John S. Quinn
Analyst · William Blair
Thanks, Rob. Good morning, and thank you for joining us today. As Rob noted in our press release tables, we've broken out Keystone automotive operations as a segment for reporting purposes, which we are calling Specialty. While we believe the business has many of the characteristics of our existing North American business, including sharing customers, facilities and economic characteristics, for the time being, we're calling it a separate segment as we believe there is interest in the standalone Specialty results. So for now, we have 3 reportable segments: North America, Europe and Specialty. And I'd also point out that in Q1 2014, we saw LKQ reach a number of significant milestones. It was our first quarter with revenue reaching an annualized run rate over $6 billion, with our Q1 revenue annualizing at a hair over $6.5 billion. It's the first time we exceeded $200 million in EBITDA in a quarter and the first quarter where we exceeded $100 million of net income. Giving you the specifics on the quarter and beginning with revenue. Our Q1 2014 revenue of $1,626,000,000 was an increase of $430 million as compared to Q1 last year or an increase of 36%. For Q1, our total organic revenue growth was 6%, and we delivered an additional 29% from acquisitions, with foreign exchange adding a further 1 point. Rob mentioned that the Q1 2014 organic growth for parts and services was 10.3%. And within that, we saw our North American operations grow organically 6.4% while the European segment grew 25.3%. We completed 5 acquisitions in Q1 2014, with Specialty being the largest. Our Q1 2014 acquisitions contributed $197 million in revenue in Q1 2014, of which Keystone Specialty accounted for $177 million. The total revenue acquired in Q1 on an annual basis was $790 million. Total change to other revenue, which is where we record scrap commodity sales, was negative 10%. This was mainly due to negative organic growth of 19%, offset by 9% acquisition-related growth. We saw decreases in our self-service car volumes and in aluminum furnace and precious metal businesses. The average price we received for scrap steel was approximately 7% lower year-over-year at $224 per tonne [ph] this year versus $242 per tonne [ph] in Q1 2013. Other revenue was 9.6% of total revenue as compared to 14.5% for the same period last year and has continued the trend of becoming a lower percentage of and, therefore, less significant to our total revenue. In Q1 2014, revenue for our self-serve business was $105 million or 6.4% of LKQ's total revenue. Approximately 33% of this was parts sales included in North American parts and services revenue, and 6.7% -- excuse me, 67% was scrap and core sales included in other revenue. A year ago, in Q1 2013, our self-serve business was 9.5% of our total revenue, and that percentage has been falling each of the last 5 quarters as we've grown our aftermarket business. Our reported gross margin for Q1 2014 was $652 million or 40.1% of revenue, a decline of approximately 190 basis points from a gross margin percentage of 42% in Q1 2013. The primary reason for this decrease was a 230-basis-point decline attributable to acquisitions completed after March 31, 2013, including 110 basis points related to the Specialty acquisition, 70 basis points from the European Sator acquisition and the remainder due to other acquisitions, including the U.K. paint transaction. The decline due to Specialty of 110 basis points is in line with the guidance we provided last quarter. Excluding these items, we saw an improvement of about 70 basis points in the North American margins, of which a portion resulted from the mix with the reduction of lower-margin other revenue that I mentioned earlier. Other immaterial factors reduced gross margin by about 30 basis points relative to the prior year. Now moving to operating expenses. Some of the comparisons are being affected by our Specialty and Sator acquisitions, which both operate 3-step models. In this model, gross margins tend to be lower than the 2-step approach, but they will incur relatively lower facility distribution and SG&A costs. While Sator will anniversary in Q2, Specialty will affect the comparisons for the remainder of the year. Facility and warehouse costs were 7.8% of revenue in Q1 2014, a 60-basis-point improvement over 8.4% in Q1 last year. This improvement is primarily due to Specialty, which tends to lower -- run lower facility costs than the rest of our operations. Distributions costs for the -- were 8.4% this quarter, down from 8.7% in the same quarter last year. And we attribute most of this improvement to Sator, which has lower distribution cost. Selling and G&A expenses decreased from 11.5% of revenue in Q1 last year to 11.4% in Q1 this year. This improvement is primarily related to Sator and Specialty, which would have driven this number 40 basis points lower but was offset by higher costs in the U.K. as we incurred higher personnel and advertising costs, most of which I would characterize as being build-out ahead of the branch expansion that Rob mentioned. The combination of warehouse, facility, distribution and SG&A costs was 27.6% of revenue in Q1 2014 as compared to 28.5% in Q1 2013. I've explained that most of this improvement is due to the acquisitions we've completed, but it's worth noting that the drop in other revenue is probably masking leverage that we're achieving in the base business. It's hard to accurately quantify the exact impact, but as I've pointed out in the past, other revenue tends to incur very little incremental cost in these line items. So there's likely a 10- to 30-basis-point improvement in leverage being masked by lower scrap and core revenue. During Q1 2014, we recorded $3.3 million of restructuring and acquisition-related expenses, up from $1.5 million in Q1 last year. The 2014 costs primarily related to Specialty. Depreciation and amortization was 1.6% of revenue during Q1 this year as compared to 1.5% of revenue in Q1 2013. We saw a modest reduction in depreciation as a percent of revenue of 10 basis points as we levered the assets over a larger revenue base. But that improvement was more than offset by higher amortization related to intangibles from the Sator and Specialty acquisitions. Other expenses net increased to $15.1 million in the 3 months ended March 31, 2014, compared to $9.8 million for the same period last year, an increase of $5.3 million. Interest expense was $7.5 million higher, of which $6 million was due to higher debt levels and $1.5 million from the higher interest rates, primarily on our senior notes. During the quarter, we incurred $300,000 of expenses related to debt extinguishment costs. Adjustments to consider -- contingent consideration were an income of $1.2 million in Q1 this year as compared to an expense of $800,000 last year in the same period. Our effective borrowing rate for the quarter was 3.6%, and our effective tax rate for the quarter was 34% compared to 35.8% in Q1 last year. Taxes came in a little bit better than what we had expected at the time of our last call, as the effective rate in Specialty was slightly lower than we anticipated. On a reported basis, diluted earnings per share was $0.34 in Q1 2014 compared to $0.28 in Q1 2013, an improvement of 21%. Adjusting for the combination of acquisition-related expenses, contingent purchase price adjustments and the loss on debt extinguishment, EPS would have been about $0.01 higher both this year and last. So on an adjusted basis, Q1 2014 would have been $0.35 as compared to $0.29 last year. Switching to our year-to-date cash flow. Net cash provided by operation activities totaled $97 million during the 3 months of 2014 compared to $106 million in 2013. Net income and depreciation were favorable to cash flow by $20 million and $9 million, respectively. But these were offset by a change in the use of cash of $29 million related to inventories. In Q1 2013, we entered the quarter with the inventories at fairly high levels, so Q1 last year saw a benefit to cash flow. In 2014, we increased inventories in Europe in anticipation of the branch expansion and at Specialty ahead of the busy summer season, resulting in inventories being a use of cash this year. Capital spending was $34 million in Q1 2014, and we have spent $487 million in cash on acquisitions, the largest being Specialty, which accounted for $427 million of the total. During Q1, we refinanced our credit facility, increasing the total size of the facility to $2.3 billion and extending the maturity until May 2019. We made a number of amendments to the covenants to provide us with additional operational flexibility. We were also fortunate to be able to amend our pricing grid and reduce our borrowing cost on the facility between 25 and 50 basis points, depending upon our leverage. I would like to acknowledge and thank our banking partners for the support they demonstrate to LKQ, as evidenced by these changes. We ended Q1 2014 with $1.7 billion of debt, and cash and cash equivalents were $113 million. Availability under our credit facility was approximately $1.2 billion. And with the cash, total liquidity was about $1.4 billion. So we have capacity to pursue additional acquisitions as suitable opportunities arise. Now turning to guidance. We've left our guidance unchanged from February. Our guidance for 2014 for organic parts -- excuse me, organic revenue growth for parts and services is 8% to 10%. Our net income and earnings per share guidance ranges are $400 million to $430 million and $1.30 to $1.40, respectively. And our guidance for capital expenditures, $110 million to $140 million, and cash from operations of approximately $375 million. I'd like to highlight a few of the changes we've seen in the business since February and give you some indication why we decided to leave the guidance unchanged even after a fairly strong Q1. In January, we saw very light sales volume. As weather was so severe, many of our operations closed. And we were concerned that if people were not driving, the accidents may simply have never occurred. In February and March, we did see that volume pick up. Although there are no formal sources, our informal channel checks suggest that the shops have a reasonable backlog for Q2. In contrast, we saw a mild winter in Europe, and that business was a little softer than we had expected throughout the quarter. The organic growth of 10.3% we reported for Q1 parts and services was ahead of our full year guidance, but we still believe that our growth will abate in the back half of the year as we start reporting Sator and the U.K. paint businesses in that number. As I discussed a moment ago, we've seen a drop in scrap steel prices. And Rob mentioned we scaled back the car buying in the self-serve line of business because the cost of the cars in this line of business wasn't falling as fast as necessary to reflect the lower scrap prices. The impacts of this showed up in other revenue, which is primarily scrap and cores from the hulks. This lower volume and the continued stubborn lower prices on scrap steel were not contemplated in our earlier guidance. We certainly didn't expect a negative 19% organic growth in other revenue, and it turned out to be a headwind for us in Q1. We haven't seen any material improvement in that outlook in April. The Manheim Index, which we expected to start falling, has actually been increasing in the last 3 months and is higher now than in March 2011. So we've not seen any meaningful relief on car buying costs in either the self-serve or the recycling lines of business. Against the negatives of scrap prices and car cost, we do have a number of positives. We reported only a de minimis impact from our Australian joint venture. While things are progressing there, the losses we anticipated for 2014 may not be as much as the $0.02 we earlier thought likely. The refinancing of the credit facility will save us a minimum of 25 basis points on borrowings over what we would have otherwise paid. And as we worked through the Specialty acquisition impacts, the tax rates came in favorable to what we expected on the last call. We believe these will add a couple of pennies to what we expected in February. Offsetting these are the scrap and car pressures that I mentioned. Aside from those items, we do keep an eye on foreign exchange, particularly as Europe continues to grow, and on the ongoing scrap volatility and weather in the balance of the year. In terms of providing some high-level characterization on the quarter's results, I would say, overall, we believe we saw a strong performance in the North American collision business, buoyed by a protracted winter and an in-line performance at Specialty. This performance was partially offset by a soft commodity market, ongoing high used car prices and a mild winter in Europe, which dampened sales in some key product lines. Weather and commodity prices will fluctuate over time, but the key message from our perspective is that the underlying business is progressing very much according to our plans. With that, I'll turn the call back to Rob.