Asbury Automotive (ABG) 10-Q 25 Jul 18 2018 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2018	Jul. 24, 2018
Document and Entity Information [Abstract]
Entity Registrant Name	ASBURY AUTOMOTIVE GROUP INC
Entity Central Index Key	1,144,980
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Document Type	10-Q
Document Period End Date	Jun. 30, 2018
Document Fiscal Year Focus	2,018
Document Fiscal Period Focus	Q2
Amendment Flag	false
Entity Common Stock, Shares Outstanding		20,352,895

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Jun. 30, 2018	Dec. 31, 2017
CURRENT ASSETS:
Cash and cash equivalents	$ 2.5	$ 4.7
Contracts-in-transit	145.2	193.3
Accounts receivable, net	111.9	128.5
Total inventories	967.4	826
Assets held for sale	28.3	30.3
Other current assets	130.7	119.3
Total current assets	1,386	1,302.1
PROPERTY AND EQUIPMENT, net	871.9	834.2
GOODWILL	181.2	160.8
INTANGIBLE FRANCHISE RIGHTS	69.5	49.6
OTHER LONG-TERM ASSETS	12.3	10
Total assets	2,520.9	2,356.7
CURRENT LIABILITIES:
Floor plan notes payable—trade, net	105	104.2
Floor plan notes payable—non-trade, net	767.6	627.9
Current maturities of long-term debt	13.1	12.9
Accounts payable and accrued liabilities	283.3	313.2
Total current liabilities	1,169	1,058.2
LONG-TERM DEBT	855.6	862.6
DEFERRED INCOME TAXES	16.6	12.5
OTHER LONG-TERM LIABILITIES	29.2	29.2
COMMITMENTS AND CONTINGENCIES (Note 11)
SHAREHOLDERS' EQUITY:
Preferred stock, $.01 par value; 10,000,000 shares authorized; none issued or outstanding	0	0
Common stock, $.01 par value; 90,000,000 shares authorized; 41,164,584 and 40,969,987 shares issued, including shares held in treasury, respectively	0.4	0.4
Additional paid-in capital	569.2	563.5
Retained earnings	842.8	750.3
Treasury stock, at cost; 20,810,183 and 20,156,962 shares, respectively	(963.9)	(919.1)
Accumulated other comprehensive income (loss)	2	(0.9)
Total shareholders' equity	450.5	394.2
Total liabilities and shareholders' equity	$ 2,520.9	$ 2,356.7

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2018	Dec. 31, 2017
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	90,000,000	90,000,000
Common stock, shares issued (in shares)	41,164,584	40,969,987
Treasury stock, shares (in shares)	20,810,183	20,156,962

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Millions, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
REVENUE:
New vehicle	$ 928.7	$ 882.9	$ 1,785.8	$ 1,715.4
Used vehicle	516.9	479.2	1,001.5	941
Parts and service	204.5	200.8	403.8	392.3
Finance and insurance, net	73.5	68.9	141.7	134.8
TOTAL REVENUE	1,723.6	1,631.8	3,332.8	3,183.5
COST OF SALES:
New vehicle	888.1	841.9	1,706.6	1,634
Used vehicle	482.8	446.5	933.9	874.4
Parts and service	74.9	76.3	149.1	147.9
TOTAL COST OF SALES	1,445.8	1,364.7	2,789.6	2,656.3
GROSS PROFIT	277.8	267.1	543.2	527.2
OPERATING EXPENSES:
Selling, general, and administrative	190.6	185.6	374.8	366.7
Depreciation and amortization	8.5	8	16.7	15.9
Other operating (income) expenses, net	(0.9)	1.9	(1.1)	0.7
INCOME FROM OPERATIONS	79.6	71.6	152.8	143.9
OTHER EXPENSES:
Floor plan interest expense	8	6.1	14.6	11.3
Other interest expense, net	13.2	13.4	26.2	26.8
Swap interest expense	0.2	0.6	0.4	1.2
Total other expenses, net	21.4	20.1	41.2	39.3
INCOME BEFORE INCOME TAXES	58.2	51.5	111.6	104.6
Income tax expense	15	19.6	28.3	38.7
NET INCOME	$ 43.2	$ 31.9	$ 83.3	$ 65.9
Basic—
Net income (in dollars per share)	$ 2.13	$ 1.53	$ 4.08	$ 3.15
Diluted—
Net income (in dollars per share)	$ 2.11	$ 1.52	$ 4.02	$ 3.12
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
Basic (in shares)	20.3	20.8	20.4	20.9
Restricted stock (in shares)	0.1	0.1	0.1	0.1
Performance share units (in shares)	0.1	0.1	0.2	0.1
Diluted (in shares)	20.5	21	20.7	21.1

CONDENSED CONSOLIDATED STATEME5

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Statement of Comprehensive Income [Abstract]
Net Income	$ 43.2	$ 31.9	$ 83.3	$ 65.9
Other comprehensive income (loss):
Change in fair value of cash flow swaps	1.2	(0.5)	4	0.2
Income tax (expense) benefit associated with cash flow swaps	(0.4)	0.2	(1.1)	(0.1)
Comprehensive income	$ 44	$ 31.6	$ 86.2	$ 66

CONDENSED CONSOLIDATED STATEME6

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
CASH FLOW FROM OPERATING ACTIVITIES:
Net Income	$ 83.3	$ 65.9
Adjustments to reconcile net income to net cash provided by operating activities—
Depreciation and amortization	16.7	15.9
Stock-based compensation	5.7	6.4
Deferred income taxes	0	0.2
Loaner vehicle amortization	11.2	11.3
Other adjustments, net	1.6	1.9
Changes in operating assets and liabilities, net of acquisitions and divestitures—
Contracts-in-transit	48.1	57.7
Accounts receivable	16.8	26.3
Inventories	(25.8)	59.3
Other current assets	(96.8)	(108.3)
Floor plan notes payable—trade, net	0.8	21.1
Accounts payable and accrued liabilities	(32.8)	(40.1)
Other long-term assets and liabilities, net	0.3	0.7
Net cash provided by operating activities	29.1	118.3
CASH FLOW FROM INVESTING ACTIVITIES:
Capital expenditures—excluding real estate	(12.2)	(11.5)
Capital expenditures—real estate	(17.6)	(0.3)
Acquisitions	(91.3)	(80.1)
Proceeds from the sale of assets	2	0
Net cash used in investing activities	(119.1)	(91.9)
CASH FLOW FROM FINANCING ACTIVITIES:
Floor plan borrowings—non-trade	2,240.5	1,991.4
Floor plan borrowings—acquisitions	22.7	25.1
Floor plan repayments—non-trade	(2,123.5)	(2,001.7)
Repayments of borrowings	(7.1)	(7.6)
Repurchases of common stock, including shares associated with net share settlement of employee share-based awards	(44.8)	(34.3)
Net cash provided by (used in) financing activities	87.8	(27.1)
Net decrease in cash and cash equivalents	(2.2)	(0.7)
CASH AND CASH EQUIVALENTS, beginning of period	4.7	3.4
CASH AND CASH EQUIVALENTS, end of period	$ 2.5	$ 2.7

DESCRIPTION OF BUSINESS AND SUM

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Jun. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES We are one of the largest automotive retailers in the United States, operating 97 new vehicle franchises ( 83 dealership locations) in 17 metropolitan markets within nine states as of June 30, 2018 . Our stores offer an extensive range of automotive products and services, including new and used vehicles; parts and service, which includes repair and maintenance services, replacement parts, and collision repair services; and finance and insurance products. As of June 30, 2018 , we offered 29 brands of new vehicles and our new vehicle revenue brand mix consisted of 47% imports, 33% luxury, and 20% domestic brands. We also operated 25 collision repair centers that serve customers in our local markets. Our retail network is made up of dealerships operating primarily under the following locally-branded dealership groups: • Coggin dealerships operating primarily in Jacksonville, Fort Pierce and Orlando, Florida; • Courtesy dealerships operating in Tampa, Florida; • Crown dealerships operating in North Carolina, South Carolina and Virginia; • Gray-Daniels dealerships operating in the Jackson, Mississippi area; • Hare dealerships operating in the Indianapolis, Indiana area; • McDavid dealerships operating in metropolitan Austin, Dallas and Houston, Texas; • Nalley dealerships operating in metropolitan Atlanta, Georgia; and • Plaza dealerships operating in metropolitan St. Louis, Missouri. Our operating results are generally subject to changes in the economic environment as well as seasonal variations. Historically, we have generated more revenue and operating income in the second, third, and fourth quarters than in the first quarter of the calendar year. Generally, the seasonal variations in our operations are caused by factors related to weather conditions, changes in manufacturer incentive programs, model changeovers and consumer buying patterns, among other things. Basis of Presentation The accompanying Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"), and reflect the consolidated accounts of Asbury Automotive Group, Inc. and our wholly owned subsidiaries. All intercompany transactions have been eliminated in consolidation. In the opinion of management, all adjustments, consisting only of normal, recurring adjustments, considered necessary for a fair presentation of the Condensed Consolidated Financial Statements as of June 30, 2018 , and for the three and six months ended June 30, 2018 and 2017 , have been included. The results of operations for the three and six months ended June 30, 2018 are not necessarily indicative of the results that may be expected for any other interim period, or any full year period. Our Condensed Consolidated Financial Statements should be read together with our audited consolidated financial statements contained in our Annual Report on Form 10-K for the year ended December 31, 2017 . Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities as of the date of the financial statements, and the reported amounts of revenues and expenses during the periods presented. Actual results could differ materially from these estimates. Estimates and assumptions are reviewed quarterly and the effects of any revisions are reflected in the consolidated financial statements in the period they are determined to be necessary. Significant estimates made in the accompanying Condensed Consolidated Financial Statements include, but are not limited to, those relating to inventory valuation reserves, variable consideration and constraint considerations related to retro-commission arrangements, reserves for chargebacks against revenue recognized from the sale of finance and insurance products, reserves for insurance programs, certain assumptions related to intangible and long-lived assets, and reserves for certain legal or similar proceedings relating to our business operations. Contracts-In-Transit Contracts-in-transit represent receivables from third-party finance companies for the portion of new and used vehicle purchase price financed by customers through sources arranged by us. Revenue Recognition The Company adopted ASU 2014-09, Revenue from Contracts with Customers (Topic 606) and all subsequent amendments issued thereafter (collectively "ASC 606"), on January 1, 2018. Refer to Note 2 for additional information related to the Company’s adoption of ASC 606. Income Taxes We use the liability method to account for income taxes. Under this method, deferred tax assets and liabilities are recognized for the expected future tax consequences of differences between the carrying amounts of assets and liabilities and their respective tax basis using currently enacted tax rates. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period when the change is enacted. Deferred tax assets are reduced by a valuation allowance when it is more likely than not that some portion or all the deferred tax assets will not be realized. On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the "Tax Act"). The Tax Act makes broad and complex changes to the U.S. tax code, including, but not limited to, a reduction in the U.S. federal corporate income tax rate from 35% to 21%. The SEC staff issued Staff Accounting Bulletin No. 118 ("SAB 118") on December 22, 2017, which provides guidance on accounting for the tax effects of the Tax Act. SAB 118 provides a measurement period that should not extend beyond one year from the Tax Act enactment date for companies to complete the accounting under ASC 740, Income Taxes ("ASC 740"). In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the Tax Act for which the accounting under ASC 740 is complete. To the extent that a company’s accounting for certain income tax effects of the Tax Act is incomplete but the company is able to determine a reasonable estimate, it must record a provisional estimate in the financial statements. We remeasured certain deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future, which is generally 21%. However, we are still analyzing certain aspects of the Tax Act and refining our calculations, which could potentially affect the measurement of these balances and impact future taxable income. We have not yet been able to make a reasonable estimate of the potential impact of the effect of the new limitations under Internal Revenue Code Section 162(m) as it relates to the deferred tax asset for certain components of share-based compensation and continue to account for the deferred tax asset based on the provisions of the tax laws that were in effect immediately prior to enactment of the Tax Act. We will complete our accounting for the Tax Act in 2018 after we have considered additional guidance issued by the U.S. Treasury Department, state tax authorities and other standard-setting bodies, and we have gathered and analyzed additional data relative to our calculations. This may result in adjustments to our provisional amounts, which would impact our provision for income taxes and effective tax rate in the period the adjustments are made. Earnings per Common Share Basic earnings per common share is computed by dividing net income by the weighted-average common shares outstanding during the period. Diluted earnings per common share is computed by dividing net income by the weighted-average common shares and common share equivalents outstanding during the period. For all periods presented, there were no adjustments to the numerator necessary to compute diluted earnings per share. Assets Held for Sale and Liabilities Associated with Assets Held for Sale Certain amounts have been classified as Assets Held for Sale in the accompanying Condensed Consolidated Balance Sheets. Assets and liabilities classified as held for sale include assets and liabilities associated with pending dealership disposals, real estate not currently used in our operations that we are actively marketing to sell, and any related mortgage notes payable, if applicable. Classification as held for sale begins on the date that we have met all of the criteria for classification as held for sale. At the time of classifying assets as held for sale, we compare the carrying value of these assets to estimates of fair value to assess for impairment. We compare the carrying value to estimates of fair value utilizing the assistance of third-party broker opinions of value and third-party desktop appraisals to assist in our fair value estimates related to real estate properties. Statements of Cash Flows Borrowings and repayments of floor plan notes payable to a lender unaffiliated with the manufacturer from which we purchase a particular new vehicle ("Non-Trade") and all floor plan notes payable relating to pre-owned vehicles (together referred to as "Floor Plan Notes Payable—Non-Trade") are classified as financing activities on the accompanying Condensed Consolidated Statements of Cash Flows, with borrowings reflected separately from repayments. The net change in floor plan notes payable to a lender affiliated with the manufacturer from which we purchase a particular new vehicle (collectively referred to as "Floor Plan Notes Payable—Trade") is classified as an operating activity on the accompanying Condensed Consolidated Statements of Cash Flows. Borrowings of floor plan notes payable associated with inventory acquired in connection with all acquisitions and repayments made in connection with all divestitures are classified as financing activities in the accompanying Condensed Consolidated Statement of Cash Flows. Cash flows related to floor plan notes payable included in operating activities differ from cash flows related to floor plan notes payable included in financing activities only to the extent that the former are payable to a lender affiliated with the manufacturer from which we purchased the related inventory, while the latter are payable to a lender not affiliated with the manufacturer from which we purchased the related inventory. Loaner vehicles account for a significant portion of Other Current Assets. We acquire loaner vehicles either with available cash or through borrowing from either our manufacturer affiliated lenders or through our senior secured credit agreement with Bank of America, as administrative agent, and the other agents and lenders party thereto (the "2016 Senior Credit Facility"). Loaner vehicles are initially used by our service department for a short period of time (typically six to twelve months) before we seek to sell them. Therefore, we classify the acquisition of loaner vehicles in Other Current Assets and the borrowings and repayments of loaner vehicle notes payable in Accounts Payable and Accrued Liabilities in the accompanying Condensed Consolidated Statements of Cash Flows. Loaner vehicles are depreciated over the service period to their estimated value. At the end of the loaner service period, loaner vehicles are transferred from Other Current Assets to used vehicle inventory. These transfers are reflected as non-cash transfers between Other Current Assets and Inventories in the accompanying Condensed Consolidated Statements of Cash Flows. Recent Accounting Pronouncements In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments . The amendments in this update address several specific cash flow issues with the objective of reducing the diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The amendments in this update were effective for interim and annual periods beginning after December 15, 2017 and include retrospective application. The Company adopted this ASU during the first quarter of 2018. The adoption of this ASU did not have a material impact to our consolidated financial statements for the six months ended June 30, 2018 and 2017. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business. The amendments in this update clarify the definition of a business in order to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The amendments in this ASU were to be applied prospectively and were effective for interim and annual periods beginning after December 15, 2017. The Company adopted ASU 2017-01 during the first quarter of 2018. The adoption of this update did not have a material impact to our consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). This new standard, and its related amendments, will supersede the existing lease accounting guidance and apply to all entities. This new standard defines new principles for the recognition, measurement, presentation, and disclosure of leases for both lessees and lessors. This new standard will become effective for us on January 1, 2019. A modified retrospective transition approach is required for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. While we are still evaluating the impact of this new standard, we expect that the right-of-use assets and the associated lease liabilities will be material to our consolidated financial statements. We are unable to quantify the impact at this time as the ultimate impact of adopting this new standard will depend on the total amount of our lease commitments as of the adoption date. In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities. This new standard is intended to simplify hedge accounting by better aligning how an entity’s risk management activities and hedging relationships are presented in its financial statements and simplifies the application of hedge accounting guidance in certain situations. This new standard expands and refines hedge accounting for both non-financial and financial risk components and aligns the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements. This new standard will become effective for us on January 1, 2019; however, early adoption is permitted. For cash flow hedges existing at the adoption date, this new standard requires adoption on a modified retrospective basis with a cumulative-effect adjustment to retained earnings as of the effective date. The amendments to presentation guidance and disclosure requirements are required to be adopted prospectively. We are currently evaluating the date upon which we will adopt this new standard and the impact this new standard may have on our consolidated financial statements.

REVENUE RECOGNITION

REVENUE RECOGNITION	6 Months Ended
	Jun. 30, 2018
Revenue from Contract with Customer [Abstract]
REVENUE RECOGNITION	REVENUE RECOGNITION On January 1, 2018, the Company adopted ASC 606 using the modified retrospective method for all contracts not completed as of the date of adoption. We recognized the cumulative effect of initially applying the new revenue standard as an adjustment to retained earnings as of January 1, 2018. Therefore, prior period comparative information has not been adjusted and continues to be reported under accounting standards ("previous guidance" or "ASC 605") in effect for those periods. Disaggregation of Revenue The following table summarizes revenue from contracts with customers for the three and six months ended June 30, 2018 : For the Three Months Ended June 30, 2018 For the Six Months Ended June 30, 2018 (In millions) Revenue: New vehicle $ 928.7 $ 1,785.8 Used vehicle retail 470.9 906.7 Used vehicle wholesale 46.0 94.8 New and used vehicle 1,445.6 2,787.3 Sale of vehicle parts and accessories 34.3 68.1 Vehicle repair and maintenance services 170.2 335.7 Parts and services 204.5 403.8 Finance and insurance, net 73.5 141.7 Total revenue $ 1,723.6 $ 3,332.8 The Company satisfies performance obligations either over time or at a point in time as discussed in further detail below. Revenue is recognized at the time the related performance obligation is satisfied by transferring a promised good or service to a customer. Sales and other taxes we collect concurrent with revenue-producing activities are excluded from revenue. New vehicle and used vehicle retail Revenue from the sale of new and used vehicles (which excludes sales and other taxes) is recognized when the terms of the customer contract are satisfied which generally occurs with the signing of the sales contract and transfer of control of the vehicle to the customer. Incidental items that are immaterial in the context of the contract are accrued at the time of sale. Used vehicle wholesale Proceeds from the sale of these vehicles are recognized in used vehicle revenue upon transfer of control to end-users at auction. Sale of vehicle parts and accessories The Company recognizes revenue upon transfer of control to the customer which occurs at a point in time. When the Company performs shipping and handling activities after the transfer of control to the customer (e.g., when control transfers prior to delivery), they are considered as fulfillment activities, and accordingly, the costs are accrued for when the related revenue is recognized. Vehicle repair and maintenance services The Company provides vehicle repair and maintenance services to its customers pursuant to the terms and conditions included within the customer contract ("repair order"). Satisfaction of this performance obligation creates an asset with no alternative use for which an enforceable right to payment for performance to date exists within our contractual agreements. As such, the Company recognizes revenue over time as the Company satisfies its performance obligation. Additionally, the Company has determined that parts and labor are not individually distinct in the context of a repair order and therefore are treated as a single performance obligation. Finance and Insurance, net We receive commissions from third-party lending and insurance institutions for arranging customer financing and from the sale of vehicle service contracts, guaranteed auto protection (known as "GAP") insurance, and other insurance, to end-users. Finance and insurance commission revenue is recognized at the point of sale since our performance obligation is to arrange financing or facilitating the sale of a third party’s products or services to our customers. The Company’s commission arrangements with third-party lenders and insurance administrators consists of fixed ("upfront") and variable consideration. Variable consideration includes commission chargebacks ("chargebacks") in the event a contract is prepaid, defaulted upon, or terminated by the end-user. The Company reserves for future chargebacks based on historical chargeback experience and the termination provisions of the applicable contract and are established in the same period that the related revenue is recognized. We also participate in future profits pursuant to retrospective commission arrangements, which meet the definition of variable consideration, for certain insurance products associated with a third-party portfolio. The Company estimates the amount of variable consideration to be included in the transaction price based on historical payment trends and further constrains the variable consideration such that it is probable that a significant reversal of previously recognized revenue will not occur. In making these assessments the Company considers the likelihood and magnitude of a potential reversal of revenue and updates its assessment when uncertainties associated with the constraint are removed. Financial Statement Impact of Adopting ASC 606 The Company adopted ASC 606 using the modified retrospective method. The cumulative effect of applying the new guidance to all contracts with customers that were not completed as of January 1, 2018 was recorded as an adjustment to retained earnings as of the adoption date. As a result of applying the modified retrospective method to adopt the new revenue guidance, the following adjustments were made to accounts on the Condensed Consolidated Balance Sheet as of January 1, 2018: As Reported Adjustments Balance at December 31, 2017 Vehicle Repair and Maintenance Services Finance and Insurance, net January 1, 2018 (In millions) Assets: Inventories $ 826.0 $ (4.1 ) $ — $ 821.9 Other current assets 119.3 6.4 10.0 135.7 Liabilities: Deferred income taxes $ 12.5 $ 0.6 $ 2.5 $ 15.6 Equity: Retained earnings $ 750.3 $ 1.7 $ 7.5 $ 759.5 Vehicle repair and maintenance services Under the previous guidance, revenue was recognized at the time all repairs were completed. Under ASC 606, revenue is recognized as the Company satisfies its performance obligation. The amounts reflected within the table above relate to the Company’s measure of progress for open contracts as of January 1, 2018. In addition, contract assets are reported within Other Current Assets on the Company's Condensed Consolidated Balance Sheet. Finance and Insurance, net Under the previous guidance, retrospective commissions were not fixed or determinable, as a result, the associated revenue was recognized on a cash basis. Under ASC 606, the Company recognizes an estimate of the variable consideration to be received, subject to constraint, as it satisfies its performance obligation. As the Company’s performance obligation is satisfied at the time of arranging the insurance product sale, the Company recorded a contract asset and corresponding increase to retained earnings based on an estimate, subject to constraint, of amounts expected to be received associated with previously satisfied performance obligations. Impact of New Revenue Guidance on Financial Statement Line Items In accordance with the new revenue standard requirements, the disclosure of the impact of adoption on our Condensed Consolidated Balance Sheet and Statements of Income was as follows: As of June 30, 2018 As Reported Amounts Under ASC 605 Effect of Change Increase/(Decrease) (In millions) Balance Sheet: Assets: Accounts receivable $ 111.9 $ 118.4 $ (6.5 ) Inventories 967.4 969.9 (2.5 ) Other current assets 130.7 117.8 12.9 Liabilities: Accounts payable and accrued liabilities $ 283.3 $ 283.7 $ (0.4 ) Deferred income taxes 16.6 13.5 3.1 Equity: Retained earnings $ 842.8 $ 841.6 $ 1.2 For the Three Months Ended June 30, 2018 As Reported Amounts Under ASC 605 Effect of Change (Decrease) (In millions, except per share data) Statement of Income: Revenue: Parts and service $ 204.5 $ 205.6 $ (1.1 ) Finance and insurance, net 73.5 74.0 (0.5 ) Cost of Sales: Parts and service 74.9 75.7 (0.8 ) Income before income taxes 58.2 59.0 (0.8 ) Income tax expense 15.0 15.2 (0.2 ) Net income $ 43.2 $ 43.8 $ (0.6 ) Earnings Per Common Share: Basic $ 2.13 $ 2.16 $ (0.03 ) Diluted $ 2.11 $ 2.14 $ (0.03 ) For the Six Months Ended June 30, 2018 As Reported Amounts Under ASC 605 Effect of Change (Decrease) (In millions, except per share data) Statement of Income: Revenue: Parts and service $ 403.8 $ 406.2 $ (2.4 ) Finance and insurance, net 141.7 142.8 (1.1 ) Cost of Sales: Parts and service 149.1 150.7 (1.6 ) Income before income taxes 111.6 113.5 (1.9 ) Income tax expense 28.3 28.7 (0.4 ) Net income $ 83.3 $ 84.8 $ (1.5 ) Earnings Per Common Share: Basic $ 4.08 $ 4.16 $ (0.08 ) Diluted $ 4.02 $ 4.10 $ (0.08 ) The following summarizes the changes to the Company’s Condensed Consolidated Statements of Income for the three and six months ended June 30, 2018 as a result of the adoption of ASC 606 on January 1, 2018 compared to if the Company had continued to recognize revenues under ASC 605: • ASC 606 accelerated the recognition of revenue and costs related to open vehicle repair orders in which recognition was previously deferred until the completion of the repair order. During the three months ended June 30, 2018 , gross profit decreased $ 0.3 million due to differences in open repair orders as of June 30, 2018 compared to open repair orders as of March 31, 2018. During the six months ended June 30, 2018 , gross profit decreased $ 0.8 million due to differences in open repair orders as of June 30, 2018 compared to open repair orders as of December 31, 2017. • ASC 606 accelerated the timing of recognition of certain retro-commission arrangements (i.e. variable consideration) reported within Finance and Insurance, net. Under ASC 605, retro-commission income was recorded at the time it was received from our third-party provider. During the three and six months ended June 30, 2018 , net revenue decreased $0.5 million and $1.1 million , respectively, due to the difference between the amounts received compared to the Company's estimate of variable consideration, subject to a constraint, for products arranged during the same comparative periods. Contract Assets Changes in contract assets during the period are reflected in the table below. Contract assets related to vehicle repair and maintenance services are transferred to receivables when a repair order is completed and invoiced to the customer. Vehicle Repair and Maintenance Services Finance and Insurance, net Total (In millions) Contract Assets (Current), January 1, 2018 $ 6.4 $ 10.0 $ 16.4 Transferred to receivables from contract assets recognized at the beginning of the period (6.4 ) (3.2 ) (9.6 ) Increases related to revenue recognized, net of constraint amount, during the period 5.1 2.6 7.7 Contract Assets (Current), March 31, 2018 5.1 9.4 14.5 Transferred to receivables from contract assets recognized at the beginning of the period (5.1 ) (3.2 ) (8.3 ) Increases related to revenue recognized, net of constraint amount, during the period 4.0 2.7 6.7 Contract Assets (Current), June 30, 2018 $ 4.0 $ 8.9 $ 12.9

ACQUISITIONS

ACQUISITIONS	6 Months Ended
	Jun. 30, 2018
Business Combinations [Abstract]
ACQUISITIONS	ACQUISITIONS Results of acquired dealerships are included in our accompanying Condensed Consolidated Statements of Income commencing on the date of acquisition. Our acquisitions are accounted for such that the assets acquired and liabilities assumed are recognized at their acquisition date fair values, with any excess of the consideration transferred over the estimated fair values of the identifiable net assets acquired recorded as goodwill. Goodwill is an asset representing operational synergies and future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. The fair value of our manufacturer franchise rights are determined at the acquisition date, by discounting the projected cash flows specific to each franchise. Included in this analysis are market participant assumptions, at a dealership level, regarding the cash flows directly attributable to the franchise rights, revenue growth rates, future gross margins and future selling, general, and administrative expenses. Using an estimated weighted average cost of capital, estimated residual values at the end of the forecast period and estimated future capital expenditure requirements, the Company calculates the fair value of the franchise rights. During the six months ended June 30, 2018 , we acquired the assets of one franchise ( one dealership location) in the Indianapolis, Indiana market and two franchises ( two dealership locations) in the Atlanta, Georgia market for a combined purchase price of $ 93.2 million . Consideration paid (or payable) to fund these acquisitions included $68.6 million of cash, $22.7 million of floor plan borrowings for the purchase of the related new vehicle inventory, and purchase price holdbacks of $1.9 million for potential indemnity claims. During the six months ended June 30, 2017 , we acquired the assets of two franchises ( two dealership locations) and one collision center in the Indianapolis, Indiana market for a purchase price of $80.1 million . We funded these acquisitions with $55.0 million of cash and $25.1 million of floor plan borrowings for the purchase of the related new vehicle inventory. Below is the preliminary allocation of purchase price for the acquisitions completed during the six months ended June 30, 2018 . We have not finalized our internal valuation of manufacturer franchise rights. The $ 40.3 million of goodwill and manufacturer rights associated with our acquisitions will be deductible for federal and state income tax purposes ratably over a 15 year period. As of June 30, 2018 (In millions) Inventory $ 27.3 Real estate 23.5 Property and equipment 0.6 Goodwill 20.4 Manufacturer franchise rights 19.9 Loaner vehicles 1.7 Liabilities assumed (0.2 ) Total purchase price $ 93.2

ACCOUNTS RECEIVABLE

ACCOUNTS RECEIVABLE	6 Months Ended
	Jun. 30, 2018
Receivables [Abstract]
ACCOUNTS RECEIVABLE	ACCOUNTS RECEIVABLE Accounts receivable consisted of the following: As of June 30, 2018 December 31, 2017 (In millions) Vehicle receivables $ 41.9 $ 48.3 Manufacturer receivables 39.5 47.0 Other receivables 31.9 34.8 Total accounts receivable 113.3 130.1 Less—Allowance for doubtful accounts (1.4 ) (1.6 ) Accounts receivable, net $ 111.9 $ 128.5

INVENTORIES

INVENTORIES	6 Months Ended
	Jun. 30, 2018
Inventory Disclosure [Abstract]
INVENTORIES	INVENTORIES Inventories consisted of the following: As of June 30, 2018 December 31, 2017 (In millions) New vehicles $ 776.1 $ 646.5 Used vehicles 151.3 135.9 Parts and accessories 40.0 43.6 Total inventories $ 967.4 $ 826.0 The lower of cost and net realizable value reserves reduced total inventories by $6.2 million and $5.7 million as of June 30, 2018 and December 31, 2017 , respectively. As of June 30, 2018 and December 31, 2017 , certain automobile manufacturer incentives reduced new vehicle inventory cost by $9.1 million and $7.4 million , respectively, and reduced new vehicle cost of sales for the six months ended June 30, 2018 and 2017 by $19.7 million and $19.5 million , respectively.

ASSETS AND LIABILITIES HELD FOR

ASSETS AND LIABILITIES HELD FOR SALE	6 Months Ended
	Jun. 30, 2018
Discontinued Operations and Disposal Groups [Abstract]
ASSETS HELD FOR SALE	ASSETS AND LIABILITIES HELD FOR SALE During the six months ended June 30, 2018 , we sold one vacant property with a net book value of $2.0 million . Assets held for sale, comprising real estate not currently used in our operations, totaled $28.3 million and $30.3 million as of June 30, 2018 and December 31, 2017 , respectively. There were no liabilities associated with these real estate assets held for sale as of June 30, 2018 or December 31, 2017 .

FLOOR PLAN NOTES PAYABLE

FLOOR PLAN NOTES PAYABLE	6 Months Ended
	Jun. 30, 2018
Debt Disclosure [Abstract]
FLOOR PLAN NOTES PAYABLE	FLOOR PLAN NOTES PAYABLE Floor plan notes payable consisted of the following: As of June 30, 2018 December 31, 2017 (In millions) Floor plan notes payable—trade $ 117.0 $ 114.8 Floor plan notes payable offset account (12.0 ) (10.6 ) Floor plan notes payable—trade, net $ 105.0 $ 104.2 Floor plan notes payable—non-trade $ 783.4 $ 666.6 Floor plan notes payable offset account (15.8 ) (38.7 ) Floor plan notes payable—non-trade, net $ 767.6 $ 627.9 We have established a floor plan notes payable offset account with Ford Motor Credit Company which allows us to transfer cash to the account as an offset of our outstanding Floor Plan Notes Payable—Trade. Additionally, we have a similar floor plan offset account with Bank of America which allows us to offset our outstanding Floor Plan Notes Payable—Non-Trade. These accounts allow us to transfer cash to reduce the amount of outstanding floor plan notes payable that would otherwise accrue interest, while retaining the ability to transfer amounts from the floor plan offset accounts into our operating cash accounts within one to two days. As of June 30, 2018 and December 31, 2017, we had $27.8 million and $49.3 million , respectively, in these floor plan offset accounts.

LONG-TERM DEBT

LONG-TERM DEBT	6 Months Ended
	Jun. 30, 2018
Debt Disclosure [Abstract]
LONG-TERM DEBT	LONG-TERM DEBT Long-term debt consisted of the following: As of June 30, 2018 December 31, 2017 (In millions) 6.0% Senior Subordinated Notes due 2024 $ 600.0 $ 600.0 Mortgage notes payable bearing interest at fixed rates 136.2 139.1 Real estate credit agreement 46.9 48.5 Restated master loan agreement 85.9 88.5 Capital lease obligations 3.2 3.2 Total debt outstanding 872.2 879.3 Add—unamortized premium on 6.0% Senior Subordinated Notes due 2024 6.4 6.8 Less—debt issuance costs (9.9 ) (10.6 ) Long-term debt, including current portion 868.7 875.5 Less—current portion, net of current portion of debt issuance costs (13.1 ) (12.9 ) Long-term debt $ 855.6 $ 862.6 We are a holding company with no independent assets or operations. For all relevant periods presented, our 6.0% Senior Subordinated Notes due 2024 (our "6.0% Notes") have been fully and unconditionally guaranteed, on a joint and several basis, by substantially all of our subsidiaries. Any subsidiaries which have not guaranteed such notes are "minor" (as defined in Rule 3-10(h) of Regulation S-X). As of June 30, 2018 , there were no significant restrictions on the ability of our subsidiaries to distribute cash to us or our guarantor subsidiaries.

FINANCIAL INSTRUMENTS AND FAIR

FINANCIAL INSTRUMENTS AND FAIR VALUE	6 Months Ended
	Jun. 30, 2018
Fair Value Disclosures [Abstract]
FINANCIAL INSTRUMENTS AND FAIR VALUE	FINANCIAL INSTRUMENTS AND FAIR VALUE In determining fair value, we use various valuation approaches, including market and income approaches. Accounting standards establish a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from independent sources. Unobservable inputs are inputs that reflect our assumptions about the assumptions market participants would use in pricing the asset or liability, developed based on the best information available in the circumstances. The hierarchy is broken down into three levels based on the reliability of inputs as follows: Level 1-Valuations based on quoted prices in active markets for identical assets or liabilities that we have the ability to access. Level 2-Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. Assets and liabilities utilizing Level 2 inputs include interest rate swap instruments, exchange-traded debt securities that are not actively traded or do not have a high trading volume, mortgage notes payable, and certain real estate properties on a non-recurring basis. Level 3-Valuations based on inputs that are unobservable and significant to the overall fair value measurement. Asset and liability measurements utilizing Level 3 inputs include those used in estimating the fair value of certain non-financial assets and non-financial liabilities in purchase acquisitions and those used in the assessment of impairment for manufacturer franchise rights. The availability of observable inputs can vary and is affected by a wide variety of factors. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment required to determine fair value is greatest for instruments categorized in Level 3. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed is determined based on the lowest level input that is significant to the fair value measurement. Fair value is a market-based exit price measure considered from the perspective of a market participant who holds the asset or owes the liability rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, our assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date. We use inputs that are current as of the measurement date, including during periods of significant market fluctuations. Financial instruments consist primarily of cash and cash equivalents, contracts-in-transit, accounts receivable, cash surrender value of corporate-owned life insurance policies, accounts payable, floor plan notes payable, subordinated long-term debt, mortgage notes payable, and interest rate swap instruments. The carrying values of our financial instruments, with the exception of subordinated long-term debt and mortgage notes payable, approximate fair value due to (i) their short-term nature, (ii) recently completed market transactions, or (iii) existence of variable interest rates, which approximate market rates. The fair value of our subordinated long-term debt is based on reported market prices in an inactive market which reflects Level 2 inputs. We estimate the fair value of our mortgage notes payable using a present value technique based on current market interest rates for similar types of financial instruments which reflect Level 2 inputs. A summary of the carrying values and fair values of our 6.0% Notes and our mortgage notes payable is as follows: As of June 30, 2018 December 31, 2017 (In millions) Carrying Value: 6.0% Senior Subordinated Notes due 2024 $ 606.4 $ 606.8 Mortgage notes payable 269.0 276.1 Total carrying value $ 875.4 $ 882.9 Fair Value: 6.0% Senior Subordinated Notes due 2024 $ 592.5 $ 625.5 Mortgage notes payable 262.0 275.3 Total fair value $ 854.5 $ 900.8 Interest Rate Swap Agreements In June 2015, we entered into an interest rate swap agreement with a notional principal amount of $100.0 million . This swap was designed to provide a hedge against changes in variable rate cash flows regarding fluctuations in the one month London Interbank Offered Rate ("LIBOR"), through maturity in February 2025. The notional value of this swap was $87.7 million as of June 30, 2018 and is reducing over its remaining term to $53.1 million at maturity. In November 2013, we entered into an interest rate swap agreement with a notional principal amount of $75.0 million . This swap was designed to provide a hedge against changes in variable rate cash flows regarding fluctuations in the one month LIBOR rate, through maturity in September 2023. The notional value of this swap was $58.3 million as of June 30, 2018 and is reducing over its remaining term to $38.7 million at maturity. The fair value of cash flow swaps is calculated as the present value of expected future cash flows, determined on the basis of forward interest rates and present value factors. Fair value estimates reflect a credit adjustment to the discount rate applied to all expected cash flows under the swaps. Other than this input, all other inputs used in the valuation of these swaps are designated to be Level 2 fair values. The fair value of our swaps was a $2.3 million asset as of June 30, 2018 and a $1.7 million liability as of December 31, 2017 . The following table provides information regarding the fair value of our interest rate swap agreements and the impact on the Condensed Consolidated Balance Sheets: As of June 30, 2018 December 31, 2017 (In millions) Accounts payable and accrued liabilities $ — $ 1.0 Other long-term (assets) or liabilities (2.3 ) 0.7 Total fair value $ (2.3 ) $ 1.7 Both of our interest rate swaps qualify for cash flow hedge accounting treatment. During the three and six months ended June 30, 2018 and 2017 , neither of our cash flow swaps contained any ineffectiveness, nor was any ineffectiveness recognized in earnings. Information about the effect of our interest rate swap agreements on the accompanying Condensed Consolidated Statements of Income and Condensed Consolidated Statements of Comprehensive Income, is as follows (in millions): For the Three Months Ended June 30, Results Recognized in Accumulated Other Comprehensive Income/(Loss) Location of Results Reclassified from Accumulated Other Comprehensive Income/(Loss) to Earnings Results Reclassified from Accumulated Other Comprehensive Income/(Loss) to Earnings - Active Swaps 2018 $ 1.0 Swap interest expense $ (0.2 ) 2017 $ (1.1 ) Swap interest expense $ (0.6 ) For the Six Months Ended June 30, Results Recognized in Accumulated Other Comprehensive Income/(Loss) (Effective Portion) Location of Results Reclassified from Accumulated Other Comprehensive Income/(Loss) to Earnings Amount Reclassified from Accumulated Other Comprehensive Income/(Loss) to Earnings–Active Swaps 2018 $ 3.6 Swap interest expense $ (0.4 ) 2017 $ (1.0 ) Swap interest expense $ (1.2 ) On the basis of yield curve conditions as of June 30, 2018 and including assumptions about future changes in fair value, we expect the amount to be reclassified out of Accumulated Other Comprehensive Income into earnings within the next 12 months will be losses of less than $0.1 million .

SUPPLEMENTAL CASH FLOW INFORMAT

SUPPLEMENTAL CASH FLOW INFORMATION	6 Months Ended
	Jun. 30, 2018
Supplemental Cash Flow Information [Abstract]
SUPPLEMENTAL CASH FLOW INFORMATION	SUPPLEMENTAL CASH FLOW INFORMATION During the six months ended June 30, 2018 and 2017 , we made interest payments, including amounts capitalized, totaling $39.8 million and $37.9 million , respectively. Included in these interest payments are $14.0 million and $11.1 million , of floor plan interest payments during the six months ended June 30, 2018 and 2017 , respectively. During the six months ended June 30, 2018 and 2017 , we made income tax payments, net of refunds received totaling $27.3 million and $70.7 million , respectively. During the six months ended June 30, 2018 and 2017 , we transferred $92.4 million and $68.6 million , respectively, of loaner vehicles from Other Current Assets to Inventories on our Condensed Consolidated Balance Sheets.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	6 Months Ended
	Jun. 30, 2018
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	COMMITMENTS AND CONTINGENCIES Our dealerships are party to dealer and framework agreements with applicable vehicle manufacturers. In accordance with these agreements, each dealership has certain rights and is subject to restrictions typical in the industry. The ability of these manufacturers to influence the operations of the dealerships or the loss of any of these agreements could have a materially negative impact on our operating results. In some instances, manufacturers may have the right, and may direct us, to implement costly capital improvements to dealerships as a condition to entering into, renewing, or extending franchise agreements with them. Manufacturers also typically require that their franchises meet specific standards of appearance. These factors, either alone or in combination, could cause us to use our financial resources on capital projects that we might not have planned for or otherwise determined to undertake. From time to time, we and our dealerships are or may become involved in various claims relating to, and arising out of, our business and our operations. These claims may involve, but not be limited to, financial and other audits by vehicle manufacturers or lenders and certain federal, state, and local government authorities, which have historically related primarily to (i) incentive and warranty payments received from vehicle manufacturers, or allegations of violations of manufacturer agreements or policies, (ii) compliance with lender rules and covenants, and (iii) payments made to government authorities relating to federal, state, and local taxes, as well as compliance with other government regulations. Claims may also arise through litigation, government proceedings, and other dispute resolution processes. Such claims, including class actions, could relate to, but may not be limited to, the practice of charging administrative fees and other fees and commissions, employment-related matters, truth-in-lending and other dealer assisted financing obligations, contractual disputes, actions brought by governmental authorities, and other matters. We evaluate pending and threatened claims and establish loss contingency reserves based upon outcomes we currently believe to be probable and reasonably estimable. We believe we have adequately accrued for the potential impact of loss contingencies that are probable and reasonably estimable. Based on our review of the various types of claims currently known to us, there is no indication of material reasonably possible losses in excess of amounts accrued in the aggregate. We currently do not anticipate that any known claim will materially adversely affect our financial condition, liquidity, or results of operations. However, the outcome of any matter cannot be predicted with certainty, and an unfavorable resolution of one or more matters presently known or arising in the future could have a material adverse effect on our financial condition, liquidity, or results of operations. A significant portion of our business involves the sale of vehicles, parts, or vehicles composed of parts that are manufactured outside the United States. As a result, our operations are subject to customary risks of importing merchandise, including fluctuations in the relative values of currencies, import duties, exchange controls, trade restrictions, work stoppages, and general political and socio-economic conditions in foreign countries. The United States or the countries from which our products are imported may, from time to time, impose new quotas, duties, tariffs, or other restrictions, or adjust presently prevailing quotas, duties, or tariffs, which may affect our operations, and our ability to purchase imported vehicles and/or parts at reasonable prices. Substantially all of our facilities are subject to federal, state and local provisions regarding the discharge of materials into the environment. Compliance with these provisions has not had, nor do we expect such compliance to have, any material effect upon our capital expenditures, net earnings, financial condition, liquidity or competitive position. We believe that our current practices and procedures for the control and disposition of such materials comply with applicable federal, state, and local requirements. No assurances can be provided, however, that future laws or regulations, or changes in existing laws or regulations, would not require us to expend significant resources in order to comply therewith. We had $16.0 million of letters of credit outstanding as of June 30, 2018 , which are required by certain of our insurance providers. In addition, as of June 30, 2018 , we maintained a $5.0 million surety bond line in the ordinary course of our business. Our letters of credit and surety bond line are considered to be off balance sheet arrangements. Our other material commitments include (i) floor plan notes payable, (ii) operating leases, (iii) long-term debt and (iv) interest on long-term debt, as described elsewhere herein.

DESCRIPTION OF BUSINESS AND S18

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
	Jun. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation The accompanying Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"), and reflect the consolidated accounts of Asbury Automotive Group, Inc. and our wholly owned subsidiaries. All intercompany transactions have been eliminated in consolidation. In the opinion of management, all adjustments, consisting only of normal, recurring adjustments, considered necessary for a fair presentation of the Condensed Consolidated Financial Statements as of June 30, 2018 , and for the three and six months ended June 30, 2018 and 2017 , have been included. The results of operations for the three and six months ended June 30, 2018 are not necessarily indicative of the results that may be expected for any other interim period, or any full year period. Our Condensed Consolidated Financial Statements should be read together with our audited consolidated financial statements contained in our Annual Report on Form 10-K for the year ended December 31, 2017 .
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities as of the date of the financial statements, and the reported amounts of revenues and expenses during the periods presented. Actual results could differ materially from these estimates. Estimates and assumptions are reviewed quarterly and the effects of any revisions are reflected in the consolidated financial statements in the period they are determined to be necessary. Significant estimates made in the accompanying Condensed Consolidated Financial Statements include, but are not limited to, those relating to inventory valuation reserves, variable consideration and constraint considerations related to retro-commission arrangements, reserves for chargebacks against revenue recognized from the sale of finance and insurance products, reserves for insurance programs, certain assumptions related to intangible and long-lived assets, and reserves for certain legal or similar proceedings relating to our business operations.
Contracts-In-Transit	Contracts-In-Transit Contracts-in-transit represent receivables from third-party finance companies for the portion of new and used vehicle purchase price financed by customers through sources arranged by us.
Revenue Recognition	Revenue Recognition The Company adopted ASU 2014-09, Revenue from Contracts with Customers (Topic 606) and all subsequent amendments issued thereafter (collectively "ASC 606"), on January 1, 2018. Refer to Note 2 for additional information related to the Company’s adoption of ASC 606.
Income Taxes	Income Taxes We use the liability method to account for income taxes. Under this method, deferred tax assets and liabilities are recognized for the expected future tax consequences of differences between the carrying amounts of assets and liabilities and their respective tax basis using currently enacted tax rates. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period when the change is enacted. Deferred tax assets are reduced by a valuation allowance when it is more likely than not that some portion or all the deferred tax assets will not be realized. On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the "Tax Act"). The Tax Act makes broad and complex changes to the U.S. tax code, including, but not limited to, a reduction in the U.S. federal corporate income tax rate from 35% to 21%. The SEC staff issued Staff Accounting Bulletin No. 118 ("SAB 118") on December 22, 2017, which provides guidance on accounting for the tax effects of the Tax Act. SAB 118 provides a measurement period that should not extend beyond one year from the Tax Act enactment date for companies to complete the accounting under ASC 740, Income Taxes ("ASC 740"). In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the Tax Act for which the accounting under ASC 740 is complete. To the extent that a company’s accounting for certain income tax effects of the Tax Act is incomplete but the company is able to determine a reasonable estimate, it must record a provisional estimate in the financial statements. We remeasured certain deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future, which is generally 21%. However, we are still analyzing certain aspects of the Tax Act and refining our calculations, which could potentially affect the measurement of these balances and impact future taxable income. We have not yet been able to make a reasonable estimate of the potential impact of the effect of the new limitations under Internal Revenue Code Section 162(m) as it relates to the deferred tax asset for certain components of share-based compensation and continue to account for the deferred tax asset based on the provisions of the tax laws that were in effect immediately prior to enactment of the Tax Act. We will complete our accounting for the Tax Act in 2018 after we have considered additional guidance issued by the U.S. Treasury Department, state tax authorities and other standard-setting bodies, and we have gathered and analyzed additional data relative to our calculations. This may result in adjustments to our provisional amounts, which would impact our provision for income taxes and effective tax rate in the period the adjustments are made.
Earnings per Common Share	Earnings per Common Share Basic earnings per common share is computed by dividing net income by the weighted-average common shares outstanding during the period. Diluted earnings per common share is computed by dividing net income by the weighted-average common shares and common share equivalents outstanding during the period. For all periods presented, there were no adjustments to the numerator necessary to compute diluted earnings per share.
Assets Held for Sale and Liabilities Associated with Assets Held for Sale	Assets Held for Sale and Liabilities Associated with Assets Held for Sale Certain amounts have been classified as Assets Held for Sale in the accompanying Condensed Consolidated Balance Sheets. Assets and liabilities classified as held for sale include assets and liabilities associated with pending dealership disposals, real estate not currently used in our operations that we are actively marketing to sell, and any related mortgage notes payable, if applicable. Classification as held for sale begins on the date that we have met all of the criteria for classification as held for sale. At the time of classifying assets as held for sale, we compare the carrying value of these assets to estimates of fair value to assess for impairment. We compare the carrying value to estimates of fair value utilizing the assistance of third-party broker opinions of value and third-party desktop appraisals to assist in our fair value estimates related to real estate properties.
Statements of Cash Flows	Statements of Cash Flows Borrowings and repayments of floor plan notes payable to a lender unaffiliated with the manufacturer from which we purchase a particular new vehicle ("Non-Trade") and all floor plan notes payable relating to pre-owned vehicles (together referred to as "Floor Plan Notes Payable—Non-Trade") are classified as financing activities on the accompanying Condensed Consolidated Statements of Cash Flows, with borrowings reflected separately from repayments. The net change in floor plan notes payable to a lender affiliated with the manufacturer from which we purchase a particular new vehicle (collectively referred to as "Floor Plan Notes Payable—Trade") is classified as an operating activity on the accompanying Condensed Consolidated Statements of Cash Flows. Borrowings of floor plan notes payable associated with inventory acquired in connection with all acquisitions and repayments made in connection with all divestitures are classified as financing activities in the accompanying Condensed Consolidated Statement of Cash Flows. Cash flows related to floor plan notes payable included in operating activities differ from cash flows related to floor plan notes payable included in financing activities only to the extent that the former are payable to a lender affiliated with the manufacturer from which we purchased the related inventory, while the latter are payable to a lender not affiliated with the manufacturer from which we purchased the related inventory. Loaner vehicles account for a significant portion of Other Current Assets. We acquire loaner vehicles either with available cash or through borrowing from either our manufacturer affiliated lenders or through our senior secured credit agreement with Bank of America, as administrative agent, and the other agents and lenders party thereto (the "2016 Senior Credit Facility"). Loaner vehicles are initially used by our service department for a short period of time (typically six to twelve months) before we seek to sell them. Therefore, we classify the acquisition of loaner vehicles in Other Current Assets and the borrowings and repayments of loaner vehicle notes payable in Accounts Payable and Accrued Liabilities in the accompanying Condensed Consolidated Statements of Cash Flows. Loaner vehicles are depreciated over the service period to their estimated value. At the end of the loaner service period, loaner vehicles are transferred from Other Current Assets to used vehicle inventory. These transfers are reflected as non-cash transfers between Other Current Assets and Inventories in the accompanying Condensed Consolidated Statements of Cash Flows.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments . The amendments in this update address several specific cash flow issues with the objective of reducing the diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The amendments in this update were effective for interim and annual periods beginning after December 15, 2017 and include retrospective application. The Company adopted this ASU during the first quarter of 2018. The adoption of this ASU did not have a material impact to our consolidated financial statements for the six months ended June 30, 2018 and 2017. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business. The amendments in this update clarify the definition of a business in order to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The amendments in this ASU were to be applied prospectively and were effective for interim and annual periods beginning after December 15, 2017. The Company adopted ASU 2017-01 during the first quarter of 2018. The adoption of this update did not have a material impact to our consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). This new standard, and its related amendments, will supersede the existing lease accounting guidance and apply to all entities. This new standard defines new principles for the recognition, measurement, presentation, and disclosure of leases for both lessees and lessors. This new standard will become effective for us on January 1, 2019. A modified retrospective transition approach is required for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. While we are still evaluating the impact of this new standard, we expect that the right-of-use assets and the associated lease liabilities will be material to our consolidated financial statements. We are unable to quantify the impact at this time as the ultimate impact of adopting this new standard will depend on the total amount of our lease commitments as of the adoption date. In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities. This new standard is intended to simplify hedge accounting by better aligning how an entity’s risk management activities and hedging relationships are presented in its financial statements and simplifies the application of hedge accounting guidance in certain situations. This new standard expands and refines hedge accounting for both non-financial and financial risk components and aligns the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements. This new standard will become effective for us on January 1, 2019; however, early adoption is permitted. For cash flow hedges existing at the adoption date, this new standard requires adoption on a modified retrospective basis with a cumulative-effect adjustment to retained earnings as of the effective date. The amendments to presentation guidance and disclosure requirements are required to be adopted prospectively. We are currently evaluating the date upon which we will adopt this new standard and the impact this new standard may have on our consolidated financial statements.

REVENUE RECOGNITION (Tables)

REVENUE RECOGNITION (Tables)	6 Months Ended
	Jun. 30, 2018
Revenue from Contract with Customer [Abstract]
Schedule of Disaggregation of Revenue	The following table summarizes revenue from contracts with customers for the three and six months ended June 30, 2018 : For the Three Months Ended June 30, 2018 For the Six Months Ended June 30, 2018 (In millions) Revenue: New vehicle $ 928.7 $ 1,785.8 Used vehicle retail 470.9 906.7 Used vehicle wholesale 46.0 94.8 New and used vehicle 1,445.6 2,787.3 Sale of vehicle parts and accessories 34.3 68.1 Vehicle repair and maintenance services 170.2 335.7 Parts and services 204.5 403.8 Finance and insurance, net 73.5 141.7 Total revenue $ 1,723.6 $ 3,332.8
Schedule of New Accounting Pronouncements	In accordance with the new revenue standard requirements, the disclosure of the impact of adoption on our Condensed Consolidated Balance Sheet and Statements of Income was as follows: As of June 30, 2018 As Reported Amounts Under ASC 605 Effect of Change Increase/(Decrease) (In millions) Balance Sheet: Assets: Accounts receivable $ 111.9 $ 118.4 $ (6.5 ) Inventories 967.4 969.9 (2.5 ) Other current assets 130.7 117.8 12.9 Liabilities: Accounts payable and accrued liabilities $ 283.3 $ 283.7 $ (0.4 ) Deferred income taxes 16.6 13.5 3.1 Equity: Retained earnings $ 842.8 $ 841.6 $ 1.2 For the Three Months Ended June 30, 2018 As Reported Amounts Under ASC 605 Effect of Change (Decrease) (In millions, except per share data) Statement of Income: Revenue: Parts and service $ 204.5 $ 205.6 $ (1.1 ) Finance and insurance, net 73.5 74.0 (0.5 ) Cost of Sales: Parts and service 74.9 75.7 (0.8 ) Income before income taxes 58.2 59.0 (0.8 ) Income tax expense 15.0 15.2 (0.2 ) Net income $ 43.2 $ 43.8 $ (0.6 ) Earnings Per Common Share: Basic $ 2.13 $ 2.16 $ (0.03 ) Diluted $ 2.11 $ 2.14 $ (0.03 ) For the Six Months Ended June 30, 2018 As Reported Amounts Under ASC 605 Effect of Change (Decrease) (In millions, except per share data) Statement of Income: Revenue: Parts and service $ 403.8 $ 406.2 $ (2.4 ) Finance and insurance, net 141.7 142.8 (1.1 ) Cost of Sales: Parts and service 149.1 150.7 (1.6 ) Income before income taxes 111.6 113.5 (1.9 ) Income tax expense 28.3 28.7 (0.4 ) Net income $ 83.3 $ 84.8 $ (1.5 ) Earnings Per Common Share: Basic $ 4.08 $ 4.16 $ (0.08 ) Diluted $ 4.02 $ 4.10 $ (0.08 ) The Company adopted ASC 606 using the modified retrospective method. The cumulative effect of applying the new guidance to all contracts with customers that were not completed as of January 1, 2018 was recorded as an adjustment to retained earnings as of the adoption date. As a result of applying the modified retrospective method to adopt the new revenue guidance, the following adjustments were made to accounts on the Condensed Consolidated Balance Sheet as of January 1, 2018: As Reported Adjustments Balance at December 31, 2017 Vehicle Repair and Maintenance Services Finance and Insurance, net January 1, 2018 (In millions) Assets: Inventories $ 826.0 $ (4.1 ) $ — $ 821.9 Other current assets 119.3 6.4 10.0 135.7 Liabilities: Deferred income taxes $ 12.5 $ 0.6 $ 2.5 $ 15.6 Equity: Retained earnings $ 750.3 $ 1.7 $ 7.5 $ 759.5
Schedule of Contract with Customer, Assets	Changes in contract assets during the period are reflected in the table below. Contract assets related to vehicle repair and maintenance services are transferred to receivables when a repair order is completed and invoiced to the customer. Vehicle Repair and Maintenance Services Finance and Insurance, net Total (In millions) Contract Assets (Current), January 1, 2018 $ 6.4 $ 10.0 $ 16.4 Transferred to receivables from contract assets recognized at the beginning of the period (6.4 ) (3.2 ) (9.6 ) Increases related to revenue recognized, net of constraint amount, during the period 5.1 2.6 7.7 Contract Assets (Current), March 31, 2018 5.1 9.4 14.5 Transferred to receivables from contract assets recognized at the beginning of the period (5.1 ) (3.2 ) (8.3 ) Increases related to revenue recognized, net of constraint amount, during the period 4.0 2.7 6.7 Contract Assets (Current), June 30, 2018 $ 4.0 $ 8.9 $ 12.9

ACQUISITIONS (Tables)

ACQUISITIONS (Tables)	6 Months Ended
	Jun. 30, 2018
Business Combinations [Abstract]
Schedule of Business Acquisitions	Below is the preliminary allocation of purchase price for the acquisitions completed during the six months ended June 30, 2018 . We have not finalized our internal valuation of manufacturer franchise rights. The $ 40.3 million of goodwill and manufacturer rights associated with our acquisitions will be deductible for federal and state income tax purposes ratably over a 15 year period. As of June 30, 2018 (In millions) Inventory $ 27.3 Real estate 23.5 Property and equipment 0.6 Goodwill 20.4 Manufacturer franchise rights 19.9 Loaner vehicles 1.7 Liabilities assumed (0.2 ) Total purchase price $ 93.2

ACCOUNTS RECEIVABLE (Tables)

ACCOUNTS RECEIVABLE (Tables)	6 Months Ended
	Jun. 30, 2018
Receivables [Abstract]
Schedule of Accounts Receivable	Accounts receivable consisted of the following: As of June 30, 2018 December 31, 2017 (In millions) Vehicle receivables $ 41.9 $ 48.3 Manufacturer receivables 39.5 47.0 Other receivables 31.9 34.8 Total accounts receivable 113.3 130.1 Less—Allowance for doubtful accounts (1.4 ) (1.6 ) Accounts receivable, net $ 111.9 $ 128.5

INVENTORIES (Tables)

INVENTORIES (Tables)	6 Months Ended
	Jun. 30, 2018
Inventory Disclosure [Abstract]
Schedule of Inventory	Inventories consisted of the following: As of June 30, 2018 December 31, 2017 (In millions) New vehicles $ 776.1 $ 646.5 Used vehicles 151.3 135.9 Parts and accessories 40.0 43.6 Total inventories $ 967.4 $ 826.0

FLOOR PLAN NOTES PAYABLE (Table

FLOOR PLAN NOTES PAYABLE (Tables)	6 Months Ended
	Jun. 30, 2018
Debt Disclosure [Abstract]
Schedule of Floor Plan Notes Payable	Floor plan notes payable consisted of the following: As of June 30, 2018 December 31, 2017 (In millions) Floor plan notes payable—trade $ 117.0 $ 114.8 Floor plan notes payable offset account (12.0 ) (10.6 ) Floor plan notes payable—trade, net $ 105.0 $ 104.2 Floor plan notes payable—non-trade $ 783.4 $ 666.6 Floor plan notes payable offset account (15.8 ) (38.7 ) Floor plan notes payable—non-trade, net $ 767.6 $ 627.9

LONG-TERM DEBT (Tables)

LONG-TERM DEBT (Tables)	6 Months Ended
	Jun. 30, 2018
Debt Disclosure [Abstract]
Schedule of Long-term Debt	Long-term debt consisted of the following: As of June 30, 2018 December 31, 2017 (In millions) 6.0% Senior Subordinated Notes due 2024 $ 600.0 $ 600.0 Mortgage notes payable bearing interest at fixed rates 136.2 139.1 Real estate credit agreement 46.9 48.5 Restated master loan agreement 85.9 88.5 Capital lease obligations 3.2 3.2 Total debt outstanding 872.2 879.3 Add—unamortized premium on 6.0% Senior Subordinated Notes due 2024 6.4 6.8 Less—debt issuance costs (9.9 ) (10.6 ) Long-term debt, including current portion 868.7 875.5 Less—current portion, net of current portion of debt issuance costs (13.1 ) (12.9 ) Long-term debt $ 855.6 $ 862.6

FINANCIAL INSTRUMENTS AND FAI25

FINANCIAL INSTRUMENTS AND FAIR VALUE FINANCIAL INSTRUMENTS AND FAIR VALUE (Tables)	6 Months Ended
	Jun. 30, 2018
Fair Value Disclosures [Abstract]
Schedule of Carrying Values and Fair Values of Liabilities	A summary of the carrying values and fair values of our 6.0% Notes and our mortgage notes payable is as follows: As of June 30, 2018 December 31, 2017 (In millions) Carrying Value: 6.0% Senior Subordinated Notes due 2024 $ 606.4 $ 606.8 Mortgage notes payable 269.0 276.1 Total carrying value $ 875.4 $ 882.9 Fair Value: 6.0% Senior Subordinated Notes due 2024 $ 592.5 $ 625.5 Mortgage notes payable 262.0 275.3 Total fair value $ 854.5 $ 900.8
Schedule of Derivative Instruments Fair Value	The following table provides information regarding the fair value of our interest rate swap agreements and the impact on the Condensed Consolidated Balance Sheets: As of June 30, 2018 December 31, 2017 (In millions) Accounts payable and accrued liabilities $ — $ 1.0 Other long-term (assets) or liabilities (2.3 ) 0.7 Total fair value $ (2.3 ) $ 1.7
Schedule of Derivative Instruments Effect on Accumulated Other Comprehensive Income	Information about the effect of our interest rate swap agreements on the accompanying Condensed Consolidated Statements of Income and Condensed Consolidated Statements of Comprehensive Income, is as follows (in millions): For the Three Months Ended June 30, Results Recognized in Accumulated Other Comprehensive Income/(Loss) Location of Results Reclassified from Accumulated Other Comprehensive Income/(Loss) to Earnings Results Reclassified from Accumulated Other Comprehensive Income/(Loss) to Earnings - Active Swaps 2018 $ 1.0 Swap interest expense $ (0.2 ) 2017 $ (1.1 ) Swap interest expense $ (0.6 ) For the Six Months Ended June 30, Results Recognized in Accumulated Other Comprehensive Income/(Loss) (Effective Portion) Location of Results Reclassified from Accumulated Other Comprehensive Income/(Loss) to Earnings Amount Reclassified from Accumulated Other Comprehensive Income/(Loss) to Earnings–Active Swaps 2018 $ 3.6 Swap interest expense $ (0.4 ) 2017 $ (1.0 ) Swap interest expense $ (1.2 )

DESCRIPTION OF BUSINESS AND S26

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details)	12 Months Ended
	Dec. 31, 2017	Jun. 30, 2018VehicleBrandsFranchisesMetropolitanMarketsstatesDealershipLocationsCollisionRepairCenters
Business Organization [Line Items]
Number of franchises (in franchises) | Franchises		97
Number of dealership locations (in dealership locations) | DealershipLocations		83
Number of metropolitan markets (in metropolitan markets) | MetropolitanMarkets		17
Number of states (in states) | states		9
Number of vehicle brands (in vehicle brands) | VehicleBrands		29
Number of collision repair centers (in collision repair centers) | CollisionRepairCenters		25
Minimum
Business Organization [Line Items]
Loaner vehicle period of use before sale (in months)	6 months
Maximum
Business Organization [Line Items]
Loaner vehicle period of use before sale (in months)	12 months
Mid-line Import Brands
Business Organization [Line Items]
Weighted brand mix (percent)		47.00%
Luxury Brands
Business Organization [Line Items]
Weighted brand mix (percent)		33.00%
Domestic Brands
Business Organization [Line Items]
Weighted brand mix (percent)		20.00%

REVENUE RECOGNITION (Disaggrega

REVENUE RECOGNITION (Disaggregation of Revenue) (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2018
Disaggregation of Revenue [Line Items]
Total revenue	$ 1,723.6	$ 3,332.8
New and used vehicle
Disaggregation of Revenue [Line Items]
Total revenue	1,445.6	2,787.3
New and used vehicle | New vehicle
Disaggregation of Revenue [Line Items]
Total revenue	928.7	1,785.8
New and used vehicle | Used vehicle retail
Disaggregation of Revenue [Line Items]
Total revenue	470.9	906.7
New and used vehicle | Used vehicle wholesale
Disaggregation of Revenue [Line Items]
Total revenue	46	94.8
Parts and services
Disaggregation of Revenue [Line Items]
Total revenue	204.5	403.8
Parts and services | Sale of vehicle parts and accessories
Disaggregation of Revenue [Line Items]
Total revenue	34.3	68.1
Parts and services | Vehicle repair and maintenance services
Disaggregation of Revenue [Line Items]
Total revenue	170.2	335.7
Finance and insurance, net
Disaggregation of Revenue [Line Items]
Total revenue	$ 73.5	$ 141.7

REVENUE RECOGNITION (Financial

REVENUE RECOGNITION (Financial Statement Impact of Adopting ASC 606) (Details) - USD ($) $ in Millions	Jun. 30, 2018	Jan. 01, 2018	Dec. 31, 2017
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Inventories	$ 967.4	$ 821.9	$ 826
Other current assets	130.7	135.7	119.3
Deferred income taxes	16.6	15.6	12.5
Retained earnings	842.8	759.5	750.3
Calculated under Revenue Guidance in Effect before Topic 606
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Inventories	969.9		826
Other current assets	117.8		119.3
Deferred income taxes	13.5		12.5
Retained earnings	841.6		$ 750.3
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Inventories	(2.5)
Other current assets	12.9
Deferred income taxes	3.1
Retained earnings	$ 1.2
Difference between Revenue Guidance in Effect before and after Topic 606 | Vehicle repair and maintenance services | Accounting Standards Update 2014-09
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Inventories		(4.1)
Other current assets		6.4
Deferred income taxes		0.6
Retained earnings		1.7
Difference between Revenue Guidance in Effect before and after Topic 606 | Finance and insurance, net | Accounting Standards Update 2014-09
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Inventories		0
Other current assets		10
Deferred income taxes		2.5
Retained earnings		$ 7.5

REVENUE RECOGNITION (Impact of

REVENUE RECOGNITION (Impact of New Revenue Guidance) (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017	Jan. 01, 2018	Dec. 31, 2017
Balance Sheet:
Accounts receivable	$ 111.9		$ 111.9
Inventories	967.4		967.4		$ 821.9	$ 826
Other current assets	130.7		130.7		135.7	119.3
Accounts payable and accrued liabilities	283.3		283.3			313.2
Deferred income taxes	16.6		16.6		15.6	12.5
Retained earnings	842.8		842.8		$ 759.5	750.3
Statement of Income:
Parts and service	204.5	$ 200.8	403.8	$ 392.3
Finance and insurance, net	73.5	68.9	141.7	134.8
Parts and service	74.9	76.3	149.1	147.9
Income before income taxes	58.2	51.5	111.6	104.6
Income tax expense	15	19.6	28.3	38.7
Net income	$ 43.2	$ 31.9	$ 83.3	$ 65.9
Earnings Per Common Share:
Basic (in dollars per share)	$ 2.13	$ 1.53	$ 4.08	$ 3.15
Diluted (in dollars per share)	$ 2.11	$ 1.52	$ 4.02	$ 3.12
Gross profit	$ 277.8	$ 267.1	$ 543.2	$ 527.2
Calculated under Revenue Guidance in Effect before Topic 606
Balance Sheet:
Accounts receivable	118.4		118.4
Inventories	969.9		969.9			826
Other current assets	117.8		117.8			119.3
Accounts payable and accrued liabilities	283.7		283.7
Deferred income taxes	13.5		13.5			12.5
Retained earnings	841.6		841.6			$ 750.3
Statement of Income:
Parts and service	205.6		406.2
Finance and insurance, net	74		142.8
Parts and service	75.7		150.7
Income before income taxes	59		113.5
Income tax expense	15.2		28.7
Net income	$ 43.8		$ 84.8
Earnings Per Common Share:
Basic (in dollars per share)	$ 2.16		$ 4.16
Diluted (in dollars per share)	$ 2.14		$ 4.10
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09
Balance Sheet:
Accounts receivable	$ (6.5)		$ (6.5)
Inventories	(2.5)		(2.5)
Other current assets	12.9		12.9
Accounts payable and accrued liabilities	(0.4)		(0.4)
Deferred income taxes	3.1		3.1
Retained earnings	1.2		1.2
Statement of Income:
Parts and service	(1.1)		(2.4)
Finance and insurance, net	0.5		(1.1)
Parts and service	(0.8)		(1.6)
Income before income taxes	(0.8)		(1.9)
Income tax expense	(0.2)		(0.4)
Net income	$ (0.6)		$ (1.5)
Earnings Per Common Share:
Basic (in dollars per share)	$ (0.03)		$ (0.08)
Diluted (in dollars per share)	$ (0.03)		$ (0.08)
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | Open Vehicle Repair Orders
Earnings Per Common Share:
Gross profit	$ 0.3		$ 0.8

REVENUE RECOGNITION (Contract A

REVENUE RECOGNITION (Contract Assets) (Details) - USD ($) $ in Millions	3 Months Ended
	Jun. 30, 2018	Mar. 31, 2018
Change in Contract with Customer, Asset [Roll Forward]
Contract Assets (Current), January 1, 2018	$ 14.5	$ 16.4
Transferred to receivables from contract assets recognized at the beginning of the period	(8.3)	(9.6)
Increases related to revenue recognized, net of constraint amount, during the period	6.7	7.7
Contract Assets (Current), March 31, 2018	12.9	14.5
Finance and insurance, net
Change in Contract with Customer, Asset [Roll Forward]
Contract Assets (Current), January 1, 2018	9.4	10
Transferred to receivables from contract assets recognized at the beginning of the period	(3.2)	(3.2)
Increases related to revenue recognized, net of constraint amount, during the period	2.7	2.6
Contract Assets (Current), March 31, 2018	8.9	9.4
New and used vehicle | Vehicle repair and maintenance services
Change in Contract with Customer, Asset [Roll Forward]
Contract Assets (Current), January 1, 2018	5.1	6.4
Transferred to receivables from contract assets recognized at the beginning of the period	(5.1)	(6.4)
Increases related to revenue recognized, net of constraint amount, during the period	4	5.1
Contract Assets (Current), March 31, 2018	$ 4	$ 5.1

ACQUISITIONS (Narrative) (Detai

ACQUISITIONS (Narrative) (Details) $ in Millions	6 Months Ended
	Jun. 30, 2018USD ($)FranchisesDealershipLocations	Jun. 30, 2017USD ($)FranchisesDealershipLocations
Series of Individual Business Acquisitions
Business Acquisition [Line Items]
Aggregate purchase price	$ 93.2	$ 80.1
Cash paid for acquisition	68.6	55
Floor plan borrowings for puchase of related inventory	22.7	$ 25.1
Holdback	1.9
Goodwill, acquired during period	$ 0
Goodwill and manufacturer franchise rights, period for federal and state tax deductions	15 years
Indiana
Business Acquisition [Line Items]
Number of franchises acquired (in franchises) | Franchises	1	2
Number of dealership locations acquired (in dealership locations) | DealershipLocations	1	2
Number of collision centers acquired (in centers) | DealershipLocations		1
Georgia
Business Acquisition [Line Items]
Number of franchises acquired (in franchises) | Franchises	2
Number of dealership locations acquired (in dealership locations) | DealershipLocations	2

ACQUISITIONS (Purchase Price Al

ACQUISITIONS (Purchase Price Allocation) (Details) - USD ($) $ in Millions	Jun. 30, 2018	Dec. 31, 2017
Business Acquisition [Line Items]
Goodwill	$ 181.2	$ 160.8
Series of Individual Business Acquisitions
Business Acquisition [Line Items]
Inventory	27.3
Real Estate	23.5
Property and equipment	0.6
Goodwill	20.4
Manufacturer franchise rights	19.9
Loaner vehicles	1.7
Liabilities assumed	(0.2)
Total purchase price	$ 93.2

ACCOUNTS RECEIVABLE (Details)

ACCOUNTS RECEIVABLE (Details) - USD ($) $ in Millions	Jun. 30, 2018	Dec. 31, 2017
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total accounts receivable	$ 113.3	$ 130.1
Less—Allowance for doubtful accounts	(1.4)	(1.6)
Accounts receivable, net	111.9	128.5
Vehicle receivables
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total accounts receivable	41.9	48.3
Manufacturer receivables
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total accounts receivable	39.5	47
Other receivables
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total accounts receivable	$ 31.9	$ 34.8

INVENTORIES (Details)

INVENTORIES (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2018	Jan. 01, 2018	Dec. 31, 2017
Components of Inventory [Line Items]
Total inventories		$ 967.4	$ 821.9	$ 826
Lower of cost or market inventory reserves		6.2		5.7
New vehicles
Components of Inventory [Line Items]
Total inventories		776.1		646.5
Reduction of new vehicle inventory cost by automobile manufacturer incentives		(9.1)		(7.4)
Reduction to cost of sales	$ 19.5
Used vehicles
Components of Inventory [Line Items]
Total inventories		151.3		135.9
Parts and accessories
Components of Inventory [Line Items]
Total inventories		$ 40		$ 43.6

ASSETS AND LIABILITIES HELD F35

ASSETS AND LIABILITIES HELD FOR SALE (Details) $ in Millions	Jun. 30, 2018USD ($)property	Dec. 31, 2017USD ($)
Long Lived Assets Held-for-sale [Line Items]
Real estate held-for-sale	$ 28.3	$ 30.3
Disposed of by sale | Vacant property
Long Lived Assets Held-for-sale [Line Items]
Number of real estate properties | property	1
Real estate held-for-sale	$ 2

FLOOR PLAN NOTES PAYABLE (Detai

FLOOR PLAN NOTES PAYABLE (Details) - USD ($) $ in Millions	Jun. 30, 2018	Dec. 31, 2017
Debt Disclosure [Abstract]
Floor plan notes payable—trade	$ 117	$ 114.8
Floor plan notes payable offset account	(12)	(10.6)
Floor plan notes payable—trade, net	105	104.2
Floor plan notes payable—non-trade	783.4	666.6
Floor plan notes payable offset account	(15.8)	(38.7)
Floor plan notes payable—non-trade, net	767.6	627.9
Floor plan notes payable, offsets	$ (27.8)	$ (49.3)

LONG-TERM DEBT (Details)

LONG-TERM DEBT (Details) - USD ($) $ in Millions	Jun. 30, 2018	Dec. 31, 2017
Debt Instrument [Line Items]
Capital lease obligations	$ 3.2	$ 3.2
Total debt outstanding	872.2	879.3
Add—unamortized premium on 6.0% Senior Subordinated Notes due 2024	6.4	6.8
Less—debt issuance costs	(9.9)	(10.6)
Long-term debt, including current portion	868.7	875.5
Less—current portion, net of current portion of debt issuance costs	(13.1)	(12.9)
Long-term debt	855.6	862.6
Senior Subordinated Notes | 6.0% Senior Subordinated Notes due 2024
Debt Instrument [Line Items]
Long-term debt, gross	$ 600	600
Stated interest rate of debt instrument	6.00%
Mortgage notes payable bearing interest at fixed rates
Debt Instrument [Line Items]
Long-term debt, gross	$ 136.2	139.1
Real estate credit agreement
Debt Instrument [Line Items]
Long-term debt, gross	46.9	48.5
Restated master loan agreement
Debt Instrument [Line Items]
Long-term debt, gross	$ 85.9	$ 88.5

FINANCIAL INSTRUMENTS AND FAI38

FINANCIAL INSTRUMENTS AND FAIR VALUE FINANCIAL INSTRUMENTS AND FAIR VALUE (Narrative) (Details) - USD ($)	Jun. 30, 2018	Dec. 31, 2017	Jun. 30, 2015	Nov. 30, 2013
Fair Value, Inputs, Level 2 | Other Long-term Liabilities and Current Liabilities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of interest rate swaps	$ (2,300,000)	$ (1,700,000)
New Interest Rate Swap
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notional principal amount of derivative liability	87,700,000		$ 100,000,000
Notional principal amount of derivative liability, at maturity			$ 53,100,000
Interest Rate Swap
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notional principal amount of derivative liability	58,300,000			$ 75,000,000
Notional principal amount of derivative liability, at maturity				$ 38,700,000
Fair value of interest rate swaps	(2,300,000)	$ 1,700,000
Interest rate swap, net loss amount expected to be reclassified in the next twelve months	$ (100,000)

FINANCIAL INSTRUMENTS AND FAI39

FINANCIAL INSTRUMENTS AND FAIR VALUE (Summary of Carrying Values and Fair Values of Debt) (Details) - USD ($) $ in Millions	Jun. 30, 2018	Dec. 31, 2017
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total carrying value	$ 875.4	$ 882.9
Total fair value	854.5	900.8
Senior Subordinated Notes | 6.0% Senior Subordinated Notes due 2024
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total carrying value	606.4	606.8
Total fair value	$ 592.5	625.5
Stated interest rate of debt instrument	6.00%
Mortgage notes payable
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total carrying value	$ 269	276.1
Total fair value	$ 262	$ 275.3

FINANCIAL INSTRUMENTS AND FAI40

FINANCIAL INSTRUMENTS AND FAIR VALUE (Schedule of Fair value of Interest Rate Swaps) (Details) - Interest Rate Swap - USD ($) $ in Millions	Jun. 30, 2018	Dec. 31, 2017
Derivative Instruments, Gain (Loss) [Line Items]
Fair value of interest rate swaps	$ (2.3)	$ 1.7
Accounts payable and accrued liabilities
Derivative Instruments, Gain (Loss) [Line Items]
Fair value of interest rate swaps	0	1
Other long-term (assets) or liabilities
Derivative Instruments, Gain (Loss) [Line Items]
Fair value of interest rate swaps	$ (2.3)	$ 0.7

FINANCIAL INSTRUMENTS AND FAI41

FINANCIAL INSTRUMENTS AND FAIR VALUE (Schedule of Derivative Instruments Effect on the Consolidated Income Statement, Including Accumulated Other Comprehensive Income) (Details) - Interest Rate Swap - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Derivative Instruments, Gain (Loss) [Line Items]
Results Recognized in Accumulated Other Comprehensive Income/(Loss) (Effective Portion)	$ 1	$ (1.1)	$ 3.6	$ (1)
Interest Expense
Derivative Instruments, Gain (Loss) [Line Items]
Results Reclassified from Accumulated Other Comprehensive Income/(Loss) to Earnings - Active Swaps	$ (0.2)	$ (0.6)	$ (0.4)	$ (1.2)

SUPPLEMENTAL CASH FLOW INFORM42

SUPPLEMENTAL CASH FLOW INFORMATION (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Supplemental Cash Flow Information [Abstract]
Interest payments made including amounts capitalized	$ 39.8	$ 37.9
Cash paid during the period related to floor plan interest	14	11.1
Income taxes paid, net	27.3	70.7
Loaner vehicles transferred from other current assets to inventory	$ 92.4	$ 68.6

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details) - Guarantee Obligations $ in Millions	Jun. 30, 2018USD ($)
Loss Contingencies [Line Items]
Amount of surety bond line maintained	$ 5
Reastated Credit Agreement | Bank of America, N.A.
Loss Contingencies [Line Items]
Amount of letters of credit outstanding	$ 16