Slides
Page 1
A B G | A s b u r y A u t o m o t i v e Investor Relations Presentation Third Quarter
Page 2
NYSE: ABG This presentation contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements other than historical fact, and may include statements relating to goals, plans, objectives, beliefs, expectations and assumptions, forecasts, and projections regarding Asbury's financial position, liquidity, results of operations, cash flows, leverage, market position, the timing and amount of any stock repurchases, optimization of our dealership portfolio, business and operational strategies, and improvements; projections regarding the expected benefits of present and new technologies, and the ability to implement and integrate those technologies; and management’s plans, projections and objectives for future operations, scale and performance, integration plans and expected synergies from acquisitions, capital allocation strategy, and business strategy. These statements are based on management's current expectations and beliefs and involve significant risks and uncertainties that may cause results to differ materially from those set forth in the statements. These risks and uncertainties include, among other things, adverse outcomes with respect to current and future litigation and other proceedings; our inability to realize the benefits expected from completed transactions; our inability to promptly and effectively integrate completed transactions and the diversion of management’s attention from ongoing business and regular business responsibilities; our inability to complete future acquisitions or divestitures and the risks resulting therefrom; any supply chain disruptions impacting our industry and business; market factors and changes thereto, including changes related to trade; Asbury's relationships with, and the financial and operational stability of, vehicle manufacturers and other suppliers, including in response to the imposition of tariffs; acts of God and other natural disasters, including hurricanes; acts of war or similar incidents, including the present dispute between the United States and Iran, the dispute between Russia and Ukraine, and other developments that might impact trade; the shortage of automotive parts and components, which may adversely impact supply from vehicle manufacturers and/or present retail sales challenges; risks associated with Asbury's indebtedness and our ability to comply with applicable covenants in our various financing agreements, or to obtain waivers of these covenants as necessary; risks associated with technology integration and implementation; risks to incumbent dealers related to competition in the domestic automotive retail and service industries, including the entry of new manufacturers distributing significant volumes of vehicles in the U.S. and taking share from established brands; governmental regulations and legislation, including changes in automotive state franchise laws and tariffs; our ability to execute our strategic and operational strategies and initiatives, including the Five Pillars, and our ability to leverage gains from optimizing Asbury’s dealership portfolio; our ability to capitalize on opportunities to repurchase Asbury’s debt and equity securities or purchase properties that Asbury currently leases; and our ability to stay within Asbury’s targeted range for capital expenditures. There can be no guarantees that Asbury's plans for future operations will be successfully implemented or that they will prove to be commercially successful. These and other risk factors that could cause actual results to differ materially from those expressed or implied in our forward-looking statements are and will be discussed in Asbury's filings with the U.S. Securities and Exchange Commission from time to time, including its most recent annual report on Form 10-K and any subsequently filed quarterly reports on Form 10-Q. These forward-looking statements and such risks, uncertainties and other factors speak only as of the date of this press release. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise. 2 Forward-Looking Statements
Page 3
NYSE: ABG 3
Page 4
NYSE: ABG 4
Page 5
NYSE: ABG Company Highlights ……………………………………………………………………………………………………………………………….…………………………………………….. Page 6 3Q26 Review ……………………………………………………………………………………………………………………………….…………………………………………….. Page 11 Growth Strategy ……………………………………………………………………………………………………………………………….…………………………………………….. Page 24 Appendix ……………………………………………………………………………………………………………………………….…………………………………………….. Page 28 Agenda: October 27, 2026 5
Page 6
NYSE: ABG A B G | A s b u r y A u t o m o t i v e 6 Company Highlights
Page 7
NYSE: ABG $7.1B $9.8B $15.4B $14.8B $17.2B $18.0B 2020 2021 2022 2023 2024 2025 Revenue ($B) 91 155 139 158 152 171 New Car Dealerships (1) Comparison versus 2025; CAGR based on 5 years (2) See Appendix for Non-GAAP Reconciliations • 152% increase in revenue; +17% CAGR • 117% increase in Adj EPS(2); +14% CAGR • 88% increase in new car dealerships 2023 2022 2021 2020 CAGR (1) +24% +10% 2024 As of December 31st of each year $12.90 $27.29 $37.66 $32.60 $27.24 $28.10 Adj EPS G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 Asbury, Since 2020(1) (2) Company Highlights 7 2025 $427 $828 $1,336 $1,135 $982 $1,006 $443 $632 $987 $705 $688 $651 Adj. EBITDA(2) ($M) Adj. Op. Cash Flow(2) ($M)
Page 8
NYSE: ABG (store footprint as of September 30, 2026) 37 COLLISION CENTERS $18 BILLION Total Revenue (1) 309,132 New and Used Vehicles Retailed(1) 3.5x Transaction Adjusted Net Leverage(2,3) $1.0 BILLION Available Liquidity(2) $634 MILLION LTM Adjusted Op Cash Flow(1,3) 3 MILLION + Repair Orders Serviced(1) MD ID UT CO AZ NM TX IN VA SC GA FL 3 8 17 12 6 13 6 14 1 15 24 8 G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 (1) For the twelve months ending September 30, 2026 (2) As of September 30, 2026 (3) See Appendix for Non-GAAP Reconciliations Company Profile 34 BRANDS 197 FRANCHISES 155 NEW CAR DEALERSHIPS MD 8 27 1MA RI
Page 9
NYSE: ABG DOMESTIC 26% IMPORTS 41% LUXURY 33% LUXURY IMPORTS DOMESTIC G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 Attractive Brand Mix A diversified portfolio with the right brands in the right markets (Based on New Vehicle Revenue — YTD 3Q26) Toyota 20% Honda 10% Hyundai 5% Kia 2% Subaru 2% Other Import 3% May not sum due to rounding. Other Luxury includes Acura, Audi, Bentley, Genesis, Infiniti, Jaguar, Lamborghini, Lincoln, Rolls Royce and Volvo. Other I mports includes Mini, Sprinter, Isuzu, Nissan, and Volkswagen 9 Lexus 11% Mercedes-Benz 7% BMW 4% Porsche 2% Land Rover 2% Other Luxury 6% Ford 13% Stellantis 7% GM 6%
Page 10
NYSE: ABG Diversified business mix provides multiple profit streams (3Q26 YTD) 10 G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 The Four Key Components May not add to 100% due to rounding 52% 18% 29% 9% 15% 50% 4% 23% Revenue Gross Profit F&I, includes TCA Parts & Service Used New
Page 11
NYSE: ABG 11 A B G | A s b u r y A u t o m o t i v e Third Quarter 2026
Page 12
NYSE: ABG (1) G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 (1) Includes Total Care Auto, or “TCA” Summary 2026 Year-Over-Year 3Q26 Revenue Total Company Same Store Total (8%) (6%) New Vehicle (9%) (8%) Used Vehicle Retail (6%) (3%) Finance & Insurance(1) (9%) (8%) Parts & Service (2%) 1% 12
Page 13
NYSE: ABG 13 0% Customer Pay (1%) Warranty (3%) Wholesale Parts (4%) Collision (2%) Same Store Parts & Service Gross Profit Growth, YoY3Q26 Same Store Drivers(1) G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 Parts & Service Driving profitable growth 56% 65% 16% 19% 18% 6% 10% 10% Revenue Gross Profit Collision Wholesale Parts Warranty Customer Pay (1) May not add to 100% due to rounding; excludes internal reconditioning in gross profit calculation Fixed absorption calculation: parts & service gross profit divided by Adj. SG&A, net of variable expenses Flat Combined Customer Pay & Warranty Fixed Absorption: >100%
Page 14
NYSE: ABG 14 ICE & Hybrid: 97% G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 Parts & Service: By Powertrain BEV: 1% PHEV: 2% 3Q26 Proportion of RO Count by Powertrain $577 $720 $864 ICE & Hybrid PHEV BEV 3Q26 Dollars per RO by Powertrain May not add to 100% due to rounding
Page 15
NYSE: ABG 15 G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 Average Vehicle Mileage in our Service Drives Increased average mileage leads to higher customer lifetime value and stronger retention Multi-year average since 2022 Valuable service work performed well beyond warranty period A key metric for our service department, Customer Pay mileage, is consistently at a healthy level 70K Parts & Service: Average Mileage Serviced Extending relationships with our guests
Page 16
NYSE: ABG Insurance Product 2/3 Reserve 1/3 $2,196 $2,177 $137 $275 3Q25 PVR 3Q26 PVR F&I PVR, as Reported TCA Deferral Impact to F&I PVR TCA Deferral Impact YoY: ($138) G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 F&I Profit Per Vehicle Retailed (PVR) Attractive insurance product offerings to support our guests Same Store F&I PVR Historical & Current Same Store F&I PVR Composition 16 Ex-TCA Deferral PVR: $2,453Ex-TCA Deferral PVR: $2,334
Page 17
NYSE: ABG G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 Total Care Auto: Overview 17 Strategic, standalone asset with four decades of serving guests Vehicle Sold (Dealership) TCA F&I Product Sold (Dealership and TCA) Claims Paid (TCA) Repair Work (Dealership) Service Drives F&I Products Sold (Dealership and TCA) TCA Life Cycle 1.4M Active Contracts $453M Investment & Cash Balance A Rated Increased from A- Post-Acquisition Vehicle Service Contracts • Extensive list of vehicle parts and systems • High sales and service retention Prepaid maintenance • Customizable plans • Oil and filter changes, lubrication Protection Plans • Vehicle theft assistance • Guaranteed Asset Protection Key & Remote Replacement • 24-hour emergency road and service • Lost key or lockout service Vehicle Protection • Interior and exterior protection • Glass protection and broken parts Tire & Wheel Protection • Covered road hazards • Flat tire coverage
Page 18
NYSE: ABG G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 Total Care Auto: Estimated Roadmap for Growth 18 (1) FY25 figures are incorporated in reported EPS May not tie due to rounding; Estimated assuming normal deferral rate over the select time period, subject to change due to, but not limited to, SAAR and acquisition activity; Estimated future period as indicated with “E” Pre-Tax Estimates ($ in millions) 2025 1Q26 2Q26 3Q26 2026 E TCA Standalone Pre-Tax Income $79 $21.3 $21.1 $20.9 $85.6 Non-Cash Deferral ($27) ($6.6) ($16.0) ($16.4) ($55.6) Consolidated TCA Pre-Tax Income(1) $51.9 $14.7 $5.1 $4.5 $30.0 Earnings Per Share Contribution Estimates 2025 1Q26 2Q26 3Q26 2026 E TCA Standalone Income $3.00 $0.84 $0.88 $0.88 $3.49 Non-Cash Deferral ($1.03) ($0.26) ($0.66) ($0.69) ($2.27) Consolidated TCA Income(1) $1.97 $0.58 $0.21 $0.19 $1.23
Page 19
NYSE: ABG G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 See Appendix for Non-GAAP Reconciliations Operating Income & Margin Trend We consistently deliver best in class operating efficiency $405 $793 $1,274 $1,075 $997 $1,014 $762 $654 2021 2022 2023 5.7% 8.1% 8.3% 7.3% 5.8% 5.6% Adj. Operating Income ($M) Adj. Operating Margin 2020 19 2024 2025 5.7% 5.1% 3Q25 YTD 3Q26 YTD
Page 20
NYSE: ABG G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 Note: See Appendix for Non-GAAP reconciliations Cash Flow Summary As a larger company with more robust operating cash flow, we have increased capacity for capital deployment $443 $632 $987 $705 $688 $651 $543 $525 $396 $556 $893 $563 $526 $465 $438 $336 2020 2021 2022 2023 2024 2025 3Q25 YTD 3Q26 YTD Adj. Operating Cash Flow Adj. Free Cash Flow $22.93 $31.52 $44.15 $33.64 $34.40 $33.28 Adj. Operating Cash Flow per Share 20 $27.62 $28.48
Page 21
NYSE: ABG 21 Transaction Adjusted Net Leverage Ratio Total Liquidity ($M) G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 Leverage and Liquidity Robust cash flow providing opportunity for capital deployment — deleverage, share repurchases and tuck-in acquisitions $687 $927 $1,155 $966 $1,032 3Q25 4Q25 1Q26 2Q26 3Q26 Note: See Appendix for Non-GAAP reconciliations 3.2x 3.2x 3.2x 3.4x 3.5x 3Q25 4Q25 1Q26 2Q26 3Q26
Page 22
NYSE: ABG Transaction Adj. Net Leverage Ratio Normal Target Range2.5x 3.0x Factors Influencing Leverage ECONOMIC CYCLE MACRO ECONOMIC RISK INVESTMENT OPPORTUNITIES EQUITY VALUATION MULTIPLE DEBT STRUCTURE DEBT MATURITY REAL ESTATE HOLDINGS Top High Anticipated High Unfavorable Near Term Small Bottom Low Executed Low Favorable Long Term Large G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 Leverage Varies Based on Business Conditions & Environment Equilibrium leverage target range balances financial flexibility with an efficient capital structure 22
Page 23
NYSE: ABG G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 Capital Allocation History We have a track record of prudent capital allocation (1) Estimated based on trailing twelve month revenue (2) May not sum due to rounding (3) Excludes real estate purchased in acquisitions (4) 2021 and 2022 acquisitions are presented net of divestitures (5) Additionally, the Company issued 3.8M shares for $0.7B as part of the Larry H. Miller acquisition (6) 2023 acquisitions are presented net of divestiture in 2024; in 2024, this divestiture contributed ~$22M to revenue (7) Three franchises were relinquished to the OEM Capital Expenditures(2) $248M Total Spend ▪ LHM Nissan stores – Colorado ▪ LHM Honda – Washington ▪ Nalley Nissan & Chevy – Georgia ▪ David McDavid Austin - Texas ▪ Dealerships in California, Indiana, Maryland, South Carolina, Utah and Colorado ▪ $142M ▪ $14M ▪ $163M ▪ $158M ▪ $186M ▪ $19M Divestitures(1) Share Repurchases Acquisitions $2.7B (6) Revenue Acquired N/A $2.9B Revenue Acquired $58M Revenue Divested $225M Revenue Divested ~$800M Revenue Divested $261M Repurchased $156M Total Spend Capex excl. Real Estate Real Estate and Lease Buyouts(3) $320M Total Spend $205M Total Spend $100M Repurchased$185M Repurchased $278M Repurchased $8.9B(4) Revenue Acquired $1.9B(4) Revenue Divested $1.1B Repurchased(5) ▪ 14M shares ▪ $81 avg. share price ▪ $570M ▪ $366M $935M Total Spend ▪ Dealerships in Princeton, St. Louis, Mississippi, South Carolina, Virginia, Atlanta, Little Rock and North Carolina ▪ Nissan – Houston Market N/A ▪ $190M ▪ $58M ▪ Dealerships in Jacksonville, Atlanta, Colorado and Indiana ▪ Park Place – Dallas ▪ Stevinson - Colorado ▪ LHM & TCA – 7 States ▪ 433K shares ▪ $231 avg. share price ▪ 1.32M shares ▪ $198 avg. share price 3Q26 YTD2025202420232014–2022 ~$700M Revenue Divested ▪ Dealerships in MO, MA , SC and IN ▪ Terminated Infiniti, Alfa Romeo & Maserati franchises in MA and RI(7) 23 ▪ Jim Koons Automotive Group – Greater Washington- Baltimore region ▪ 830K shares ▪ $222 avg. share price ▪ 1.35M shares ▪ $206 avg. share price ▪ Herb Chambers Group – Boston
Page 24
NYSE: ABG A B G | A s b u r y A u t o m o t i v e Growth Strategy 24
Page 25
NYSE: ABG 25 G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 Our Strategy 01 Increase New Car Market Share 02 Profitable Used Volume Growth 03 Consistent Growth in Customer Pay 04 Manage SG&A 05 Leverage Technology Organic growth through the execution of the Five Pillars
Page 26
NYSE: ABG 26 Transforming Our Business • Operate the highest quality portfolio in the most favorable geographic markets • Deliver best-in-class operating efficiency • Strong balance sheet; balanced approach to capital allocation Our Guiding Principles • More than doubled the size of our revenue and operations • Established presence across the West region, D.C. and New England • Completed Tekion DMS integration for all active stores • Leader in adj. operating margin Fulfilling The Vision Driving Our Future • Accelerating same store growth and guest experience through technology investment • Returning capital to shareholders • Optimizing portfolio through select transactions in great markets Since starting our journey, we have: Affirming our commitment to growth: G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 Delivering on our mission 2028+2019 - 2025 2026 - 2027 • Balanced capital allocation • Share repurchases • Tuck-in acquisitions • Improve operating performance • Leverage under 3.0x • Share repurchases • Harvest efficiency gains from technology • Scaled in strategically important markets • $13B+ of acquired revenue (net) • ~$4.2B of net investment(1) • Maintained #1 position in adj. operating margin and SG&A cost profile • ~$850M in share repurchases (1) Net of proceeds from divestitures and excludes real estate
Page 27
NYSE: ABG 27 Disciplined Pursuit of Capital Allocation 2019 As of September 30, 2026 Deepened market presenceExisting market New market Portfolio Acquisitions: 2019 - 2025 G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 Acquisitions have given us scale and depth across the best markets STRENGTHEN BALANCE SHEET • Target leverage <3.0x • Prepare for upcoming maturities ORGANIC INVESTMENT TO ENHANCE OUR PORTFOLIO • Mix of strategic and planned facility upgrades • Spend estimated at $250M - $275M in 2026 PORTFOLIO OPTIMIZATION • Pursue opportunistic deals in strong markets • Ongoing evaluation of brand / segment mix • Strategic divestitures at accretive multiples SHARE REPURCHASES • $278M YTD 2026 • $378M since closing Herb Chambers acquisition in 3Q25 Capital Allocation Investments in technology will maximize our returns as we shift towards a more balanced approach
Page 28
NYSE: ABG A B G | A s b u r y A u t o m o t i v e Appendix 28
Page 29
NYSE: ABG 29 G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 TCA: Simplified Accounting Example—Cash View • Customer Price of Insurance Contract: $2,500 • Contract Term: 5 Years • Dealership profit: $1,500 • Commission Paid to Sales Employee (~25% of dealership profit): $375 • Claim under customer contract in Year 3 Example Fact Pattern • TCA Cost: o Overhead Costs: $250 o Claims Reserve: $525 o Fixed Ops Margin (Same Store 2024: 57.6%) DEALERSHIPS TCA ABG CONSOLIDATED Day 1 Year 1 Years 2 - 5 Day 1 Year 1 Years 2 - 5 Day 1 Year 1 Years 2 - 5 1 A TCA contract is sold to a dealership guest. $2,500 $2,500 - - - - $2,500 $2,500 - 2 The store pays TCA for its portion of the contract and TCA invests the cash proceeds in debt securities. ($1,000) ($1,000) - $1,000 $1,000 - - - - 3 The store pays the commission to the sales employee. ($375) ($375) - - - - ($375) ($375) - 4 TCA pays its overhead costs (employee salaries, other SG&A, etc.). - - - - ($50) ($200) - ($50) ($200) 5 Repair work is performed for claim under the customer's contract. - - $302 - - ($525) - - ($223) Total Cash Flow $1,125 $1,125 $302 $1,000 $950 ($725) $2,125 $2,075 ($423) Note: the above is an indicative example; the numbers above do not reflect an actual transaction and should be treated as illustrative
Page 30
NYSE: ABG 30 G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 TCA: Simplified Accounting Example—GAAP View DEALERSHIPS TCA ABG CONSOLIDATED Day 1 Year 1 Years 2-5 Day 1 Year 1 Years 2-5 Day 1 Year 1 Years 2-5 Balance Sheet Cash/Investments $1,125 $1,125 $1,125 -$1,427 $1,000 $950 $900 - $225 $2,125 $2,075 $2,025 - $1,652 Deferred contract cost (capitalized sales commission) - - - $375 $300 $225 - $0 $325 $300 $225 - $0 Deferred revenue - - - $2,500 $2,000 $1,500 - $0 $2,500 $2,000 $1,500 - $0 Income Statement F&I revenue (including investment income) $1,500 $1,500 - ($1,500) ($1,000) $2,000 - $500 $2,000 F&I cost of sales (claims expense) - - - - - $525 - - $525 Fixed ops revenue - - $525 - - ($525) - - - Fixed ops cost of sales - - $223 - - ($525) - - ($302) Gross Profit $1,500 $1,500 $302 ($1,500) ($1,000) $1,475 - $500 $1,777 SG&A expense (overhead costs and contract expenses) - - - - $50 $200 - $50 $200 SG&A expense (amortization of capitalized commissions over 5 years) $375 $375 - ($375) ($300) $300 - $75 $300 Pre-tax income (loss) $1,125 $1,125 $302 ($1,125) ($750) $975 - $375 $1,277 • Customer Price of Insurance Contract: $2,500 • Contract Term: 5 Years • Dealership profit: $1,500 • Commission Paid to Sales Employee (~25% of dealership profit): $375 • Claim under customer contract in Year 3 Example Fact Pattern • TCA Cost: o Overhead Costs: $250 o Claims Reserve: $525 o Fixed Ops Margin (Same Store 2024: 57.6%) Math for 5 Year Life of Contract Revenue $2,500 Claim Yr 3 ($525) Fixed Ops Gross Profit on Claim $302 SG&A ($250) Amortized Commission ($375) Pre-tax Income $1,652 Note: the above is an indicative example; the numbers above do not reflect an actual transaction and should be treated as illustrative
Page 31
NYSE: ABG G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 Debt Maturity Schedule Note: As of 9/30/2026; Excludes $8.3M of finance leases $405 $800 $445 $600 2026 2027 2028 2029 2030 2031 2032 Senior Notes Mortgages ($ in Millions) 31
Page 32
NYSE: ABG In addition to evaluating the financial condition and results of our operations in accordance with GAAP, from time to time management evaluates and analyzes results and any impact on the Company of strategic decisions and actions relating to, among other things, cost reduction, growth, and profitability improvement initiatives, and other events outside of normal or "core" business and operations, by considering certain alternative financial measures not prepared in accordance with GAAP. These measures include "Adjusted income from operations," "Adjusted net income," "Adjusted operating margins," "Adjusted EBITDA," "Adjusted diluted earnings per share ("EPS")," "Adjusted SG&A," "Adjusted operating cash flow," "Transaction adjusted EBITDA" and "Transaction adjusted net leverage ratio." Further, management assesses the organic growth of our revenue and gross profit on a same store basis. We believe that our assessment on a same store basis represents an important indicator of comparative financial performance and provides relevant information to assess our performance at our existing locations. Non-GAAP measures do not have definitions under GAAP and may be defined differently by and not be comparable to similarly titled measures used by other companies. As a result, any non-GAAP financial measures considered and evaluated by management are reviewed in conjunction with a review of the most directly comparable measures calculated in accordance with GAAP. Management cautions investors not to place undue reliance on such non-GAAP measures, but also to consider them with the most directly comparable GAAP measures. In their evaluation of results from time to time, management excludes items that do not arise directly from core operations or are otherwise of an unusual or non-recurring nature. Because these non-core, unusual or non-recurring charges and gains materially affect Asbury’s financial condition or results in the specific period in which they are recognized, management also evaluates and makes resource allocation and performance evaluation decisions based on the related non-GAAP measures excluding such items. In addition to using such non-GAAP measures to evaluate results in a specific period, management believes that such measures may provide more complete and consistent comparisons of operational performance on a period-over-period historical basis and a better indication of expected future trends. Management discloses these non-GAAP measures, and the related reconciliations, because it believes investors use these metrics in evaluating longer-term period-over-period performance, and to allow investors to better understand and evaluate the information used by management to assess operating performance. Due to the significant effects that dealership acquisitions and divestitures have on our results of operations, and in order to provide more meaningful comparisons, we present herein "Transaction adjusted EBITDA" and "Transaction adjusted net leverage ratio" (collectively, the "Transaction Adjusted Metrics"), which reflect the effects of the dealership acquisitions and divestitures, if any, as if they had occurred on the first day of the last twelve-month periods being presented. For acquisitions, the pre-acquisition period amount being included in Transaction adjusted EBITDA is determined by pro-rating the forecasted adjusted EBITDA for the year following the acquisition(s). For divestitures, including divestitures due to requirements in connection with an acquisition, the adjusted EBITDA associated with the divestiture(s) is excluded from Transaction adjusted EBITDA. We believe the Transaction Adjusted Metrics provide relevant information to assess our performance at our existing dealership locations for the last twelve-month periods being presented. The Transaction Adjusted Metrics do not include any adjustments for other events attributable to the dealership acquisitions or divestitures unless otherwise described. We cannot assure you that such financial information would not be materially different if such information were audited or that our actual results would not differ materially from the Transaction Adjusted Metrics if the dealership acquisitions or divestitures had been completed as of the beginning of the last twelve-month periods being presented. Same store amounts consist of information from dealerships for identical months in each comparative period, commencing with the first month we owned the dealership. Additionally, amounts related to divested dealerships are excluded from each comparative period. Amounts presented herein have been calculated using non- rounded amounts for all periods presented and therefore certain amounts may not compute. 32 Non-GAAP Financial Disclosure and Reconciliation
Page 33
NYSE: ABG 33 G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 Non-GAAP Reconciliation Adjusted income from Operations and Adjusted Operating Margin ($ In millions) 2020 2021 2022 2023 2024 2025 2025 2026 Adjusted income from operations: Income from operations 370.8$ 791.8$ 1,272.6$ 953.5$ 835.6$ 860.6$ 734.3$ 620.0$ Weather-related losses — — — — — — — 6.3 Deal diligence cost — — 2.7 — — — — — Gain on sale of real estate (0.3) (1.9) (0.9) (3.6) — — — — Legal settlements (2.1) (3.5) — (1.9) — — — — Proceeds from franchise termination — — — — (1.9) — — — Hurricane Milton losses — — — — 6.4 — — — Hail damage — — — 4.3 7.1 — — — Real estate-related charges 0.7 2.1 — — — — — — Professional fees associated with acquisitions 1.3 4.9 — 4.1 — 15.4 14.7 — Park Place related costs 11.6 — — — — — — — Tekion implementation expenses — — — — — 8.6 2.2 19.5 Duplicative DMS-related expenses — — — — — — — 4.0 Insurance recovery — — — — — (15.0) (15.0) — Fixed assets write-off — — — 1.1 — 3.8 — — Asset impairments 23.0 — — 117.2 149.5 141.0 26.0 4.2 Adjusted income from operations 405.0$ 793.4$ 1,274.3$ 1,074.9$ 996.7$ 1,014.4$ 762.2$ 653.9$ Adjusted operating margin: Total revenue 7,131.8$ 9,837.7$ 15,433.8$ 14,802.7$ 17,188.6$ 17,999.0$ 13,322.5$ 12,911.3$ Operating margin 5.2% 8.0% 8.2% 6.4% 4.9% 4.8% 5.5% 4.8% Adjusted operating margin 5.7% 8.1% 8.3% 7.3% 5.8% 5.6% 5.7% 5.1% For the Nine Months Ended September 30,For the Year Ended December 31,
Page 34
NYSE: ABG 34 G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 Non-GAAP Reconciliation Adjusted EBITDA ($ In millions) 2020 2021 2022 2023 2024 2025 Adjusted EBITDA: Calculation of earnings before interest, taxes, depreciation and amortization ("EBITDA"): Net Income 254.4$ 532.4$ 997.3$ 602.5$ 430.3$ 492.0$ 105.1$ Depreciation and amortization 38.5 41.9 69.0 67.7 75.0 82.4 23.7 Income tax expense 83.7 165.3 321.8 198.8 145.0 170.2 34.0 Swap and other interest expense 57.6 94.5 152.9 158.4 179.4 187.5 47.6 Earnings before interest, taxes, depreciation and amortization ("EBITDA") 434.2$ 834.1$ 1,541.0$ 1,027.4$ 829.6$ 932.1$ 210.4$ Non-core items - expense (income): Gain on dealership divestitures, net (62.3) (8.0) (207.1) (13.5) (8.6) (80.2) (0.7) Proceeds from franchise termination — — — — (1.9) — — Hurricane Milton losses — — — — 6.4 — — Hail damage — — — 4.3 7.1 — — Deal diligence cost — — 2.7 — — — — Gain on sale of real estate (0.3) (1.9) (0.9) (3.6) — — — Legal settlements (2.1) (3.5) — (1.9) — — — Insurance recovery — — — — — (15.0) — Professional fees associated with acquisitions 1.3 4.9 — 4.1 — 15.4 — Park Place related costs 11.6 — — — — — — Tekion implementation costs — — — — — 8.6 7.4 Duplicative DMS-related expenses — — — — — — 0.8 Asset impairments 23.0 — — 117.2 149.5 141.0 — Loss on extinguishment of debt 20.7 — — — — — — Fixed assets write-off — — — 1.1 — 3.8 — Real estate-related charges 0.7 2.1 — — — — — Total non-core items (7.4)$ (6.4)$ (205.4)$ 107.8$ 152.4$ 73.5$ 7.6$ Adjusted EBITDA 426.8$ 827.7$ 1,335.7$ 1,135.2$ 982.0$ 1,005.6$ 218.0$ For the Three Months Ended September 30, 2026 For the Year Ended December 31,
Page 35
NYSE: ABG 35 G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 Non-GAAP Reconciliation Adjusted Net Income and Adjusted EPS ($ in millions, except per share data) 2020 2021 2022 2023 2024 2025 Adjusted net income: Net income 254.4$ 532.4$ 997.3$ 602.5$ 430.3$ 492.0$ 105.1$ Non-core items - expense (income): Gain on dealership divestitures, net (62.3) (8.0) (207.1) (13.5) (8.6) (80.2) (0.7) Proceeds from franchise termination — — — — (1.9) — — Hurricane Milton losses — — — — 6.4 — — Hail damage — — — 4.3 7.1 — — Deal diligence cost — — 2.7 — — — — Gain on sale of real estate (0.3) (1.9) (0.9) (3.6) — — — Legal settlements (2.1) (3.5) — (1.9) — — — Bridge commitment fee — 27.5 — — — — — Insurance recovery — — — — — (15.0) — Professional fees associated with acquisitions 1.3 4.9 — 4.1 — 15.4 — Fixed assets write-off — — — 1.1 — 3.8 — Real estate related charges 0.7 2.1 — — — — — Park Place related costs 11.6 — — — — — — Loss on extinguishment of debt 20.7 — — — — — — Asset impairments 23.0 — — 117.2 149.5 141.0 Tekion implementation expenses — — — — — 8.6 7.4 Duplicative DMS-related expenses — — — — — — 0.8 Acquisition-related deferred tax true-up — — — — — 2.3 — Income tax effect on non-core items above 1.9 (5.0) 50.1 (26.7) (37.6) (17.7) (1.9) Total non-core items (5.5)$ 16.1$ (155.2)$ 81.1$ 114.9$ 58.1$ 5.6$ Adjusted net income 248.9$ 548.5$ 842.0$ 683.6$ 545.1$ 550.1$ 110.8$ Adjusted diluted earnings per share (EPS): Diluted EPS 13.18$ 26.49$ 44.61$ 28.74$ 21.50$ 25.13$ 5.84$ Total non-core items (0.28) 0.80 (6.94) 3.87 5.74 2.97 0.32 Adjusted diluted EPS 12.90$ 27.29$ 37.66$ 32.60$ 27.24$ 28.10$ 6.16$ Weighted average common shares outstanding - diluted 19.3 20.1 22.4 21.0 20.0 19.6 18.0 For the Three Months Ended September 30, For the Year Ended December 31, 2026
Page 36
NYSE: ABG 36 G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 Non-GAAP Reconciliation Transaction Adjusted Net Leverage Ratio ($ in millions) September 30, 2025 December 31, 2025 March 31, 2026 June 30, 2026 September 30, 2026 Adjusted EBITDA: Calculation of earnings before interest, taxes, depreciation and amortization ("EBITDA"): Net Income 560.8$ 492.0$ 547.7$ 509.5$ 467.6$ Depreciation and amortization 78.7 82.4 85.8 89.8 92.3 Income tax expense 190.4 170.2 189.7 175.3 156.2 Swap and other interest expense 179.6 187.5 193.2 198.3 194.6 Earnings before interest, taxes, depreciation and amortization ("EBITDA") 1,009.4$ 932.1$ 1,016.4$ 973.0$ 910.7$ Non-core items - expense (income): Gain on dealership divestitures, net (45.8) (80.2) (201.9) (196.0) (160.9) Weather-related losses — — 3.7 6.3 6.3 Proceeds from franchise termination (1.9) — — — — Hurricane Milton losses 6.4 — — — — Hail damage — — — — — Tekion implementation expenses 2.2 8.6 14.7 20.7 25.9 Duplicative DMS-related expenses — — 1.9 3.2 4.0 Insurance Recovery (15.0) (15.0) (5.0) — — Professional fees associated with acquisitions 14.7 15.4 12.5 10.3 0.7 Asset impairments 40.1 141.0 126.7 130.9 119.2 Fixed assets write-off — 3.8 3.8 3.8 3.8 Total non-core items 0.7$ 73.5$ (43.5)$ (20.9)$ (1.1)$ Adjusted EBITDA 1,010.2$ 1,005.6$ 972.9$ 952.1$ 909.6$ Impact of dealership acquisitions and divestitures on EBITDA 77.5 56.7 25.0 14.3 (9.2) Transaction adjusted EBITDA 1,087.7$ 1,062.3$ 997.9$ 966.4$ 900.4$ Calculation of adjusted long-term net debt Long-term debt (including current portion) 3,605.3$ 3,572.0$ 3,525.7$ 3,457.6$ 3,369.6$ Cash, short term investments, and floor plan offset (140.8) (192.0) (257.1) (180.0) (249.4) TCA Cash 11.0 12.2 18.9 25.6 38.9 Availability under our used vehicle floor plan facility (8.3) - (136.7) (30.1) (27.1) Adjusted long-term net debt 3,467.1$ 3,392.1$ 3,150.7$ 3,273.1$ 3,132.1$ Transaction adjusted net leverage ratio 3.2x 3.2x 3.2x 3.4x 3.5x For the Twelve Months Ended
Page 37
NYSE: ABG 37 G r o w t h A p p e n d i xH i g h l i g h t s 3 Q 2 6 Non-GAAP Reconciliation Adjusted Cash Flow from Operations, Adjusted Free Cash Flow and Adjusted Operating Cash Flow Per Share ($ in millions, except per share data) 2020 2021 2022 2023 2024 2025 2025 2026 2026 Adjusted cash flow from operations: Cash flow from operations 652.5$ 1,163.7$ 696.0$ 313.0$ 671.2$ 775.2$ 623.3$ 617.7$ 769.6$ Change in Floorplan Notes Payable Non-Trade, Net (155.3) (608.7) (191.1) 1,018.9 (5.2) (57.2) (7.5) (122.6) (172.3) Change in Floorplan Notes Payable Non-Trade associated with floorplan offset, used vehicle borrowing base changes adjusted for acquisitions and divestitures 9.1 131.1 462.4 (571.3) 71.9 (9.1) (15.4) 47.6 53.9 Change in Floorplan Notes Payable Trade associated with floorplan offset, adjusted for acquisitions and divestitures (63.7) (54.0) 19.7 (55.3) (49.5) (57.4) (57.8) (17.4) (17.1) Adjusted cash flow from operations 442.6$ 632.1$ 987.1$ 705.4$ 688.4$ 651.4$ 542.6$ 525.2$ 634.1$ Capital expenditures excluding real estate and lease buyouts (46.5) (75.7) (94.6) (142.3) (162.6) (186.0) (104.4) (189.7) (271.3) Adjusted free cash flow 396.1$ 556.4$ 892.5$ 563.1$ 525.8$ 465.4$ 438.2$ 335.6$ 362.8$ Adjusted operating cash flow per share: Weighted average common shares outstanding - diluted 19.3 20.1 22.4 21.0 20.0 19.6 19.6 18.4 Adjusted operating cash flow per share $ 22.93 $ 31.52 $ 44.15 $ 33.64 $ 34.40 $ 33.28 $ 27.62 $ 28.48 For the Nine Months Ended September 30, For the Twelve Months Ended September 30, For the Year Ended December 31,
Page 38
NYSE: ABG Thank You i n v e s t o r s . a s b u r y a u t o . c o m 38