HOUSTON, July 24, 2014 /PRNewswire/ --Group 1 Automotive, Inc. (NYSE: GPI), an international, Fortune 500 automotive retailer, today reported 2014 second quarter adjusted net income of $40.0 million, which equates to adjusted earnings per share of $1.47. The quarter included several significant non-recurring charges especially relating to a convertible senior notes redemption, which resulted in GAAP net income and diluted earnings per share of $16.9 million and $0.62, respectively. Adjusted net income increased 0.6 percent from the comparable, adjusted prior-year period. On a GAAP basis, net income decreased 54.9 percent from the comparable prior-year period.

Adjusted net income for the second quarter of 2014 excludes a $20.8 million after-tax loss related to the partial redemption of the Company's 3.00% Convertible Senior Notes, $1.1 million of after-tax, non-cash asset impairment charges, $1.0 million of after-tax charges related to catastrophic events, $0.3 million of after-tax legal settlement charges related to prior years, $0.3 million in net foreign transaction tax and a $0.3 million net, after-tax gain on real estate and dealership transactions. On a comparable basis, adjusted net income for the second quarter of 2013 excludes $6.8 million of after-tax charges related to catastrophic events, a $4.8 million net, after-tax gain on real estate and dealership transactions and $0.4 million of after-tax, non-cash asset impairment charges.

"Our second quarter earnings were significantly impacted by several major factors," said Earl J. Hesterberg, Group 1's president and chief executive officer. "On the positive side, our U.K. operations continue to set new records with a revenue increase of 21.2 percent and a gross profit increase of 24.4 percent. Additionally, our U.S. business continues to grow nicely with revenue up 9.5 percent and increases across all of our major business segments. Also, we took major steps during the quarter to restructure our balance sheet by redeeming a large portion of our 3.00% Convertible Senior Notes and announcing the mandatory redemption of our 2.25% Convertible Senior Notes. This should reduce our ongoing diluted share count by approximately 2.2 million shares, which should provide a major benefit to our shareholders in the future. On the disappointing side, the Brazilian market deteriorated significantly during the quarter due to political and economic uncertainty, as well as major business disruption from the World Cup event. Our Brazilian revenue declined 18.8 percent on a new vehicle unit sales decrease of 22.3 percent. The deterioration in our Brazilian business represents a 15 cent reduction in our total adjusted EPS profit performance versus the comparable period last year."

Consolidated Results for Second Quarter 2014 (year-over-year comparable basis)


    --  Total revenue increased 7.6 percent to an all-time quarterly record of
        $2.5 billion; total gross profit grew 8.2 percent to $369.1 million.
    --  New vehicle revenue increased 6.5 percent, reflecting 2.2 percent higher
        unit sales, as U.S. Same Store new vehicle unit sales grew 3.0 percent.
    --  Used vehicle retail revenue increased 7.9 percent, reflecting 4.2
        percent higher used retail unit sales.
    --  Parts and service gross profit increased 10.3 percent on revenue growth
        of 8.5 percent. Consolidated Same Store parts and service gross profit
        increased 7.0 percent on revenue growth of 5.6 percent.
    --  Finance and Insurance (F&I) gross profit increased 12.9 percent. Same
        Store consolidated F&I sales grew 9.9 percent as per retail unit
        improved $124 to $1,319, a 10.4% increase.
    --  Adjusted selling, general and administrative (SG&A) expenses as a
        percent of gross profit increased 30 basis points, to 73.1 percent, with
        a Same Store expansion of 90 basis points, to 72.7 percent. Both
        increases are primarily a result of the deteriorating economic situation
        in Brazil. On a GAAP basis, SG&A expenses as a percent of gross profit
        increased 10 basis points, to 73.7 percent.
    --  Adjusted operating margin declined 10 basis points to 3.5 percent. On a
        GAAP basis, operating margin declined 10 basis points, to 3.4 percent.
    --  U.K. Same Store revenue increased 21.2 percent driven by 19.3 percent
        growth in new vehicle revenue, 25.4 percent growth in used vehicle
        revenue, 18.7 percent growth in parts and service, and 27.0 percent
        growth in finance and insurance. Gross profit improved 24.5 percent to
        $29.5 million.

For the six-month period ended June 30, 2014, the Company reported adjusted net income of $71.3 million, or $2.66 per diluted share, compared to adjusted net income of $69.0 million, or $2.69 per diluted share for the same period in the prior year. On a GAAP basis, net income and EPS for the six-month period ended June 30, 2014 were $48.2 million and $1.80, respectively. The Company's total revenue for the six-month period ended June 30, 2014 increased 11.0 percent to $4.8 billion. Reconciliations of non-GAAP financial measures are included in the attached financial tables.

Segment Results for Second Quarter 2014 (year-over-year comparable basis)


    --  United States:

Group 1's U.S. revenues were $2.1 billion, an increase of 9.5 percent. The revenue growth was primarily attributed to unit sales increases of 6.4 percent in new vehicles and 3.6 percent in retail used vehicles, as well as an increase of 8.8 percent in parts and service revenue. The higher revenue drove gross profit growth of 9.1 percent, reflecting the higher new and used retail volumes, expanded parts and service margins of 60 basis points, and an F&I increase of 12.3 percent, or $91, to $1,442 per retail unit.

On a comparable basis, adjusted SG&A expenses as a percent of gross profit improved 30 basis points to 71.3 percent and adjusted operating margin was flat at 4.0 percent. Group 1's U.S. operations accounted for 82.0 percent of total revenues and 85.8 percent of total gross profit.


    --  United Kingdom:

Group 1's U.K. operations accounted for 10.0 percent of total revenues and 8.0 percent of total gross profit. Total revenue increased 21.2 percent to $251.3 million, and gross profit increased 24.4 percent. This gross profit increase was driven by new vehicle retail sales growth of 26.2 percent, parts and service growth of 18.2 percent, and an F&I increase of 26.8 percent, on the higher retail unit sales and a $130 increase in F&I per retail unit to $709.

On a comparable basis, SG&A expenses as a percent of gross profit improved 260 basis points to 75.6 percent.


    --  Brazil:

Group 1's Brazil operations accounted for 8.0 percent of total revenues and 6.2 percent of total gross profit. Gross profit was $22.8 million on revenues of $199.7 million.

Adjusted SG&A expenses as a percent of gross profit was 95.1 percent and adjusted operating margin was 0.3 percent.

Corporate Development

During the second quarter of 2014, as previously announced, the Company acquired 2 dealerships (Mercedes-Benz and Kia) in Texas that are estimated to generate $140.0 million in annual revenues. In June 2014, the Company was granted a Sprinter franchise in Beverly Hills estimated to generate $15.0 million in annual revenues.

In July 2014, as previously announced, the Company acquired 2 dealerships (Chevrolet and Mazda) in Texas that are estimated to generate $225.0 million in annual revenues.

Year to date, the Company has acquired 9 franchises that are expected to generate $535.0 million in annual revenues and disposed of 2 franchises (Hyundai and Volvo) that generated trailing-twelve-month revenues of $50.0 million.

Convertible Senior Notes

As previously announced, on July 7, 2014, the Company gave notice to holders of its 2.25% Convertible Senior Notes due 2036 that it will redeem all of such outstanding notes on September 4, 2014 at a redemption price equal to 100 percent of the aggregate principal amount of such notes and accrued, but unpaid interest, if any. There is currently $182.8 million in aggregate principal amount of such notes outstanding. Holders may convert their 2.25% Convertible Senior Notes at any time prior to 5:00 p.m. on August 29, 2014, at a conversion rate of 16.8716 shares of the Company's common stock per $1,000 principal amount of such notes with a related observation period beginning on and including July 28, 2014 and ending on and including August 29, 2014.

Additionally, on June 25, 2014, the Company completed its tender offer and purchased $92,450,000 in aggregate principal amount of its outstanding 3.00% Convertible Senior Notes due 2020, representing approximately 80.4 percent of such outstanding notes. The Company has $22,550,000 in aggregate principal amount outstanding of such notes as of June 30, 2014.

Second Quarter Earnings Conference Call Details

Group 1's senior management will host a conference call today at 10 a.m. ET to discuss the second quarter financial results and the Company's outlook and strategy.

The conference call will be simulcast live on the Internet at www.group1auto.com, then click on 'Investor Relations' and then 'Events' or visit www.group1corp.com/events. A webcast replay will be available for 30 days.

The conference call will also be available live by dialing in 15 minutes prior to the start of the call at:

Domestic: 1-888-317-6003
International: 1-412-317-6061
Access Code: 1936175

A telephonic replay will be available following the call through August 25, 2014 at 9:00 a.m. ET by dialing:

Domestic: 1-877-344-7529
International: 1-412-317-0088
Access Code: 1936175

About Group 1 Automotive, Inc.
Group 1 owns and operates 153 automotive dealerships, 195 franchises, and 38 collision centers in the United States, the United Kingdom and Brazil that offer 34 brands of automobiles. Through its dealerships, the Company sells new and used cars and light trucks; arranges related vehicle financing; sells service and insurance contracts; provides automotive maintenance and repair services; and sells vehicle parts.

Group 1 Automotive can be reached on the Internet at www.group1auto.com.
This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, which are statements related to future, not past, events and are based on our current expectations and assumptions regarding our business, the economy and other future conditions. In this context, the forward-looking statements often include statements regarding our goals, plans, projections and guidance regarding our financial position, results of operations, market position, pending and potential future acquisitions and business strategy, and often contain words such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "should," "foresee," "may" or "will" and similar expressions. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting us will be those that we anticipate. Any such forward-looking statements are not assurances of future performance and involve risks and uncertainties that may cause actual results to differ materially from those set forth in the statements. These risks and uncertainties include, among other things, (a) general economic and business conditions, (b) the level of manufacturer incentives, (c) the future regulatory environment, (d) our ability to obtain an inventory of desirable new and used vehicles, (e) our relationship with our automobile manufacturers and the willingness of manufacturers to approve future acquisitions, (f) our cost of financing and the availability of credit for consumers, (g) our ability to complete acquisitions and dispositions and the risks associated therewith, (h) foreign exchange controls and currency fluctuations, and (i) our ability to retain key personnel. For additional information regarding known material factors that could cause our actual results to differ from our projected results, please see our filings with the SEC, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise.

Investor contacts:
Sheila Roth
Manager, Investor Relations
Group 1 Automotive, Inc.
713-647-5741 | sroth@group1auto.com

Media contacts:
Pete DeLongchamps
V.P. Manufacturer Relations, Financial Services and Public Affairs
Group 1 Automotive, Inc.
713-647-5770 | pdelongchamps@group1auto.com
or
Clint Woods
Pierpont Communications, Inc.
713-627-2223 | cwoods@piercom.com


                            Group 1 Automotive, Inc.

                     Consolidated Statements of Operations

                                  (Unaudited)

                    (In thousands, except per share amounts)


                                                  Three Months Ended June 30,
                                                ---------------------------

                                                2014                       2013 % Change
                                                ----                       ---- --------

    REVENUES:

    New
     vehicle
     retail
     sales                                $1,466,064                 $1,376,219              6.5

    Used
     vehicle
     retail
     sales                                   577,250                    534,804              7.9

    Used
     vehicle
     wholesale
     sales                                    94,971                     83,316             14.0

    Parts
     and
     service                                 283,207                    260,950              8.5

    Finance
     and
     insurance                                90,146                     79,821             12.9
                                              ------                     ------

      Total
       revenues                            2,511,638                  2,335,110              7.6


    COST OF SALES:

    New
     vehicle
     retail
     sales                                 1,385,218                  1,295,854              6.9

    Used
     vehicle
     retail
     sales                                   531,584                    491,299              8.2

    Used
     vehicle
     wholesale
     sales                                    93,730                     82,804             13.2

    Parts
     and
     service                                 131,958                    123,879              6.5
                                             -------                    -------

      Total
       cost of
       sales                               2,142,490                  1,993,836              7.5


    GROSS
     PROFIT                                  369,148                    341,274              8.2


    SELLING,
     GENERAL
     AND
     ADMINISTRATIVE
     EXPENSES                                271,970                    251,159              8.3


     DEPRECIATION
     AND
     AMORTIZATION
     EXPENSE                                  10,753                      8,884             21.0


    ASSET
     IMPAIRMENTS                               1,721                        609            182.6


     OPERATING
     INCOME                                   84,704                     80,622              5.1


    OTHER EXPENSE:

     Floorplan
     interest
     expense                                (10,329)                  (10,873)           (5.0)

    Other
     interest
     expense,
     net                                    (12,567)                   (9,570)            31.3

    Loss on
     redemption
     of
     long-
     term
     debt                                   (23,614)                         -           100.0
                                             -------                        ---

    INCOME
     BEFORE
     INCOME
     TAXES                                    38,194                     60,179           (36.5)


     PROVISION
     FOR
     INCOME
     TAXES                                  (21,332)                  (22,791)           (6.4)


    NET
     INCOME                                  $16,862                    $37,388           (54.9)
                                             =======                    =======

    Earnings
     allocated
     to
     participating
     securities                               $(619)                  $(1,592)          (61.1)

    Earnings
     available
     to
     diluted
     common
     shares                                  $16,243                    $35,796           (54.6)
                                             =======                    =======

    DILUTED
     EARNINGS
     PER
     SHARE                                     $0.62                      $1.43           (56.6)

    Weighted
     average
     dilutive
     common
     shares
     outstanding                              26,242                     24,980              5.1

    Weighted
     average
     participating
     securities                                  986                      1,112           (11.3)
                                                 ---                      -----

    Total
     weighted
     average
     shares
     outstanding                              27,228                     26,092              4.4


                                                 Six Months Ended June 30,
                                                 -------------------------

                                                2014                       2013 % Change
                                                ----                       ---- --------

    REVENUES:

    New
     vehicle
     retail
     sales                                $2,734,900                 $2,486,454             10.0

    Used
     vehicle
     retail
     sales                                 1,127,147                  1,006,203             12.0

    Used
     vehicle
     wholesale
     sales                                   184,144                    157,867             16.6

    Parts
     and
     service                                 552,524                    498,460             10.8

    Finance
     and
     insurance                               173,786                    149,958             15.9

      Total
       revenues                            4,772,501                  4,298,942             11.0


    COST OF SALES:

    New
     vehicle
     retail
     sales                                 2,587,148                  2,343,453             10.4

    Used
     vehicle
     retail
     sales                                 1,038,680                    922,422             12.6

    Used
     vehicle
     wholesale
     sales                                   179,791                    154,933             16.0

    Parts
     and
     service                                 259,612                    236,371              9.8

      Total
       cost of
       sales                               4,065,231                  3,657,179             11.2


    GROSS
     PROFIT                                  707,270                    641,763             10.2


    SELLING,
     GENERAL
     AND
     ADMINISTRATIVE
     EXPENSES                                529,528                    484,592              9.3


     DEPRECIATION
     AND
     AMORTIZATION
     EXPENSE                                  20,678                     17,297             19.5


    ASSET
     IMPAIRMENTS                               1,721                        609            182.6


     OPERATING
     INCOME                                  155,343                    139,265             11.5


    OTHER EXPENSE:

     Floorplan
     interest
     expense                                (21,242)                  (20,237)             5.0

    Other
     interest
     expense,
     net                                    (23,080)                  (18,812)            22.7

    Other
     expense,
     net                                           -                     (789)         (100.0)

    Loss on
     redemption
     of
     long-
     term
     debt                                   (23,614)                         -           100.0

    INCOME
     BEFORE
     INCOME
     TAXES                                    87,407                     99,427           (12.1)


     PROVISION
     FOR
     INCOME
     TAXES                                  (39,242)                  (39,921)           (1.7)


    NET
     INCOME                                  $48,165                    $59,506           (19.1)
                                             =======                    =======

    Earnings
     allocated
     to
     participating
     securities                             $(1,773)                  $(2,522)          (29.7)

    Earnings
     available
     to
     diluted
     common
     shares                                  $46,392                    $56,984           (18.6)
                                             =======                    =======

    DILUTED
     EARNINGS
     PER
     SHARE                                     $1.80                      $2.32           (22.4)

    Weighted
     average
     dilutive
     common
     shares
     outstanding                              25,837                     24,544              5.3

    Weighted
     average
     participating
     securities                                  974                      1,093           (10.9)
                                                 ---                      -----

    Total
     weighted
     average
     shares
     outstanding                              26,811                     25,637              4.6



                                                    Group 1 Automotive, Inc.

                                                   Consolidated Balance Sheets

                                                     (Dollars in thousands)


                                            June 30,                           December 31,

                                                            2014                                  2013 % Change
                                                            ----                                  ---- --------

     ASSETS:                               (Unaudited)

     CURRENT ASSETS:

     Cash and cash equivalents                           $21,295                               $20,215               5.3

     Contracts in transit and vehicle
      receivables, net                                   210,911                               225,156             (6.3)

     Accounts and notes receivable, net                  142,115                               135,058               5.2

     Inventories, net                                  1,514,274                             1,542,318             (1.8)

     Deferred income taxes                                16,595                                21,150            (21.5)

     Prepaid expenses and other current
      assets                                             119,013                                24,041             395.0
                                                         -------                                ------

     Total current assets                              2,024,203                             1,967,938               2.9
                                                       ---------                             ---------

     PROPERTY AND EQUIPMENT, net                         837,821                               796,356               5.2

     GOODWILL AND INTANGIBLE FRANCHISE
      RIGHTS                                           1,100,677                             1,038,808               6.0

     DEFERRED INCOME TAXES                                     -                                    -            100.0

     OTHER ASSETS                                         14,189                                16,376            (13.4)

     Total assets                                     $3,976,890                            $3,819,478               4.1
                                                      ==========                            ==========


     LIABILITIES AND STOCKHOLDERS' EQUITY:

     CURRENT LIABILITIES:

     Floorplan notes payable -credit
      facility and other                              $1,122,333                            $1,143,104             (1.8)

     Offset account related to floorplan
      notes payable -credit facility                    (64,614)                             (56,198)             15.0

     Floorplan notes payable -
      manufacturer affiliates                            298,656                               346,572            (13.8)

     Current maturities of long-term debt
      and short-term financing                            30,516                                36,225            (15.8)

     Accounts payable                                    283,491                               254,930              11.2

     Accrued expenses                                    142,665                               140,543               1.5
                                                         -------                               -------

     Total current liabilities                         1,813,047                             1,865,176             (2.8)
                                                       ---------                             ---------

     2.25% CONVERTIBLE SENIOR NOTES
      (aggregate principal of $182,753 at
      June 30, 2014 and December 31, 2013)               164,556                               160,334               2.6

     3.00% CONVERTIBLE SENIOR NOTES
      (aggregate principal of $22,550 and
      $115,000 at June 30, 2014 and
      December 31, 2013, respectively)                    16,907                                84,305            (79.9)

     5.00% SENIOR NOTES (aggregate
      principal of $350,000 at June 30,
      2014)                                              344,796                                     -            100.0

     MORTGAGE FACILITY, net of current
      maturities                                          62,860                                64,271             (2.2)

     ACQUISITION LINE                                     20,457                                60,000            (65.9)

     OTHER REAL ESTATE RELATED AND LONG-
      TERM DEBT, net of current maturities               284,667                               250,958              13.4

     CAPITAL LEASE OBLIGATIONS RELATED TO
      REAL ESTATE, net of current
      maturities                                          44,332                                43,821               1.2

     DEFERRED INCOME TAXES                               152,167                               152,291             (0.1)

     LIABILITIES FROM INTEREST RATE RISK
      MANAGEMENT ACTIVITIES                               27,271                                26,078               4.6

     OTHER LIABILITIES                                    55,900                                47,975              16.5

     COMMITMENTS AND CONTINGENCIES

     TEMPORARY EQUITY -REDEEMABLE EQUITY
      PORTION OF THE 2.25% and 3.00%
      CONVERTIBLE SENIOR NOTES                            22,860                                29,094            (21.4)

     STOCKHOLDERS' EQUITY:

     Common stock                                            258                                   257               0.4

     Additional paid-in capital                          259,783                               368,641            (29.5)

     Retained earnings                                   816,056                               776,101               5.1

     Accumulated other comprehensive loss               (39,928)                             (51,677)           (22.7)

     Treasury stock                                     (69,099)                             (58,147)             18.8
                                                         -------                               -------

     Total stockholders' equity                          967,070                             1,035,175             (6.6)
                                                         -------                             ---------

     Total liabilities and stockholders'
      equity                                          $3,976,890                            $3,819,478               4.1
                                                      ==========                            ==========



                                                                   Group 1 Automotive, Inc.

                                                             Additional Information - Consolidated

                                                                          (Unaudited)


                                                                   Three Months Ended              Six Months Ended

                                                                        June 30,                       June 30,
                                                                     --------                       --------

                                                                           2014 (%)                       2013 (%)    2014 (%)     2013 (%)
                                                                           --------                        --------     --------      --------

    NEW VEHICLE UNIT SALES GEOGRAPHIC MIX:

    Region                                 Geographic Market
    ------                                 -----------------

    East                                   Massachusetts                          5.9                             5.8          5.7           6.2

                                           Georgia                                4.8                             3.4          4.6           3.8

                                           New Jersey                             3.7                             3.9          3.5           4.3

                                           New Hampshire                          2.2                             2.2          2.2           2.3

                                           New York                               2.2                             2.8          2.0           2.8

                                           Louisiana                              1.8                             2.4          1.9           2.4

                                           South Carolina                         1.5                             1.4          1.4           1.5

                                           Mississippi                            1.5                             1.6          1.4           1.7

                                           Florida                                1.4                             1.2          1.3           1.3

                                           Alabama                                0.9                             0.8          0.8           0.8

                                           Maryland                               0.5                             0.5          0.5           0.5

                                                                               26.4                            26.0         25.3          27.6


    West                                   Texas                                 34.1                            31.2         34.1          32.6

                                           California                             9.9                            10.7          9.7          11.9

                                           Oklahoma                               8.1                             7.9          8.3           7.7

                                           Kansas                                 2.5                             2.6          2.5           2.5

                                           Louisiana                              0.7                               -         0.7             -


                                                                               55.3                            52.4         55.3          54.7


    International                          Brazil                                 9.8                            12.9         10.2           9.1

                                           United Kingdom                         8.5                             8.7          9.2           8.6


                                                                              100.0                           100.0        100.0         100.0
                                                                              =====                           =====        =====         =====


    NEW VEHICLE UNIT SALES BRAND MIX:
    ---------------------------------

    Toyota/Scion/Lexus                                                        27.2                            26.5         26.6          27.0

    BMW/MINI                                                                  11.7                            10.8         11.5          10.5

    Honda/Acura                                                               11.4                            12.6         11.5          12.5

    Ford/Lincoln                                                              10.8                            11.4         11.4          11.5

    Nissan/Infiniti                                                            9.3                            10.4          9.5          10.5

    Volkswagen/Audi/Porsche                                                    6.3                             6.3          6.4           6.5

    Hyundai/Kia                                                                5.5                             4.6          5.5           4.5

    Chevrolet/GMC/Buick/Cadillac                                               5.4                             4.4          5.4           4.8

    Chrysler/Dodge/Jeep/RAM                                                    4.4                             3.9          4.5           4.1

    Mercedes Benz/smart/Sprinter                                               4.4                             4.2          4.2           4.4

    Other                                                                      3.6                             4.9          3.5           3.7

                                                                              100.0                           100.0        100.0         100.0
                                                                              =====                           =====        =====         =====



                                             Group 1 Automotive, Inc.

                                           Additional Information - U.S.

                                                    (Unaudited)

                                  (Dollars in thousands, except per unit amounts)


                                Three Months Ended June 30,
                              ---------------------------

                                                    2014                                2013 % Change
                                                    ----                                ---- --------

    REVENUES:

    New vehicle retail sales                  $1,191,321                          $1,078,607             10.4

    Used vehicle retail sales                    474,075                             448,574              5.7

    Used vehicle wholesale
     sales                                        68,649                              56,725             21.0
                                                  ------                              ------

    Total used                                   542,724                             505,299              7.4

    Parts and service                            243,796                             224,084              8.8

    Finance and insurance                         82,755                              73,664             12.3
                                                  ------                              ------

    Total                                     $2,060,596                          $1,881,654              9.5


    GROSS MARGIN %:

    New vehicle retail sales                         5.2                                 5.4

    Used vehicle retail sales                        8.2                                 8.5

    Used vehicle wholesale
     sales                                           1.7                                 0.4

    Total used                                       7.4                                 7.6

    Parts and service                               54.1                                53.5

    Finance and insurance                          100.0                               100.0

    Total                                           15.4                                15.4


    GROSS PROFIT:

    New vehicle retail sales                     $62,096                             $58,325              6.5

    Used vehicle retail sales                     38,922                              38,341              1.5

    Used vehicle wholesale
     sales                                         1,139                                 248            359.3
                                                   -----                                 ---

    Total used                                    40,061                              38,589              3.8

    Parts and service                            131,865                             119,898             10.0

    Finance and insurance                         82,755                              73,664             12.3
                                                  ------                              ------

    Total                                       $316,777                            $290,476              9.1


    UNITS SOLD:

    Retail new vehicles sold                      34,685                              32,589              6.4

    Retail used vehicles sold                     22,707                              21,928              3.6

    Wholesale used vehicles
     sold                                         10,461                               9,940              5.2
                                                  ------                               -----

    Total used                                    33,168                              31,868              4.1


    AVERAGE RETAIL SALES
     PRICE:

    New vehicle retail                           $34,347                             $33,097              3.8

    Used vehicle retail                          $20,878                             $20,457              2.1


    GROSS PROFIT PER UNIT
     SOLD:

    New vehicle retail sales                      $1,790                              $1,790              0.0

    Used vehicle retail sales                      1,714                               1,748            (1.9)

    Used vehicle wholesale
     sales                                           109                                  25            336.0

    Total used                                     1,208                               1,211            (0.2)

    Finance and insurance
     (per retail unit)                            $1,442                              $1,351              6.7


    OTHER: (1)

    SG&A expenses                               $225,898                            $207,977              8.6

    SG&A as % revenues                              11.0                                11.1

    SG&A as % gross profit                          71.3                                71.6

    Operating margin %                             4.0                                 4.0

    Pretax margin %                                3.0                                 3.0


    INTEREST EXPENSE:

    Floorplan interest                          $(8,361)                           $(8,645)           (3.3)

    Floorplan assistance                          11,378                              10,010             13.7
                                                  ------                              ------

    Net floorplan income                          $3,017                              $1,365            121.0

    Other interest expense,
     net                                       $(11,799)                           $(9,301)            26.9


                               Six Months Ended June 30,
                               -------------------------

                                                    2014                                2013 % Change
                                                    ----                                ---- --------

    REVENUES:

    New vehicle retail sales                  $2,203,873                          $2,041,239              8.0

    Used vehicle retail sales                    924,562                             866,913              6.6

    Used vehicle wholesale
     sales                                       133,120                             114,394             16.4
                                                 -------                             -------

    Total used                                 1,057,682                             981,307              7.8

    Parts and service                            474,115                             440,438              7.6

    Finance and insurance                        159,552                             140,456             13.6
                                                 -------                             -------

    Total                                     $3,895,222                          $3,603,440              8.1


    GROSS MARGIN %:

    New vehicle retail sales                         5.1                                 5.4

    Used vehicle retail sales                        8.3                                 8.8

    Used vehicle wholesale
     sales                                           2.6                                 2.1

    Total used                                       7.5                                 8.0

    Parts and service                               53.6                                53.3

    Finance and insurance                          100.0                               100.0

    Total                                           15.6                                15.6


    GROSS PROFIT:

    New vehicle retail sales                    $113,031                            $109,907              2.8

    Used vehicle retail sales                     76,362                              75,960              0.5

    Used vehicle wholesale
     sales                                         3,395                               2,373             43.1
                                                   -----                               -----

    Total used                                    79,757                              78,333              1.8

    Parts and service                            254,168                             234,721              8.3

    Finance and insurance                        159,552                             140,457             13.6
                                                 -------                             -------

    Total                                       $606,508                            $563,418              7.6


    UNITS SOLD:

    Retail new vehicles sold                      64,632                              61,367              5.3

    Retail used vehicles sold                     45,450                              43,044              5.6

    Wholesale used vehicles
     sold                                         20,411                              19,597              4.2

    Total used                                    65,861                              62,641              5.1


    AVERAGE RETAIL SALES
     PRICE:

    New vehicle retail                           $34,099                             $33,263              2.5

    Used vehicle retail                          $20,342                             $20,140              1.0


    GROSS PROFIT PER UNIT
     SOLD:

    New vehicle retail sales                      $1,749                              $1,791            (2.3)

    Used vehicle retail sales                      1,680                               1,765            (4.8)

    Used vehicle wholesale
     sales                                           166                                 121             37.2
                                                     ---                                 ---

    Total used                                     1,211                               1,251            (3.2)

    Finance and insurance
     (per retail unit)                            $1,449                              $1,345              7.7


    OTHER: (1)

    SG&A expenses                               $442,294                            $412,068              7.3

    SG&A as % revenues                              11.4                                11.4

    SG&A as % gross profit                          72.9                                73.1

    Operating margin %                             3.8                                 3.8

    Pretax margin %                                2.8                                 2.8


    INTEREST EXPENSE:

     Floorplan interest                        $(16,944)                          $(16,941)               -

     Floorplan assistance                         21,093                              18,183             16.0
                                                  ------                              ------

     Net floorplan income                         $4,148                              $1,242            234.0

     Other interest expense,
      net                                      $(22,062)                          $(18,341)            20.3


    (1)             These amounts
                    have been
                    adjusted to
                    exclude the
                    impact of
                    certain items
                    to provide
                    additional
                    information
                    regarding the
                    performance of
                    our operations
                    and improve
                    period-to-
                    period
                    comparability.
                    Refer to our
                    Reconciliation
                    of Certain
                    Non-GAAP
                    Financial
                    Measures for a
                    description of
                    the
                    aforementioned
                    adjustments.



                                           Group 1 Automotive, Inc.

                                         Additional Information - U.K.

                                                  (Unaudited)

                                (Dollars in thousands, except per unit amounts)


                                Three Months Ended June 30,
                              ---------------------------

                                                  2014                              2013 % Change
                                                  ----                              ---- --------

    REVENUES:

    New vehicle retail sales                  $131,803                          $110,473             19.3

    Used vehicle retail sales                   73,260                            58,429             25.4

    Used vehicle wholesale
     sales                                      21,549                            17,958             20.0
                                                ------                            ------

    Total used                                  94,809                            76,387             24.1

    Parts and service                           20,211                            17,024             18.7

    Finance and insurance                        4,501                             3,552             26.7
                                                 -----                             -----

    Total                                     $251,324                          $207,436             21.2


    GROSS MARGIN %:

    New vehicle retail sales                       6.9                               6.5

    Used vehicle retail sales                      6.7                               6.9

    Used vehicle wholesale
     sales                                       (1.3)                            (3.4)

    Total used                                     4.9                               4.5

    Parts and service                             56.1                              56.4

    Finance and insurance                        100.0                             100.0

    Total                                         11.7                              11.4


    GROSS PROFIT:

    New vehicle retail sales                    $9,040                            $7,161             26.2

    Used vehicle retail sales                    4,930                             4,052             21.7

    Used vehicle wholesale
     sales                                       (281)                            (614)          (54.2)
                                                  ----                              ----

    Total used                                   4,649                             3,438             35.2

    Parts and service                           11,336                             9,594             18.2

    Finance and insurance                        4,501                             3,551             26.8
                                                 -----                             -----

    Total                                      $29,526                           $23,744             24.4


    UNITS SOLD:

    Retail new vehicles sold                     3,626                             3,605              0.6

    Retail used vehicles sold                    2,720                             2,524              7.8

    Wholesale used vehicles
     sold                                        2,195                             2,251            (2.5)
                                                 -----                             -----

    Total used                                   4,915                             4,775              2.9


    AVERAGE RETAIL SALES
     PRICE:

    New vehicle retail                         $36,349                           $30,644             18.6

    Used vehicle retail                        $26,934                           $23,149             16.3


    GROSS PROFIT PER UNIT
     SOLD:

    New vehicle retail sales                    $2,493                            $1,986             25.5

    Used vehicle retail sales                    1,813                             1,605             13.0

    Used vehicle wholesale
     sales                                       (128)                            (273)          (53.1)

    Total used                                     946                               720             31.4

    Finance and insurance
     (per retail unit)                            $709                              $579             22.5


    OTHER:

    SG&A expenses                              $22,316                           $18,570             20.2

    SG&A as % revenues                             8.9                               9.0

    SG&A as % gross profit                        75.6                              78.2

    Operating margin %                           2.5                               2.2

    Pretax margin %                              2.2                               1.8


    INTEREST EXPENSE:

    Floorplan interest                          $(336)                           $(421)          (20.2)

    Floorplan assistance                           156                                 -           100.0
                                                   ---                               ---

    Net floorplan expense                       $(180)                           $(421)          (57.2)

    Other interest expense,
     net                                        $(509)                           $(293)            73.7


                               Six Months Ended June 30,
                               -------------------------

                                                  2014                              2013 % Change
                                                  ----                              ---- --------

    REVENUES:

    New vehicle retail sales                  $262,404                          $205,298             27.8

    Used vehicle retail sales                  144,737                           103,394             40.0

    Used vehicle wholesale
     sales                                      41,194                            31,722             29.9
                                                ------                            ------

    Total used                                 185,931                           135,116             37.6

    Parts and service                           41,571                            31,795             30.7

    Finance and insurance                        9,119                             6,305             44.6
                                                 -----                             -----

    Total                                     $499,025                          $378,514             31.8


    GROSS MARGIN %:

    New vehicle retail sales                       6.7                               6.7

    Used vehicle retail sales                      5.9                               6.1

    Used vehicle wholesale
     sales                                         0.4                             (1.7)

    Total used                                     4.7                               4.2

    Parts and service                             55.1                              53.7

    Finance and insurance                        100.0                             100.0

    Total                                         11.7                              11.3


    GROSS PROFIT:

    New vehicle retail sales                   $17,538                           $13,793             27.2

    Used vehicle retail sales                    8,519                             6,270             35.9

    Used vehicle wholesale
     sales                                         170                             (530)           132.1
                                                   ---                              ----

    Total used                                   8,689                             5,740             51.4

    Parts and service                           22,909                            17,078             34.1

    Finance and insurance                        9,119                             6,304             44.7
                                                 -----                             -----

    Total                                      $58,255                           $42,915             35.7


    UNITS SOLD:

    Retail new vehicles sold                     7,371                             6,432             14.6

    Retail used vehicles sold                    5,459                             4,252             28.4

    Wholesale used vehicles
     sold                                        4,356                             3,694             17.9

    Total used                                   9,815                             7,946             23.5


    AVERAGE RETAIL SALES
     PRICE:

    New vehicle retail                         $35,600                           $31,918             11.5

    Used vehicle retail                        $26,513                           $24,317              9.0


    GROSS PROFIT PER UNIT
     SOLD:

    New vehicle retail sales                    $2,379                            $2,144             11.0

    Used vehicle retail sales                    1,561                             1,475              5.8

    Used vehicle wholesale
     sales                                          39                             (143)           127.3

    Total used                                     885                               722             22.6

    Finance and insurance
     (per retail unit)                            $711                              $590             20.5


    OTHER:(1)

    SG&A expenses                              $44,788                           $34,464             30.0

    SG&A as % revenues                             9.0                               9.1

    SG&A as % gross profit                        76.9                              80.3

    Operating margin %                           2.4                               1.9

    Pretax margin %                              2.0                               1.6


    INTEREST EXPENSE:

     Floorplan interest                         $(769)                           $(727)             5.8

     Floorplan assistance                          258                                 -           100.0
                                                   ---                               ---

     Net floorplan expense                      $(511)                           $(727)          (29.7)

     Other interest expense,
      net                                       $(960)                           $(507)            89.3


    (1)             These amounts
                    have been
                    adjusted to
                    exclude the
                    impact of
                    certain items
                    to provide
                    additional
                    information
                    regarding the
                    performance of
                    our operations
                    and improve
                    period-to-
                    period
                    comparability.
                    Refer to our
                    Reconciliation
                    of Certain
                    Non-GAAP
                    Financial
                    Measures for a
                    description of
                    the
                    aforementioned
                    adjustments.



                                           Group 1 Automotive, Inc.

                                       Additional Information - Brazil

                                                 (Unaudited)

                               (Dollars in thousands, except per unit amounts)


                               Three Months Ended June 30,
                             ---------------------------

                                                2014                                2013  % Change
                                                ----                                ----  --------

    REVENUES:

    New vehicle retail
     sales                                  $142,940                            $187,139            (23.6)

    Used vehicle retail
     sales                                    29,915                              27,802               7.6

    Used vehicle wholesale
     sales                                     4,773                               8,633            (44.7)
                                               -----                               -----

    Total used                                34,688                              36,435             (4.8)

    Parts and service                         19,200                              19,841             (3.2)

    Finance and insurance                      2,890                               2,605              10.9
                                               -----                               -----

    Total                                   $199,718                            $246,020            (18.8)


    GROSS MARGIN %:

    New vehicle retail
     sales                                       6.8                                 8.0

    Used vehicle retail
     sales                                       6.1                                 4.0

    Used vehicle wholesale
     sales                                       8.0                                10.2

    Total used                                   6.3                                 5.5

    Parts and service                           41.9                                38.2

    Finance and insurance                      100.0                               100.0

    Total                                       11.4                                11.0


    GROSS PROFIT:

    New vehicle retail
     sales                                    $9,710                             $14,879            (34.7)

    Used vehicle retail
     sales                                     1,814                               1,113              63.0

    Used vehicle wholesale
     sales                                       383                                 878            (56.4)
                                                 ---                                 ---

    Total used                                 2,197                               1,991              10.3

    Parts and service                          8,048                               7,579               6.2

    Finance and insurance                      2,890                               2,605              10.9
                                               -----                               -----

    Total                                    $22,845                             $27,054            (15.6)


    UNITS SOLD:

    Retail new vehicles
     sold                                      4,145                               5,337            (22.3)

    Retail used vehicles
     sold                                      1,294                               1,182               9.5

    Wholesale used vehicles
     sold                                        574                                 881            (34.8)
                                                 ---                                 ---

    Total used                                 1,868                               2,063             (9.5)


    AVERAGE RETAIL SALES
     PRICE:

    New vehicle retail                       $34,485                             $35,064             (1.7)

    Used vehicle retail                      $23,118                             $23,521             (1.7)


    GROSS PROFIT PER UNIT
     SOLD:

    New vehicle retail
     sales                                    $2,343                              $2,788            (16.0)

    Used vehicle retail
     sales                                     1,402                                 942              48.8

    Used vehicle wholesale
     sales                                       667                                 997            (33.1)

    Total used                                 1,176                                 965              21.9

    Finance and insurance
     (per retail unit)                          $531                                $400              32.8


    OTHER: (1)

    SG&A expenses                            $21,732                             $21,769             (0.2)

    SG&A as % revenues                          10.9                                 8.8

    SG&A as % gross profit                      95.1                                80.5

    Operating margin %                         0.3                                 2.0

    Pretax margin %                          (0.7)                                1.3


    INTEREST EXPENSE:

     Floorplan interest                     $(1,632)                           $(1,807)            (9.7)

     Floorplan assistance                          -                                  -                -
                                                 ---                                ---

     Net floorplan expense                  $(1,632)                           $(1,807)            (9.7)

     Other interest expense,
      net                                     $(259)                                $24         (1,179.2)


                              Six Months Ended June 30,
                              -------------------------

                                                2014                            2013 (2) % Change
                                                ----                             ------- --------

    REVENUES:

    New vehicle retail
     sales                                  $268,623                            $239,917              12.0

    Used vehicle retail
     sales                                    57,848                              35,897              61.1

    Used vehicle wholesale
     sales                                     9,830                              11,750            (16.3)
                                               -----                              ------

    Total used                                67,678                              47,647              42.0

    Parts and service                         36,838                              26,227              40.5

    Finance and insurance                      5,115                               3,197              60.0
                                               -----                               -----

    Total                                   $378,254                            $316,988              19.3


    GROSS MARGIN %:

    New vehicle retail
     sales                                       6.4                                 8.0

    Used vehicle retail
     sales                                       6.2                                 4.3

    Used vehicle wholesale
     sales                                       8.0                                 9.3

    Total used                                   6.5                                 5.5

    Parts and service                           43.0                                39.2

    Finance and insurance                      100.0                               100.0

    Total                                       11.2                                11.2


    GROSS PROFIT:                                                                     -

    New vehicle retail
     sales                                   $17,183                             $19,301            (11.0)

    Used vehicle retail
     sales                                     3,586                               1,552             131.1

    Used vehicle wholesale
     sales                                       788                               1,090            (27.7)
                                                 ---                               -----

    Total used                                 4,374                               2,642              65.6

    Parts and service                         15,835                              10,290              53.9

    Finance and insurance                      5,115                               3,197              60.0
                                               -----                               -----

    Total                                    $42,507                             $35,430              20.0


    UNITS SOLD:

    Retail new vehicles
     sold                                      8,202                               6,828              20.1

    Retail used vehicles
     sold                                      2,689                               1,576              70.6

    Wholesale used vehicles
     sold                                      1,247                               1,116              11.7
                                               -----                               -----

    Total used                                 3,936                               2,692              46.2


    AVERAGE RETAIL SALES
     PRICE:

    New vehicle retail                       $32,751                             $35,137             (6.8)

    Used vehicle retail                      $21,513                             $22,777             (5.6)


    GROSS PROFIT PER UNIT
     SOLD:

    New vehicle retail
     sales                                    $2,095                              $2,827            (25.9)

    Used vehicle retail
     sales                                     1,334                                 985              35.4

    Used vehicle wholesale
     sales                                       632                                 977            (35.3)

    Total used                                 1,111                                 981              13.3

    Finance and insurance
     (per retail unit)                          $470                                $380              23.7


    OTHER: (1)

    SG&A expenses                            $40,422                             $28,471              42.0

    SG&A as % revenues                          10.7                                 9.0

    SG&A as % gross profit                      95.1                                80.4

    Operating margin %                         0.3                                 2.0

    Pretax margin %                          (0.7)                                1.2


    INTEREST EXPENSE:

     Floorplan interest                     $(3,528)                           $(2,569)             37.3

     Floorplan assistance                          -                                  -                -
                                                 ---                                ---

     Net floorplan expense                  $(3,528)                           $(2,569)             37.3

     Other interest income,
      net                                      $(58)                              $(36)             61.1


    (1)             These amounts
                    have been
                    adjusted to
                    exclude the
                    impact of
                    certain items
                    to provide
                    additional
                    information
                    regarding the
                    performance of
                    our operations
                    and improve
                    period-to-
                    period
                    comparability.
                    Refer to our
                    Reconciliation
                    of Certain
                    Non-GAAP
                    Financial
                    Measures for a
                    description of
                    the
                    aforementioned
                    adjustments.


    (2)             Results are for
                    the period
                    from the date
                    of acquisition
                    (February 28,
                    2013) through
                    June 30, 2013.



                                             Group 1 Automotive, Inc.

                                       Additional Information - Consolidated

                                                    (Unaudited)

                                  (Dollars in thousands, except per unit amounts)


                               Three Months Ended June 30,
                             ---------------------------

                                                   2014                                 2013 % Change
                                                   ----                                 ---- --------

    REVENUES:

    New vehicle retail
     sales                                   $1,466,064                           $1,376,219              6.5

    Used vehicle retail
     sales                                      577,250                              534,804              7.9

    Used vehicle wholesale
     sales                                       94,971                               83,316             14.0
                                                 ------                               ------

    Total used                                  672,221                              618,120              8.8

    Parts and service                           283,207                              260,950              8.5

    Finance and insurance                        90,146                               79,821             12.9
                                                 ------                               ------

    Total                                    $2,511,638                           $2,335,110              7.6


    GROSS MARGIN %:

    New vehicle retail
     sales                                          5.5                                  5.8

    Used vehicle retail
     sales                                          7.9                                  8.1

    Used vehicle wholesale
     sales                                          1.3                                  0.6

    Total used                                      7.0                                  7.1

    Parts and service                              53.4                                 52.5

    Finance and insurance                         100.0                                100.0

    Total                                          14.7                                 14.6


    GROSS PROFIT:

    New vehicle retail
     sales                                      $80,846                              $80,365              0.6

    Used vehicle retail
     sales                                       45,666                               43,505              5.0

    Used vehicle wholesale
     sales                                        1,241                                  512            142.4
                                                  -----                                  ---

    Total used                                   46,907                               44,017              6.6

    Parts and service                           151,249                              137,071             10.3

    Finance and insurance                        90,146                               79,821             12.9
                                                 ------                               ------

    Total                                      $369,148                             $341,274              8.2


    UNITS SOLD:

    Retail new vehicles
     sold                                        42,456                               41,531              2.2

    Retail used vehicles
     sold                                        26,721                               25,634              4.2

    Wholesale used vehicles
     sold                                        13,230                               13,072              1.2
                                                 ------                               ------

    Total used                                   39,951                               38,706              3.2


    AVERAGE RETAIL SALES
     PRICE:

    New vehicle retail                          $34,531                              $33,137              4.2

    Used vehicle retail                         $21,603                              $20,863              3.5


    GROSS PROFIT PER UNIT
     SOLD:

    New vehicle retail
     sales                                       $1,904                               $1,935            (1.6)

    Used vehicle retail
     sales                                        1,709                                1,697              0.7

    Used vehicle wholesale
     sales                                           94                                   39            141.0

    Total used                                    1,174                                1,137              3.3

    Finance and insurance
     (per retail unit)                           $1,303                               $1,188              9.7


    OTHER: (1)

    SG&A expenses                              $269,946                             $248,316              8.7

    SG&A as % revenues                             10.7                                 10.6

    SG&A as % gross profit                         73.1                                 72.8

    Operating margin %                            3.5                                  3.6

    Pretax margin %                               2.6                                  2.7


    INTEREST EXPENSE:

     Floorplan interest                       $(10,329)                           $(10,873)           (5.0)

     Floorplan assistance                        11,534                               10,010             15.2
                                                 ------                               ------

     Net floorplan (expense)
      income                                     $1,205                               $(863)           239.6

     Other interest expense,
      net                                     $(12,567)                            $(9,570)            31.3


                              Six Months Ended June 30,
                              -------------------------

                                                   2014                                 2013 % Change
                                                   ----                                 ---- --------

    REVENUES:

    New vehicle retail
     sales                                   $2,734,900                           $2,486,454             10.0

    Used vehicle retail
     sales                                    1,127,147                            1,006,203             12.0

    Used vehicle wholesale
     sales                                      184,144                              157,867             16.6
                                                -------                              -------

    Total used                                1,311,291                            1,164,070             12.6

    Parts and service                           552,524                              498,460             10.8

    Finance and insurance                       173,786                              149,958             15.9
                                                -------                              -------

    Total                                    $4,772,501                           $4,298,942             11.0


    GROSS MARGIN %:

    New vehicle retail
     sales                                          5.4                                  5.8

    Used vehicle retail
     sales                                          7.8                                  8.3

    Used vehicle wholesale
     sales                                          2.4                                  1.9

    Total used                                      7.1                                  7.4

    Parts and service                              53.0                                 52.6

    Finance and insurance                         100.0                                100.0

    Total                                          14.8                                 14.9


    GROSS PROFIT:

    New vehicle retail
     sales                                     $147,752                             $143,000              3.3

    Used vehicle retail
     sales                                       88,467                               83,781              5.6

    Used vehicle wholesale
     sales                                        4,353                                2,934             48.4
                                                  -----                                -----

    Total used                                   92,820                               86,715              7.0

    Parts and service                           292,912                              262,089             11.8

    Finance and insurance                       173,786                              149,959             15.9
                                                -------                              -------

    Total                                      $707,270                             $641,763             10.2


    UNITS SOLD:

    Retail new vehicles
     sold                                        80,205                               74,627              7.5

    Retail used vehicles
     sold                                        53,598                               48,872              9.7

    Wholesale used vehicles
     sold                                        26,014                               24,407              6.6
                                                 ------                               ------

    Total used                                   79,612                               73,279              8.6


    AVERAGE RETAIL SALES
     PRICE:

    New vehicle retail                          $34,099                              $33,318              2.3

    Used vehicle retail                         $21,030                              $20,589              2.1


    GROSS PROFIT PER UNIT
     SOLD:

    New vehicle retail
     sales                                       $1,842                               $1,916            (3.9)

    Used vehicle retail
     sales                                        1,651                                1,714            (3.7)

    Used vehicle wholesale
     sales                                          167                                  120             39.2

    Total used                                    1,166                                1,183            (1.4)

    Finance and insurance
     (per retail unit)                           $1,299                               $1,214              7.0


    OTHER: (1)

    SG&A expenses                              $527,504                             $475,003             11.1

    SG&A as % revenues                             11.1                                 11.0

    SG&A as % gross profit                         74.6                                 74.0

    Operating margin %                            3.3                                  3.5

    Pretax margin %                               2.4                                  2.6


    INTEREST EXPENSE:

     Floorplan interest                       $(21,242)                           $(20,237)             5.0

     Floorplan assistance                        21,351                               18,183             17.4
                                                 ------                               ------

     Net floorplan (expense)
      income                                       $109                             $(2,054)           105.3

     Other interest expense,
      net                                     $(23,080)                           $(18,812)            22.7


    (1)              These amounts
                     have been
                     adjusted to
                     exclude the
                     impact of
                     certain items
                     to provide
                     additional
                     information
                     regarding the
                     performance of
                     our operations
                     and improve
                     period-to-
                     period
                     comparability.
                     Refer to our
                     Reconciliation
                     of Certain
                     Non-GAAP
                     Financial
                     Measures for a
                     description of
                     the
                     aforementioned
                     adjustments.



                                            Group 1 Automotive, Inc.

                                  Additional Information - Same Store U.S. (1)

                                                   (Unaudited)

                                 (Dollars in thousands, except per unit amounts)


                              Three Months Ended June 30,
                            ---------------------------

                                                  2014                                 2013 % Change
                                                  ----                                 ---- --------

    REVENUES:

    New vehicle retail
     sales                                  $1,106,285                           $1,041,504            6.2

    Used vehicle retail
     sales                                     440,854                              435,111            1.3

    Used vehicle wholesale
     sales                                      64,025                               53,763           19.1
                                                ------                               ------

    Total used                                 504,879                              488,874            3.3

    Parts and service                          227,172                              215,467            5.4

    Finance and insurance                       78,181                               71,744            9.0
                                                ------                               ------

    Total                                   $1,916,517                           $1,817,589            5.4


    GROSS MARGIN %:

    New vehicle retail
     sales                                         5.2                                  5.5

    Used vehicle retail
     sales                                         8.1                                  8.6

    Used vehicle wholesale
     sales                                         1.9                                  0.9

    Total used                                     7.3                                  7.7

    Parts and service                             54.0                                 53.6

    Finance and insurance                        100.0                                100.0

    Total                                         15.4                                 15.5


    GROSS PROFIT:

    New vehicle retail
     sales                                     $57,615                              $57,091            0.9

    Used vehicle retail
     sales                                      35,809                               37,299          (4.0)

    Used vehicle wholesale
     sales                                       1,192                                  462          158.0
                                                 -----                                  ---

    Total used                                  37,001                               37,761          (2.0)

    Parts and service                          122,599                              115,414            6.2

    Finance and insurance                       78,181                               71,744            9.0
                                                ------                               ------

    Total                                     $295,396                             $282,010            4.7


    UNITS SOLD:

    Retail new vehicles
     sold                                       32,231                               31,297            3.0

    Retail used vehicles
     sold                                       20,955                               21,215          (1.2)

    Wholesale used vehicles
     sold                                        9,883                                9,453            4.5
                                                 -----                                -----

    Total used                                  30,838                               30,668            0.6


    AVERAGE RETAIL SALES
     PRICE:

    New vehicle retail                         $34,324                              $33,278            3.1

    Used vehicle retail                        $21,038                              $20,510            2.6


    GROSS PROFIT PER UNIT
     SOLD:

    New vehicle retail
     sales                                      $1,788                               $1,824          (2.0)

    Used vehicle retail
     sales                                       1,709                                1,758          (2.8)

    Used vehicle wholesale
     sales                                         121                                   49          146.9

    Total used                                   1,200                                1,231          (2.5)

    Finance and insurance
     (per retail unit)                          $1,470                               $1,366            7.6


    OTHER:(2)

    SG&A expenses                             $208,805                             $198,731            5.1

    SG&A as % revenues                            10.9                                 10.9

    SG&A as % gross profit                        70.7                                 70.5

    Operating margin %                           4.1                                  4.2


                             Six Months Ended June 30,
                             -------------------------

                                                  2014                                 2013 % Change
                                                  ----                                 ---- --------

    REVENUES:

    New vehicle retail
     sales                                  $2,058,721                           $1,963,058            4.9

    Used vehicle retail
     sales                                     865,179                              838,917            3.1

    Used vehicle wholesale
     sales                                     124,920                              108,883           14.7
                                               -------                              -------

    Total used                                 990,099                              947,800            4.5

    Parts and service                          444,027                              421,248            5.4

    Finance and insurance                      151,873                              136,248           11.5
                                               -------                              -------

    Total                                   $3,644,720                           $3,468,354            5.1


    GROSS MARGIN %:

    New vehicle retail
     sales                                         5.1                                  5.5

    Used vehicle retail
     sales                                         8.1                                  8.8

    Used vehicle wholesale
     sales                                         2.8                                  2.4

    Total used                                     7.5                                  8.0

    Parts and service                             53.5                                 53.3

    Finance and insurance                        100.0                                100.0

    Total                                         15.6                                 15.7


    GROSS PROFIT:

    New vehicle retail
     sales                                    $105,410                             $107,155          (1.6)

    Used vehicle retail
     sales                                      70,471                               73,648          (4.3)

    Used vehicle wholesale
     sales                                       3,507                                2,576           36.1
                                                 -----                                -----

    Total used                                  73,978                               76,224          (2.9)

    Parts and service                          237,416                              224,556            5.7

    Finance and insurance                      151,873                              136,248           11.5
                                               -------                              -------

    Total                                     $568,677                             $544,183            4.5


    UNITS SOLD:

    Retail new vehicles
     sold                                       60,347                               58,566            3.0

    Retail used vehicles
     sold                                       42,156                               41,549            1.5

    Wholesale used vehicles
     sold                                       19,403                               18,638            4.1
                                                ------                               ------

    Total used                                  61,559                               60,187            2.3


    AVERAGE RETAIL SALES
     PRICE:

    New vehicle retail                         $34,115                              $33,519            1.8

    Used vehicle retail                        $20,523                              $20,191            1.6


    GROSS PROFIT PER UNIT
     SOLD:

    New vehicle retail
     sales                                      $1,747                               $1,830          (4.5)

    Used vehicle retail
     sales                                       1,672                                1,773          (5.7)

    Used vehicle wholesale
     sales                                         181                                  138           31.2

    Total used                                   1,202                                1,266          (5.1)

    Finance and insurance
     (per retail unit)                          $1,482                               $1,361            8.9


    OTHER: (2)

    SG&A expenses                             $411,766                             $392,941            4.8

    SG&A as % revenues                            11.3                                 11.3

    SG&A as % gross profit                        72.4                                 72.2

    Operating margin %                           3.8                                  3.9


    (1)             Same store
                    amounts
                    include the
                    results for
                    the identical
                    months in each
                    period
                    presented in
                    the
                    comparison,
                    commencing
                    with the first
                    full month we
                    owned the
                    dealership
                    and, in the
                    case of
                    dispositions,
                    ending with
                    the last full
                    month we owned
                    it. Same store
                    results also
                    include the
                    activities of
                    our corporate
                    office.


    (2)             These amounts
                    have been
                    adjusted to
                    exclude the
                    impact of
                    certain items
                    to provide
                    additional
                    information
                    regarding the
                    performance of
                    our operations
                    and improve
                    period-to-
                    period
                    comparability.
                    Refer to our
                    Reconciliation
                    of Certain
                    Non-GAAP
                    Financial
                    Measures for a
                    description of
                    the
                    aforementioned
                    adjustments.



                                          Group 1 Automotive, Inc.

                                Additional Information - Same Store U.K. (1)

                                                 (Unaudited)

                               (Dollars in thousands, except per unit amounts)


                              Three Months Ended June 30,
                            ---------------------------

                                                2014                               2013 % Change
                                                ----                               ---- --------

    REVENUES:

    New vehicle retail
     sales                                  $131,803                           $110,473             19.3

    Used vehicle retail
     sales                                    73,260                             58,429             25.4

    Used vehicle wholesale
     sales                                    21,549                             17,958             20.0
                                              ------                             ------

    Total used                                94,809                             76,387             24.1

    Parts and service                         20,206                             17,024             18.7

    Finance and insurance                      4,501                              3,544             27.0
                                               -----                              -----

    Total                                   $251,319                           $207,428             21.2


    GROSS MARGIN %:

    New vehicle retail
     sales                                       6.9                                6.5

    Used vehicle retail
     sales                                       6.7                                6.9

    Used vehicle wholesale
     sales                                     (1.3)                             (3.4)

    Total used                                   4.9                                4.5

    Parts and service                           56.1                               56.3

    Finance and insurance                      100.0                              100.0

    Total                                       11.7                               11.4


    GROSS PROFIT:

    New vehicle retail
     sales                                    $9,040                             $7,148             26.5

    Used vehicle retail
     sales                                     4,930                              4,048             21.8

    Used vehicle wholesale
     sales                                     (281)                             (614)          (54.2)
                                                ----                               ----

    Total used                                 4,649                              3,434             35.4

    Parts and service                         11,331                              9,585             18.2

    Finance and insurance                      4,501                              3,544             27.0
                                               -----                              -----

    Total                                    $29,521                            $23,711             24.5


    UNITS SOLD:

    Retail new vehicles
     sold                                      3,626                              3,605              0.6

    Retail used vehicles
     sold                                      2,720                              2,524              7.8

    Wholesale used vehicles
     sold                                      2,195                              2,251            (2.5)
                                               -----                              -----

    Total used                                 4,915                              4,775              2.9


    AVERAGE RETAIL SALES
     PRICE:

    New vehicle retail                       $36,349                            $30,644             18.6

    Used vehicle retail                      $26,934                            $23,149             16.3


    GROSS PROFIT PER UNIT
     SOLD:

    New vehicle retail
     sales                                    $2,493                             $1,983             25.7

    Used vehicle retail
     sales                                     1,813                              1,604             13.0

    Used vehicle wholesale
     sales                                     (128)                             (273)          (53.1)

    Total used                                   946                                719             31.6

    Finance and insurance
     (per retail unit)                          $709                               $578             22.7


    OTHER:(2)

    SG&A expenses                            $22,316                            $18,563             20.2

    SG&A as % revenues                           8.9                                8.9

    SG&A as % gross profit                      75.6                               78.3

    Operating margin %                         2.5                                2.2


                             Six Months Ended June 30,
                             -------------------------

                                                2014                               2013 % Change
                                                ----                               ---- --------

    REVENUES:

    New vehicle retail
     sales                                  $254,063                           $205,298             23.8

    Used vehicle retail
     sales                                   132,804                            103,394             28.4

    Used vehicle wholesale
     sales                                    39,297                             31,722             23.9
                                              ------                             ------

    Total used                               172,101                            135,116             27.4

    Parts and service                         38,588                             31,795             21.4

    Finance and insurance                      8,484                              6,297             34.7
                                               -----                              -----

    Total                                   $473,236                           $378,506             25.0


    GROSS MARGIN %:

    New vehicle retail
     sales                                       6.8                                6.7

    Used vehicle retail
     sales                                       5.9                                6.1

    Used vehicle wholesale
     sales                                       0.3                              (1.7)

    Total used                                   4.6                                4.2

    Parts and service                           55.3                               53.7

    Finance and insurance                      100.0                              100.0

    Total                                       11.6                               11.3


    GROSS PROFIT:

    New vehicle retail
     sales                                   $17,210                            $13,781             24.9

    Used vehicle retail
     sales                                     7,830                              6,265             25.0

    Used vehicle wholesale
     sales                                       131                              (531)           124.7
                                                 ---                               ----

    Total used                                 7,961                              5,734             38.8

    Parts and service                         21,351                             17,069             25.1

    Finance and insurance                      8,484                              6,297             34.7
                                               -----                              -----

    Total                                    $55,006                            $42,881             28.3


    UNITS SOLD:

    Retail new vehicles
     sold                                      6,955                              6,432              8.1

    Retail used vehicles
     sold                                      4,773                              4,252             12.3

    Wholesale used vehicles
     sold                                      3,919                              3,694              6.1
                                               -----                              -----

    Total used                                 8,692                              7,946              9.4


    AVERAGE RETAIL SALES
     PRICE:

    New vehicle retail                       $36,530                            $31,918             14.4

    Used vehicle retail                      $27,824                            $24,317             14.4


    GROSS PROFIT PER UNIT
     SOLD:

    New vehicle retail
     sales                                    $2,474                             $2,143             15.4

    Used vehicle retail
     sales                                     1,640                              1,473             11.3

    Used vehicle wholesale
     sales                                        33                              (144)           122.9

    Total used                                   916                                722             26.9

    Finance and insurance
     (per retail unit)                          $723                               $589             22.8


    OTHER: (2)

    SG&A expenses                            $41,977                            $34,457             21.8

    SG&A as % revenues                           8.9                                9.1

    SG&A as % gross profit                      76.3                               80.4

    Operating margin %                         2.4                                1.9


    (1)             Same store
                    amounts
                    include the
                    results for
                    the identical
                    months in each
                    period
                    presented in
                    the
                    comparison,
                    commencing
                    with the first
                    full month we
                    owned the
                    dealership
                    and, in the
                    case of
                    dispositions,
                    ending with
                    the last full
                    month we owned
                    it. Same store
                    results also
                    include the
                    activities of
                    our corporate
                    office.


    (2)             These amounts
                    have been
                    adjusted to
                    exclude the
                    impact of
                    certain items
                    to provide
                    additional
                    information
                    regarding the
                    performance of
                    our operations
                    and improve
                    period-to-
                    period
                    comparability.
                    Refer to our
                    Reconciliation
                    of Certain
                    Non-GAAP
                    Financial
                    Measures for a
                    description of
                    the
                    aforementioned
                    adjustments.



                                             Group 1 Automotive, Inc.

                                  Additional Information - Same Store Brazil (1)

                                                    (Unaudited)

                                  (Dollars in thousands, except per unit amounts)


                              Three Months Ended June 30,
                            ---------------------------

                                                   2014                               2013  % Change
                                                   ----                               ----  --------

    REVENUES:

    New vehicle retail
     sales                                     $141,658                           $187,139           (24.3)

    Used vehicle retail
     sales                                       29,373                             27,802              5.7

    Used vehicle wholesale
     sales                                        4,773                              8,633           (44.7)
                                                  -----                              -----

    Total used                                   34,146                             36,435            (6.3)

    Parts and service                            19,027                             19,841            (4.1)

    Finance and insurance                         2,891                              2,605             11.0
                                                  -----                              -----

    Total                                      $197,722                           $246,020           (19.6)


    GROSS MARGIN %:

    New vehicle retail
     sales                                          6.6                                8.0

    Used vehicle retail
     sales                                          6.0                                4.0

    Used vehicle wholesale
     sales                                          8.0                               10.2

    Total used                                      6.3                                5.5

    Parts and service                              41.9                               38.2

    Finance and insurance                         100.0                              100.0

    Total                                          11.3                               11.0


    GROSS PROFIT:

    New vehicle retail
     sales                                       $9,316                            $14,879           (37.4)

    Used vehicle retail
     sales                                        1,758                              1,113             58.0

    Used vehicle wholesale
     sales                                          383                                878           (56.4)
                                                    ---                                ---

    Total used                                    2,141                              1,991              7.5

    Parts and service                             7,974                              7,579              5.2

    Finance and insurance                         2,891                              2,605             11.0
                                                  -----                              -----

    Total                                       $22,322                            $27,054           (17.5)


    UNITS SOLD:

    Retail new vehicles
     sold                                         4,087                              5,337           (23.4)

    Retail used vehicles
     sold                                         1,271                              1,182              7.5

    Wholesale used vehicles
     sold                                           561                                881           (36.3)
                                                    ---                                ---

    Total used                                    1,832                              2,063           (11.2)


    AVERAGE RETAIL SALES
     PRICE:

    New vehicle retail                          $34,661                            $35,064            (1.2)

    Used vehicle retail                         $23,110                            $23,521            (1.7)


    GROSS PROFIT PER UNIT
     SOLD:

    New vehicle retail
     sales                                       $2,279                             $2,788           (18.3)

    Used vehicle retail
     sales                                        1,383                                942             46.8

    Used vehicle wholesale
     sales                                          683                                997           (31.5)

    Total used                                    1,169                                965             21.1

    Finance and insurance
     (per retail unit)                             $540                               $400             35.0


    OTHER:(2)

    SG&A expenses                               $21,491                            $21,769            (1.3)

    SG&A as % revenues                             10.9                                8.8

    SG&A as % gross profit                         96.3                               80.5

    Operating margin %                            0.2                                2.0


                             Six Months Ended June 30,
                             -------------------------

                                                   2014                           2013 (3) % Change
                                                   ----                            ------- --------

    REVENUES:

    New vehicle retail
     sales                                     $181,207                           $239,917           (24.5)

    Used vehicle retail
     sales                                       36,366                             35,897              1.3

    Used vehicle wholesale
     sales                                        6,040                             11,750           (48.6)
                                                  -----                             ------

    Total used                                   42,406                             47,647           (11.0)

    Parts and service                            25,062                             26,227            (4.4)

    Finance and insurance                         3,481                              3,197              8.9
                                                  -----                              -----

    Total                                      $252,156                           $316,988           (20.5)


    GROSS MARGIN %:

    New vehicle retail
     sales                                          6.5                                8.0

    Used vehicle retail
     sales                                          6.0                                4.3

    Used vehicle wholesale
     sales                                          8.1                                9.3

    Total used                                      6.3                                5.5

    Parts and service                              42.0                               39.2

    Finance and insurance                         100.0                              100.0

    Total                                          11.3                               11.2


    GROSS PROFIT:

    New vehicle retail
     sales                                      $11,715                            $19,301           (39.3)

    Used vehicle retail
     sales                                        2,195                              1,552             41.4

    Used vehicle wholesale
     sales                                          492                              1,090           (54.9)
                                                    ---                              -----

    Total used                                    2,687                              2,642              1.7

    Parts and service                            10,523                             10,290              2.3

    Finance and insurance                         3,481                              3,197              8.9
                                                  -----                              -----

    Total                                       $28,406                            $35,430           (19.8)


    UNITS SOLD:

    Retail new vehicles
     sold                                         5,330                              6,828           (21.9)

    Retail used vehicles
     sold                                         1,605                              1,576              1.8

    Wholesale used vehicles
     sold                                           721                              1,116           (35.4)
                                                    ---                              -----

    Total used                                    2,326                              2,692           (13.6)


    AVERAGE RETAIL SALES
     PRICE:

    New vehicle retail                          $33,998                            $35,137            (3.2)

    Used vehicle retail                         $22,658                            $22,777            (0.5)


    GROSS PROFIT PER UNIT
     SOLD:

    New vehicle retail
     sales                                       $2,198                             $2,827           (22.2)

    Used vehicle retail
     sales                                        1,368                                985             38.9

    Used vehicle wholesale
     sales                                          682                                977           (30.2)

    Total used                                    1,155                                981             17.7

    Finance and insurance
     (per retail unit)                             $502                               $380             32.1


    OTHER: (2)

    SG&A expenses                               $27,206                            $28,471            (4.4)

    SG&A as % revenues                             10.8                                9.0

    SG&A as % gross profit                         95.8                               80.4

    Operating margin %                            0.2                                2.0


    (1)             Same store
                    amounts
                    include the
                    results for
                    the identical
                    months in each
                    period
                    presented in
                    the
                    comparison,
                    commencing
                    with the first
                    full month we
                    owned the
                    dealership
                    and, in the
                    case of
                    dispositions,
                    ending with
                    the last full
                    month we owned
                    it. Same store
                    results also
                    include the
                    activities of
                    our corporate
                    office.


    (2)             These amounts
                    have been
                    adjusted to
                    exclude the
                    impact of
                    certain items
                    to provide
                    additional
                    information
                    regarding the
                    performance of
                    our operations
                    and improve
                    period-to-
                    period
                    comparability.
                    Refer to our
                    Reconciliation
                    of Certain
                    Non-GAAP
                    Financial
                    Measures for a
                    description of
                    the
                    aforementioned
                    adjustments.


    (3)             Results are for
                    the period
                    from the date
                    of acquisition
                    (February 28,
                    2013) through
                    June 30, 2013.



                                            Group 1 Automotive, Inc.

                              Additional Information - Same Store Consolidated (1)

                                                   (Unaudited)

                                 (Dollars in thousands, except per unit amounts)


                              Three Months Ended June 30,
                            ---------------------------

                                                  2014                                   2013 % Change
                                                  ----                                   ---- --------

    REVENUES:

    New vehicle retail
     sales                                  $1,379,746                             $1,339,116            3.0

    Used vehicle retail
     sales                                     543,487                                521,342            4.2

    Used vehicle wholesale
     sales                                      90,347                                 80,354           12.4
                                                ------                                 ------

    Total used                                 633,834                                601,696            5.3

    Parts and service                          266,405                                252,332            5.6

    Finance and insurance                       85,573                                 77,893            9.9
                                                ------                                 ------

    Total                                   $2,365,558                             $2,271,037            4.2


    GROSS MARGIN %:

    New vehicle retail
     sales                                         5.5                                    5.9

    Used vehicle retail
     sales                                         7.8                                    8.1

    Used vehicle wholesale
     sales                                         1.4                                    0.9

    Total used                                     6.9                                    7.2

    Parts and service                             53.3                                   52.5

    Finance and insurance                        100.0                                  100.0

    Total                                         14.7                                   14.7


    GROSS PROFIT:

    New vehicle retail
     sales                                     $75,971                                $79,118          (4.0)

    Used vehicle retail
     sales                                      42,497                                 42,460            0.1

    Used vehicle wholesale
     sales                                       1,294                                    726           78.2
                                                 -----                                    ---

    Total used                                  43,791                                 43,186            1.4

    Parts and service                          141,904                                132,578            7.0

    Finance and insurance                       85,573                                 77,893            9.9
                                                ------                                 ------

    Total                                     $347,239                               $332,775            4.3


    UNITS SOLD:

    Retail new vehicles
     sold                                       39,944                                 40,239          (0.7)

    Retail used vehicles
     sold                                       24,946                                 24,921            0.1

    Wholesale used vehicles
     sold                                       12,639                                 12,585            0.4
                                                ------                                 ------

    Total used                                  37,585                                 37,506            0.2


    AVERAGE RETAIL SALES
     PRICE:

    New vehicle retail                         $34,542                                $33,279            3.8

    Used vehicle retail                        $21,787                                $20,920            4.1


    GROSS PROFIT PER UNIT
     SOLD:

    New vehicle retail
     sales                                      $1,902                                 $1,966          (3.3)

    Used vehicle retail
     sales                                       1,704                                  1,704              -

    Used vehicle wholesale
     sales                                         102                                     58           75.9

    Total used                                   1,165                                  1,151            1.2

    Finance and insurance
     (per retail unit)                          $1,319                                 $1,195           10.4


    OTHER:(2)

    SG&A expenses                             $252,612                               $239,063            5.7

    SG&A as % revenues                            10.7                                   10.5

    SG&A as % gross profit                        72.7                                   71.8

    Operating margin %                           3.6                                    3.7


                             Six Months Ended June 30,
                             -------------------------

                                                  2014                                   2013 % Change
                                                  ----                                   ---- --------

    REVENUES:

    New vehicle retail
     sales                                  $2,493,991                             $2,408,273            3.6

    Used vehicle retail
     sales                                   1,034,349                                978,208            5.7

    Used vehicle wholesale
     sales                                     170,257                                152,355           11.8
                                               -------                                -------

    Total used                               1,204,606                              1,130,563            6.5

    Parts and service                          507,677                                479,270            5.9

    Finance and insurance                      163,838                                145,742           12.4
                                               -------                                -------

    Total                                   $4,370,112                             $4,163,848            5.0


    GROSS MARGIN %:

    New vehicle retail
     sales                                         5.4                                    5.8

    Used vehicle retail
     sales                                         7.8                                    8.3

    Used vehicle wholesale
     sales                                         2.4                                    2.1

    Total used                                     7.0                                    7.5

    Parts and service                             53.0                                   52.6

    Finance and insurance                        100.0                                  100.0

    Total                                         14.9                                   14.9


    GROSS PROFIT:

    New vehicle retail
     sales                                    $134,335                               $140,237          (4.2)

    Used vehicle retail
     sales                                      80,496                                 81,465          (1.2)

    Used vehicle wholesale
     sales                                       4,130                                  3,135           31.7
                                                 -----                                  -----

    Total used                                  84,626                                 84,600            0.0

    Parts and service                          269,290                                251,915            6.9

    Finance and insurance                      163,838                                145,742           12.4
                                               -------                                -------

    Total                                     $652,089                               $622,494            4.8


    UNITS SOLD:

    Retail new vehicles
     sold                                       72,632                                 71,826            1.1

    Retail used vehicles
     sold                                       48,534                                 47,377            2.4

    Wholesale used vehicles
     sold                                       24,043                                 23,448            2.5
                                                ------                                 ------

    Total used                                  72,577                                 70,825            2.5


    AVERAGE RETAIL SALES
     PRICE:

    New vehicle retail                         $34,337                                $33,529            2.4

    Used vehicle retail                        $21,312                                $20,647            3.2


    GROSS PROFIT PER UNIT
     SOLD:

    New vehicle retail
     sales                                      $1,850                                 $1,952          (5.2)

    Used vehicle retail
     sales                                       1,659                                  1,720          (3.5)

    Used vehicle wholesale
     sales                                         172                                    134           28.4

    Total used                                   1,166                                  1,194          (2.3)

    Finance and insurance
     (per retail unit)                          $1,352                                 $1,223           10.5


    OTHER: (2)

    SG&A expenses                             $480,949                               $455,869            5.5

    SG&A as % revenues                            11.0                                   10.9

    SG&A as % gross profit                        73.8                                   73.2

    Operating margin %                           3.5                                    3.6


    (1)             Same store
                    amounts
                    include the
                    results for
                    the identical
                    months in each
                    period
                    presented in
                    the
                    comparison,
                    commencing
                    with the first
                    full month we
                    owned the
                    dealership
                    and, in the
                    case of
                    dispositions,
                    ending with
                    the last full
                    month we owned
                    it. Same store
                    results also
                    include the
                    activities of
                    our corporate
                    office.


    (2)             These amounts
                    have been
                    adjusted to
                    exclude the
                    impact of
                    certain items
                    to provide
                    additional
                    information
                    regarding the
                    performance of
                    our operations
                    and improve
                    period-to-
                    period
                    comparability.
                    Refer to our
                    Reconciliation
                    of Certain
                    Non-GAAP
                    Financial
                    Measures for a
                    description of
                    the
                    aforementioned
                    adjustments.



                                                                     Group 1 Automotive, Inc.

                                                   Reconciliation of Certain Non-GAAP Financial Measures - U.S.

                                                                            (Unaudited)

                                                         (Dollars in thousands, except per share amounts)



                                                             Three Months Ended June 30,
                                                             ---------------------------

                                                                                         2014                      2013   % Change
                                                                                         ----                      ----   --------

    SG&A RECONCILIATION:


               As reported                                                             $227,506                  $210,820         7.9

               Pre-tax adjustments:

                Catastrophic events                                                     (1,676)                 (11,092)

                Net gain on real estate and dealership
                 transactions                                                               510                     8,249

                Legal settlements                                                         (442)                        -

               Adjusted SG&A (1)                                                       $225,898                  $207,977         8.6


    SG&A AS % REVENUES:

               Unadjusted                                                                  11.0                      11.2

               Adjusted (1)                                                                11.0                      11.1


    SG&A AS % GROSS PROFIT:

               Unadjusted                                                                  71.8                      72.6

               Adjusted (1)                                                                71.3                      71.6


    OPERATING MARGIN %

               Unadjusted                                                                   3.8                       3.8

               Adjusted(1), (2)                                                             4.0                       4.0


    PRETAX MARGIN %:

               Unadjusted                                                                   1.7                       2.8

               Adjusted (1), (3)                                                            3.0                       3.0


    SAME STORE SG&A RECONCILIATION:


               As reported                                                             $210,923                  $210,023         0.4

                 Pre-tax adjustments:

                Catastrophic events                                                     (1,676)                 (11,092)

                Net gain on real estate and dealership
                 transactions                                                                 -                    (200)

                Legal settlements                                                         (442)                        -

               Adjusted Same Store SG&A (1)                                            $208,805                  $198,731         5.1


    SAME STORE SG&A AS % REVENUES:

               Unadjusted                                                                  11.0                      11.6

               Adjusted (1)                                                                10.9                      10.9



    SAME STORE SG&A AS % GROSS PROFIT:

               Unadjusted                                                                  71.4                      74.5

               Adjusted (1)                                                                70.7                      70.5



    SAME STORE OPERATING MARGIN %:

               Unadjusted                                                                   3.9                       3.5

               Adjusted (1), (4)                                                            4.1                       4.2


                                                              Six Months Ended June 30,
                                                              -------------------------

                                                                                         2014                      2013   % Change
                                                                                         ----                      ----   --------

    SG&A RECONCILIATION:


               As reported                                                             $443,902                  $420,304         5.6

               Pre-tax adjustments:

               Acquisition costs                                                              -                  (5,159)

               Catastrophic events                                                      (1,676)                 (11,900)

                Net gain on real estate and dealership
                transactions                                                                510                     8,823

               Legal settlements                                                          (442)                        -

               Adjusted SG&A(1)                                                        $442,294                  $412,068         7.3


    SG&A AS % REVENUES:

               Unadjusted                                                                  11.4                      11.7

               Adjusted (1)                                                                11.4                      11.4


    SG&A AS % OF GROSS PROFIT:

               Unadjusted                                                                  73.2                      74.6

               Adjusted (1)                                                                72.9                      73.1


    OPERATING MARGIN %:

               Unadjusted                                                                   3.7                       3.5

               Adjusted (1), (2)                                                            3.8                       3.8


    PRETAX MARGIN %:

               Unadjusted                                                                   2.1                       2.5

               Adjusted (1), (3)                                                            2.8                       2.8


    SAME STORE SG&A RECONCILIATION:


               As reported                                                             $413,884                  $410,200         0.9

                 Pre-tax adjustments:

                Catastrophic events                                                     (1,676)                 (11,900)

                Acquisition costs                                                             -                  (5,159)

                Net gain on real estate and dealership
                 transactions                                                                 -                    (200)

                Legal settlements                                                         (442)                        -

               Adjusted Same Store SG&A (1)                                            $411,766                  $392,941         4.8


    SAME STORE SG&A AS % REVENUES:

               Unadjusted                                                                  11.4                      11.8

               Adjusted (1)                                                                11.3                      11.3


    SAME STORE SG&A AS % GROSS PROFIT:

               Unadjusted                                                                  72.8                      75.4

               Adjusted (1)                                                                72.4                      72.2


    SAME STORE OPERATING MARGIN %:

               Unadjusted                                                                   3.7                       3.4

               Adjusted (1), (4)                                                            3.8                       3.9


    (1)             We have
                    included
                    certain non-
                    GAAP
                    financial
                    measures as
                    defined under
                    SEC rules,
                    which exclude
                    certain
                    items.  These
                    adjusted
                    measures are
                    not measures
                    of financial
                    performance
                    under GAAP.
                    As required
                    by SEC rules,
                    we provide
                    reconciliations
                    of these
                    adjusted
                    measures to
                    the most
                    directly
                    comparable
                    GAAP
                    measures.  We
                    believe that
                    these
                    adjusted
                    financial
                    measures are
                    relevant and
                    useful to
                    investors
                    because they
                    improve the
                    transparency
                    of our
                    disclosure,
                    provide a
                    meaningful
                    presentation
                    of results
                    from our core
                    business
                    operations
                    and improve
                    period-to-
                    period
                    comparability
                    of our
                    results from
                    our core
                    business
                    operations.


    (2)             Excludes the
                    impact of
                    SG&A
                    reconciling
                    items above,
                    as well as
                    non-cash
                    asset
                    impairment
                    charges of
                    $1,721 for
                    the three and
                    six months
                    ended June
                    30, 2014, and
                    $609 for the
                    three and six
                    months ended
                    June 30,
                    2013.


    (3)             Excludes the
                    impact of
                    SG&A
                    reconciling
                    items above,
                    as well as
                    loss on
                    redemption of
                    long-term
                    debt of
                    $23,614 for
                    the three and
                    six months
                    ended June
                    30, 2014,
                    non-cash
                    asset
                    impairment
                    charges of
                    $1,721 for
                    the three and
                    six months
                    ended June
                    30, 2014, and
                    $609 for the
                    three and six
                    months ended
                    June 30,
                    2013.


    (4)             Excludes the
                    impact of
                    Same Store
                    SG&A
                    reconciling
                    items above,
                    as well as
                    non-cash
                    asset
                    impairment
                    charges of
                    $1,721 for
                    the three and
                    six months
                    ended June
                    30, 2014, and
                    $609 and $607
                    for the three
                    and six
                    months ended
                    June 30,
                    2013,
                    respectively.



                                               Group 1 Automotive, Inc.

                             Reconciliation of Certain Non-GAAP Financial Measures - U.K.

                                                     (Unaudited)

                                   (Dollars in thousands, except per share amounts)


                                                                                        Six Months Ended June 30,
                                                                                      -------------------------

                                                                                     2014                    2013   % Change
                                                                                     ----                    ----   --------

    SG&A RECONCILIATION:


                                          As reported                               $44,788                 $34,606        29.4

                                          Pre-tax adjustments:

                                          Acquisition costs                               -                  (142)

                                          Adjusted SG&A (1)                         $44,788                 $34,464        30.0


    SG&A AS % REVENUES:


                                          Unadjusted                                    9.0                     9.1

                                          Adjusted (1)                                  9.0                     9.1


    SG&A AS % OF GROSS PROFIT:


                                          Unadjusted                                   76.9                    80.6

                                          Adjusted (1)                                 76.9                    80.3


    OPERATING MARGIN %:


                                          Unadjusted                                    2.4                     1.9

                                          Adjusted (1), (2)                             2.4                     1.9


    PRETAX MARGIN %:


                                          Unadjusted                                    2.0                     1.5

                                          Adjusted (1), (2)                             2.0                     1.6


    SAME STORE SG&A RECONCILIATION:


                                          As reported                               $41,977                 $34,599        21.3

                                            Pre-tax adjustments:

                                          Acquisition costs                               -                  (142)

                                          Adjusted Same Store SG&A (1)              $41,977                 $34,457        21.8


    SAME STORE SG&A AS % REVENUES:


                                          Unadjusted                                    8.9                     9.1

                                          Adjusted (1)                                  8.9                     9.1


    SAME STORE SG&A AS % GROSS PROFIT:


                                          Unadjusted                                   76.3                    80.7

                                          Adjusted (1)                                 76.3                    80.4


    SAME STORE OPERATING MARGIN %:


                                          Unadjusted                                    2.4                     1.9

                                          Adjusted (1), (2)                             2.4                     1.9


                                   (1)    We have included certain non-GAAP financial
                                           measures as defined under SEC rules, which exclude
                                           certain items.  These adjusted measures are not
                                           measures of financial performance under GAAP.  As
                                           required by SEC rules, we provide reconciliations
                                           of these adjusted measures to the most directly
                                           comparable GAAP measures.  We believe that these
                                           adjusted financial measures are relevant and
                                           useful to investors because they improve the
                                           transparency of our disclosure, provide a
                                           meaningful presentation of results from our core
                                           business operations and improve period-to-period
                                           comparability of our results from our core
                                           business operations.


                                   (2)    Excludes the impact of SG&A reconciling items
                                           above.



                                                Group 1 Automotive, Inc.

                             Reconciliation of Certain Non-GAAP Financial Measures - Brazil

                                                      (Unaudited)

                                                 (Dollars in thousands)


                                                                                       Three Months Ended June 30,
                                                                                      ---------------------------

                                                                                     2014                     2013             % Change
                                                                                     ----                     ----             --------

    SG&A RECONCILIATION:


                                          As reported                               $22,148                  $21,769                   1.7

                                          Pre-tax adjustments:

                                          Foreign transaction tax                     (416)                       -

                                          Adjusted SG&A(1)                          $21,732                  $21,769                 (0.2)


    SG&A AS % REVENUES:

                                          Unadjusted                                   11.1                      8.8

                                          Adjusted (1)                                 10.9                      8.8


    SG&A AS % GROSS PROFIT:

                                          Unadjusted                                   96.9                     80.5

                                          Adjusted (1)                                 95.1                     80.5


    OPERATING MARGIN %

                                          Unadjusted                                    0.1                      2.0

                                          Adjusted (1), (2)                             0.3                      2.0


    PRETAX MARGIN %:

                                          Unadjusted                                  (0.9)                     1.3

                                          Adjusted (1), (3)                           (0.7)                     1.3


    SAME STORE SG&A RECONCILIATION:


                                          As reported                               $21,907                  $21,769                   0.6

                                            Pre-tax adjustments:

                                          Foreign transaction tax                     (416)                       -

                                          Adjusted Same Store SG&A (1)              $21,491                  $21,769                 (1.3)


    SAME STORE SG&A AS % REVENUES:

                                          Unadjusted                                   11.1                      8.8

                                          Adjusted (1)                                 10.9                      8.8


    SAME STORE SG&A AS % GROSS PROFIT:

                                          Unadjusted                                   98.1                     80.5

                                          Adjusted (1)                                 96.3                     80.5


    SAME STORE OPERATING MARGIN %:

                                          Unadjusted                                  (0.1)                     2.0

                                          Adjusted (1), (2)                             0.2                      2.0


                                                                                       Six Months Ended June 30,
                                                                                       -------------------------

                                                                          2014                 2013 (4)              % Change
                                                                          ----                  -------               --------

    SG&A RECONCILIATION:


                                          As reported                               $40,838                  $29,682                  37.6

                                          Pre-tax adjustments:

                                          Acquisition costs                               -                 (1,211)

                                          Foreign transaction tax                     (416)                       -

                                          Adjusted SG&A(1)                          $40,422                  $28,471                  42.0


    SG&A AS % REVENUES:

                                          Unadjusted                                   10.8                      9.4

                                          Adjusted (1)                                 10.7                      9.0


    SG&A AS % OF GROSS PROFIT:

                                          Unadjusted                                   96.1                     83.8

                                          Adjusted (1)                                 95.1                     80.4


    OPERATING MARGIN %:

                                          Unadjusted                                    0.1                      1.6

                                          Adjusted (1), (2)                             0.3                      2.0


    PRETAX MARGIN %:

                                          Unadjusted                                  (0.8)                     0.6

                                          Adjusted (1), (3)                           (0.7)                     1.2


    SAME STORE SG&A RECONCILIATION:


                                          As reported                               $27,622                  $29,682                 (6.9)

                                            Pre-tax adjustments:

                                          Acquisition costs                               -                 (1,211)

                                          Foreign transaction tax                     (416)                       -

                                          Adjusted Same Store SG&A (1)              $27,206                  $28,471                 (4.4)


    SAME STORE SG&A AS % REVENUES:

                                          Unadjusted                                   11.0                      9.4

                                          Adjusted (1)                                 10.8                      9.0


    SAME STORE SG&A AS % GROSS PROFIT:

                                          Unadjusted                                   97.2                     83.8

                                          Adjusted (1)                                 95.8                     80.4


    SAME STORE OPERATING MARGIN %:

                                          Unadjusted                                      -                     1.6

                                          Adjusted (1), (2)                             0.2                      2.0


                                   (1)    We have included certain non-GAAP financial
                                           measures as defined under SEC rules, which exclude
                                           certain items.  These adjusted measures are not
                                           measures of financial performance under GAAP.  As
                                           required by SEC rules, we provide reconciliations
                                           of these adjusted measures to the most directly
                                           comparable GAAP measures.  We believe that these
                                           adjusted financial measures are relevant and
                                           useful to investors because they improve the
                                           transparency of our disclosure, provide a
                                           meaningful presentation of results from our core
                                           business operations and improve period-to-period
                                           comparability of our results from our core
                                           business operations.


                                   (2)    Excludes the impact of SG&A reconciling items
                                           above.


                                   (3)    Excludes the impact of SG&A reconciling items
                                           above, as well as the other expense, net of $789,
                                           for the period from the date of acquisition
                                           (February 28, 2013) through June 30, 2013.


                                   (4)    Results are for the period from the date of
                                           acquisition through June 30, 2013.



                                                                Group 1 Automotive, Inc.

                                          Reconciliation of Certain Non-GAAP Financial Measures - Consolidated

                                                                       (Unaudited)

                                                    (Dollars in thousands, except per share amounts)



                                                                                  Three Months Ended June 30,
                                                                                  ---------------------------

                                                                                                      2014        2013   % Change
                                                                                                      ----        ----   --------

    NET INCOME RECONCILIATION:

                      As reported                                                                    $16,862     $37,388      (54.9)

                      After-tax adjustments:

                      Catastrophic events(6)                                                           1,039       6,757

                       Net gain on real estate and dealership
                       transactions (7)                                                                (316)    (4,785)

                      Non-cash asset impairment charges (8)                                            1,067         369

                       Loss on redemption of long-term
                       debt(9)                                                                        20,778           -

                      Legal settlements (10)                                                             274           -

                      Foreign transaction tax (11)                                                       274           -

                      Adjusted net income (1)                                                        $39,978     $39,729         0.6


    ADJUSTED NET INCOME ATTRIBUTABLE TO DILUTED

    COMMON SHARES RECONCILIATION:


                      Adjusted net income                                                            $39,978     $39,729         0.6

                       Less: Adjusted earnings allocated to
                       participating securities                                                       $1,456      $1,692      (13.9)
                                                                                                    ------

                       Adjusted net income available to
                       diluted common shares                                                         $38,522     $38,037         1.3


    DILUTED INCOME PER COMMON SHARE RECONCILIATION:


                      As reported                                                                      $0.62       $1.43      (56.6)

                      After-tax adjustments:

                      Catastrophic events                                                               0.04        0.26

                       Net gain on real estate and dealership
                       transactions                                                                   (0.01)     (0.18)

                      Non-cash asset impairment charges                                                 0.04        0.01

                      Loss on redemption of long-term debt                                              0.76           -

                      Legal settlements                                                                 0.01           -

                      Foreign transaction tax                                                           0.01           -

                      Adjusted diluted income per share (1)                                            $1.47       $1.52       (3.3)


    SG&A RECONCILIATION:


                      As reported                                                                   $271,970    $251,159         8.3

                      Pre-tax adjustments:

                       Catastrophic events                                                           (1,676)   (11,092)

                       Net gain on real estate and dealership
                        transactions                                                                     510       8,249

                       Legal settlements                                                               (442)          -

                       Foreign transaction tax                                                         (416)          -

                      Adjusted SG&A (1)                                                             $269,946    $248,316         8.7


    SG&A AS % REVENUES:

                      Unadjusted                                                                        10.8        10.8

                      Adjusted (1)                                                                      10.7        10.6


    SG&A AS % GROSS PROFIT:

                      Unadjusted                                                                        73.7        73.6

                      Adjusted (1)                                                                      73.1        72.8


    OPERATING MARGIN %

                      Unadjusted                                                                         3.4         3.5

                      Adjusted (1),(2)                                                                   3.5         3.6


    PRETAX MARGIN %:

                      Unadjusted                                                                         1.5         2.6

                      Adjusted (1),(3)                                                                   2.6         2.7


    SAME STORE SG&A RECONCILIATION:

                      As reported                                                                   $255,146    $250,355         1.9

                      Pre-tax adjustments:

                      Catastrophic events                                                            (1,676)   (11,092)

                       Net gain on real estate and dealership
                       transactions                                                                        -      (200)

                      Legal settlements                                                                (442)          -

                      Foreign transaction tax                                                          (416)          -

                      Adjusted Same Store SG&A (1)                                                  $252,612    $239,063         5.7


    SAME STORE SG&A AS % REVENUES:

                      Unadjusted                                                                        10.8        11.0

                      Adjusted (1)                                                                      10.7        10.5


    SAME STORE SG&A AS % GROSS PROFIT:

                      Unadjusted                                                                        73.5        75.2

                      Adjusted (1)                                                                      72.7        71.8


    SAME STORE OPERATING MARGIN %:

                      Unadjusted                                                                         3.4         3.2

                      Adjusted (1)                                                                       3.6         3.7



                                                                                   Six Months Ended June 30,
                                                                                   -------------------------

                                                                                                      2014        2013   % Change
                                                                                                      ----        ----   --------

    NET INCOME RECONCILIATION:

                      As reported                                                                    $48,165     $59,506      (19.1)

                      After-tax adjustments:

                      Acquisition costs (5)                                                                -      6,968

                      Catastrophic events(6)                                                           1,039       7,261

                       Net gain on real estate and dealership
                       transactions (7)                                                                (316)    (5,141)

                      Non-cash asset impairment charges (8)                                            1,067         369

                       Loss on redemption of long-term
                       debt(9)                                                                        20,778           -

                      Legal settlements (10)                                                             274           -

                      Foreign transaction tax (11)                                                       274           -

                      Adjusted net income (1)                                                        $71,281     $68,963         3.4


    ADJUSTED NET INCOME ATTRIBUTABLE TO DILUTED

    COMMON SHARES RECONCILIATION:


                      Adjusted net income                                                            $71,281     $68,963         3.4

                       Less: Adjusted earnings allocated to
                       participating securities                                                       $2,613      $2,925      (10.7)

                       Adjusted net income available to
                       diluted common shares                                                         $68,668     $66,038         4.0


    DILUTED INCOME PER COMMON SHARE RECONCILIATION:


                      As reported                                                                      $1.80       $2.32      (22.4)

                      After-tax adjustments:

                      Acquisition costs                                                                    -       0.27

                      Catastrophic events                                                               0.04        0.28

                       Net gain on real estate and dealership
                       transactions                                                                   (0.01)     (0.19)

                      Non-cash asset impairment charges                                                 0.04        0.01

                      Loss on redemption of long-term debt                                              0.77           -

                      Legal settlements                                                                 0.01           -

                      Foreign transaction tax                                                           0.01           -

                      Adjusted diluted income per share (1)                                            $2.66       $2.69      (1.12)


    SG&A RECONCILIATION:


                      As reported                                                                   $529,528    $484,592         9.3

                      Pre-tax adjustments:

                       Acquisition costs                                                                   -    (6,512)

                       Catastrophic events                                                           (1,676)   (11,900)

                       Net gain on real estate and dealership
                        transactions                                                                     510       8,823

                       Legal settlements                                                               (442)          -

                       Foreign transaction tax                                                         (416)          -

                      Adjusted SG&A (1)                                                             $527,504    $475,003        11.1


    SG&A AS % REVENUES:

                      Unadjusted                                                                        11.1        11.3

                      Adjusted (1)                                                                      11.1        11.0


    SG&A AS % OF GROSS PROFIT:

                      Unadjusted                                                                        74.9        75.5

                      Adjusted (1)                                                                      74.6        74.0


    OPERATING MARGIN %:

                      Unadjusted                                                                         3.3         3.2

                      Adjusted (1),(2)                                                                   3.3         3.5


    PRETAX MARGIN %:

                      Unadjusted                                                                         1.8         2.3

                      Adjusted (1),(3)                                                                   2.4         2.6


    SAME STORE SG&A RECONCILIATION:


                      As reported                                                                   $483,483    $474,481         1.9

                      Pre-tax adjustments:

                       Acquisition costs                                                                   -    (6,512)

                       Catastrophic events                                                           (1,676)   (11,900)

                       Net gain on real estate and dealership
                        transactions                                                                       -      (200)

                       Legal settlements                                                               (442)          -

                       Foreign transaction tax                                                         (416)          -

                      Adjusted Same Store SG&A (1)                                                  $480,949    $455,869         5.5


    SAME STORE SG&A AS % REVENUES:

                      Unadjusted                                                                        11.1        11.4

                      Adjusted (1)                                                                      11.0        10.9


    SAME STORE SG&A AS % OF GROSS PROFIT:

                      Unadjusted                                                                        74.1        76.2

                      Adjusted (1)                                                                      73.8        73.2


    SAME STORE OPERATING MARGIN %:

                      Unadjusted                                                                         3.4         3.1

                      Adjusted (1),(4)                                                                   3.5         3.6



               (1)    We have included certain non-GAAP financial measures
                       as defined under SEC rules, which exclude certain
                       items.  These adjusted measures are not measures of
                       financial performance under GAAP.  As required by SEC
                       rules, we provide reconciliations of these adjusted
                       measures to the most directly comparable GAAP
                       measures.  We believe that these adjusted financial
                       measures are relevant and useful to investors because
                       they improve the transparency of our disclosure,
                       provide a meaningful presentation of results from our
                       core business operations and improve period-to-
                       period comparability of our results from our core
                       business operations.


               (2)    Excludes the impact of SG&A reconciling items above,
                       as well as non-cash asset impairment charges for all
                       periods.


               (3)    Excludes the impact of SG&A reconciling items above,
                       as well as loss on redemption of long-term debt of
                       $23,614 for the three and six months ended June 30,
                       2014, non-cash asset impairment charges of $1,721
                       for the three and six months ended June 30, 2014, and
                       non-cash asset impairment charges of $609 for the
                       three and six months ended June 30, 2013.


               (4)    Excludes the impact of Same Store SG&A reconciling
                       items above, as well as non-cash asset impairment
                       charges of $1,721 for the three and six months ended
                       June 30, 2014, respectively, and $609 and $607 for
                       the three and six months ended June 30, 2013,
                       respectively.


               (5)    Adjustment is net of tax benefit of  $2,394 for the
                       six months ended June 30, 2013, calculated utilizing
                       the applicable federal and state tax rates for the
                       adjustment.


               (6)    Adjustment is net of tax benefit of $637 for the three
                       and six months ended June 30, 2014, and $4,335 and
                       $4,639 for the three and six month ended June 30,
                       2013, respectively, calculated utilizing the
                       applicable federal and state tax rates for the
                       adjustment.


               (7)    Adjustment is net of tax provision of $194 for the
                       three and six months ended June 30, 2014 and $3,464
                       and $3,682 for the three and six months ended June
                       30, 2013, respectively, calculated utilizing the
                       applicable federal and state tax rates for the
                       adjustment.


               (8)    Adjustment is net of tax benefit of $654 for the three
                       and six months ended June 30, 2014, and $240 for the
                       three and six months ended June 30, 2013, calculated
                       utilizing the applicable federal and state tax rates
                       for the adjustment.


               (9)    Adjustment is net of tax benefit of $2,836 for the
                       three and six months ended June 30, 2014, calculated
                       utilizing the applicable federal and state tax rates
                       for the adjustment.


              (10)    Adjustment is net of tax benefit of $168 for the three
                       and six months ended June 30, 2014, calculated
                       utilizing the applicable federal and state tax rates
                       for the adjustment.


              (11)    Adjustment is net of tax benefit of $141 for the three
                       and six months ended June 30, 2014, calculated
                       utilizing the applicable federal and state tax rates
                       for the adjustment.

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SOURCE Group 1 Automotive, Inc.