Lithia Motors (LAD) 10-Q 26 Jul 19 2019 Q2 Quarterly report Financial data

Cover

Cover - shares	6 Months Ended
	Jun. 30, 2019	Jul. 26, 2019
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2019
Document Transition Report	false
Entity File Number	001-14733
Entity Registrant Name	LITHIA MOTORS INC
Entity Incorporation, State or Country Code	OR
Entity Tax Identification Number	93-0572810
Entity Address, Address Line One	150 N. Bartlett Street
Entity Address, City or Town	Medford
Entity Address, State or Province	OR
Entity Address, Postal Zip Code	97501
City Area Code	541
Local Phone Number	776-6401
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Central Index Key	0001023128
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q2
Amendment Flag	false
Class A common stock
Document Information [Line Items]
Title of 12(b) Security	Class A common stock without par value
Trading Symbol	LAD
Security Exchange Name	NYSE
Entity Common Stock, Shares Outstanding (in shares)		22,415,392
Class B common stock
Document Information [Line Items]
Title of 12(b) Security	Class B common stock without par value
Trading Symbol	LAD
Security Exchange Name	NYSE
Entity Common Stock, Shares Outstanding (in shares)		800,000

Consolidated Balance Sheets (Un

Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions	Jun. 30, 2019	Dec. 31, 2018
Current Assets:
Cash and cash equivalents	$ 44.7	$ 31.6
Accounts receivable, net of allowance for doubtful accounts of $6.6 and $7.2	489.2	529.4
Inventories, net	2,431.9	2,365.3
Other current assets	65.7	65.1
Total Current Assets	3,031.5	2,991.4
Property and equipment, net of accumulated depreciation of $262.8 and $240.5	1,463	1,448
Operating lease right-of-use assets	255	0
Goodwill	457.3	434.9
Franchise value	309.1	288.7
Other non-current assets	258.7	221
Total Assets	5,774.6	5,384
Current Liabilities:
Floor plan notes payable	414.1	324.4
Floor plan notes payable: non-trade	1,709.6	1,733.3
Current maturities of long-term debt	25.4	25.9
Trade payables	129.4	126.3
Accrued liabilities	326.8	283.6
Total Current Liabilities	2,605.3	2,493.5
Long-term debt, less current maturities	1,324.1	1,358.2
Deferred revenue	129.3	121.7
Deferred income taxes	98.5	91.2
Noncurrent operating lease liabilities	240.3	0
Other long-term liabilities	102.4	122.2
Total Liabilities	4,499.9	4,186.8
Stockholders' Equity:
Preferred stock - no par value; authorized 15.0 shares; none outstanding	0	0
Additional paid-in capital	0	35
Accumulated other comprehensive loss	(0.9)	0
Retained earnings	1,262.5	1,162.1
Total Stockholders' Equity	1,274.7	1,197.2
Total Liabilities and Stockholders' Equity	5,774.6	5,384
Class A common stock
Stockholders' Equity:
Common stock - Class A and Class B	13	0
Class B common stock
Stockholders' Equity:
Common stock - Class A and Class B	$ 0.1	$ 0.1

Consolidated Balance Sheets (_2

Consolidated Balance Sheets (Unaudited) (Parentheticals) - USD ($) $ in Millions	Jun. 30, 2019	Dec. 31, 2018
Allowance for doubtful accounts	$ 6.6	$ 7.2
Accumulated depreciation	$ 262.8	$ 240.5
Preferred stock, par value (in dollars per share)	$ 0	$ 0
Preferred stock, shares authorized (in shares)	15,000,000	15,000,000
Preferred stock, shares outstanding (in shares)	0	0
Class A common stock
Common stock A and B, par value (in dollars per share)	$ 0	$ 0
Common stock A and B, shares authorized (in shares)	100,000,000	100,000,000
Common stock A and B, shares issued (in shares)	22,400,000	22,000,000
Common stock A and B, shares outstanding (in shares)	22,400,000	22,000,000
Class B common stock
Common stock A and B, par value (in dollars per share)	$ 0	$ 0
Common stock A and B, shares authorized (in shares)	25,000,000	25,000,000
Common stock A and B, shares issued (in shares)	800,000	1,000,000
Common stock A and B, shares outstanding (in shares)	800,000	1,000,000

Consolidated Statements of Oper

Consolidated Statements of Operations (Unaudited) - USD ($) shares in Millions, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Revenues:
Total revenues	$ 3,221.7	$ 3,096.5	$ 6,071.4	$ 5,756.2
Cost of sales:
Total cost of sales	2,728.1	2,635.8	5,127.1	4,887.4
Gross profit	493.6	460.7	944.3	868.8
Asset impairments	0	0	0.5	0
Selling, general and administrative	356.5	333.3	678.3	630.8
Depreciation and amortization	20.2	18.8	40	35.7
Operating income	116.9	108.6	225.5	202.3
Floor plan interest expense	(19.4)	(15.6)	(37.5)	(29.2)
Other interest expense, net	(15)	(13.8)	(30.3)	(25.6)
Other income, net	3	1.6	5.6	3
Income before income taxes	85.5	80.8	163.3	150.5
Income tax provision	(23.6)	(20.1)	(45)	(37.8)
Net income	$ 61.9	$ 60.7	$ 118.3	$ 112.7
Basic net income per share (in dollars per share)	$ 2.65	$ 2.45	$ 5.10	$ 4.52
Shares used in basic per share calculations (in shares)	23.4	24.8	23.2	24.9
Diluted net income per share (in dollars per share)	$ 2.63	$ 2.44	$ 5.08	$ 4.50
Shares used in diluted per share calculations (in shares)	23.5	24.9	23.3	25
Cash dividends paid per Class A and Class B share (in dollars per share)	$ 0.30	$ 0.29	$ 0.59	$ 0.56
New vehicle
Revenues:
Total revenues	$ 1,707.4	$ 1,726.8	$ 3,168.5	$ 3,181.5
Cost of sales:
Total cost of sales	1,612	1,625.3	2,987.2	2,993.1
Used vehicle retail
Revenues:
Total revenues	888.3	804.1	1,716.2	1,519.7
Cost of sales:
Total cost of sales	795.1	717	1,538.4	1,359
Used vehicle wholesale
Revenues:
Total revenues	81.7	85.3	159.1	161.3
Cost of sales:
Total cost of sales	79.9	83.4	156.4	158.4
Finance and insurance
Revenues:
Total revenues	129	114.5	246.5	221
Service, body and parts
Revenues:
Total revenues	335.5	311.4	652.9	597.1
Cost of sales:
Total cost of sales	165.2	157.7	323.1	305
Fleet and other
Revenues:
Total revenues	79.8	54.4	128.2	75.6
Cost of sales:
Total cost of sales	$ 75.9	$ 52.4	$ 122	$ 71.9

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Statement of Comprehensive Income [Abstract]
Net income	$ 61.9	$ 60.7	$ 118.3	$ 112.7
Other comprehensive income, net of tax:
Loss on cash flow hedges, net of tax expense of $0.3, $0.0, $0.3, and $0.0, respectively	(0.9)	0	(0.9)	0
Comprehensive income	$ 61	$ 60.7	$ 117.4	$ 112.7

Consolidated Statements of Co_2

Consolidated Statements of Comprehensive Income (Unaudited) (Parenthetical) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Statement of Comprehensive Income [Abstract]
Loss on cash flow hedges, tax expense	$ 0.3	$ 0	$ 0.3	$ 0

Consolidated Statements of Chan

Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) shares in Millions, $ in Millions	Total	Common StockClass A	Common StockClass B	Additional Paid-In Capital	Accumulated Other Comprehensive Loss	Retained Earnings
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Retained earnings adjustment for adoption of ASC	$ 1.4					$ 1.4
Balance (in shares) at Dec. 31, 2017		23.9	1
Balance at Dec. 31, 2017	1,083.2	$ 149.1	$ 0.1	$ 11.3	$ 0	922.7
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	52.1					52.1
Issuance of stock in connection with employee stock plans	$ 1.8	$ 1.8
Issuance of restricted stock to employees (in shares)	0	0.1
Repurchase of Class A common stock (in shares)		(0.1)
Repurchase of Class A common stock	$ (8.2)	$ (8.2)
Compensation for stock and stock option issuances and excess tax benefits from option exercises	3.6	$ 0.3		3.3
Dividends paid	(6.8)					(6.8)
Balance (in shares) at Mar. 31, 2018		23.9	1
Balance at Mar. 31, 2018	1,127.1	$ 143	$ 0.1	14.6	0	969.4
Balance (in shares) at Dec. 31, 2017		23.9	1
Balance at Dec. 31, 2017	1,083.2	$ 149.1	$ 0.1	11.3	0	922.7
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	112.7
Balance (in shares) at Jun. 30, 2018		23.4	1
Balance at Jun. 30, 2018	1,160.9	$ 94.4	$ 0.1	43.5	0	1,022.9
Balance (in shares) at Mar. 31, 2018		23.9	1
Balance at Mar. 31, 2018	1,127.1	$ 143	$ 0.1	14.6	0	969.4
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	60.7					60.7
Issuance of stock in connection with employee stock plans (in shares)		0.1
Issuance of stock in connection with employee stock plans	2.7	$ 2.7
Repurchase of Class A common stock (in shares)		(0.6)
Repurchase of Class A common stock	(59.1)	$ (59.1)
Compensation for stock and stock option issuances and excess tax benefits from option exercises	3.3	$ 7.8		(4.5)
Option premiums received (paid)	33.4			33.4
Dividends paid	(7.2)					(7.2)
Balance (in shares) at Jun. 30, 2018		23.4	1
Balance at Jun. 30, 2018	1,160.9	$ 94.4	$ 0.1	43.5	0	1,022.9
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Retained earnings adjustment for adoption of ASC	0.9					0.9
Balance (in shares) at Dec. 31, 2018		22	1
Balance at Dec. 31, 2018	1,197.2	$ 0	$ 0.1	35	0	1,162.1
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	56.4					56.4
Issuance of stock in connection with employee stock plans	$ 2.3	$ 2.3
Issuance of restricted stock to employees (in shares)	0	0.1
Repurchase of Class A common stock	$ (3.1)	$ (3.1)
Class B common stock converted to Class A common stock (in shares)	0	0.2	(0.2)
Compensation for stock and stock option issuances and excess tax benefits from option exercises	$ 3.5	$ 10.5		(7)
Dividends paid	(6.7)					(6.7)
Balance (in shares) at Mar. 31, 2019		22.3	0.8
Balance at Mar. 31, 2019	1,250.5	$ 9.7	$ 0.1	28	0	1,212.7
Balance (in shares) at Dec. 31, 2018		22	1
Balance at Dec. 31, 2018	1,197.2	$ 0	$ 0.1	35	0	1,162.1
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	118.3
Balance (in shares) at Jun. 30, 2019		22.4	0.8
Balance at Jun. 30, 2019	1,274.7	$ 13	$ 0.1	0	(0.9)	1,262.5
Balance (in shares) at Mar. 31, 2019		22.3	0.8
Balance at Mar. 31, 2019	1,250.5	$ 9.7	$ 0.1	28	0	1,212.7
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	61.9					61.9
Loss on cash flow hedges, net of tax expense of $0.3, $0.0, $0.3, and $0.0, respectively	(0.9)				(0.9)
Issuance of stock in connection with employee stock plans (in shares)		0.1
Issuance of stock in connection with employee stock plans	2.8	$ 2.8
Compensation for stock and stock option issuances and excess tax benefits from option exercises	3.9	$ 0.5		3.4
Option premiums paid	(36.5)			(31.4)		(5.1)
Dividends paid	(7)					(7)
Balance (in shares) at Jun. 30, 2019		22.4	0.8
Balance at Jun. 30, 2019	$ 1,274.7	$ 13	$ 0.1	$ 0	$ (0.9)	$ 1,262.5

Consolidated Statements of Ch_2

Consolidated Statements of Changes in Stockholders' Equity (Unaudited) (Parenthetical) $ in Millions	3 Months Ended
	Jun. 30, 2019USD ($)
Statement of Stockholders' Equity [Abstract]
Loss on cash flow hedges, tax expense	$ 0.3

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions		6 Months Ended
		Jun. 30, 2019	Jun. 30, 2018
Cash flows from operating activities:
Net income		$ 118.3	$ 112.7
Adjustments to reconcile net income to net cash provided by operating activities:
Asset impairments		0.5	0
Depreciation and amortization		40	35.7
Stock-based compensation		7.4	6.8
Gain on disposal of other assets		0	(0.1)
Loss on disposal of franchise		0.3	0.4
Deferred income taxes		7.6	0.3
(Increase) decrease (net of acquisitions and dispositions):
Accounts receivable, net		40.1	47.9
Inventories		(63)	(35.5)
Other assets		6.4	20.6
Increase (decrease) (net of acquisitions and dispositions):
Floor plan notes payable		89.7	15.1
Trade payables		3.5	2.9
Accrued liabilities		(8.8)	5.5
Other long-term liabilities and deferred revenue		2.4	24
Net cash provided by operating activities		244.4	236.3
Cash flows from investing activities:
Capital expenditures		(57.8)	(72.4)
Proceeds from sales of assets		0.8	1.8
Cash paid for other investments		(6.7)	(7.1)
Cash paid for acquisitions, net of cash acquired		(75)	(374.6)
Proceeds from sales of stores		28.9	0.8
Net cash used in investing activities		(109.8)	(451.5)
Cash flows from financing activities:
(Repayments) borrowings on floor plan notes payable, net: non-trade		(11.1)	85.8
Borrowings on lines of credit		1,411	1,353.3
Repayments on lines of credit		(1,450)	(1,254.1)
Principal payments on long-term debt and capital leases, scheduled		(12)	(9.6)
Principal payments on long-term debt and capital leases, other		(11)	(5.3)
Proceeds from issuance of long-term debt		0	62.1
Payments of debt issuance costs		(0.2)	(0.2)
Proceeds from issuance of common stock		5.1	4.5
Repurchase of common stock		(3.1)	(33.9)
Dividends paid		(13.7)	(13.9)
Payments of contingent consideration related to acquisitions		0	(0.8)
Other financing activity		(36.5)	0
Net cash (used in) provided by financing activities		(121.5)	187.9
Increase (decrease) in cash and cash equivalents		13.1	(27.3)
Cash and cash equivalents at beginning of period		31.6	57.3
Cash and cash equivalents at end of period		44.7	30
Supplemental disclosure of cash flow information:
Cash paid during the period for interest		69.5	54.7
Cash paid during the period for income taxes, net		7.2	2.3
Floor plan debt paid in connection with store disposals		4.8	5.2
Supplemental schedule of non-cash activities:
Debt issued in connection with acquisitions		26.4	125.1
Debt assumed in connection with acquisitions		0	10.8
ROU assets obtained in exchange for lease liabilities 1	[1]	$ 260.3	$ 0
[1]	Amounts for the six months ended June 30, 2019 include the transition adjustment for the adoption of Topic 842.

Interim Financial Statements

Interim Financial Statements	6 Months Ended
	Jun. 30, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Interim Financial Statements	Interim Financial Statements Basis of Presentation These condensed Consolidated Financial Statements contain unaudited information as of June 30, 2019 , and for the three and six months ended June 30, 2019 and 2018 . The unaudited interim financial statements have been prepared pursuant to the rules and regulations for reporting on Form 10-Q. Accordingly, certain disclosures required by accounting principles generally accepted in the United States of America for annual financial statements are not included herein. In management’s opinion, these unaudited financial statements reflect all adjustments (which include only normal recurring adjustments) necessary for a fair presentation of the information when read in conjunction with our 2018 audited Consolidated Financial Statements and the related notes thereto. The financial information as of December 31, 2018 , is derived from our Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 22, 2019 . The unaudited interim condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and the notes thereto included in our 2018 Annual Report on Form 10-K. The results of operations for the interim periods presented are not necessarily indicative of the results to be expected for the full year. In 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842),” which requires leases with durations greater than twelve months to be recognized on the balance sheet, as right-of-use assets with corresponding operating lease liabilities. In July 2018, the FASB issued ASU No. 2018-11, "Targeted Improvements - Leases (Topic 842)." This update provides an optional transition method that allows entities to elect to apply the standard using the modified retrospective approach at its effective date, versus recasting the prior periods presented. If elected, an entity would recognize a cumulative-effect adjustment to the opening balance of retained earnings in the year of adoption. We adopted the new standard as of January 1, 2019 using the transition method that provides for a cumulative-effect adjustment to retained earnings upon adoption. The Consolidated Financial Statements for the three and six -month periods ended June 30, 2019 are presented under the new standard, while comparative years presented are not adjusted and continue to be reported in accordance with our historical accounting policy. We elected the package of practical expedients, which permits us to not reassess under the new standard our prior conclusions about lease identification, lease classification and initial direct costs. We elected the short-term lease recognition exemption for all leases that qualify. We have both real estate leases and equipment leases that are impacted by the new guidance. Most of our leases do not provide an implicit rate, therefore we use our incremental borrowing rate at the commencement date in determining the present value of lease payments. Adoption of the new standard resulted in the derecognition of a deferred gain from prior completed sale-leaseback transactions. This adjustment, net of tax, was recorded as $0.9 million increase in retained earnings. See Note 10 . The impact of adopting Topic 842 on the accompanying Condensed Consolidated Balance Sheet as of January 1, 2019 was as follows (in millions): Impact on Consolidated Balance Sheets December 31, 2018 Adjustments January 1, 2019 Operating lease right-of-use assets $ — $ 259.7 $ 259.7 Total Assets 5,384.0 259.7 5,643.7 Operating lease liabilities: Accrued liabilities 283.6 26.6 310.2 Deferred revenue 121.7 (1.3 ) 120.4 Noncurrent operating lease liabilities — 243.9 243.9 Other long-term liabilities 122.2 (10.3 ) 111.9 Total Liabilities 4,186.8 258.8 4,445.6 Retained earnings 1,162.1 0.9 1,163.0 Total Liabilities and Stockholders' Equity 5,384.0 259.7 5,643.7 Reclassifications Certain immaterial reclassifications of amounts previously reported have been made to the accompanying condensed Consolidated Financial Statements to maintain consistency and comparability between periods presented.

Contract Liabilities and Assets

Contract Liabilities and Assets	6 Months Ended
	Jun. 30, 2019
Disaggregation of Revenue [Abstract]
Contract Liabilities and Assets	Contract Liabilities and Assets Contract Liabilities We are the obligor on our lifetime oil contracts. Revenue is allocated to these performance obligations and is recognized over time as services are provided to the customer. The amount of revenue recognized is calculated, net of cancellations, using an input method, which most closely depicts performance of the contracts. Our contract liability balances were $160.7 million and $149.6 million as of June 30, 2019 , and December 31, 2018 , respectively; and we recognized $6.2 million and $12.1 million of revenue in the three and six months ended June 30, 2019 , respectively, related to our contract liability balance at December 31, 2018 . Our contract liability balance is included in accrued liabilities and deferred revenue. Contract Assets Revenue from finance and insurance sales is recognized, net of estimated charge-backs, at the time of the sale of the related vehicle. We act as an agent in the sale of these contracts as the pricing is set by the third-party provider, and our commission is preset. A portion of the transaction price related to sales of finance and insurance contracts is considered variable consideration and is estimated and recognized upon the sale of the contract. Our contract asset balances associated with future estimated variable consideration were $8.9 million and $9.2 million as of June 30, 2019 and December 31, 2018 , respectively; and are included in trade receivables and other non-current assets.

Accounts Receivable and Contrac

Accounts Receivable and Contract Assets	6 Months Ended
	Jun. 30, 2019
Accounts Receivable, after Allowance for Credit Loss [Abstract]
Accounts Receivable and Contract Assets	Accounts Receivable and Contract Assets Accounts receivable consisted of the following (in millions): June 30, 2019 December 31, 2018 Contracts in transit $ 254.5 $ 294.0 Trade receivables 54.4 54.3 Vehicle receivables 57.8 51.6 Manufacturer receivables 102.4 105.5 Auto loan receivables 61.1 61.5 Other receivables 3.2 6.8 533.4 573.7 Less: Allowance for doubtful accounts (6.6 ) (7.2 ) Less: Long-term portion of accounts receivable, net (37.6 ) (37.1 ) Total accounts receivable, net $ 489.2 $ 529.4 Accounts receivable classifications include the following: • Contracts in transit are receivables from various lenders for the financing of vehicles that we have arranged on behalf of the customer and are typically received approximately ten days after selling a vehicle. • Trade receivables are comprised of amounts due from customers for open charge accounts, lenders for the commissions earned on financing and others for commissions earned on service contracts and insurance products. • Vehicle receivables represent receivables for the portion of the vehicle sales price paid directly by the customer. • Manufacturer receivables represent amounts due from manufacturers, including holdbacks, rebates, incentives and warranty claims. • Auto loan receivables include amounts due from customers related to retail sales of vehicles and certain finance and insurance products. Interest income on auto loan receivables is recognized based on the contractual terms of each loan and is accrued until repayment, charge-off, or repossession. Direct costs associated with loan originations are capitalized and expensed as an offset to interest income when recognized on the loans. All other receivables are recorded at invoice and do not bear interest until they are 60 days past due. The allowance for doubtful accounts is estimated based on our historical write-off experience and is reviewed monthly. Consideration is given to recent delinquency trends and recovery rates. Account balances are charged against the allowance after all appropriate means of collection have been exhausted and the potential for recovery is considered remote. The annual activity for charges and subsequent recoveries is immaterial. The long-term portion of accounts receivable was included as a component of other non-current assets in the Consolidated Balance Sheets.

Inventories

Inventories	6 Months Ended
	Jun. 30, 2019
Inventory Disclosure [Abstract]
Inventories	Inventories The components of inventories, net, consisted of the following (in millions): June 30, 2019 December 31, 2018 New vehicles $ 1,751.3 $ 1,700.1 Used vehicles 591.5 576.8 Parts and accessories 89.1 88.4 Total inventories $ 2,431.9 $ 2,365.3

Goodwill and Franchise Value

Goodwill and Franchise Value	6 Months Ended
	Jun. 30, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Franchise Value	Goodwill and Franchise Value The changes in the carrying amounts of goodwill are as follows (in millions): Domestic Import Luxury Consolidated Balance as of December 31, 2017 ¹ $ 114.0 $ 104.3 $ 38.0 $ 256.3 Additions through acquisitions 2 51.4 85.8 43.5 180.7 Reductions through divestitures (0.9 ) (1.2 ) — (2.1 ) Balance as of December 31, 2018 ¹ 164.5 188.9 81.5 434.9 Adjustments to purchase price allocations 3 1.6 1.6 1.9 5.1 Additions through acquisitions 3 6.2 9.0 2.2 17.4 Reductions through divestitures (0.1 ) — — (0.1 ) Balance as of June 30, 2019 1 $ 172.2 $ 199.5 $ 85.6 $ 457.3 1 Net of accumulated impairment losses of $299.3 million recorded during the year ended December 31, 2008. 2 Our purchase price allocation for the 2017 acquisitions of the Baierl Auto Group, the Downtown LA Auto Group, Crater Lake Ford Lincoln, Crater Lake Mazda, Albany CJD Fiat and the 2018 acquisition of Broadway Ford were finalized in 2018. Also, our purchase price allocation for the 2018 acquisition of Prestige Auto Group was preliminary and was allocated to our segments in 2018. As a result, we added $180.7 million of goodwill. 3 Our purchase price allocation for the acquisitions of the Ray Laks Honda, Ray Laks Acura, Day Auto Group, Prestige Auto Group, and Buhler Ford were finalized in 2019. As a result, we added $22.5 million of goodwill. The changes in the carrying amounts of franchise value are as follows (in millions): Franchise Value Balance as of December 31, 2017 $ 187.0 Additions through acquisitions 1 103.5 Reductions through divestitures (1.8 ) Balance as of December 31, 2018 288.7 Adjustments to purchase price allocations 2 3.5 Additions through acquisitions 2 20.9 Reductions through divestitures (4.0 ) Balance as of June 30, 2019 $ 309.1 1 Our purchase price allocation for the 2017 acquisitions of the Baierl Auto Group, the Downtown LA Auto Group, Crater Lake Ford Lincoln, Crater Lake Mazda, Albany CJD Fiat and the 2018 acquisition of Broadway Ford were finalized in 2018. Also, our purchase price allocation for the 2018 acquisition of Prestige Auto Group was preliminary and was allocated to our segments in 2018. As a result, we added $103.5 million of franchise value. 2 Our purchase price allocation for the acquisitions of the Ray Laks Honda, Ray Laks Acura, Day Auto Group, Prestige Auto Group, and Buhler Ford were finalized in 2019. As a result, we added $24.4 million of franchise value.

Stockholders' Equity

Stockholders' Equity	6 Months Ended
	Jun. 30, 2019
Equity [Abstract]
Stockholders' Equity	Stockholders’ Equity Repurchases of Class A Common Stock In May 2019, we entered into a structured repurchase agreement involving the use of capped call options for the purchase of our Class A common stock. We paid a fixed sum upon execution of the agreement in exchange for the right to receive either a pre-determined amount of cash or stock. Upon expiration of the agreement, if the closing market price of our common stock is above the pre-determined price, we will have our initial investment returned with a premium in either cash or Class A shares (at our election). If the closing market price of our common stock is at or below the pre-determined price, we will receive the number of shares specified in the agreement. We paid a net premium of $36.5 million in the second quarter of 2019 to enter into this agreement, which was recorded as a reduction of additional paid-in-capital and retained earnings. As of June 30, 2019 , the options were outstanding.

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2019
Fair Value Disclosures [Abstract]
Fair Value Measurements	Fair Value Measurements Factors used in determining the fair value of our financial assets and liabilities are summarized into three broad categories: • Level 1 - quoted prices in active markets for identical securities; • Level 2 - other significant observable inputs, including quoted prices for similar securities, interest rates, prepayment spreads, credit risk; and • Level 3 - significant unobservable inputs, including our own assumptions in determining fair value. We determined the carrying value of cash equivalents, accounts receivable, trade payables, accrued liabilities and short-term borrowings approximate their fair values because of the nature of their terms and current market rates of these instruments. We believe the carrying value of our variable rate debt approximates fair value. We have fixed rate debt primarily consisting of amounts outstanding under our senior notes and real estate mortgages. We calculated the estimated fair value of the senior notes using quoted prices for the identical liability (Level 1) and calculated the estimated fair value of the fixed rate real estate mortgages using a discounted cash flow methodology with estimated current interest rates based on a similar risk profile and duration (Level 2). The fixed cash flows are discounted and summed to compute the fair value of the debt. As of June 30, 2019 , our real estate mortgages and other debt, which includes capital leases, had maturity dates between October 1, 2020 , and August 31, 2038 . We have derivative instruments consisting of interest rate collars. The fair value of derivative liabilities is measured using observable Level 2 market expectations at each measurement date and is recorded as current liabilities and other long-term liabilities in the Consolidated Balance Sheets. See Note 11 for more details regarding our derivative contracts. We estimate the value of other long-lived assets that are recorded at fair value on a non-recurring basis on a market valuation approach. We use prices and other relevant information generated primarily by recent market transactions involving similar or comparable assets, as well as our historical experience in divestitures, acquisitions and real estate transactions. Additionally, we may use a cost valuation approach to value long-lived assets when a market valuation approach is unavailable. Under this approach, we determine the cost to replace the service capacity of an asset, adjusted for physical and economic obsolescence. When available, we use valuation inputs from independent valuation experts, such as real estate appraisers and brokers, to corroborate our estimates of fair value. Real estate appraisers' and brokers' valuations are typically developed using one or more valuation techniques including market, income and replacement cost approaches. Because these valuations contain unobservable inputs, we classified the measurement of fair value of long-lived assets as Level 3. There were no changes to our valuation techniques during the six -month period ended June 30, 2019 . Below are our derivative liabilities that are measured at fair value (in millions): Fair Value at June 30, 2019 Level 1 Level 2 Level 3 Measured on a recurring basis: Derivative contract, net $ — $ 1.2 $ — A summary of the aggregate carrying values, excluding unamortized debt issuance cost, and fair values of our long-term fixed interest rate debt is as follows (in millions): June 30, 2019 December 31, 2018 Carrying value 5.25% Senior notes due 2025 $ 300.0 $ 300.0 Real estate mortgages and other debt 456.5 445.8 $ 756.5 $ 745.8 Fair value 5.25% Senior notes due 2025 $ 306.4 $ 278.6 Real estate mortgages and other debt 457.7 448.7 $ 764.1 $ 727.3 Below are our long-lived assets that were measured at fair value (in millions): Fair Value at December 31, 2018 Level 1 Level 2 Level 3 Measured on a non-recurring basis: Long-lived assets held and used: Certain buildings and improvements $ — $ — $ 2.3 Long-lived assets held and used are reviewed for impairment whenever events or circumstances indicate that the carrying amount of the assets may not be recoverable. During the six months ended June 30, 2019 , we evaluated the future undiscounted net cash flows associated with certain properties, which were under contract to sell, and determined the carrying value was not recoverable and exceeded the estimated fair value. As a result of this evaluation, we recorded $0.5 million of impairment charges associated with a property in 2019 . The long-lived asset impaired in the first quarter of 2019 was sold in the second quarter of 2019.

Net Income Per Share of Class A

Net Income Per Share of Class A and Class B Common Stock	6 Months Ended
	Jun. 30, 2019
Earnings Per Share [Abstract]
Net Income Per Share of Class A and Class B Common Stock	Net Income Per Share of Class A and Class B Common Stock We compute net income per share of Class A and Class B common stock using the two-class method. Under this method, basic net income per share is computed using the weighted average number of common shares outstanding during the period excluding common shares underlying equity awards that are unvested or subject to forfeiture. Diluted net income per share is computed using the weighted average number of common shares and, if dilutive, potential common shares outstanding during the period. Potential common shares consist of the common shares issuable upon the net exercise of stock options and unvested RSUs and is reflected in diluted earnings per share by application of the treasury stock method. The computation of the diluted net income per share of Class A common stock assumes the conversion of Class B common stock, while the diluted net income per share of Class B common stock does not assume the conversion of those shares. Except with respect to voting and transfer rights, the rights of the holders of our Class A and Class B common stock are identical. Under our Articles of Incorporation, the Class A and Class B common stock share equally in any dividends, liquidation proceeds or other distribution with respect to our common stock and the Articles of Incorporation can only be amended by a vote of the shareholders. Additionally, Oregon law provides that amendments to our Articles of Incorporation that would adversely alter the rights, powers or preferences of a given class of stock, must be approved by the class of stock adversely affected by the proposed amendment. As a result, the undistributed earnings for each year are allocated based on the contractual participation rights of the Class A and Class B common shares as if the earnings for the year had been distributed. Because the liquidation and dividend rights are identical, the undistributed earnings are allocated on a proportionate basis. Following is a reconciliation of net income and weighted average shares used for our basic earnings per share (“EPS”) and diluted EPS (in millions, except per share amounts): Three Months Ended June 30, 2019 2018 (in millions, except per share data) Class A Class B Class A Class B Net income applicable to common stockholders - basic $ 59.8 $ 2.1 $ 58.2 $ 2.5 Reallocation of net income due to conversion of Class B to Class A common shares outstanding 0.2 — 0.3 — Conversion of Class B common shares into Class A common shares 1.9 — 2.2 — Net income applicable to common stockholders - diluted $ 61.9 $ 2.1 $ 60.7 $ 2.5 Weighted average common shares outstanding – basic 22.6 0.8 23.8 1.0 Conversion of Class B common shares into Class A common shares 0.8 — 1.0 — Effect of dilutive stock options on weighted average common shares 0.1 — 0.1 — Weighted average common shares outstanding – diluted 23.5 0.8 24.9 1.0 Net income per common share - basic $ 2.65 $ 2.65 $ 2.45 $ 2.45 Net income per common share - diluted $ 2.63 $ 2.63 $ 2.44 $ 2.44 The effect of antidilutive securities on Class A and Class B common stock was evaluated for the three-month periods ended June 30, 2019 , and 2018 and was determined to be immaterial. Six Months Ended June 30, 2019 2018 (in millions, except per share data) Class A Class B Class A Class B Net income applicable to common stockholders - basic $ 114.2 $ 4.1 $ 108.2 $ 4.5 Reallocation of net income due to conversion of Class B to Class A common shares outstanding 0.5 — 0.6 — Conversion of Class B common shares into Class A common shares 3.6 — 3.9 — Net income applicable to common stockholders - diluted $ 118.3 $ 4.1 $ 112.7 $ 4.5 Weighted average common shares outstanding – basic 22.4 0.8 23.9 1.0 Conversion of Class B common shares into Class A common shares 0.8 — 1.0 — Effect of employee stock purchases and restricted stock units on weighted average common shares 0.1 — 0.1 — Weighted average common shares outstanding – diluted 23.3 0.8 25.0 1.0 Net income per common share - basic $ 5.10 $ 5.10 $ 4.52 $ 4.52 Net income per common share - diluted $ 5.08 $ 5.08 $ 4.50 $ 4.50 The effect of antidilutive securities on Class A and Class B common stock was evaluated for the six -month period ended June 30, 2019 , and 2018 and was determined to be immaterial.

Segments

Segments	6 Months Ended
	Jun. 30, 2019
Segment Reporting [Abstract]
Segments	Segments While we have determined that each individual store is a reporting unit, we have aggregated our reporting units into three reportable segments based on their economic similarities: Domestic, Import and Luxury. Our Domestic segment is comprised of retail automotive franchises that sell new vehicles manufactured by Chrysler, General Motors and Ford. Our Import segment is comprised of retail automotive franchises that sell new vehicles manufactured primarily by Honda, Toyota, Subaru, Nissan and Volkswagen. Our Luxury segment is comprised of retail automotive franchises that sell new vehicles manufactured primarily by BMW, Mercedes and Lexus. The franchises in each segment also sell used vehicles, parts and automotive services, as well as automotive finance and insurance products. Corporate and other revenue and income includes the results of operations of our stand-alone body shops offset by unallocated corporate overhead expenses, such as corporate personnel costs, and certain unallocated reserve and elimination adjustments. Additionally, certain internal corporate expense allocations increase segment income for Corporate and other while decreasing segment income for the other reportable segments. These internal corporate expense allocations are used to increase comparability of our dealerships and reflect the capital burden a stand-alone dealership would experience. Examples of these internal allocations include internal rent expense, internal floor plan financing charges, and internal fees charged to offset employees within our corporate headquarters who perform certain dealership functions. We define our chief operating decision maker (“CODM”) to be certain members of our executive management group. Historical and forecasted operational performance are evaluated on a store-by-store basis and on a consolidated basis by the CODM. We derive the operating results of the segments directly from our internal management reporting system. The accounting policies used to derive segment results are substantially the same as those used to determine our consolidated results, except for the internal allocation within Corporate and other discussed above. Our CODM measures the performance of each operating segment based on several metrics, including earnings from operations, and uses these results, in part, to evaluate the performance of, and to allocate resources to, each of the operating segments. Certain financial information on a segment basis is as follows (in millions): Three Months Ended Six Months Ended 2019 2018 2019 2018 Revenues: Domestic New vehicle $ 577.3 $ 597.6 $ 1,069.7 $ 1,111.1 Used vehicle retail 321.0 283.4 621.5 548.3 Used vehicle wholesale 29.6 33.9 59.2 67.5 Finance and insurance 47.3 43.1 89.1 83.1 Service, body and parts 121.0 113.5 236.4 220.6 Fleet and other 15.1 23.6 32.1 35.1 1,111.3 1,095.1 2,108.0 2,065.7 Import New vehicle 740.8 772.0 1,373.4 1,439.6 Used vehicle retail 363.5 335.6 704.8 643.3 Used vehicle wholesale 29.0 31.0 56.9 59.2 Finance and insurance 60.8 54.8 115.6 106.6 Service, body and parts 127.3 116.4 245.0 226.0 Fleet and other 11.6 12.9 28.9 18.5 1,333.0 1,322.7 2,524.6 2,493.2 Luxury New vehicle 383.7 361.9 723.2 640.4 Used vehicle retail 203.1 184.9 389.4 327.8 Used vehicle wholesale 22.8 20.3 42.6 34.5 Finance and insurance 18.4 15.9 34.9 28.2 Service, body and parts 83.9 76.9 163.0 141.7 Fleet and other 52.7 17.6 66.5 21.4 764.6 677.5 1,419.6 1,194.0 3,208.9 3,095.3 6,052.2 5,752.9 Corporate and other 12.8 1.2 19.2 3.3 $ 3,221.7 $ 3,096.5 $ 6,071.4 $ 5,756.2 Segment income 1 : Domestic $ 36.5 $ 28.6 $ 56.3 $ 54.2 Import 39.5 30.2 69.5 53.3 Luxury 15.5 11.9 23.4 18.8 91.5 70.7 149.2 126.3 Corporate and other 26.2 41.1 78.7 82.5 Depreciation and amortization (20.2 ) (18.8 ) (40.0 ) (35.7 ) Other interest expense (15.0 ) (13.8 ) (30.2 ) (25.6 ) Other income, net 3.0 1.6 5.6 3.0 Income before income taxes $ 85.5 $ 80.8 $ 163.3 $ 150.5 1 Segment income for each of the segments is defined as income before income taxes, depreciation and amortization, other interest expense and other income, net. June 30, 2019 December 31, 2018 Total assets: Domestic $ 1,478.7 $ 1,488.0 Import 1,347.5 1,224.2 Luxury 907.9 934.6 Corporate and other 2,040.5 1,737.2 $ 5,774.6 $ 5,384.0

Leases

Leases	6 Months Ended
	Jun. 30, 2019
Leases [Abstract]
Leases	Leases Lease Accounting We lease certain dealerships, office space, land and equipment. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term. We have elected not to bifurcate lease and nonlease components related to leases of real property. Most leases include one or more options to renew, with renewal terms that can extend the lease term from one to 26 years or more. The exercise of lease renewal options is at our sole discretion. Certain leases also include options to purchase the leased property. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Certain of our lease agreements include rental payments based on a percentage of retail sales over contractual levels and others include rental payments adjusted periodically for inflation. Our lease agreements do no contain any material residual value guarantees or material restrictive covenants. We rent or sublease certain real estate to third parties. As described further in " Note 1 . Interim Financial Statements," we adopted Topic 842 as of January 1, 2019. Prior period amounts have not been adjusted and continue to be reported in accordance with our historic accounting under Topic 840. The table below presents the lease-related liabilities recorded on the balance sheet (in millions): June 30, 2019 December 31, 2018 Operating lease liabilities: Current portion included in accrued liabilities $ 25.9 $ — Noncurrent operating lease liabilities 240.3 — Total operating lease liabilities 266.2 — Financing lease liabilities: Current portion included in current maturities of long-term debt 1.0 2.0 Long-term portion of lease liabilities in long-term debt 29.6 28.8 Total financing lease liabilities 1 30.6 30.8 Total lease liabilities $ 296.8 $ 30.8 Weighted-average remaining lease term: Operating leases 14 years Finance leases 14 years Weighted-average discount rate: Operating leases 5.08 % Finance leases 5.81 % 1 Corresponding finance lease assets are not material and are included in property and equipment, net of accumulated depreciation. The components of lease costs, which were included in Selling, general and administrative in our Consolidated Statements of Operations, were as follows (in millions): Three Months Ended June 30, Six Months Ended June 30, 2019 2019 Operating lease cost 1 $ 12.2 $ 24.3 Variable lease cost 2 0.4 1.2 Sublease income (1.2 ) $ (2.2 ) Total lease costs $ 11.4 23.3 1 Includes short-term and month-to-month lease costs, which are immaterial. 2 Variable lease cost generally includes reimbursement for actual costs incurred by our lessors for common area maintenance, property taxes and insurance on leased real estate. As of June 30, 2019 , the maturities of our operating lease liabilities were as follows (in millions): Operating Leases Remainder of 2019 $ 19.7 Year Ending December 31, 2020 37.1 2021 33.9 2022 31.3 2023 26.4 Thereafter 228.1 Total minimum lease payments 376.5 Less: Present value adjustment (110.3 ) Operating lease liabilities $ 266.2
Leases	Leases Lease Accounting We lease certain dealerships, office space, land and equipment. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term. We have elected not to bifurcate lease and nonlease components related to leases of real property. Most leases include one or more options to renew, with renewal terms that can extend the lease term from one to 26 years or more. The exercise of lease renewal options is at our sole discretion. Certain leases also include options to purchase the leased property. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Certain of our lease agreements include rental payments based on a percentage of retail sales over contractual levels and others include rental payments adjusted periodically for inflation. Our lease agreements do no contain any material residual value guarantees or material restrictive covenants. We rent or sublease certain real estate to third parties. As described further in " Note 1 . Interim Financial Statements," we adopted Topic 842 as of January 1, 2019. Prior period amounts have not been adjusted and continue to be reported in accordance with our historic accounting under Topic 840. The table below presents the lease-related liabilities recorded on the balance sheet (in millions): June 30, 2019 December 31, 2018 Operating lease liabilities: Current portion included in accrued liabilities $ 25.9 $ — Noncurrent operating lease liabilities 240.3 — Total operating lease liabilities 266.2 — Financing lease liabilities: Current portion included in current maturities of long-term debt 1.0 2.0 Long-term portion of lease liabilities in long-term debt 29.6 28.8 Total financing lease liabilities 1 30.6 30.8 Total lease liabilities $ 296.8 $ 30.8 Weighted-average remaining lease term: Operating leases 14 years Finance leases 14 years Weighted-average discount rate: Operating leases 5.08 % Finance leases 5.81 % 1 Corresponding finance lease assets are not material and are included in property and equipment, net of accumulated depreciation. The components of lease costs, which were included in Selling, general and administrative in our Consolidated Statements of Operations, were as follows (in millions): Three Months Ended June 30, Six Months Ended June 30, 2019 2019 Operating lease cost 1 $ 12.2 $ 24.3 Variable lease cost 2 0.4 1.2 Sublease income (1.2 ) $ (2.2 ) Total lease costs $ 11.4 23.3 1 Includes short-term and month-to-month lease costs, which are immaterial. 2 Variable lease cost generally includes reimbursement for actual costs incurred by our lessors for common area maintenance, property taxes and insurance on leased real estate. As of June 30, 2019 , the maturities of our operating lease liabilities were as follows (in millions): Operating Leases Remainder of 2019 $ 19.7 Year Ending December 31, 2020 37.1 2021 33.9 2022 31.3 2023 26.4 Thereafter 228.1 Total minimum lease payments 376.5 Less: Present value adjustment (110.3 ) Operating lease liabilities $ 266.2

Derivative Financial Instrument

Derivative Financial Instruments	6 Months Ended
	Jun. 30, 2019
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative Financial Instruments	Derivative Financial Instruments We account for derivative financial instruments by recording the fair value as either an asset or liability in our Consolidated Balance Sheets and recognize the resulting gains or losses as adjustments to accumulated other comprehensive income (loss). We do not hold or issue derivative financial instruments for trading or speculative purposes. For derivative instruments that hedge the exposure to variability in expected future cash flows that are designated and qualify as cash flow hedges, the gain or loss on the derivative instrument is reported as a component of accumulated other comprehensive loss ("AOCI") in stockholders’ equity and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. To receive hedge accounting treatment, cash flow hedges must be highly effective in offsetting changes to expected future cash flows on hedged transactions. In the second quarter of 2019, to hedge the business exposure to rising interest rates on a portion of our variable rate debt, we entered into a 5 -year zero-cost interest rate collar, with an aggregate notional amount of $300 million . This instrument hedges interest rate risk related to a portion of our $1.7 billion of non-trade floor plan notes payable. The gains and losses from the cash flow hedge are recorded in AOCI and released to interest expense in the same period that the hedged interest expense on the floor plan is recognized. As of June 30, 2019, we had a loss of $1.2 million recorded associated with the fair value of our derivative instrument, included as a component of accrued liabilities and other long-term liabilities with the offset in AOCI. As of June 30, 2019, the amount of net losses we expect to reclassify from AOCI into interest expense in earnings within the next twelve months is immaterial. However, the actual amount reclassified could vary due to future changes in the fair value of these derivatives. No amounts were reclassified from AOCI in the three or six months ended June 30, 2019.

Acquisitions

Acquisitions	6 Months Ended
	Jun. 30, 2019
Business Combinations [Abstract]
Acquisitions	Acquisitions In the first six months of 2019 , we completed the following acquisitions: • On May 1, 2019, Hamilton Honda in Hamilton Township, New Jersey. • On May 20, 2019, Morgantown Ford in Morgantown, West Virginia. Revenue and operating income contributed by the 2019 acquisitions subsequent to the date of acquisition were as follows (in millions): Six Months Ended June 30, 2019 Revenue $ 27.5 Operating income 0.6 In the first six months of 2018 , we completed the following acquisitions: • On January 15, 2018, Ray Laks Honda in Orchard Park, New York and Ray Laks Acura in Buffalo, New York. • On February 26, 2018, Day Auto Group, a seven store platform based in Pennsylvania. • On March 1, 2018, Prestige Auto Group, a six store platform based in New Jersey and New York. • On April 2, 2018, Broadway Ford in Idaho Falls, Idaho. • On April 23, 2018, Buhler Ford in Eatontown, New Jersey. All acquisitions were accounted for as business combinations under the acquisition method of accounting. The results of operations of the acquired stores are included in our Consolidated Financial Statements from the date of acquisition. The following tables summarize the consideration paid for the 2019 acquisitions and the amount of identified assets acquired and liabilities assumed as of the acquisition date (in millions): Consideration Cash paid, net of cash acquired $ 75.0 Debt issued 26.4 $ 101.4 The purchase price allocations for the Hamilton Honda and Morgantown Ford acquisitions are preliminary, and we have not obtained and evaluated all of the detailed information necessary to finalize the opening balance sheet amounts in all respects. We recorded the purchase price allocations based upon information that is currently available. Unallocated items are recorded as a component of other non-current assets in the Consolidated Balance Sheets. The following table details the preliminary purchase price allocations (in millions): Assets Acquired and Liabilities Assumed Inventories, net $ 31.4 Property and equipment, net 1.5 Other non-current assets 92.6 Other long-term liabilities (24.1 ) $ 101.4 In the three and six -month periods ended June 30, 2019 , we recorded $1.5 million and $1.6 million , respectively, in acquisition-related expenses as a component of selling, general and administrative expense, respectively. Comparatively, we recorded $3.3 million and $4.2 million of acquisition-related expenses in each of the same periods in 2018 . The following unaudited proforma summary presents consolidated information as if all acquisitions in the three and six -month periods ended June 30, 2019 and 2018 , had occurred on January 1, 2018 (in millions, except per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Revenue $ 3,242.2 $ 3,157.7 $ 6,142.0 $ 6,061.6 Net income 62.0 60.9 118.6 111.8 Basic net income per share 2.65 2.46 5.11 4.48 Diluted net income per share 2.64 2.45 5.09 4.47 These amounts have been calculated by applying our accounting policies and estimates. The results of the acquired stores have been adjusted to reflect the following: depreciation on a straight-line basis over the expected lives for property and equipment, accounting for inventory on a specific identification method, and recognition of interest expense for real estate financing related to stores where we purchased the facility. No nonrecurring proforma adjustments directly attributable to the acquisitions are included in the reported proforma revenues and earnings.

Recent Accounting Pronouncement

Recent Accounting Pronouncements	6 Months Ended
	Jun. 30, 2019
Accounting Changes and Error Corrections [Abstract]
Recent Accounting Pronouncements	Recent Accounting Pronouncements In January 2017, the FASB issued ASU 2017-04, "Intangibles - Goodwill and Other (Topic 350) - Simplifying the Test for Goodwill Impairment." ASU 2017-04 simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under the updated standard, an entity should perform its goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, if applicable. The loss recognized should not exceed the total amount of goodwill allocated to the reporting unit. The same impairment test also applies to any reporting unit with a zero or negative carrying amount. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. ASU 2017-04 is effective for fiscal years, including interim periods within those fiscal years, beginning after December 15, 2019, on a prospective basis. Early adoption is permitted for interim or annual goodwill impairment tests performed after January 1, 2017. We do not expect the adoption of ASU 2017-04 to have a material effect on our financial position, results of operations or cash flows.

Interim Financial Statements (P

Interim Financial Statements (Policies)	6 Months Ended
	Jun. 30, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation These condensed Consolidated Financial Statements contain unaudited information as of June 30, 2019 , and for the three and six months ended June 30, 2019 and 2018 . The unaudited interim financial statements have been prepared pursuant to the rules and regulations for reporting on Form 10-Q. Accordingly, certain disclosures required by accounting principles generally accepted in the United States of America for annual financial statements are not included herein. In management’s opinion, these unaudited financial statements reflect all adjustments (which include only normal recurring adjustments) necessary for a fair presentation of the information when read in conjunction with our 2018 audited Consolidated Financial Statements and the related notes thereto. The financial information as of December 31, 2018 , is derived from our Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 22, 2019 . The unaudited interim condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and the notes thereto included in our 2018 Annual Report on Form 10-K. The results of operations for the interim periods presented are not necessarily indicative of the results to be expected for the full year.
Changes in Accounting Policies	In 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842),” which requires leases with durations greater than twelve months to be recognized on the balance sheet, as right-of-use assets with corresponding operating lease liabilities. In July 2018, the FASB issued ASU No. 2018-11, "Targeted Improvements - Leases (Topic 842)." This update provides an optional transition method that allows entities to elect to apply the standard using the modified retrospective approach at its effective date, versus recasting the prior periods presented. If elected, an entity would recognize a cumulative-effect adjustment to the opening balance of retained earnings in the year of adoption. We adopted the new standard as of January 1, 2019 using the transition method that provides for a cumulative-effect adjustment to retained earnings upon adoption. The Consolidated Financial Statements for the three and six -month periods ended June 30, 2019 are presented under the new standard, while comparative years presented are not adjusted and continue to be reported in accordance with our historical accounting policy. We elected the package of practical expedients, which permits us to not reassess under the new standard our prior conclusions about lease identification, lease classification and initial direct costs. We elected the short-term lease recognition exemption for all leases that qualify. We have both real estate leases and equipment leases that are impacted by the new guidance. Most of our leases do not provide an implicit rate, therefore we use our incremental borrowing rate at the commencement date in determining the present value of lease payments. Adoption of the new standard resulted in the derecognition of a deferred gain from prior completed sale-leaseback transactions. This adjustment, net of tax, was recorded as $0.9 million increase in retained earnings. See Note 10 .
Reclassifications	Reclassifications Certain immaterial reclassifications of amounts previously reported have been made to the accompanying condensed Consolidated Financial Statements to maintain consistency and comparability between periods presented.
Revenue Recognition	Contract Liabilities We are the obligor on our lifetime oil contracts. Revenue is allocated to these performance obligations and is recognized over time as services are provided to the customer. The amount of revenue recognized is calculated, net of cancellations, using an input method, which most closely depicts performance of the contracts. Our contract liability balances were $160.7 million and $149.6 million as of June 30, 2019 , and December 31, 2018 , respectively; and we recognized $6.2 million and $12.1 million of revenue in the three and six months ended June 30, 2019 , respectively, related to our contract liability balance at December 31, 2018 . Our contract liability balance is included in accrued liabilities and deferred revenue. Contract Assets Revenue from finance and insurance sales is recognized, net of estimated charge-backs, at the time of the sale of the related vehicle. We act as an agent in the sale of these contracts as the pricing is set by the third-party provider, and our commission is preset. A portion of the transaction price related to sales of finance and insurance contracts is considered variable consideration and is estimated and recognized upon the sale of the contract. Our contract asset balances associated with future estimated variable consideration were $8.9 million and $9.2 million as of June 30, 2019 and December 31, 2018 , respectively; and are included in trade receivables and other non-current assets.
Accounts Receivable and Contract Assets	Accounts receivable classifications include the following: • Contracts in transit are receivables from various lenders for the financing of vehicles that we have arranged on behalf of the customer and are typically received approximately ten days after selling a vehicle. • Trade receivables are comprised of amounts due from customers for open charge accounts, lenders for the commissions earned on financing and others for commissions earned on service contracts and insurance products. • Vehicle receivables represent receivables for the portion of the vehicle sales price paid directly by the customer. • Manufacturer receivables represent amounts due from manufacturers, including holdbacks, rebates, incentives and warranty claims. • Auto loan receivables include amounts due from customers related to retail sales of vehicles and certain finance and insurance products. Interest income on auto loan receivables is recognized based on the contractual terms of each loan and is accrued until repayment, charge-off, or repossession. Direct costs associated with loan originations are capitalized and expensed as an offset to interest income when recognized on the loans. All other receivables are recorded at invoice and do not bear interest until they are 60 days past due. The allowance for doubtful accounts is estimated based on our historical write-off experience and is reviewed monthly. Consideration is given to recent delinquency trends and recovery rates. Account balances are charged against the allowance after all appropriate means of collection have been exhausted and the potential for recovery is considered remote. The annual activity for charges and subsequent recoveries is immaterial. The long-term portion of accounts receivable was included as a component of other non-current assets in the Consolidated Balance Sheets.
Fair Value Disclosures for Financial Assets and Liabilities	Factors used in determining the fair value of our financial assets and liabilities are summarized into three broad categories: • Level 1 - quoted prices in active markets for identical securities; • Level 2 - other significant observable inputs, including quoted prices for similar securities, interest rates, prepayment spreads, credit risk; and • Level 3 - significant unobservable inputs, including our own assumptions in determining fair value. We determined the carrying value of cash equivalents, accounts receivable, trade payables, accrued liabilities and short-term borrowings approximate their fair values because of the nature of their terms and current market rates of these instruments. We believe the carrying value of our variable rate debt approximates fair value. We have fixed rate debt primarily consisting of amounts outstanding under our senior notes and real estate mortgages. We calculated the estimated fair value of the senior notes using quoted prices for the identical liability (Level 1) and calculated the estimated fair value of the fixed rate real estate mortgages using a discounted cash flow methodology with estimated current interest rates based on a similar risk profile and duration (Level 2). The fixed cash flows are discounted and summed to compute the fair value of the debt. As of June 30, 2019 , our real estate mortgages and other debt, which includes capital leases, had maturity dates between October 1, 2020 , and August 31, 2038 . We have derivative instruments consisting of interest rate collars. The fair value of derivative liabilities is measured using observable Level 2 market expectations at each measurement date and is recorded as current liabilities and other long-term liabilities in the Consolidated Balance Sheets. See Note 11 for more details regarding our derivative contracts. We estimate the value of other long-lived assets that are recorded at fair value on a non-recurring basis on a market valuation approach. We use prices and other relevant information generated primarily by recent market transactions involving similar or comparable assets, as well as our historical experience in divestitures, acquisitions and real estate transactions. Additionally, we may use a cost valuation approach to value long-lived assets when a market valuation approach is unavailable. Under this approach, we determine the cost to replace the service capacity of an asset, adjusted for physical and economic obsolescence. When available, we use valuation inputs from independent valuation experts, such as real estate appraisers and brokers, to corroborate our estimates of fair value. Real estate appraisers' and brokers' valuations are typically developed using one or more valuation techniques including market, income and replacement cost approaches. Because these valuations contain unobservable inputs, we classified the measurement of fair value of long-lived assets as Level 3. There were no changes to our valuation techniques during the six -month period ended June 30, 2019 .
Recent Accounting Pronouncements	Recent Accounting Pronouncements In January 2017, the FASB issued ASU 2017-04, "Intangibles - Goodwill and Other (Topic 350) - Simplifying the Test for Goodwill Impairment." ASU 2017-04 simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under the updated standard, an entity should perform its goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, if applicable. The loss recognized should not exceed the total amount of goodwill allocated to the reporting unit. The same impairment test also applies to any reporting unit with a zero or negative carrying amount. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. ASU 2017-04 is effective for fiscal years, including interim periods within those fiscal years, beginning after December 15, 2019, on a prospective basis. Early adoption is permitted for interim or annual goodwill impairment tests performed after January 1, 2017. We do not expect the adoption of ASU 2017-04 to have a material effect on our financial position, results of operations or cash flows.

Interim Financial Statements (T

Interim Financial Statements (Tables)	6 Months Ended
	Jun. 30, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Summary of Impact of Adopting Topic 842 on the Condensed Consolidated Balance Sheet	The impact of adopting Topic 842 on the accompanying Condensed Consolidated Balance Sheet as of January 1, 2019 was as follows (in millions): Impact on Consolidated Balance Sheets December 31, 2018 Adjustments January 1, 2019 Operating lease right-of-use assets $ — $ 259.7 $ 259.7 Total Assets 5,384.0 259.7 5,643.7 Operating lease liabilities: Accrued liabilities 283.6 26.6 310.2 Deferred revenue 121.7 (1.3 ) 120.4 Noncurrent operating lease liabilities — 243.9 243.9 Other long-term liabilities 122.2 (10.3 ) 111.9 Total Liabilities 4,186.8 258.8 4,445.6 Retained earnings 1,162.1 0.9 1,163.0 Total Liabilities and Stockholders' Equity 5,384.0 259.7 5,643.7

Accounts Receivable and Contr_2

Accounts Receivable and Contract Assets (Tables)	6 Months Ended
	Jun. 30, 2019
Accounts Receivable, after Allowance for Credit Loss [Abstract]
Schedule of Accounts Receivable	Accounts receivable consisted of the following (in millions): June 30, 2019 December 31, 2018 Contracts in transit $ 254.5 $ 294.0 Trade receivables 54.4 54.3 Vehicle receivables 57.8 51.6 Manufacturer receivables 102.4 105.5 Auto loan receivables 61.1 61.5 Other receivables 3.2 6.8 533.4 573.7 Less: Allowance for doubtful accounts (6.6 ) (7.2 ) Less: Long-term portion of accounts receivable, net (37.6 ) (37.1 ) Total accounts receivable, net $ 489.2 $ 529.4

Inventories (Tables)

Inventories (Tables)	6 Months Ended
	Jun. 30, 2019
Inventory Disclosure [Abstract]
Schedule of Inventories	The components of inventories, net, consisted of the following (in millions): June 30, 2019 December 31, 2018 New vehicles $ 1,751.3 $ 1,700.1 Used vehicles 591.5 576.8 Parts and accessories 89.1 88.4 Total inventories $ 2,431.9 $ 2,365.3

Goodwill and Franchise Value (T

Goodwill and Franchise Value (Tables)	6 Months Ended
	Jun. 30, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Goodwill	The changes in the carrying amounts of goodwill are as follows (in millions): Domestic Import Luxury Consolidated Balance as of December 31, 2017 ¹ $ 114.0 $ 104.3 $ 38.0 $ 256.3 Additions through acquisitions 2 51.4 85.8 43.5 180.7 Reductions through divestitures (0.9 ) (1.2 ) — (2.1 ) Balance as of December 31, 2018 ¹ 164.5 188.9 81.5 434.9 Adjustments to purchase price allocations 3 1.6 1.6 1.9 5.1 Additions through acquisitions 3 6.2 9.0 2.2 17.4 Reductions through divestitures (0.1 ) — — (0.1 ) Balance as of June 30, 2019 1 $ 172.2 $ 199.5 $ 85.6 $ 457.3 1 Net of accumulated impairment losses of $299.3 million recorded during the year ended December 31, 2008. 2 Our purchase price allocation for the 2017 acquisitions of the Baierl Auto Group, the Downtown LA Auto Group, Crater Lake Ford Lincoln, Crater Lake Mazda, Albany CJD Fiat and the 2018 acquisition of Broadway Ford were finalized in 2018. Also, our purchase price allocation for the 2018 acquisition of Prestige Auto Group was preliminary and was allocated to our segments in 2018. As a result, we added $180.7 million of goodwill. 3 Our purchase price allocation for the acquisitions of the Ray Laks Honda, Ray Laks Acura, Day Auto Group, Prestige Auto Group, and Buhler Ford were finalized in 2019. As a result, we added $22.5 million of goodwill.
Schedule of Franchise Value	The changes in the carrying amounts of franchise value are as follows (in millions): Franchise Value Balance as of December 31, 2017 $ 187.0 Additions through acquisitions 1 103.5 Reductions through divestitures (1.8 ) Balance as of December 31, 2018 288.7 Adjustments to purchase price allocations 2 3.5 Additions through acquisitions 2 20.9 Reductions through divestitures (4.0 ) Balance as of June 30, 2019 $ 309.1 1 Our purchase price allocation for the 2017 acquisitions of the Baierl Auto Group, the Downtown LA Auto Group, Crater Lake Ford Lincoln, Crater Lake Mazda, Albany CJD Fiat and the 2018 acquisition of Broadway Ford were finalized in 2018. Also, our purchase price allocation for the 2018 acquisition of Prestige Auto Group was preliminary and was allocated to our segments in 2018. As a result, we added $103.5 million of franchise value. 2 Our purchase price allocation for the acquisitions of the Ray Laks Honda, Ray Laks Acura, Day Auto Group, Prestige Auto Group, and Buhler Ford were finalized in 2019. As a result, we added $24.4 million of franchise value.

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2019
Fair Value Disclosures [Abstract]
Summary of Long-Lived Assets Measured at Fair Value	Below are our long-lived assets that were measured at fair value (in millions): Fair Value at December 31, 2018 Level 1 Level 2 Level 3 Measured on a non-recurring basis: Long-lived assets held and used: Certain buildings and improvements $ — $ — $ 2.3 Below are our derivative liabilities that are measured at fair value (in millions): Fair Value at June 30, 2019 Level 1 Level 2 Level 3 Measured on a recurring basis: Derivative contract, net $ — $ 1.2 $ —
Schedule of Aggregate Carrying Values and Fair Values of Long-term Fixed Interest Rate Debt	A summary of the aggregate carrying values, excluding unamortized debt issuance cost, and fair values of our long-term fixed interest rate debt is as follows (in millions): June 30, 2019 December 31, 2018 Carrying value 5.25% Senior notes due 2025 $ 300.0 $ 300.0 Real estate mortgages and other debt 456.5 445.8 $ 756.5 $ 745.8 Fair value 5.25% Senior notes due 2025 $ 306.4 $ 278.6 Real estate mortgages and other debt 457.7 448.7 $ 764.1 $ 727.3

Net Income Per Share of Class_2

Net Income Per Share of Class A and Class B Common Stock (Tables)	6 Months Ended
	Jun. 30, 2019
Earnings Per Share [Abstract]
Schedule of Earnings Per Share, Basic and Diluted	Following is a reconciliation of net income and weighted average shares used for our basic earnings per share (“EPS”) and diluted EPS (in millions, except per share amounts): Three Months Ended June 30, 2019 2018 (in millions, except per share data) Class A Class B Class A Class B Net income applicable to common stockholders - basic $ 59.8 $ 2.1 $ 58.2 $ 2.5 Reallocation of net income due to conversion of Class B to Class A common shares outstanding 0.2 — 0.3 — Conversion of Class B common shares into Class A common shares 1.9 — 2.2 — Net income applicable to common stockholders - diluted $ 61.9 $ 2.1 $ 60.7 $ 2.5 Weighted average common shares outstanding – basic 22.6 0.8 23.8 1.0 Conversion of Class B common shares into Class A common shares 0.8 — 1.0 — Effect of dilutive stock options on weighted average common shares 0.1 — 0.1 — Weighted average common shares outstanding – diluted 23.5 0.8 24.9 1.0 Net income per common share - basic $ 2.65 $ 2.65 $ 2.45 $ 2.45 Net income per common share - diluted $ 2.63 $ 2.63 $ 2.44 $ 2.44 The effect of antidilutive securities on Class A and Class B common stock was evaluated for the three-month periods ended June 30, 2019 , and 2018 and was determined to be immaterial. Six Months Ended June 30, 2019 2018 (in millions, except per share data) Class A Class B Class A Class B Net income applicable to common stockholders - basic $ 114.2 $ 4.1 $ 108.2 $ 4.5 Reallocation of net income due to conversion of Class B to Class A common shares outstanding 0.5 — 0.6 — Conversion of Class B common shares into Class A common shares 3.6 — 3.9 — Net income applicable to common stockholders - diluted $ 118.3 $ 4.1 $ 112.7 $ 4.5 Weighted average common shares outstanding – basic 22.4 0.8 23.9 1.0 Conversion of Class B common shares into Class A common shares 0.8 — 1.0 — Effect of employee stock purchases and restricted stock units on weighted average common shares 0.1 — 0.1 — Weighted average common shares outstanding – diluted 23.3 0.8 25.0 1.0 Net income per common share - basic $ 5.10 $ 5.10 $ 4.52 $ 4.52 Net income per common share - diluted $ 5.08 $ 5.08 $ 4.50 $ 4.50

Segments (Tables)

Segments (Tables)	6 Months Ended
	Jun. 30, 2019
Segment Reporting [Abstract]
Schedule of Certain Information on a Segment Basis	Certain financial information on a segment basis is as follows (in millions): Three Months Ended Six Months Ended 2019 2018 2019 2018 Revenues: Domestic New vehicle $ 577.3 $ 597.6 $ 1,069.7 $ 1,111.1 Used vehicle retail 321.0 283.4 621.5 548.3 Used vehicle wholesale 29.6 33.9 59.2 67.5 Finance and insurance 47.3 43.1 89.1 83.1 Service, body and parts 121.0 113.5 236.4 220.6 Fleet and other 15.1 23.6 32.1 35.1 1,111.3 1,095.1 2,108.0 2,065.7 Import New vehicle 740.8 772.0 1,373.4 1,439.6 Used vehicle retail 363.5 335.6 704.8 643.3 Used vehicle wholesale 29.0 31.0 56.9 59.2 Finance and insurance 60.8 54.8 115.6 106.6 Service, body and parts 127.3 116.4 245.0 226.0 Fleet and other 11.6 12.9 28.9 18.5 1,333.0 1,322.7 2,524.6 2,493.2 Luxury New vehicle 383.7 361.9 723.2 640.4 Used vehicle retail 203.1 184.9 389.4 327.8 Used vehicle wholesale 22.8 20.3 42.6 34.5 Finance and insurance 18.4 15.9 34.9 28.2 Service, body and parts 83.9 76.9 163.0 141.7 Fleet and other 52.7 17.6 66.5 21.4 764.6 677.5 1,419.6 1,194.0 3,208.9 3,095.3 6,052.2 5,752.9 Corporate and other 12.8 1.2 19.2 3.3 $ 3,221.7 $ 3,096.5 $ 6,071.4 $ 5,756.2 Segment income 1 : Domestic $ 36.5 $ 28.6 $ 56.3 $ 54.2 Import 39.5 30.2 69.5 53.3 Luxury 15.5 11.9 23.4 18.8 91.5 70.7 149.2 126.3 Corporate and other 26.2 41.1 78.7 82.5 Depreciation and amortization (20.2 ) (18.8 ) (40.0 ) (35.7 ) Other interest expense (15.0 ) (13.8 ) (30.2 ) (25.6 ) Other income, net 3.0 1.6 5.6 3.0 Income before income taxes $ 85.5 $ 80.8 $ 163.3 $ 150.5 1 Segment income for each of the segments is defined as income before income taxes, depreciation and amortization, other interest expense and other income, net.
Reconciliation of Assets from Segment to Consolidated	June 30, 2019 December 31, 2018 Total assets: Domestic $ 1,478.7 $ 1,488.0 Import 1,347.5 1,224.2 Luxury 907.9 934.6 Corporate and other 2,040.5 1,737.2 $ 5,774.6 $ 5,384.0

Leases (Tables)

Leases (Tables)	6 Months Ended
	Jun. 30, 2019
Leases [Abstract]
Schedule of Lease-Related Liabilities Recorded on the Balance Sheet	The table below presents the lease-related liabilities recorded on the balance sheet (in millions): June 30, 2019 December 31, 2018 Operating lease liabilities: Current portion included in accrued liabilities $ 25.9 $ — Noncurrent operating lease liabilities 240.3 — Total operating lease liabilities 266.2 — Financing lease liabilities: Current portion included in current maturities of long-term debt 1.0 2.0 Long-term portion of lease liabilities in long-term debt 29.6 28.8 Total financing lease liabilities 1 30.6 30.8 Total lease liabilities $ 296.8 $ 30.8 Weighted-average remaining lease term: Operating leases 14 years Finance leases 14 years Weighted-average discount rate: Operating leases 5.08 % Finance leases 5.81 % 1 Corresponding finance lease assets are not material and are included in property and equipment, net of accumulated depreciation.
Schedule of Lease Costs	The components of lease costs, which were included in Selling, general and administrative in our Consolidated Statements of Operations, were as follows (in millions): Three Months Ended June 30, Six Months Ended June 30, 2019 2019 Operating lease cost 1 $ 12.2 $ 24.3 Variable lease cost 2 0.4 1.2 Sublease income (1.2 ) $ (2.2 ) Total lease costs $ 11.4 23.3 1 Includes short-term and month-to-month lease costs, which are immaterial. 2 Variable lease cost generally includes reimbursement for actual costs incurred by our lessors for common area maintenance, property taxes and insurance on leased real estate.
Schedule of Maturities of Operating Lease Liabilities	As of June 30, 2019 , the maturities of our operating lease liabilities were as follows (in millions): Operating Leases Remainder of 2019 $ 19.7 Year Ending December 31, 2020 37.1 2021 33.9 2022 31.3 2023 26.4 Thereafter 228.1 Total minimum lease payments 376.5 Less: Present value adjustment (110.3 ) Operating lease liabilities $ 266.2

Acquisitions (Tables)

Acquisitions (Tables)	6 Months Ended
	Jun. 30, 2019
Business Combinations [Abstract]
Revenue and Operating Income from Acquisitions	Revenue and operating income contributed by the 2019 acquisitions subsequent to the date of acquisition were as follows (in millions): Six Months Ended June 30, 2019 Revenue $ 27.5 Operating income 0.6
Summary of Acquisitions	The following tables summarize the consideration paid for the 2019 acquisitions and the amount of identified assets acquired and liabilities assumed as of the acquisition date (in millions): Consideration Cash paid, net of cash acquired $ 75.0 Debt issued 26.4 $ 101.4
Assets Acquired and Liabilities Assumed	The following table details the preliminary purchase price allocations (in millions): Assets Acquired and Liabilities Assumed Inventories, net $ 31.4 Property and equipment, net 1.5 Other non-current assets 92.6 Other long-term liabilities (24.1 ) $ 101.4
Pro Forma Summary of All Acquisitions	The following unaudited proforma summary presents consolidated information as if all acquisitions in the three and six -month periods ended June 30, 2019 and 2018 , had occurred on January 1, 2018 (in millions, except per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Revenue $ 3,242.2 $ 3,157.7 $ 6,142.0 $ 6,061.6 Net income 62.0 60.9 118.6 111.8 Basic net income per share 2.65 2.46 5.11 4.48 Diluted net income per share 2.64 2.45 5.09 4.47

Interim Financial Statements (D

Interim Financial Statements (Details) - USD ($) $ in Millions	Jun. 30, 2019	Jan. 01, 2019	Dec. 31, 2018
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease right-of-use assets	$ 255	$ 259.7	$ 0
Total Assets	5,774.6	5,643.7	5,384
Accrued liabilities	326.8	310.2	283.6
Deferred revenue	129.3	120.4	121.7
Noncurrent operating lease liabilities	240.3	243.9	0
Other long-term liabilities	102.4	111.9	122.2
Total Liabilities	4,499.9	4,445.6	4,186.8
Retained earnings	1,262.5	1,163	1,162.1
Total Liabilities and Stockholders' Equity	$ 5,774.6	5,643.7	$ 5,384
Accounting Standards Update 2016-02
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease right-of-use assets		259.7
Total Assets		259.7
Accrued liabilities		26.6
Deferred revenue		(1.3)
Noncurrent operating lease liabilities		243.9
Other long-term liabilities		(10.3)
Total Liabilities		258.8
Retained earnings		0.9
Total Liabilities and Stockholders' Equity		$ 259.7

Contract Liabilities and Asse_2

Contract Liabilities and Assets (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2019	Dec. 31, 2018
Disaggregation of Revenue [Abstract]
Contract liability	$ 160.7	$ 160.7	$ 149.6
Contract liability, revenue recognized	6.2	12.1
Contract asset	$ 8.9	$ 8.9	$ 9.2

Accounts Receivable and Contr_3

Accounts Receivable and Contract Assets (Summary of Accounts Receivable) (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2019	Dec. 31, 2018
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable	$ 533.4	$ 573.7
Less: Allowance for doubtful accounts	(6.6)	(7.2)
Less: Long-term portion of accounts receivable, net	(37.6)	(37.1)
Accounts receivable, net	$ 489.2	529.4
Period that contracts in transit are outstanding	10 days
Threshold period for interest to bear on receivables	60 days
Contracts in transit
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable	$ 254.5	294
Trade receivables
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable	54.4	54.3
Vehicle receivables
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable	57.8	51.6
Manufacturer receivables
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable	102.4	105.5
Auto loan receivables
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable	61.1	61.5
Other receivables
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable	$ 3.2	$ 6.8

Inventories (Components of Inve

Inventories (Components of Inventories, net) (Details) - USD ($) $ in Millions	Jun. 30, 2019	Dec. 31, 2018
Inventory [Line Items]
Total inventories	$ 2,431.9	$ 2,365.3
New vehicles
Inventory [Line Items]
Total inventories	1,751.3	1,700.1
Used vehicles
Inventory [Line Items]
Total inventories	591.5	576.8
Parts and accessories
Inventory [Line Items]
Total inventories	$ 89.1	$ 88.4

Goodwill and Franchise Value (S

Goodwill and Franchise Value (Schedule of Goodwill) (Details) - USD ($) $ in Millions	6 Months Ended	12 Months Ended
	Jun. 30, 2019	Dec. 31, 2018	Dec. 31, 2008
Goodwill [Roll Forward]
Balance	$ 434.9	$ 256.3
Adjustments to purchase price allocations	5.1
Additions through acquisitions	17.4	180.7
Reductions through divestitures	(0.1)	(2.1)
Balance	457.3	434.9
Accumulated impairment loss			$ 299.3
Goodwill acquired including purchase accounting adjustments	22.5
Domestic
Goodwill [Roll Forward]
Balance	164.5	114
Adjustments to purchase price allocations	1.6
Additions through acquisitions	6.2	51.4
Reductions through divestitures	(0.1)	(0.9)
Balance	172.2	164.5
Import
Goodwill [Roll Forward]
Balance	188.9	104.3
Adjustments to purchase price allocations	1.6
Additions through acquisitions	9	85.8
Reductions through divestitures	0	(1.2)
Balance	199.5	188.9
Luxury
Goodwill [Roll Forward]
Balance	81.5	38
Adjustments to purchase price allocations	1.9
Additions through acquisitions	2.2	43.5
Reductions through divestitures	0	0
Balance	$ 85.6	$ 81.5

Goodwill and Franchise Value _2

Goodwill and Franchise Value (Schedule of Franchise Value) (Details) - USD ($) $ in Millions	6 Months Ended	12 Months Ended
	Jun. 30, 2019	Dec. 31, 2018
Indefinite-lived Intangible Assets [Roll Forward]
Balance	$ 288.7	$ 187
Adjustments to purchase price allocations	3.5
Additions through acquisitions	20.9	103.5
Reductions through divestitures	(4)	(1.8)
Balance	309.1	$ 288.7
Franchise value acquired, including purchase accounting adjustments	$ 24.4

Stockholders' Equity (Details)

Stockholders' Equity (Details) $ in Millions	3 Months Ended
	Jun. 30, 2019USD ($)
Equity [Abstract]
Net premiums paid	$ 36.5

Fair Value Measurements (Assets

Fair Value Measurements (Assets Measured at Fair Value on a Recurring Basis) (Details) $ in Millions	Jun. 30, 2019USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative contract, net	$ 1.2
Fair Value, Recurring | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative contract, net	0
Fair Value, Recurring | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative contract, net	1.2
Fair Value, Recurring | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative contract, net	$ 0

Fair Value Measurements (Long-t

Fair Value Measurements (Long-term Fixed Interest Rate Debt) (Details) - USD ($) $ in Millions	Jun. 30, 2019	Dec. 31, 2018
Senior Notes | Senior Notes Due 2025
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Stated interest rate (percent)	5.25%
Carrying value
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt	$ 756.5	$ 745.8
Carrying value | Senior Notes | Senior Notes Due 2025
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt	300	300
Carrying value | Real estate mortgages and other debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt	456.5	445.8
Fair value
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt	764.1	727.3
Fair value | Senior Notes | Senior Notes Due 2025
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt	306.4	278.6
Fair value | Real estate mortgages and other debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt	$ 457.7	$ 448.7

Fair Value Measurements (Asse_2

Fair Value Measurements (Assets Measured at Fair Value on a Non-recurring Basis) (Details) - Fair Value, Measurements, Nonrecurring $ in Millions	Dec. 31, 2018USD ($)
Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Certain buildings and improvements	$ 0
Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Certain buildings and improvements	0
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Certain buildings and improvements	$ 2.3

Fair Value Measurements (Narrat

Fair Value Measurements (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Fair Value Disclosures [Abstract]
Asset impairments	$ 0	$ 0	$ 0.5	$ 0

Net Income Per Share of Class_3

Net Income Per Share of Class A and Class B Common Stock (Earnings Per Share Reconciliation) (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Weighted average common shares outstanding - basic (in shares)	23.4	24.8	23.2	24.9
Weighted average common shares outstanding - diluted (in shares)	23.5	24.9	23.3	25
Net income per common share - basic (in dollars per share)	$ 2.65	$ 2.45	$ 5.10	$ 4.52
Net income per common share - diluted (in dollars per share)	$ 2.63	$ 2.44	$ 5.08	$ 4.50
Class A common stock
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Net income applicable to common stockholders - basic	$ 59.8	$ 58.2	$ 114.2	$ 108.2
Reallocation of net income due to conversion of Class B to Class A common shares outstanding	0.2	0.3	0.5	0.6
Conversion of Class B common shares into Class A common shares	1.9	2.2	3.6	3.9
Net income applicable to common stockholders - diluted	$ 61.9	$ 60.7	$ 118.3	$ 112.7
Weighted average common shares outstanding - basic (in shares)	22.6	23.8	22.4	23.9
Conversion of Class B common shares into Class A common shares (in shares)	0.8	1	0.8	1
Effect of dilutive stock options on weighted average common shares (in shares)	0.1	0.1	0.1	0.1
Weighted average common shares outstanding - diluted (in shares)	23.5	24.9	23.3	25
Net income per common share - basic (in dollars per share)	$ 2.65	$ 2.45	$ 5.10	$ 4.52
Net income per common share - diluted (in dollars per share)	$ 2.63	$ 2.44	$ 5.08	$ 4.50
Class B common stock
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Net income applicable to common stockholders - basic	$ 2.1	$ 2.5	$ 4.1	$ 4.5
Reallocation of net income due to conversion of Class B to Class A common shares outstanding	0	0	0	0
Conversion of Class B common shares into Class A common shares	0	0	0	0
Net income applicable to common stockholders - diluted	$ 2.1	$ 2.5	$ 4.1	$ 4.5
Weighted average common shares outstanding - basic (in shares)	0.8	1	0.8	1
Conversion of Class B common shares into Class A common shares (in shares)	0	0	0	0
Effect of dilutive stock options on weighted average common shares (in shares)	0	0	0	0
Weighted average common shares outstanding - diluted (in shares)	0.8	1	0.8	1
Net income per common share - basic (in dollars per share)	$ 2.65	$ 2.45	$ 5.10	$ 4.52
Net income per common share - diluted (in dollars per share)	$ 2.63	$ 2.44	$ 5.08	$ 4.50

Segments (Narrative) (Details)

Segments (Narrative) (Details)	6 Months Ended
	Jun. 30, 2019segment
Segment Reporting [Abstract]
Number of reportable segments	3

Segments (Schedule of Certain F

Segments (Schedule of Certain Financial Information on a Segment Basis) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Segment Reporting Information [Line Items]
Total revenues	$ 3,221.7	$ 3,096.5	$ 6,071.4	$ 5,756.2
Income before income taxes	85.5	80.8	163.3	150.5
Depreciation and amortization			(40)	(35.7)
Other interest expense	(15)	(13.8)	(30.3)	(25.6)
Other income, net	3	1.6	5.6	3
Operating segments
Segment Reporting Information [Line Items]
Total revenues	3,208.9	3,095.3	6,052.2	5,752.9
Income before income taxes	91.5	70.7	149.2	126.3
Operating segments | Domestic
Segment Reporting Information [Line Items]
Total revenues	1,111.3	1,095.1	2,108	2,065.7
Income before income taxes	36.5	28.6	56.3	54.2
Operating segments | Import
Segment Reporting Information [Line Items]
Total revenues	1,333	1,322.7	2,524.6	2,493.2
Income before income taxes	39.5	30.2	69.5	53.3
Operating segments | Luxury
Segment Reporting Information [Line Items]
Total revenues	764.6	677.5	1,419.6	1,194
Income before income taxes	15.5	11.9	23.4	18.8
Corporate and other
Segment Reporting Information [Line Items]
Total revenues	12.8	1.2	19.2	3.3
Income before income taxes	26.2	41.1	78.7	82.5
Segment reconciling items
Segment Reporting Information [Line Items]
Depreciation and amortization	(20.2)	(18.8)	(40)	(35.7)
Other interest expense	(15)	(13.8)	(30.2)	(25.6)
Other income, net	3	1.6	5.6	3
New vehicle
Segment Reporting Information [Line Items]
Total revenues	1,707.4	1,726.8	3,168.5	3,181.5
New vehicle | Operating segments | Domestic
Segment Reporting Information [Line Items]
Total revenues	577.3	597.6	1,069.7	1,111.1
New vehicle | Operating segments | Import
Segment Reporting Information [Line Items]
Total revenues	740.8	772	1,373.4	1,439.6
New vehicle | Operating segments | Luxury
Segment Reporting Information [Line Items]
Total revenues	383.7	361.9	723.2	640.4
Used vehicle retail
Segment Reporting Information [Line Items]
Total revenues	888.3	804.1	1,716.2	1,519.7
Used vehicle retail | Operating segments | Domestic
Segment Reporting Information [Line Items]
Total revenues	321	283.4	621.5	548.3
Used vehicle retail | Operating segments | Import
Segment Reporting Information [Line Items]
Total revenues	363.5	335.6	704.8	643.3
Used vehicle retail | Operating segments | Luxury
Segment Reporting Information [Line Items]
Total revenues	203.1	184.9	389.4	327.8
Used vehicle wholesale
Segment Reporting Information [Line Items]
Total revenues	81.7	85.3	159.1	161.3
Used vehicle wholesale | Operating segments | Domestic
Segment Reporting Information [Line Items]
Total revenues	29.6	33.9	59.2	67.5
Used vehicle wholesale | Operating segments | Import
Segment Reporting Information [Line Items]
Total revenues	29	31	56.9	59.2
Used vehicle wholesale | Operating segments | Luxury
Segment Reporting Information [Line Items]
Total revenues	22.8	20.3	42.6	34.5
Finance and insurance
Segment Reporting Information [Line Items]
Total revenues	129	114.5	246.5	221
Finance and insurance | Operating segments | Domestic
Segment Reporting Information [Line Items]
Total revenues	47.3	43.1	89.1	83.1
Finance and insurance | Operating segments | Import
Segment Reporting Information [Line Items]
Total revenues	60.8	54.8	115.6	106.6
Finance and insurance | Operating segments | Luxury
Segment Reporting Information [Line Items]
Total revenues	18.4	15.9	34.9	28.2
Service, body and parts
Segment Reporting Information [Line Items]
Total revenues	335.5	311.4	652.9	597.1
Service, body and parts | Operating segments | Domestic
Segment Reporting Information [Line Items]
Total revenues	121	113.5	236.4	220.6
Service, body and parts | Operating segments | Import
Segment Reporting Information [Line Items]
Total revenues	127.3	116.4	245	226
Service, body and parts | Operating segments | Luxury
Segment Reporting Information [Line Items]
Total revenues	83.9	76.9	163	141.7
Fleet and other
Segment Reporting Information [Line Items]
Total revenues	79.8	54.4	128.2	75.6
Fleet and other | Operating segments | Domestic
Segment Reporting Information [Line Items]
Total revenues	15.1	23.6	32.1	35.1
Fleet and other | Operating segments | Import
Segment Reporting Information [Line Items]
Total revenues	11.6	12.9	28.9	18.5
Fleet and other | Operating segments | Luxury
Segment Reporting Information [Line Items]
Total revenues	$ 52.7	$ 17.6	$ 66.5	$ 21.4

Segments (Reconciliation of Ass

Segments (Reconciliation of Assets from Segment to Consolidated) (Details) - USD ($) $ in Millions	Jun. 30, 2019	Jan. 01, 2019	Dec. 31, 2018
Segment Reporting Information [Line Items]
Total Assets	$ 5,774.6	$ 5,643.7	$ 5,384
Operating segments | Domestic
Segment Reporting Information [Line Items]
Total Assets	1,478.7		1,488
Operating segments | Import
Segment Reporting Information [Line Items]
Total Assets	1,347.5		1,224.2
Operating segments | Luxury
Segment Reporting Information [Line Items]
Total Assets	907.9		934.6
Corporate and other
Segment Reporting Information [Line Items]
Total Assets	$ 2,040.5		$ 1,737.2

Leases (Narrative) (Details)

Leases (Narrative) (Details)	Jun. 30, 2019
Minimum
Lessor, Lease, Description [Line Items]
Lease renewal term	1 year
Maximum
Lessor, Lease, Description [Line Items]
Lease renewal term	26 years

Leases (Schedule of Lease-Relat

Leases (Schedule of Lease-Related Liabilities Recorded on the Balance Sheet) (Details) - USD ($) $ in Millions	Jun. 30, 2019	Jan. 01, 2019	Dec. 31, 2018
Operating lease liabilities:
Current portion included in accrued liabilities	$ 25.9		$ 0
Noncurrent operating lease liabilities	240.3	$ 243.9	0
Total operating lease liabilities	266.2		0
Financing lease liabilities:
Current portion included in current maturities of long-term debt	1		2
Long-term portion of lease liabilities in long-term debt	29.6		28.8
Total financing lease liabilities	30.6		30.8
Total lease liabilities	$ 296.8		$ 30.8
Weighted-average remaining lease term, operating leases	14 years
Weighted-average remaining lease term, finance leases	14 years
Weighted-average discount rate, operating leases	5.08%
Weighted-average discount rate, finance leases	5.81%

Leases (Schedule of Lease Costs

Leases (Schedule of Lease Costs) (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2019
Leases [Abstract]
Operating lease cost	$ 12.2	$ 24.3
Variable lease cost	0.4	1.2
Sublease income	(1.2)	(2.2)
Total lease costs	$ 11.4	$ 23.3

Leases (Schedule of Maturities

Leases (Schedule of Maturities of Operating Lease Liability) (Details) - USD ($) $ in Millions	Jun. 30, 2019	Dec. 31, 2018
Leases [Abstract]
Remainder of 2019	$ 19.7
2020	37.1
2021	33.9
2022	31.3
2022	26.4
Thereafter	228.1
Total minimum lease payments	376.5
Present value adjustment	(110.3)
Total operating lease liabilities	$ 266.2	$ 0

Derivative Financial Instrume_2

Derivative Financial Instruments (Details) - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2019	Dec. 31, 2018
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Agreement term		5 years
Aggregate notional amount	$ 300,000,000	$ 300,000,000
Floor plan notes payable: non-trade	1,709,600,000	1,709,600,000	$ 1,733,300,000
Fair value of derivative instruments	1,200,000	1,200,000
Amount reclassified from AOCI	$ 0	$ 0

Acquisitions (Revenue and Opera

Acquisitions (Revenue and Operating Income from Acquisitions) (Details) $ in Millions	6 Months Ended
	Jun. 30, 2019USD ($)
Business Combinations [Abstract]
Revenue	$ 27.5
Net loss	$ 0.6

Acquisitions (Narrative) (Detai

Acquisitions (Narrative) (Details) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019USD ($)	Jun. 30, 2018USD ($)	Jun. 30, 2019USD ($)	Jun. 30, 2018USD ($)	Mar. 01, 2018store	Feb. 26, 2018store
Business Acquisition [Line Items]
Acquisition expense recognized | $	$ 1.5	$ 3.3	$ 1.6	$ 4.2
Day Auto Group
Business Acquisition [Line Items]
Number of stores acquired						7
Prestige Auto Group
Business Acquisition [Line Items]
Number of stores acquired					6

Acquisitions (Summary of Acquis

Acquisitions (Summary of Acquisitions) (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018
Business Acquisition [Line Items]
Cash paid, net of cash acquired	$ 75	$ 374.6
2019 Acquisitions
Business Acquisition [Line Items]
Cash paid, net of cash acquired	75
Debt issued	26.4
Total consideration	$ 101.4

Acquisitions (Assets Acquired a

Acquisitions (Assets Acquired and Liabilities Assumed) (Details) - 2019 Acquisitions $ in Millions	Jun. 30, 2019USD ($)
Business Acquisition [Line Items]
Inventories, net	$ 31.4
Property and equipment, net	1.5
Other non-current assets	92.6
Other long-term liabilities	(24.1)
Assets acquired and liabilities assumed	$ 101.4

Acquisitions (Pro Forma Summary

Acquisitions (Pro Forma Summary of All Acquisitions) (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Business Combinations [Abstract]
Revenue	$ 3,242.2	$ 3,157.7	$ 6,142	$ 6,061.6
Net income	$ 62	$ 60.9	$ 118.6	$ 111.8
Basic net income per share (in dollars per share)	$ 2.65	$ 2.46	$ 5.11	$ 4.48
Diluted net income per share (in dollars per share)	$ 2.64	$ 2.45	$ 5.09	$ 4.47