Penske Automotive Reports Fourth Quarter Results

February 19, 2010

Same-Store Retail Revenues Increase 15.5%

Income From Continuing Operations Increases to $19.3 Million and Related Earnings Per Share Increases to $0.21

SG&A Improves to 83.3% of Gross Profit

$44.1 Million of Convertible Notes Purchased in Q1 2010

BLOOMFIELD HILLS, Mich.--(BUSINESS WIRE)-- Penske Automotive Group, Inc. (NYSE: PAG), an international automotive retailer, today reported fourth quarter income from continuing operations attributable to PAG of $19.3 million, or $0.21 per share, which compares to an adjusted loss of $4.2 million, or $0.05 per share, in the fourth quarter last year as shown in the attached reconciliation tables. Net income attributable to common shareholders in the fourth quarter was $18.7 million, or $0.20 per share.

Total revenues in the fourth quarter increased 13.4% to $2.4 billion. Total retail revenues increased 18.2% to $2.3 billion, including a same-store retail revenue increase of 15.5%. During the quarter, selling, general and administrative expenses as a percentage of gross profit declined to 83.3%, due in part to the cost savings initiatives instituted over the last 18 months.

Commenting on the Company's performance, Chairman Roger Penske said, "I am pleased by the strong fourth quarter results, which were driven by a strong performance in the U.K., as well as the continuing benefit from our cost-saving initiatives. In particular, our premium/luxury retail businesses performed well, generating a 20.4% increase in same-store new retail unit sales, including a 29.9% increase in the U.K. I am also pleased by the 18.2% increase in our retail revenues, including growth of 8.6% and 38.7% in the U.S. and U.K., respectively, despite the continuing economic challenges in all of our markets."

Total revenues for the twelve months ended December 31, 2009, decreased 18.2% to $9.5 billion. Adjusted income from continuing operations attributable to PAG for the twelve months was $80.5 million, or $0.88 per share attributable to common shareowners, which compares to adjusted income of $92.7 million, or $0.99 per share, in the prior year as shown in the attached reconciliation tables. Actual income from continuing operations attributable to PAG and net income for the twelve months ended December 31, 2009, were $83.6 million, or $0.91 per share, and $76.5 million, or $0.83 per share, respectively.

smart USA

During the year, smart USA wholesaled 13,772 units, including 998 units in the fourth quarter. smart USA has increased incentives on the 2009 smart fortwo. As a result, smart USA recorded $1.4 million, or $0.02 per share, of after tax reserves in the fourth quarter.

Securities Repurchase Authority

The Company did not repurchase any securities during the fourth quarter of 2009. However, the Company purchased $44.1 million principal amount of its 3.5% Senior Subordinated Convertible Notes due 2026 for $44.4 million in cash during February 2010, which fully utilized the Company's remaining securities repurchase authority. After these purchases, approximately $262 million principal amount of the 3.5% Senior Subordinated Convertible Notes due 2026 remain outstanding.

The Company's Board of Directors has granted new authorization for the Company to repurchase up to $150.0 million of its outstanding common stock, debt and convertible debt, depending on market conditions, price and other factors. Securities may be acquired from time to time either through open market purchases, negotiated transactions or other means. The Company currently contemplates purchasing any securities under this program using cash flow from operations and credit availability in the U.S.

Conference Call

Penske Automotive will host a conference call discussing financial results relating to the fourth quarter of 2009 on February 19, 2010, at 2:00 p.m. Eastern Time. To listen to the conference call, participants must dial (800) 230-1092 [International, please dial (612) 288-0329]. The call will also be simultaneously broadcast over the Internet through the Penske Automotive Group website at www.penskeautomotive.com.

About Penske Automotive

Penske Automotive Group, Inc. (www.penskeautomotive.com), headquartered in Bloomfield Hills, Michigan, operates 312 retail automotive franchises, representing 40 different brands and 25 collision repair centers. Penske Automotive, which sells new and previously owned vehicles, finance and insurance products and replacement parts, and offers maintenance and repair services on all brands it represents, has 164 franchises in 17 states and Puerto Rico and 148 franchises located outside the United States, primarily in the United Kingdom.

Penske Automotive, through its wholly-owned subsidiary smart USA Distributor LLC (www.smartusa.com), is the exclusive distributor of the smart fortwo vehicle and related parts in the United States. smart USA supports more than 75 smart retail centers in the United States.

Penske Automotive is a member of the Fortune 500 and Russell 1000 and has approximately 14,100 employees. smart and fortwo are registered trademarks of Daimler AG.

Caution Concerning Forward Looking Statements

Statements in this press release may involve forward-looking statements, including forward-looking statements regarding Penske Automotive Group, Inc.'s future sales potential. Actual results may vary materially because of risks and uncertainties, including external factors such as consumer credit conditions, adverse conditions affecting a particular manufacturer, macro-economic factors, interest rate fluctuations, changes in consumer spending and other factors over which management has no control. These forward-looking statements should be evaluated together with additional information about Penske Automotive's business, markets, conditions and other uncertainties which could affect Penske Automotive's future performance. These risks and uncertainties are addressed in Penske Automotive's Form 10-K for the year ended December 31, 2008, and its other filings with the Securities and Exchange Commission ("SEC"). This press release speaks only as of its date, and Penske Automotive disclaims any duty to update the information herein.

Non-GAAP Financial Measures

This release contains certain non-GAAP financial measures as defined under SEC rules, such as adjusted income from continuing operations attributable to PAG and related earnings per share. The Company has reconciled these measures to the most directly comparable GAAP measures in the attached reconciliation tables. The Company believes that these non-GAAP financial measures improve the transparency of the Company's disclosure by providing period-to-period comparability of the Company's results from operations.

PENSKE AUTOMOTIVE GROUP, INC.

Consolidated Statements of Income

(Amounts In Thousands, Except Per Share Data)

(Unaudited)

                                                        Fourth Quarter

                                                        2009         2008

Revenues:

New Vehicle                                             $1,256,841   $1,040,676

Used Vehicle                                            648,469      528,360

Finance and Insurance, Net                              58,364       42,411

Service and Parts                                       324,124      324,406

Distribution                                            9,443        101,051

Fleet and Wholesale Vehicle                             146,932      117,689

Total Revenues                                          2,444,173    2,154,593

Cost of Sales:

New Vehicle                                             1,151,317    961,706

Used Vehicle                                            599,195      492,834

Service and Parts                                       142,780      147,469

Distribution                                            10,631       85,951

Fleet and Wholesale Vehicle                             145,832      119,117

Total Cost of Sales                                     2,049,755    1,807,077

Gross Profit                                            394,418      347,516

SG&A Expenses                                           328,710      968,678

Depreciation and Amortization                           13,523       13,120

Operating Income (Loss)                                 52,185       (634,282)

Floor Plan Interest Expense                             (8,099)      (15,649)

Other Interest Expense                                  (13,524)     (13,928)

Debt Discount Amortization                              (3,135)      (3,496)

Equity in Earnings of Affiliates                        2,092        3,191

Income (Loss) from Continuing Operations Before Income  29,519       (664,164)
Taxes

Income Taxes                                            (9,984)      157,569

Income (Loss) from Continuing Operations                19,535       (506,595)

Loss from Discontinued Operations, Net of Tax           (646)        (5,268)

Net Income (Loss)                                       18,889       (511,863)

Income Attributable to Non-Controlling Interests        (212)        (81)

Net Income (Loss) Attributable to Common Shareholders   $18,677      ($511,944)

Income (Loss) from Continuing Operations Per Share      $0.21        ($5.53)

Income (Loss) Per Share                                 $0.20        ($5.59)

Weighted Average Shares Outstanding                     91,780       91,633

Amounts Attributable to Common Shareholders:

Reported Income (Loss) from Continuing Operations       $19,535      ($506,595)

Income Attributable to Non-Controlling Interests        (212)        (81)

Income (Loss) from Continuing Operations, net of tax    19,323       (506,676)

Income (Loss) from Discontinued Operations, net of tax  (646)        (5,268)

Net Income (Loss)                                       $18,677      ($511,944)



PENSKE AUTOMOTIVE GROUP, INC.

Consolidated Statements of Income

(Amounts In Thousands, Except Per Share Data)

(Unaudited)

                                                        Twelve Months

                                                        2009         2008

Revenues:

New Vehicle                                             $4,662,418   $5,935,857

Used Vehicle                                            2,600,691    2,848,053

Finance and Insurance, Net                              222,672      259,255

Service and Parts                                       1,321,580    1,403,545

Distribution                                            179,159      348,809

Fleet and Wholesale Vehicle                             536,585      841,617

Total Revenues                                          9,523,105    11,637,136

Cost of Sales:

New Vehicle                                             4,286,224    5,449,476

Used Vehicle                                            2,376,358    2,634,607

Service and Parts                                       593,463      623,032

Distribution                                            161,000      294,535

Fleet and Wholesale Vehicle                             523,749      845,282

Total Cost of Sales                                     7,940,794    9,846,932

Gross Profit                                            1,582,311    1,790,204

SG&A Expenses                                           1,318,980    2,137,362

Depreciation and Amortization                           54,234       53,877

Operating Income (Loss)                                 209,097      (401,035)

Floor Plan Interest Expense                             (35,662)     (64,188)

Other Interest Expense                                  (55,201)     (54,504)

Debt Discount Amortization                              (13,043)     (13,984)

Equity in Earnings of Affiliates                        13,808       16,513

Gain on Debt Repurchase                                 10,429       --

Income (Loss) from Continuing Operations Before Income  129,428      (517,198)
Taxes

Income Taxes                                            (45,386)     105,741

Income (Loss) from Continuing Operations                84,042       (411,457)

Loss from Discontinued Operations, Net of Tax           (7,122)      (7,446)

Net Income (Loss)                                       76,920       (418,903)

Income Attributable to Non-Controlling Interests        (459)        (1,133)

Net Income (Loss) Attributable to Common Shareholders   $76,461      ($420,036)

Income (Loss) from Continuing Operations Per Share      $0.91        ($4.39)

Income (Loss) Per Share                                 $0.83        ($4.47)

Weighted Average Shares Outstanding                     91,653       93,958

Amounts Attributable to Common Shareholders:

Reported Income (Loss) from Continuing Operations       $84,042      ($411,457)

Income Attributable to Non-Controlling Interests        (459)        (1,133)

Income (Loss) from Continuing Operations, net of tax    83,583       (412,590)

Loss from Discontinued Operations, net of tax           (7,122)      (7,446)

Net Income (Loss)                                       $76,461      ($420,036)



PENSKE AUTOMOTIVE GROUP, INC.

Consolidated Condensed Balance Sheets

(Amounts In Thousands)

(Unaudited)

                                       12/31/09     12/31/08

Assets

Cash and Cash Equivalents              $13,769      $17,108

Accounts Receivable, Net               322,598      294,230

Inventories                            1,306,532    1,586,914

Other Current Assets                   95,560       88,437

Assets Held for Sale                   5,005        20,574

Total Current Assets                   1,743,464    2,007,263

Property and Equipment, Net            726,835      662,898

Intangibles                            1,012,079    973,041

Other Long-Term Assets                 313,629      318,947

Total Assets                           $3,796,007   $3,962,149

Liabilities and Equity

Floor Plan Notes Payable               $772,926     $961,993

Floor Plan Notes Payable - Non-Trade   423,316      507,404

Accounts Payable                       190,325      178,994

Accrued Expenses                       227,725      196,704

Current Portion Long-Term Debt         12,442       11,305

Liabilities Held for Sale              3,083        24,289

Total Current Liabilities              1,629,817    1,880,689

Long-Term Debt                         933,966      1,052,060

Other Long-Term Liabilities            286,185      220,979

Total Liabilities                      2,849,968    3,153,728

Equity                                 946,039      808,421

Total Liabilities and Equity           $3,796,007   $3,962,149



PENSKE AUTOMOTIVE GROUP, INC.

Selected Data

                             Fourth Quarter            Twelve Months

                             2009         2008         2009         2008

Total Retail Units:

New Retail                   35,252       31,275       140,914      171,554

Used Retail                  23,450       21,668       102,457      102,032

Total Retail                 58,702       52,943       243,371      273,586

smart Wholesale Units        998          7,725        13,772       27,052

Same-Store Retail Units:

New Same-Store Retail        34,282       31,025       133,317      167,232

Used Same-Store Retail       22,689       21,448       95,731       99,343

Total Same-Store Retail      56,971       52,473       229,048      266,575

Same-Store Retail Revenue:

New Vehicles                 $1,220,792   $1,033,030   $4,388,636   $5,776,277

Used Vehicles                623,957      523,754      2,406,759    2,763,296

Finance and Insurance, Net   56,608       42,214       211,028      253,797

Service and Parts            315,673      320,807      1,236,194    1,352,302

Total Same-Store Retail      $2,217,030   $1,919,805   $8,242,617   $10,145,672

Same-Store Retail Revenue
Growth:

New Vehicles                 18.2%        (39.8%)      (24.0%)      (18.3%)

Used Vehicles                19.1%        (30.4%)      (12.9%)      (10.6%)

Finance and Insurance, Net   34.1%        (38.7%)      (16.9%)      (12.9%)

Service and Parts            (1.6%)       (9.3%)       (8.6%)       (2.5%)

Revenue Mix:

New Vehicles                 51.4%        48.3%        49.0%        51.0%

Used Vehicles                26.5%        24.5%        27.3%        24.5%

Finance and Insurance, Net   2.4%         2.0%         2.3%         2.2%

Service and Parts            13.3%        15.1%        13.9%        12.1%

Distribution                 0.4%         4.7%         1.9%         3.0%

Fleet and Wholesale          6.0%         5.4%         5.6%         7.2%

Average Retail Selling
Price:

New Vehicles                 $35,653      $33,275      $33,087      $34,601

Used Vehicles                27,653       24,384       25,383       27,913

Gross Margin                 16.1%        16.1%        16.6%        15.4%

Retail Gross Margin - by
Product:

New Vehicles                 8.4%         7.6%         8.1%         8.2%

Used Vehicles                7.6%         6.7%         8.6%         7.5%

Service and Parts            55.9%        54.5%        55.1%        55.6%



PENSKE AUTOMOTIVE GROUP, INC.

Selected Data (Continued)

                              Fourth Quarter              Twelve Months

                              2009      2008              2009       2008

Gross Profit per Retail
Transaction:

New Vehicles                  $2,993    $2,525            $2,670     $2,835

Used Vehicles                 2,101     1,639             2,190      2,092

Finance and Insurance         994       801               915        948

Brand Mix:

BMW                           22%       23%               21%        22%

Toyota / Lexus                19%       19%               19%        19%

Honda / Acura                 13%       15%               14%        15%

Mercedes Benz                 11%       10%               10%        10%

Audi                          10%       9%                10%        9%

Land Rover                    5%        3%                4%         4%

Porsche                       4%        3%                4%         3%

Ferrari / Maserati            3%        3%                3%         3%

Other                         13%       15%               15%        15%

                              100%      100%              100%       100%

Premium                       67%       65%               65%        65%

Foreign                       29%       31%               30%        30%

Domestic Big 3                4%        4%                5%         5%

                              100%      100%              100%       100%

Revenue Mix:

U.S.                          62%       69%               63%        64%

International                 38%       31%               37%        36%

                              100%      100%              100%       100%

Rent Expense                  $41,790   $39,659           $165,256   $160,113

                                                          12/31/09   12/31/08

Debt to Total Capital Ratio                               50%        57%

Debt Covenant Compliance
(U.S.):

Current Ratio (min 1.00:1)                                1.07:1     1.07:1

Fixed Charge Coverage Ratio (min 1.00:1)                  1.29:1     1.24:1

Ratio of Non-Floorplan Debt to Stockholders' Equity       0.66:1     0.86:1
(max 1.30:1)

Funded Debt to EBITDA Ratio                               1.11:1     1.26:1
(max 2.50:1)

Debt Covenant Compliance
(U.K.):

Capital Expenditures (max 50                              GBP12.7    GBP29.5
million)

EBITAR to Fixed Charges (min                              2.72x      1.76x
1.50:1)

Debt to EBITAR (max 3.25:1)                               0.77x      1.45x



PENSKE AUTOMOTIVE GROUP, INC.

Selected Data (Continued)

Reconciliation of reported income from continuing operations attributable to
PAG and related earnings per share to adjusted income from continuing
operations attributable to PAG and related earnings per share for 2009:

                                                            Twelve Months 2009

                                                            Earnings  EPS

Income from continuing operations attributable to PAG       $83,583   $0.91

Gain on debt repurchase                                     (6,518)   (0.07)

Costs relating to terminated Saturn transaction             1,926     0.02

Franchise closure/relocation costs                          778       0.01

Hedge de-designation costs                                  686       0.01

Adjusted income from continuing operations attributable     $80,455   $0.88
to PAG



Reconciliation of reported income from continuing operations attributable to
PAG and related earnings per share to adjusted income from continuing
operations attributable to PAG and related earnings per share for 2008:

                                    Fourth Quarter 2008  Twelve Months 2008

                                    Earnings    EPS      Earnings    EPS

Income from continuing operations   ($506,676)  ($5.53)  ($412,590)  ($4.39)
attributable to PAG

Intangible asset impairments        493,143     5.38     493,143     5.25

Franchise closure/relocation costs  5,785       0.06     5,785       0.06

Severance costs                     2,514       0.03     3,813       0.04

Other asset impairments             992         0.01     2,532       0.03

Adjusted income from continuing     ($4,242)    ($0.05)  $92,683     $0.99
operations attributable to PAG



    Source: Penske Automotive Group, Inc.
Contact: Penske Automotive Group, Inc. Bob O'Shaughnessy Chief Financial Officer 248-648-2800 boshaughnessy@penskeautomotive.com or Anthony R. Pordon Senior Vice President 248-648-2540 tpordon@penskeautomotive.com