Acquisitions

9 Months Ended

Sep. 30, 2020

In the first nine months of 2020, we completed the following acquisitions:


•	In February 2020, Sacramento Lexus and Roseville Lexus in California.


•	In June 2020, Hank’s Body Shop in Billings, Montana.


•	In June 2020, Chrysler Dodge Jeep Ram of Bend and Nissan of Bend in Oregon.


•	In July 2020, Subaru of Thousand Oaks in California.


•	In July 2020, BMW of San Francisco in California.


•	In August 2020, John Eagle Auto Group, a ten store platform in Texas.


•	In September 2020, Knoxville Chrysler Dodge Jeep Ram in Tennessee.

Revenue and operating income contributed by the 2020 acquisitions subsequent to the date of acquisition were as follows (in millions):



Nine Months Ended September 30,	2020
Revenue	$	261.3
Operating income	9.2

In the first nine months of 2019, we completed the following acquisitions:


•	In May 2019, Hamilton Honda in Hamilton Township, New Jersey.


•	In May 2019, Ford Lincoln of Morgantown in Morgantown, West Virginia.


•	In July 2019, Mission Viejo Jaguar Land Rover in Mission Viejo, California.


•	In August 2019, Hazleton Honda in Hazleton, Pennsylvania.

All acquisitions were accounted for as business combinations under the acquisition method of accounting. The results of operations of the acquired stores are included in our Consolidated Financial Statements from the date of acquisition.

The following tables summarize the consideration paid for the 2020 acquisitions and the amount of identified assets acquired and liabilities assumed as of the acquisition date (in millions):



	Consideration
Cash paid, net of cash acquired	$	609.5

The purchase price allocations for the Sacramento Lexus, Roseville Lexus, Chrysler Dodge Jeep Ram of Bend, Nissan of Bend, Subaru of Thousand Oaks, BMW of San Francisco, the John Eagle Auto Group, and Knoxville Chrysler Dodge Jeep Ram acquisitions are preliminary, and we have not obtained and evaluated all of the detailed information necessary to finalize the opening balance sheet amounts in all respects. We recorded the purchase price allocations based upon information that is currently available. Unallocated items are recorded as a component of other non-current assets in the Consolidated Balance Sheets. The following table details the preliminary purchase price allocations for the 2020 acquisitions (in millions):



	Assets Acquired and Liabilities Assumed
Accounts receivable	$	0.2
Inventories, net	189.3
Property and equipment, net	125.8
Other non-current assets	416.5
Floor plan notes payable	(13.1		)
Debt and finance lease obligations	(103.1		)
Other long-term liabilities	(6.1		)
	$	609.5

We expect substantially all of the goodwill related to acquisitions completed in 2020 to be deductible for federal income tax purposes.

In the three and nine-month periods ended September 30, 2020, we recorded $0.6 million and $1.6 million, respectively, in acquisition-related expenses as a component of selling, general and administrative expense. Comparatively, we recorded $0.2 million and $1.9 million of acquisition-related expenses in each of the same periods in 2019.

The following unaudited pro forma summary presents consolidated information as if all acquisitions in the three and nine-month periods ended September 30, 2020 and 2019, had occurred on January 1, 2019 (in millions, except per share amounts):



	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Revenue	$	3,745.3	$	3,738.3	$	10,000.7	$	10,548.8
Net income	160.1		92.3		291.9		220.4
Basic net income per share	7.01		3.97		12.71		9.50
Diluted net income per share	6.92		3.94		12.58		9.44

These amounts have been calculated by applying our accounting policies and estimates. The results of the acquired stores have been adjusted to reflect the following: depreciation on a straight-line basis over the expected lives for property and equipment, accounting for inventory on a specific identification method, and recognition of interest expense for real estate financing related to stores where we purchased the facility. No nonrecurring proforma adjustments directly attributable to the acquisitions are included in the reported proforma revenues and earning