Condensed Consolidating Financial Information [Text Block] | CONDENSED CONSOLIDATING FINANCIAL INFORMATION The following tables include condensed consolidating financial information as of March 31, 2018 and December 31, 2017 , and for the three months ended March 31, 2018 and 2017 , for Group 1 Automotive, Inc.’s (as issuer of the 5.00% Notes) guarantor subsidiaries and non-guarantor subsidiaries (representing foreign entities). The condensed consolidating financial information includes certain allocations of balance sheet, statement of operations and cash flows items that are not necessarily indicative of the financial position, results of operations or cash flows of these entities had they operated on a stand-alone basis. In accordance with Rule 3-10 of Regulation S-X, condensed consolidated financial statements of non-guarantors are not required. The Company has no assets or operations independent of its subsidiaries. Obligations under the 5.00% Notes are fully and unconditionally and jointly and severally guaranteed on a senior unsecured basis by the Company’s current wholly owned domestic subsidiaries and certain of the Company’s future domestic subsidiaries, with the exception of the Company’s “minor” subsidiaries (as defined by Rule 3-10 of Regulation S-X). There are no significant restrictions on the ability of the Company or subsidiary guarantors for the Company to obtain funds from its subsidiary guarantors by dividend or loan. None of the subsidiary guarantors’ assets represent restricted assets pursuant to SEC Rule 4-08(e)(3) of Regulation S-X. CONDENSED CONSOLIDATED BALANCE SHEET March 31, 2018 Group 1 Automotive, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Elimination Total Company (Unaudited, in thousands) ASSETS CURRENT ASSETS: Cash and cash equivalents $ — $ 8,874 $ 24,216 $ — $ 33,090 Contracts-in-transit and vehicle receivables, net — 209,364 88,521 — 297,885 Accounts and notes receivable, net — 140,243 59,916 — 200,159 Intercompany accounts receivable 28,035 40,271 — (68,306 ) — Inventories, net — 1,438,626 365,550 — 1,804,176 Prepaid expenses and other current assets — 28,151 49,737 — 77,888 Total current assets 28,035 1,865,529 587,940 (68,306 ) 2,413,198 PROPERTY AND EQUIPMENT, net — 1,127,632 230,238 — 1,357,870 GOODWILL — 849,485 110,625 — 960,110 INTANGIBLE FRANCHISE RIGHTS — 257,281 38,345 — 295,626 INVESTMENT IN SUBSIDIARIES 3,017,378 — — (3,017,378 ) — OTHER ASSETS — 19,943 11,731 — 31,674 Total assets $ 3,045,413 $ 4,119,870 $ 978,879 $ (3,085,684 ) $ 5,058,478 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Floorplan notes payable — credit facility and other $ — $ 1,161,401 $ 38,340 $ — $ 1,199,741 Offset account related to floorplan notes payable - credit facility — (74,359 ) — — (74,359 ) Floorplan notes payable — manufacturer affiliates — 286,320 133,995 — 420,315 Offset account related to floorplan notes payable - manufacturer affiliates — (24,000 ) — — (24,000 ) Current maturities of long-term debt and short-term financing — 46,207 11,988 — 58,195 Current liabilities from interest rate risk management activities — 1,177 — — 1,177 Accounts payable — 217,150 274,691 — 491,841 Intercompany accounts payable 904,425 — 68,306 (972,731 ) — Accrued expenses 696 159,784 33,768 — 194,248 Total current liabilities 905,121 1,773,680 561,088 (972,731 ) 2,267,158 LONG-TERM DEBT, net of current maturities 866,803 373,977 135,990 — 1,376,770 LIABILITIES FROM INTEREST RATE RISK MANAGEMENT ACTIVITIES — 3,512 — — 3,512 DEFERRED INCOME TAXES AND OTHER LIABILITIES 855 218,811 13,293 — 232,959 STOCKHOLDERS’ EQUITY: Group 1 stockholders’ equity 1,272,634 2,654,315 268,508 (3,017,378 ) 1,178,079 Intercompany note receivable — (904,425 ) — 904,425 — Total stockholders’ equity 1,272,634 1,749,890 268,508 (2,112,953 ) 1,178,079 Total liabilities and stockholders’ equity $ 3,045,413 $ 4,119,870 $ 978,879 $ (3,085,684 ) $ 5,058,478 CONDENSED CONSOLIDATED BALANCE SHEET December 31, 2017 Group 1 Automotive, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Elimination Total Company (In thousands) ASSETS CURRENT ASSETS: Cash and cash equivalents $ — $ 10,096 $ 18,691 $ — $ 28,787 Contracts-in-transit and vehicle receivables, net — 266,788 39,645 — 306,433 Accounts and notes receivable, net — 144,872 43,739 — 188,611 Intercompany accounts receivable 26,988 12,948 — (39,936 ) — Inventories, net — 1,434,852 328,441 — 1,763,293 Prepaid expenses and other current assets 1,934 8,378 31,750 — 42,062 Total current assets 28,922 1,877,934 462,266 (39,936 ) 2,329,186 PROPERTY AND EQUIPMENT, net — 1,121,108 197,851 — 1,318,959 GOODWILL — 835,268 77,766 — 913,034 INTANGIBLE FRANCHISE RIGHTS — 255,980 29,652 — 285,632 INVESTMENT IN SUBSIDIARIES 2,999,407 — — (2,999,407 ) — OTHER ASSETS — 13,682 10,572 — 24,254 Total assets $ 3,028,329 $ 4,103,972 $ 778,107 $ (3,039,343 ) $ 4,871,065 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Floorplan notes payable — credit facility and other $ — $ 1,219,844 $ 20,851 $ — $ 1,240,695 Offset account related to floorplan notes payable - credit facility — (86,547 ) — — (86,547 ) Floorplan notes payable — manufacturer affiliates — 272,563 124,620 — 397,183 Offset account related to floorplan notes payable - manufacturer affiliates — (22,500 ) — — (22,500 ) Current maturities of long-term debt and short-term financing 24,741 31,229 21,639 — 77,609 Current liabilities from interest rate risk management activities — 1,996 — — 1,996 Accounts payable — 229,470 183,511 — 412,981 Intercompany accounts payable 890,995 — 39,936 (930,931 ) — Accrued expenses — 150,241 26,829 — 177,070 Total current liabilities 915,736 1,796,296 417,386 (930,931 ) 2,198,487 LONG-TERM DEBT, net of current maturities 865,202 360,526 92,456 — 1,318,184 LIABILITIES FROM INTEREST RATE RISK MANAGEMENT ACTIVITIES — 8,583 — — 8,583 DEFERRED INCOME TAXES AND OTHER LIABILITIES (117 ) 210,216 11,430 — 221,529 STOCKHOLDERS’ EQUITY: Group 1 stockholders’ equity 1,247,508 2,619,346 256,835 (2,999,407 ) 1,124,282 Intercompany note receivable — (890,995 ) — 890,995 — Total stockholders’ equity 1,247,508 1,728,351 256,835 (2,108,412 ) 1,124,282 Total liabilities and stockholders’ equity $ 3,028,329 $ 4,103,972 $ 778,107 $ (3,039,343 ) $ 4,871,065 CONDENSED CONSOLIDATED STATEMENTS OF INCOME Three Months Ended March 31, 2018 Group 1 Automotive, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Elimination Total Company (Unaudited, in thousands) REVENUES $ — $ 2,088,487 $ 771,539 $ — $ 2,860,026 COST OF SALES — 1,752,802 687,461 — 2,440,263 GROSS PROFIT — 335,685 84,078 — 419,763 SELLING, GENERAL AND ADMINISTRATIVE EXPENSES 1,768 249,165 73,414 — 324,347 DEPRECIATION AND AMORTIZATION EXPENSE — 12,881 3,461 — 16,342 ASSET IMPAIRMENTS — — — — — INCOME (LOSS) FROM OPERATIONS (1,768 ) 73,639 7,203 — 79,074 OTHER EXPENSE: Floorplan interest expense — (12,337 ) (1,750 ) — (14,087 ) Other interest expense, net — (17,017 ) (1,803 ) — (18,820 ) INCOME (LOSS) BEFORE INCOME TAXES AND EQUITY IN EARNINGS OF SUBSIDIARIES (1,768 ) 44,285 3,650 — 46,167 BENEFIT (PROVISION) FOR INCOME TAXES 424 (9,780 ) (997 ) — (10,353 ) EQUITY IN EARNINGS OF SUBSIDIARIES 37,158 — — (37,158 ) — NET INCOME (LOSS) $ 35,814 $ 34,505 $ 2,653 $ (37,158 ) $ 35,814 OTHER COMPREHENSIVE INCOME — 9,405 7,871 — 17,276 COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO PARENT $ 35,814 $ 43,910 $ 10,524 $ (37,158 ) $ 53,090 CONDENSED CONSOLIDATED STATEMENTS OF INCOME Three Months Ended March 31, 2017 Group 1 Automotive, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Elimination Total Company (Unaudited, in thousands) REVENUES $ — $ 1,967,718 $ 551,111 $ — $ 2,518,829 COST OF SALES — 1,647,123 488,184 — 2,135,307 GROSS PROFIT — 320,595 62,927 — 383,522 SELLING, GENERAL AND ADMINISTRATIVE EXPENSES 1,966 232,611 55,202 — 289,779 DEPRECIATION AND AMORTIZATION EXPENSE — 11,567 2,039 — 13,606 INCOME (LOSS) FROM OPERATIONS (1,966 ) 76,417 5,686 — 80,137 OTHER EXPENSE: Floorplan interest expense — (10,878 ) (1,064 ) — (11,942 ) Other interest expense, net — (16,274 ) (725 ) — (16,999 ) INCOME (LOSS) BEFORE INCOME TAXES AND EQUITY IN EARNINGS OF SUBSIDIARIES (1,966 ) 49,265 3,897 — 51,196 BENEFIT (PROVISION) FOR INCOME TAXES 737 (17,084 ) (910 ) — (17,257 ) EQUITY IN EARNINGS OF SUBSIDIARIES 35,167 — — (35,167 ) — NET INCOME (LOSS) $ 33,938 $ 32,181 $ 2,987 $ (35,167 ) $ 33,939 OTHER COMPREHENSIVE INCOME — 2,658 4,137 — 6,795 COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO PARENT $ 33,938 $ 34,839 $ 7,124 $ (35,167 ) $ 40,734 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS Three Months Ended March 31, 2018 Group 1 Automotive, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Total Company (Unaudited, in thousands) CASH FLOWS FROM OPERATING ACTIVITIES: Net cash provided by (used in) operating activities $ 35,814 $ 114,862 $ (1,894 ) $ 148,782 CASH FLOWS FROM INVESTING ACTIVITIES: Cash paid in acquisitions, net of cash received — (31,414 ) (40,085 ) (71,499 ) Proceeds from disposition of franchises, property and equipment — 918 2,022 2,940 Purchases of property and equipment, including real estate — (34,101 ) (13,847 ) (47,948 ) Other — 140 — 140 Net cash used in investing activities — (64,457 ) (51,910 ) (116,367 ) CASH FLOWS FROM FINANCING ACTIVITIES: Borrowings on credit facility - floorplan line and other — 1,612,866 43,326 1,656,192 Repayments on credit facility - floorplan line and other — (1,675,917 ) (26,530 ) (1,702,447 ) Borrowings on credit facility - acquisition line 66,945 — — 66,945 Repayments on credit facility - acquisition line (66,444 ) — — (66,444 ) Borrowings on other debt — 43,326 22,288 65,614 Principal payments on other debt (24,742 ) (1,987 ) (13,349 ) (40,078 ) Borrowings on debt related to real estate — 34,817 12,018 46,835 Principal payments on debt related to real estate — (31,000 ) (6,819 ) (37,819 ) Employee stock purchase plan purchases, net of employee tax withholdings (1,638 ) — — (1,638 ) Repurchases of common stock, amounts based on settlement date (9,199 ) — — (9,199 ) Dividends paid (5,495 ) — — (5,495 ) Borrowings (repayments) with subsidiaries 22,730 (50,554 ) 27,824 — Investment in subsidiaries (17,971 ) 16,822 1,149 — Net cash provided by (used in) financing activities (35,814 ) (51,627 ) 59,907 (27,534 ) EFFECT OF EXCHANGE RATE CHANGES ON CASH — — 47 47 NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — (1,222 ) 6,150 4,928 CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, beginning of period — 10,096 19,535 29,631 CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, end of period $ — $ 8,874 $ 25,685 $ 34,559 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS Three Months Ended March 31, 2017 Group 1 Automotive, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Total Company (Unaudited, in thousands) CASH FLOWS FROM OPERATING ACTIVITIES: Net cash provided by operating activities $ 33,939 $ 23,409 $ 11,869 $ 69,217 CASH FLOWS FROM INVESTING ACTIVITIES: Cash paid in acquisitions, net of cash received — — (95 ) (95 ) Proceeds from disposition of franchises, property and equipment — 181 2,026 2,207 Purchases of property and equipment, including real estate — (43,091 ) (3,360 ) (46,451 ) Other — 2,459 — 2,459 Net cash used in investing activities — (40,451 ) (1,429 ) (41,880 ) CASH FLOWS FROM FINANCING ACTIVITIES: Borrowings on credit facility - floorplan line and other — 1,580,590 13,781 1,594,371 Repayments on credit facility - floorplan line and other — (1,586,075 ) (12,216 ) (1,598,291 ) Borrowings on credit facility - acquisition line 15,000 — — 15,000 Repayments on credit facility - acquisition line (15,000 ) — — (15,000 ) Principal payments on other debt — (232 ) — (232 ) Principal payments on debt related to real estate — (5,589 ) (1,242 ) (6,831 ) Employee stock purchase plan purchases, net of employee tax withholdings (1,030 ) — — (1,030 ) Dividends paid (5,150 ) — — (5,150 ) Borrowings (repayments) with subsidiaries (70,250 ) 68,483 1,767 — Investment in subsidiaries 42,491 (42,498 ) 7 — Net cash provided by (used in) financing activities (33,939 ) 14,679 2,097 (17,163 ) EFFECT OF EXCHANGE RATE CHANGES ON CASH — — 260 260 NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — (2,363 ) 12,797 10,434 CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, beginning of period — 8,039 16,207 24,246 CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, end of period $ — $ 5,676 $ 29,004 $ 34,680 |