes payable — non-trade ) Payment of deferred financing fees ) — — ) Repurchases of common stock ) ) — — Dividends ) ) — — Other ) — — ) Distributions from (to) parent — — ) Net cash used in continuing financing activities ) ) ) ) Net cash provided by discontinued operations — Effect of exchange rate changes on cash and cash equivalents ) — — ) Net change in cash and cash equivalents — — Cash and cash equivalents, beginning of period — — Cash and cash equivalents, end of period $ $ — $ — $ CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Nine Months Ended September 30, 2014 Total Company Penske Automotive Group Guarantor Subsidiaries Non-Guarantor Subsidiaries (In millions) Net cash provided by (used in) continuing operating activities $ $ ) $ $ Investing activities: Purchase of equipment and improvements ) ) ) ) Acquisitions, net ) — ) ) Other ) ) ) Net cash (used in) provided by continuing investing activities ) ) ) Financing activities: Net borrowings of long-term debt Net borrowings (repayments) of floor plan notes payable — non-trade — ) ) Repurchases of common stock ) ) — — Dividends ) ) — — Other — — Distributions from (to) parent — — ) Net cash provided by (used in) continuing financing activities ) Net cash provided by (used in) discontinued operations — ) Net change in cash and cash equivalents — ) Cash and cash equivalents, beginning of period — Cash and cash equivalents, end of period $ $ — $ — $

Interim Financial Statements (D

Interim Financial Statements (Details) $ in Millions	1 Months Ended		3 Months Ended			9 Months Ended		12 Months Ended
Interim Financial Statements (Details) $ in Millions	Sep. 30, 2015item	Mar. 31, 2015	Sep. 30, 2015USD ($)item	Jun. 30, 2015item	Sep. 30, 2014USD ($)	Sep. 30, 2015USD ($)item	Sep. 30, 2014USD ($)item	Dec. 31, 2014USD ($)	Nov. 30, 2014
Interim Financial Statements..
Total revenues \| $			$ 4,960.1		$ 4,396.7	$ 14,363.6	$ 12,806.4
Max Cycles
Interim Financial Statements
Ownership interest sold (as a percent)	50.00%
Commercial Vehicle Distribution
Interim Financial Statements
Minimum number of dealership locations						70
Number of commercial vehicle dealerships						3
Retail Automotive Franchise
Interim Financial Statements
Minimum number of vehicle brands offered						40
Number of acquired franchises						1	2
Number of franchises disposed				2		2
Interim Financial Statements..
Total revenues \| $								$ 16,700
Total number of owned and operated franchises	352		352			352
Number of owned and operated franchises in US	178		178			178
Number of owned and operated franchises outside US	174		174			174
Minimum number of vehicles retailed and wholesaled						390,000
Retail Commercial Truck Dealership
Interim Financial Statements
Number of acquired franchises						2
Number of operating locations						16
Ownership interest (as a percent)	96.00%		96.00%			96.00%			91.00%
Ownership percentage of Equity Method Investment					32.00%		32.00%
Number of full service retail locations operated	10		10			10
Number of full service retail locations acquired						2
Ownership acquired (as a percentage)	5.00%		5.00%			5.00%
German Automotive Dealership Group
Interim Financial Statements
Additional ownership interest acquired (as a percent)			10.00%
Ownership interest (as a percent)	60.00%		60.00%			60.00%
Penske Truck Leasing Co., L.P.
Interim Financial Statements
Limited partnership interest (as a percent)		9.00%				9.00%
Revenues \| Geographic \| U.S. and Puerto Rico
Interim Financial Statements
Automotive dealership revenue (as a percent)						60.00%
Revenues \| Geographic \| Outside the U.S.
Interim Financial Statements
Automotive dealership revenue (as a percent)						40.00%
Revenues \| Premium brands
Interim Financial Statements
Automotive dealership revenue (as a percent)						72.00%

Interim Financial Statements 34

Interim Financial Statements (Details 2) $ in Millions	1 Months Ended	3 Months Ended		9 Months Ended
Interim Financial Statements (Details 2) $ in Millions	Feb. 28, 2015USD ($)	Sep. 30, 2015USD ($)	Sep. 30, 2014USD ($)	Sep. 30, 2015USD ($)item	Sep. 30, 2014USD ($)	Dec. 31, 2014USD ($)	Nov. 30, 2014	Aug. 31, 2012
Combined financial information regarding entities accounted for as discontinued operations
Number of entities newly classified as held for sale \| item				0
Balance Sheet information regarding entities accounted for as discontinued operations
Total assets		$ 15.3		$ 15.3		$ 156.1
Total liabilities		8.3		8.3		108.2
Fair Value of Financial Instruments
Debt instrument, Carrying Value		$ 1,184.9		$ 1,184.9		$ 1,353.2
5.75% Senior Subordinated Notes Due 2022
Fair Value of Financial Instruments
Interest rate (as a percent)		5.75%		5.75%		5.75%		5.75%
Debt instrument, Carrying Value		$ 550		$ 550		$ 550
5.75% Senior Subordinated Notes Due 2022 \| Level 2
Fair Value of Financial Instruments
Debt instrument, Fair Value		$ 560.6		$ 560.6		$ 558.4
5.375% Senior Subordinated Notes Due 2024
Fair Value of Financial Instruments
Interest rate (as a percent)		5.375%		5.375%		5.375%	5.375%
Debt instrument, Carrying Value		$ 300		$ 300		$ 300
5.375% Senior Subordinated Notes Due 2024 \| Level 2
Fair Value of Financial Instruments
Debt instrument, Fair Value		299.6		299.6		306
Mortgage Facilities
Fair Value of Financial Instruments
Debt instrument, Carrying Value		167.8		167.8		169.7
Mortgage Facilities \| Level 2
Fair Value of Financial Instruments
Debt instrument, Fair Value		169.7		169.7		171.6
Disposal group reclassified as held and used
Discontinued Operation, Reclassified as Held and Used
Revenue		17.4	$ 15.3	45.4	$ 39.3
Pre-tax loss		(0.2)	(0.4)	(0.7)	(0.7)
Hertz car rental franchise
Combined financial information regarding entities accounted for as discontinued operations
Proceeds from sale of business	$ 17.8
Retail Automotive and Hertz car rental franchise \| Held-for-sale
Combined financial information regarding entities accounted for as discontinued operations
Revenues		15.1	46.7	63.1	167.9
Pre-tax loss		(0.1)	$ (3.2)	(4.8)	(19.3)
Pre-tax gain on disposal				2.9	$ 14.8
Balance Sheet information regarding entities accounted for as discontinued operations
Inventories		6.6		6.6		17.5
Other assets		8.7		8.7		138.6
Total assets		15.3		15.3		156.1
Floor plan notes payable (including non-trade)		4.3		4.3		14.6
Other liabilities		4		4		93.6
Total liabilities		$ 8.3		$ 8.3		$ 108.2

Inventories (Details)

Inventories (Details) - USD ($) $ in Millions	Sep. 30, 2015	Dec. 31, 2014
Inventories
Retail automotive new vehicles	$ 2,002.3	$ 1,803.4
Retail automotive used vehicles	713.9	645.4
Retail automotive parts, accessories and other	110	104.3
Commercial truck dealership vehicles and parts	187.2	85.5
Commercial vehicle distribution vehicles and parts	175	197.8
Total inventories	$ 3,188.4	$ 2,836.4

Inventories (Details 2)

Inventories (Details 2) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
Inventories (Details 2) - USD ($) $ in Millions	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Inventories
Interest credits and advertising assistance	$ 12.5	$ 12.7	$ 32.7	$ 29.9

Business Combinations (Details)

Business Combinations (Details) - item	9 Months Ended
Business Combinations (Details) - item	Sep. 30, 2015	Sep. 30, 2014
Retail Automotive Franchise
Business combinations
Number of acquired franchises	1	2
Retail Commercial Truck Dealership
Business combinations
Number of acquired franchises	2

Business Combinations (Details

Business Combinations (Details 2) - USD ($) $ in Millions	9 Months Ended
Business Combinations (Details 2) - USD ($) $ in Millions	Sep. 30, 2015	Sep. 30, 2014
Summary of the aggregate consideration paid and the aggregate amounts of the assets acquired and liabilities assumed
Accounts receivable	$ 52	$ 0.7
Inventory	171.7	29.1
Other current assets	1.3	1.2
Property and equipment	72.1	4.1
Indefinite-lived intangibles	68.2	57.1
Other non-current assets	1.3
Current liabilities	(42.1)	(2.6)
Non-current liabilities	(67.8)	(2.2)
Total consideration	256.7	87.4
Seller financed/assumed debt	(2.6)	(1.2)
Seller assumed floorplan	(118.3)
Fair value of previously held interest	(28)
Fair value of non-controlling interest	(22.4)
Total cash used in acquisitions	$ 85.4	$ 86.2

Business Combinations (Detail39

Business Combinations (Details 3) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Summary of unaudited consolidated pro forma results of operations
Revenues	$ 5,054.2	$ 4,806.2	$ 14,775.6	$ 14,113.7
Income from continuing operations	86.4	79.7	258.6	230.9
Net income	$ 86.4	$ 77.5	$ 257.5	$ 223.7
Income from continuing operations per diluted common share (in dollars per share)	$ 0.96	$ 0.88	$ 2.87	$ 2.55
Net income per diluted common share (in dollars per share)	$ 0.96	$ 0.86	$ 2.85	$ 2.47

Intangible Assets (Details)

Intangible Assets (Details) $ in Millions	9 Months Ended
Intangible Assets (Details) $ in Millions	Sep. 30, 2015USD ($)
Summary of the changes in the carrying amount of goodwill and other indefinite-lived intangible assets
Goodwill, Beginning Balance	$ 1,269.9
Goodwill, Additions	49.4
Goodwill, Foreign currency translation	(21.6)
Goodwill, Ending Balance	1,297.7
Other indefinite-lived intangible assets, Beginning Balance	386.6
Other indefinite-lived intangible assets, Additions	18.8
Other indefinite-lived intangible assets, Foreign currency translation	(12.7)
Other indefinite-lived intangible assets, Ending Balance	$ 392.7

Intangible Assets (Details 2)

Intangible Assets (Details 2) - USD ($) $ in Millions	Sep. 30, 2015	Dec. 31, 2014
Summary of the changes in the carrying amount of goodwill by reportable segment
Goodwill	$ 1,297.7	$ 1,269.9
Retail Automotive
Summary of the changes in the carrying amount of goodwill by reportable segment
Goodwill	1,069.4
Retail Commercial Truck Dealership
Summary of the changes in the carrying amount of goodwill by reportable segment
Goodwill	147.5
Other
Summary of the changes in the carrying amount of goodwill by reportable segment
Goodwill	$ 80.8

Vehicle Financing (Details)

Vehicle Financing (Details)	9 Months Ended
Vehicle Financing (Details)	Sep. 30, 2015	Sep. 30, 2014
Vehicle Financing
Maturity period of floor plan arrangements outside the U.S. if not payable on demand	90 days
Weighted average interest rate on floor plan borrowings (as a percent)	1.47%	1.79%

Earnings Per Share (Details)

Earnings Per Share (Details) - shares	3 Months Ended		9 Months Ended
Earnings Per Share (Details) - shares	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Reconciliation of number of shares used in calculation of basic and diluted earnings per share
Weighted average number of common shares outstanding	90,100,000	90,300,000	90,200,000	90,400,000
Effect of non-participatory equity compensation (in shares)	36,000	36,000	36,000	36,000
Weighted average number of common shares outstanding, including effect of dilutive securities	90,100,000	90,300,000	90,200,000	90,400,000

Long-Term Debt (Details)

Long-Term Debt (Details) £ in Millions, AUD in Millions, $ in Millions	Apr. 02, 2014USD ($)	Nov. 30, 2014USD ($)	Aug. 31, 2012USD ($)	Sep. 30, 2015GBP (£)	Sep. 30, 2015AUD	Sep. 30, 2015GBP (£)	Sep. 30, 2015USD ($)	May. 01, 2015USD ($)	Apr. 30, 2015GBP (£)	Dec. 31, 2014USD ($)	Dec. 31, 2012GBP (£)
Long Term Debt
Total long-term debt							$ 1,184.9			$ 1,353.2
Less: current portion							(29.7)			(37.2)
Net long-term debt							1,155.2			1,316
U.S. Credit Agreement Revolving Credit Line
Long Term Debt
Total long-term debt							78
Initial borrowing capacity	$ 450
Revolving loans solely for future U.S. acquisitions								$ 250
Maximum credit available							700	$ 700
Base rate of interest on loans	LIBOR			LIBOR
Line of credit basis spread on variable rate (as a percent)	2.00%			2.00%
Incremental interest rate for uncollateralized borrowings in excess of maximum limit (as a percent)	1.50%			1.50%
Balance outstanding under credit agreement							78
U.S. Credit Agreement Term Loan
Long Term Debt
Total long-term debt										88
U.K. Credit Agreement Revolving Credit Line and Overdraft Line Of Credit
Long Term Debt
Balance outstanding under credit agreement						£ 32.7	49.5
U.K. Credit Agreement Revolving Credit Line
Long Term Debt
Total long-term debt							46.9			121.5
Maximum credit available \| £						150			£ 100
Base rate of interest on loans				LIBOR
U.K. Credit Agreement Revolving Credit Line \| Minimum
Long Term Debt
Line of credit basis spread on variable rate (as a percent)				1.35%
U.K. Credit Agreement Revolving Credit Line \| Maximum
Long Term Debt
Line of credit basis spread on variable rate (as a percent)				3.00%
U.K. Agreement Term Loan
Long Term Debt
Total long-term debt							11.3			18.7
Maximum credit available \| £											£ 30
Balance outstanding under credit agreement						7.5	11.3
Repayment of term loan, quarterly installments \| £				£ 1.5
Frequency of principal repayments				Quarterly
Final payment due December 31, 2015 \| £						£ 7.5
U.K. Agreement Term Loan \| Minimum
Long Term Debt
Low end of interest rate, depending on UK subsidiaries ratios (as a percent)				2.675%
U.K. Agreement Term Loan \| Maximum
Long Term Debt
High end of interest rate, depending on UK subsidiaries ratios (as a percent)				4.325%
U.K. Credit Agreement Overdraft Line of Credit
Long Term Debt
Total long-term debt							2.6			5.7
Base rate of interest on loans				Bank of England Base Rate
Line of credit basis spread on variable rate (as a percent)				1.75%
5.375% Senior Subordinated Notes Due 2024
Long Term Debt
Total long-term debt							$ 300			$ 300
Interest rate (as a percent)		5.375%			5.375%	5.375%	5.375%			5.375%
Debt issued		$ 300
Change of control, redemption price as a percentage of principal		101.00%
Sale of assets, redemption price as percentage of principal		100.00%
Domestic Subsidiaries ownership guaranteeing obligations (as a percent)					100.00%	100.00%	100.00%
5.375% Senior Subordinated Notes Due 2024 \| Maximum \| Debt Redemption Prior To December 1, 2017
Long Term Debt
Specified equity offerings, percentage of debt which may be redeemed		40.00%
5.75% Senior Subordinated Notes Due 2022
Long Term Debt
Total long-term debt							$ 550			$ 550
Interest rate (as a percent)			5.75%		5.75%	5.75%	5.75%			5.75%
Debt issued			$ 550
Change of control, redemption price as a percentage of principal			101.00%
Sale of assets, redemption price as percentage of principal			100.00%
Domestic Subsidiaries ownership guaranteeing obligations (as a percent)					100.00%	100.00%	100.00%
U.S. Commercial Truck Capital Loan
Long Term Debt
Total long-term debt										$ 60.5
Balance outstanding under credit agreement										60.5
Australia Working Capital Loan Agreement
Long Term Debt
Maximum credit available					AUD 28		$ 19.7
Base rate of interest on loans				30-day Bill Rate
Line of credit basis spread on variable rate (as a percent)				2.35%
Balance outstanding under credit agreement							0
Mortgage Facilities
Long Term Debt
Total long-term debt							167.8			169.7
Balance outstanding under credit agreement							167.8
Other Debt Securities
Long Term Debt
Total long-term debt							$ 28.3			$ 39.1

Derivatives and Hedging (Detail

Derivatives and Hedging (Details) - USD ($) $ in Millions	9 Months Ended
Derivatives and Hedging (Details) - USD ($) $ in Millions	Sep. 30, 2014	Sep. 30, 2015	Dec. 31, 2014
Forward foreign exchange contracts \| Level 2
Derivative
Estimated asset of contracts designated as hedging instruments, fair value		$ 1.6	$ 1.1
Interest Rate Swap Agreements \| Floating Rate Floor Plan Debt
Derivative
Increase in the weighted average interest rate on floor plan borrowings due to the swaps (as a percent)	0.29%
Interest Rate Swap Agreements \| Floating Rate Floor Plan Debt \| LIBOR portion
Derivative
Portion of floating rate floor plan debt fixed by swap agreements			$ 300
Interest rate swap, fixed (as a percent)			2.135%
Interest Rate Swap Agreements \| Floating Rate Floor Plan Debt \| Fixed rate portion
Derivative
Portion of floating rate floor plan debt fixed by swap agreements			$ 100
Interest rate swap, fixed (as a percent)			1.55%

Commitments and Contingent Li46

Commitments and Contingent Liabilities (Details) - USD ($) $ in Thousands	1 Months Ended	9 Months Ended
	Mar. 31, 2015	Sep. 30, 2015
Commitments and Contingent Liabilities
Lease period, minimum		5 years
Lease period, maximum		20 years
Loss Contingencies
Letters of credit outstanding		$ 23,800
Surety bonds posted		16,500
Holdings \| Holdings Bond
Loss Contingencies
Senior unsecured notes issued		$ 700,000
Senior subordinated convertible notes, interest rate (as a percent)		3.80%
Penske Truck Leasing Co., L.P.
Loss Contingencies
Ownership interest in Penske Truck Leasing Co (as a percent)	9.00%	9.00%
Mitsui and Co.
Loss Contingencies
Ownership interest in Penske Truck Leasing Co (as a percent)	20.00%	20.00%
Purchase of ownership interest	20.00%
Penske Corporation
Loss Contingencies
Ownership interest in Penske Truck Leasing Co (as a percent)	41.10%	41.10%
GECC
Loss Contingencies
Ownership interest in Penske Truck Leasing Co (as a percent)	29.90%	29.90%
Guarantee of Indebtedness of Others \| GECC
Loss Contingencies
Percentage of interest agreed to indemnify if GECC required to make any payments of principal or interest		9.00%
Annual fee pay for acting as co-obligor		$ 950
Value of interest payments included in maximum amount of Company's potential obligations		$ 63,100

Equity (Details)

Equity (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		9 Months Ended
	Jun. 30, 2015	Mar. 31, 2015	Sep. 30, 2015
Stock Repurchase Period
Repurchased shares			439,383
Repurchase of common stock			$ 22
Acquired Employee Equity Awards
Stock Repurchase Period
Repurchased shares	156,383
Repurchase of common stock	$ 8
Repurchased shares, average price (in dollars per share)	$ 51.05
Share Repurchase Program
Stock Repurchase Period
Repurchased shares		283,000
Repurchase of common stock		$ 14
Repurchased shares, average price (in dollars per share)		$ 49.25
Amount authorized to be repurchased			$ 136

Accumulated Other Comprehensi48

Accumulated Other Comprehensive Income/(Loss) (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Changes in accumulated other comprehensive income (loss) by component
Balance at the beginning of the period			$ 1,652.8
Balance at the end of the period	$ 1,776.4		1,776.4
Foreign Currency Translation
Changes in accumulated other comprehensive income (loss) by component
Balance at the beginning of the period	(65.9)	$ 37.8	(51.7)	$ 11.4
Other comprehensive income (loss) before reclassifications	(42.6)	(52.8)	(56.8)	(26.4)
Net current period other comprehensive income (loss)	(42.6)	(52.8)	(56.8)	(26.4)
Balance at the end of the period	(108.5)	(15)	(108.5)	(15)
Other
Changes in accumulated other comprehensive income (loss) by component
Balance at the beginning of the period	(3.4)	(0.9)	(1.6)	0.2
Other comprehensive income (loss) before reclassifications	(0.5)	1.4	(2.3)	(2)
Amounts reclassified from accumulated other comprehensive income - net of tax		1.1		3.4
Net current period other comprehensive income (loss)	(0.5)	2.5	(2.3)	1.4
Balance at the end of the period	(3.9)	1.6	(3.9)	1.6
Accumulated Other Comprehensive Income (Loss)
Changes in accumulated other comprehensive income (loss) by component
Balance at the beginning of the period	(69.3)	36.9	(53.3)	11.6
Other comprehensive income (loss) before reclassifications	(43.1)	(51.4)	(59.1)	(28.4)
Amounts reclassified from accumulated other comprehensive income - net of tax		1.1		3.4
Net current period other comprehensive income (loss)	(43.1)	(50.3)	(59.1)	(25)
Balance at the end of the period	$ (112.4)	$ (13.4)	$ (112.4)	$ (13.4)

Segment Information (Details)

Segment Information (Details)	9 Months Ended
Segment Information (Details)	Sep. 30, 2015item
Segment Information
Number of reportable segments	3
Number of geographic operating segments	4

Segment Information (Details 2)

Segment Information (Details 2) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
Segment Information (Details 2) - USD ($) $ in Millions	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Revenues and segment income by reportable segment
Revenue	$ 4,960.1	$ 4,396.7	$ 14,363.6	$ 12,806.4
Segment income	129.3	117	388.4	339.8
Intersegment Elimination
Revenues and segment income by reportable segment
Revenue	(0.5)	(1.6)	(1.1)	(3.8)
Retail Automotive \| Operating segments
Revenues and segment income by reportable segment
Revenue	4,585.8	4,295.6	13,327.5	12,495.3
Segment income	107.8	101.5	330.9	300.8
Retail Commercial Truck Dealership \| Operating segments
Revenues and segment income by reportable segment
Revenue	268.5		703.1
Segment income	10.3	1.5	28.1	2.9
Other \| Operating segments
Revenues and segment income by reportable segment
Revenue	106.3	102.7	334.1	314.9
Segment income	$ 11.2	$ 14	$ 29.4	$ 36.1

Condensed Consolidating Finan51

Condensed Consolidating Financial Information (Details) - USD ($) $ in Millions	Sep. 30, 2015	Dec. 31, 2014	Nov. 30, 2014	Sep. 30, 2014	Dec. 31, 2013	Aug. 31, 2012
Condensed consolidating balance sheet
Cash and cash equivalents	$ 49.7	$ 36.3		$ 150.5	$ 50.3
Accounts receivable, net	775.5	707.1
Inventories	3,188.4	2,836.4
Other current assets	109	124.8
Assets held for sale	15.3	156.1
Total current assets	4,137.9	3,860.7
Property and equipment, net	1,476.9	1,331.6
Intangible assets	1,690.4	1,656.5
Equity method investments	340.1	352.8
Other long-term assets	29.6	26.6
Total assets	7,674.9	7,228.2
Floor plan notes payable	2,096	1,812.6
Floor plan notes payable - non-trade	1,072.6	933.8
Accounts payable	482.4	422.5
Accrued expenses	358.3	316
Current portion of long-term debt	29.7	37.2
Liabilities held for sale	8.3	108.2
Total current liabilities	4,047.3	3,630.3
Long-term debt	1,155.2	1,316
Deferred tax liabilities	395.6	409.9
Other long-term liabilities	255.7	190.8
Total liabilities	5,853.8	5,547
Total equity	1,821.1	1,681.2
Total liabilities and equity	$ 7,674.9	$ 7,228.2
5.75% Senior Subordinated Notes Due 2022
Condensed consolidating balance sheet
Interest rate (as a percent)	5.75%	5.75%				5.75%
Domestic Subsidiaries ownership guaranteeing obligations (as a percent)	100.00%
5.375% Senior Subordinated Notes Due 2024
Condensed consolidating balance sheet
Interest rate (as a percent)	5.375%	5.375%	5.375%
Domestic Subsidiaries ownership guaranteeing obligations (as a percent)	100.00%
Eliminations
Condensed consolidating balance sheet
Accounts receivable, net	$ (428.1)	$ (409.6)
Total current assets	(428.1)	(409.6)
Other long-term assets	(2,155.9)	(1,990.8)
Total assets	(2,584)	(2,400.4)
Accrued expenses	(428.1)	(409.6)
Total current liabilities	(428.1)	(409.6)
Long-term debt	(262)	(247)
Total liabilities	(690.1)	(656.6)
Total equity	(1,893.9)	(1,743.8)
Total liabilities and equity	(2,584)	(2,400.4)
Reportable legal entities \| Penske Automotive Group
Condensed consolidating balance sheet
Accounts receivable, net	428.1	409.6
Other current assets	4.7	4.5
Total current assets	432.8	414.1
Property and equipment, net	4.1	4.3
Equity method investments	298.9	285.5
Other long-term assets	2,170.9	2,005
Total assets	2,906.7	2,708.9
Floor plan notes payable - non-trade	153.6	86.8
Accounts payable	3.1	2.9
Accrued expenses	0.9
Total current liabilities	157.6	89.7
Long-term debt	928	938
Total liabilities	1,085.6	1,027.7
Total equity	1,821.1	1,681.2
Total liabilities and equity	2,906.7	2,708.9
Reportable legal entities \| Guarantor Subsidiaries
Condensed consolidating balance sheet
Cash and cash equivalents					13
Accounts receivable, net	307	392.6
Inventories	1,526	1,481.5
Other current assets	34.2	58.3
Assets held for sale	9.2	150.9
Total current assets	1,876.4	2,083.3
Property and equipment, net	796.3	754.6
Intangible assets	833.9	817.9
Other long-term assets	1.5	4.4
Total assets	3,508.1	3,660.2
Floor plan notes payable	1,186.7	1,102
Floor plan notes payable - non-trade	268	398.1
Accounts payable	131.1	208.3
Accrued expenses	157.3	123.3
Current portion of long-term debt	6.9	4.6
Liabilities held for sale	4.6	105.9
Total current liabilities	1,754.6	1,942.2
Long-term debt	110.4	116.1
Deferred tax liabilities	371.8	385.6
Other long-term liabilities	67.2	66.9
Total liabilities	2,304	2,510.8
Total equity	1,204.1	1,149.4
Total liabilities and equity	3,508.1	3,660.2
Reportable legal entities \| Non-Guarantor Subsidiaries
Condensed consolidating balance sheet
Cash and cash equivalents	49.7	36.3		$ 150.5	$ 37.3
Accounts receivable, net	468.5	314.5
Inventories	1,662.4	1,354.9
Other current assets	70.1	62
Assets held for sale	6.1	5.2
Total current assets	2,256.8	1,772.9
Property and equipment, net	676.5	572.7
Intangible assets	856.5	838.6
Equity method investments	41.2	67.3
Other long-term assets	13.1	8
Total assets	3,844.1	3,259.5
Floor plan notes payable	909.3	710.6
Floor plan notes payable - non-trade	651	448.9
Accounts payable	348.2	211.3
Accrued expenses	628.2	602.3
Current portion of long-term debt	22.8	32.6
Liabilities held for sale	3.7	2.3
Total current liabilities	2,563.2	2,008
Long-term debt	378.8	508.9
Deferred tax liabilities	23.8	24.3
Other long-term liabilities	188.5	123.9
Total liabilities	3,154.3	2,665.1
Total equity	689.8	594.4
Total liabilities and equity	$ 3,844.1	$ 3,259.5

Condensed Consolidating Finan52

Condensed Consolidating Financial Information (Details 2) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Condensed consolidating statement of income
Revenue	$ 4,960.1	$ 4,396.7	$ 14,363.6	$ 12,806.4
Cost of sales	4,230.9	3,749.1	12,213.2	10,887.3
Gross profit	729.2	647.6	2,150.4	1,919.1
Selling, general and administrative expenses	563.4	502.3	1,652.3	1,486
Depreciation	19.8	17.3	57.7	50.6
Operating income	146	128	440.4	382.5
Floor plan interest expense	(11.4)	(11.3)	(32.7)	(34.2)
Other interest expense	(16.3)	(12.4)	(49)	(37.2)
Equity in earnings of affiliates	11	12.7	29.7	28.7
Income from continuing operations before income taxes	129.3	117	388.4	339.8
Income taxes	(41.7)	(39.7)	(128.2)	(115.7)
Income from continuing operations	87.6	77.3	260.2	224.1
(Loss) income from discontinued operations, net of tax	(0.1)	(2.2)	(1.1)	(7.2)
Net income	87.5	75.1	259.1	216.9
Other comprehensive income (loss), net of taxes	(42.5)	(51)	(59.3)	(26)
Comprehensive income	45	24.1	199.8	190.9
Less: Comprehensive income attributable to non-controlling interests	1.5	(0.1)	3.1	1
Comprehensive income attributable to Penske Automotive Group common stockholders	43.5	24.2	196.7	189.9
Eliminations
Condensed consolidating statement of income
Equity in earnings of subsidiaries	(134.8)	(126.8)	(410.2)	(368.5)
Income from continuing operations before income taxes	(134.8)	(126.8)	(410.2)	(368.5)
Income taxes	43.8	43.1	136.3	125.1
Income from continuing operations	(91)	(83.7)	(273.9)	(243.4)
(Loss) income from discontinued operations, net of tax	0.1	2.5	1.7	9.8
Net income	(90.9)	(81.2)	(272.2)	(233.6)
Other comprehensive income (loss), net of taxes	40.8	50.1	55.6	24.9
Comprehensive income	(50.1)	(31.1)	(216.6)	(208.7)
Less: Comprehensive income attributable to non-controlling interests	(0.6)	0.7	0.2	0.9
Comprehensive income attributable to Penske Automotive Group common stockholders	(49.5)	(31.8)	(216.8)	(209.6)
Reportable legal entities \| Penske Automotive Group
Condensed consolidating statement of income
Selling, general and administrative expenses	5.7	11.5	18	23.2
Depreciation	0.4	0.4	1.2	1
Operating income	(6.1)	(11.9)	(19.2)	(24.2)
Floor plan interest expense	(0.7)	(2.5)	(2.1)	(7.3)
Other interest expense	(10.6)	(7.4)	(30.6)	(21.9)
Equity in earnings of affiliates	11	11.7	27.3	25.3
Equity in earnings of subsidiaries	134.8	126.8	410.2	368.5
Income from continuing operations before income taxes	128.4	116.7	385.6	340.4
Income taxes	(41.7)	(39.7)	(128.2)	(115.7)
Income from continuing operations	86.7	77	257.4	224.7
(Loss) income from discontinued operations, net of tax	(0.1)	(2.5)	(1.7)	(9.8)
Net income	86.6	74.5	255.7	214.9
Other comprehensive income (loss), net of taxes	(42.5)	(51)	(59.3)	(26)
Comprehensive income	44.1	23.5	196.4	188.9
Less: Comprehensive income attributable to non-controlling interests	0.6	(0.7)	(0.2)	(0.9)
Comprehensive income attributable to Penske Automotive Group common stockholders	43.5	24.2	196.6	189.8
Reportable legal entities \| Guarantor Subsidiaries
Condensed consolidating statement of income
Revenue	2,591.2	2,489.9	7,548.5	7,102
Cost of sales	2,197.2	2,112.5	6,372.4	5,988.2
Gross profit	394	377.4	1,176.1	1,113.8
Selling, general and administrative expenses	302.6	283	895.9	853.2
Depreciation	10.6	9.6	31.2	27.9
Operating income	80.8	84.8	249	232.7
Floor plan interest expense	(5.6)	(5.1)	(16.4)	(15.4)
Other interest expense	(1.3)	(0.5)	(4)	(1.4)
Income from continuing operations before income taxes	73.9	79.2	228.6	215.9
Income taxes	(29.4)	(31.4)	(91.8)	(84)
Income from continuing operations	44.5	47.8	136.8	131.9
(Loss) income from discontinued operations, net of tax	(0.1)	(1.6)	(1.3)	4.2
Net income	44.4	46.2	135.5	136.1
Other comprehensive income (loss), net of taxes		1.1		3.2
Comprehensive income	44.4	47.3	135.5	139.3
Comprehensive income attributable to Penske Automotive Group common stockholders	44.4	47.3	135.5	139.3
Reportable legal entities \| Non-Guarantor Subsidiaries
Condensed consolidating statement of income
Revenue	2,368.9	1,906.8	6,815.1	5,704.4
Cost of sales	2,033.7	1,636.6	5,840.8	4,899.1
Gross profit	335.2	270.2	974.3	805.3
Selling, general and administrative expenses	255.1	207.8	738.4	609.6
Depreciation	8.8	7.3	25.3	21.7
Operating income	71.3	55.1	210.6	174
Floor plan interest expense	(5.1)	(3.7)	(14.2)	(11.5)
Other interest expense	(4.4)	(4.5)	(14.4)	(13.9)
Equity in earnings of affiliates		1	2.4	3.4
Income from continuing operations before income taxes	61.8	47.9	184.4	152
Income taxes	(14.4)	(11.7)	(44.5)	(41.1)
Income from continuing operations	47.4	36.2	139.9	110.9
(Loss) income from discontinued operations, net of tax		(0.6)	0.2	(11.4)
Net income	47.4	35.6	140.1	99.5
Other comprehensive income (loss), net of taxes	(40.8)	(51.2)	(55.6)	(28.1)
Comprehensive income	6.6	(15.6)	84.5	71.4
Less: Comprehensive income attributable to non-controlling interests	1.5	(0.1)	3.1	1
Comprehensive income attributable to Penske Automotive Group common stockholders	$ 5.1	$ (15.5)	$ 81.4	$ 70.4

Condensed Consolidating Finan53

Condensed Consolidating Financial Information (Details 3) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Condensed consolidating statement of cash flows
Net cash provided by (used in) continuing operating activities	$ 373.4	$ 276
Investing activities:
Purchase of equipment and improvements	(151.1)	(139.6)
Acquisitions, net	(85.4)	(86.2)
Other	0.2	(25.3)
Net cash used in continuing investing activities	(236.3)	(251.1)
Financing activities:
Net (repayments) borrowings of long-term debt	(165.7)	127
Net borrowings (repayments) of floor plan notes payable - non-trade	94.6
Payment of deferred financing fees	(1.8)
Repurchases of common stock	(22)	(15.5)
Dividends	(62.3)	(51.5)
Other	(5.9)	0.2
Net cash (used in) provided by continuing financing activities	(163.1)	60.2
Net cash provided by (used in) discontinued operations	39.7	15.1
Effect of exchange rate changes on cash and cash equivalents	(0.3)
Net change in cash and cash equivalents	13.4	100.2
Cash and cash equivalents, beginning of period	36.3	50.3
Cash and cash equivalents, end of period	49.7	150.5
Reportable legal entities \| Penske Automotive Group
Condensed consolidating statement of cash flows
Net cash provided by (used in) continuing operating activities	28.4	(19.4)
Investing activities:
Purchase of equipment and improvements	(1)	(0.6)
Other		4.2
Net cash used in continuing investing activities	(1)	3.6
Financing activities:
Net (repayments) borrowings of long-term debt	(10)	84
Net borrowings (repayments) of floor plan notes payable - non-trade	66.9	(1.2)
Repurchases of common stock	(22)	(15.5)
Dividends	(62.3)	(51.5)
Net cash (used in) provided by continuing financing activities	(27.4)	15.8
Reportable legal entities \| Guarantor Subsidiaries
Condensed consolidating statement of cash flows
Net cash provided by (used in) continuing operating activities	154.3	169
Investing activities:
Purchase of equipment and improvements	(74)	(82.9)
Acquisitions, net	(21.7)	(80.5)
Other		(10.6)
Net cash used in continuing investing activities	(95.7)	(174)
Financing activities:
Net (repayments) borrowings of long-term debt	24	9.6
Net borrowings (repayments) of floor plan notes payable - non-trade	(130.1)	(20.9)
Distributions from (to) parent	8.3	4.8
Net cash (used in) provided by continuing financing activities	(97.8)	(6.5)
Net cash provided by (used in) discontinued operations	39.2	(1.5)
Net change in cash and cash equivalents		(13)
Cash and cash equivalents, beginning of period		13
Reportable legal entities \| Non-Guarantor Subsidiaries
Condensed consolidating statement of cash flows
Net cash provided by (used in) continuing operating activities	190.7	126.4
Investing activities:
Purchase of equipment and improvements	(76.1)	(56.1)
Acquisitions, net	(63.7)	(5.7)
Other	0.2	(18.9)
Net cash used in continuing investing activities	(139.6)	(80.7)
Financing activities:
Net (repayments) borrowings of long-term debt	(179.7)	33.4
Net borrowings (repayments) of floor plan notes payable - non-trade	157.8	22.1
Payment of deferred financing fees	(1.8)
Other	(5.9)	0.2
Distributions from (to) parent	(8.3)	(4.8)
Net cash (used in) provided by continuing financing activities	(37.9)	50.9
Net cash provided by (used in) discontinued operations	0.5	16.6
Effect of exchange rate changes on cash and cash equivalents	(0.3)
Net change in cash and cash equivalents	13.4	113.2
Cash and cash equivalents, beginning of period	36.3	37.3
Cash and cash equivalents, end of period	$ 49.7	$ 150.5