Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

________________________

FORM 8-K

________________________

Current Report

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 25, 2024

________________________

LKQ CORPORATION

(Exact name of registrant as specified in its charter)

_______________________

Delaware

001-42002

36-4215970

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(IRS Employer Identification No.)

5846 Crossings Boulevard

Antioch, Tennessee

37013

(Address of principal executive offices)

(Zip Code)

Registrant's telephone number, including area code: (615) 781-5200

N/A

(Former name or former address, if changed since last report)

________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $.01 per share

LKQ

The Nasdaq Global Select Market

4.125% Notes due 2031

LKQ31

The Nasdaq Global Select Market

Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o


Item 2.02			Results of Operations and Financial Condition.

On July 25, 2024, LKQ Corporation (the "Company") issued a press release regarding its second quarter 2024 financial results and 2024 financial outlook. A copy of the Company's press release is furnished as Exhibit 99.1 to this Current Report and is incorporated herein by reference.

This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

The Company is making reference to non-GAAP financial information in both the press release and the related conference call. A reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures is contained in the attached press release and in the slide presentation relating to the conference call and webcast (which is available at www.lkqcorp.com).


Item 9.01			Financial Statements and Exhibits.

(d) Exhibits


Exhibit Number						Description of Exhibit
99.1						LKQ Corporation Press Release dated July 25, 2024.
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: July 25, 2024



LKQ CORPORATION

By:			/s/ Rick Galloway
			Rick Galloway
			Senior Vice President and Chief Financial Officer

Exhibit 99.1

LKQ CORPORATION ANNOUNCES RESULTS FOR SECOND QUARTER 2024

•Revenue of $3.7 billion (an 8% increase compared to the same period in 2023)

•Diluted EPS2 of $0.70; adjusted diluted EPS1,2 of $0.98

•Second quarter operating cash flow of $213 million; free cash flow1 of $133 million

•Repurchased $125 million of LKQ shares

•Dividend of $0.30 per share approved to be paid in the third quarter of 2024

•Annual guidance updated

Chicago, IL (July 25, 2024) -- LKQ Corporation (Nasdaq: LKQ) today reported second quarter 2024 financial results. “Our second quarter performance did not meet expectations as lower repairable claims in North America and difficult macroeconomic conditions in Europe led to declines in overall volumes. In light of soft demand, our teams acted with agility and decisiveness to address our cost structure and protect our margins,” noted Justin Jude, President and Chief Executive Officer.

Mr. Jude further stated: “We believe current market headwinds are temporary in nature but expect them to persist for the balance of the year. As we look ahead, we will continue to prioritize our strategic pillars of profitable revenue growth, margin enhancement and cash flow generation, while enhancing our operational excellence focus to maximize our performance. Guided by our strategic pillars, we will continue to evaluate our portfolio to determine if we are the right owners of our various businesses, and we have placed a pause on any large-scale acquisitions and have raised the bar for approving tuck-in acquisitions. I am confident that these actions, combined with a capital allocation policy that will prioritize returning value to shareholders while maintaining our investment grade status, will enhance shareholder value to reflect LKQ’s unique strengths and market leading positions in our core segments.”

Second Quarter 2024 Financial Results

Revenue for the second quarter of 2024 was $3.7 billion, an increase of 7.6% compared to $3.4 billion for the second quarter of 2023. For the second quarter of 2024, parts and services organic revenue decreased 2.1% (2.9% decrease on a per day basis), the net impact of acquisitions and divestitures increased revenue by 11.8%, and foreign exchange rates decreased revenue by 0.6% year over year, for a total parts and services revenue increase of 9.0%. Other revenue for the second quarter of 2024 fell 16.2% primarily due to weaker precious metals prices and lower scrap steel volumes relative to the same period in 2023.

Net income2 for the second quarter of 2024 was $185 million compared to $281 million for the same period of 2023. Diluted earnings per share2 for the second quarter of 2024 was $0.70 compared to $1.05 for the same period of 2023, a decrease of 33.3%.

On an adjusted basis, net income1,2 for the second quarter of 2024 was $261 million compared to $291 million for the same period of 2023, a decrease of 10.4%. Adjusted diluted earnings per share1,2 was $0.98 for the second quarter of 2024 compared to $1.09 for the same period of 2023, a decrease of 10.1%.

Cash Flow and Balance Sheet

Cash flow from operations and free cash flow1 were $213 million and $133 million, respectively, for the second quarter of 2024. Cash flow from operations and free cash flow1 were $466 million and $320 million, respectively, for the six months ended June 30, 2024. As of June 30, 2024, the balance sheet reflected total debt of $4.3 billion and total leverage, as defined in our credit facility, was 2.3x EBITDA.

(1) Non-GAAP measure. See the table accompanying this release that reconciles the actual or forecasted U.S. GAAP measure to the actual or forecasted adjusted measure, which is non-GAAP.

(2) References in this release to Net income and Diluted earnings per share, and the corresponding adjusted figures, reflect amounts from continuing operations attributable to LKQ stockholders.

Stock Repurchase and Dividend Programs

During the second quarter of 2024, the Company returned over $200 million to its shareholders by investing $125 million to repurchase 2.9 million shares of its common stock and distributing approximately $80 million in cash dividends. For the six months ended June 30, 2024, the Company has repurchased 3.5 million shares of its common stock for $155 million, and since initiating the stock repurchase program in late October 2018, the Company has repurchased approximately 59 million shares of its common stock for a total of $2.6 billion through June 30, 2024. As of June 30, 2024, there was $921 million remaining on the authorization.

On July 23, 2024, the Board of Directors declared a quarterly cash dividend of $0.30 per share of common stock, payable on August 29, 2024, to stockholders of record at the close of business on August 15, 2024.

Other Events

In the second quarter of 2024, we entered into definitive agreements to divest our operations in (i) Slovenia, which closed in April 2024; (ii) Poland, which we expect to close in the third quarter of 2024 subject to customary closing conditions; and (iii) Bosnia, which we expect to close in the second half of 2024 subject to customary closing conditions and regulatory approval. After thorough consideration, we determined our operations in Slovenia, Poland and Bosnia did not align with our long-term strategy and financial return objectives. Terms of the transactions were not disclosed.

On June 21, 2024, the Company announced a new collective bargaining agreement with the trade union Verdi. The agreement covers approximately 5,000 employees of LKQ Europe in Germany, including 730 colleagues at LKQ’s Sulzbach-Rosenberg distribution center. The collective bargaining agreement has a two-year duration, which expires on April 30, 2026. The tariff agreement includes a mandatory peace obligation, which immediately ends all strike activity throughout the term of the agreement.

On July 22, 2024, the Company announced that it had appointed Andrew Clarke to its Board of Directors. LKQ's Board of Directors regularly evaluates its composition with the objective of including the appropriate skills, experience and perspectives to enhance the prospects for the growth and profitability of the Company on behalf of its stockholders.

2024 Outlook

“Based on a projected continuation of the revenue headwinds we experienced in the first half of 2024, we are lowering our full year guidance. While we have taken actions to reduce costs and protect our margins and cash flows, the benefits are not expected to offset the full impact of the lower revenue expectation,” stated Rick Galloway, Senior Vice President and Chief Financial Officer. “We are confident in LKQ’s ability to deliver on these expectations given our market-leading businesses, successful operational excellence strategy and the strength of our team.”

For 2024, management updated the outlook as set forth below:


	2024 Previous Full Year Outlook	2024 Updated Full Year Outlook
Organic revenue growth for parts and services	2.5% to 4.5%	(1.25%) to 0.25%
Diluted EPS2	$3.32 to $3.62	$2.71 to $2.91
Adjusted diluted EPS1,2	$3.90 to $4.20	$3.50 to $3.70
Operating cash flow	$1.35 billion	$1.20 billion
Free cash flow1	$1.0 billion	$0.85 billion
Free cash flow conversion of Adjusted EBITDA1	50% to 60%	50% to 60%

(1) Non-GAAP measure. See the table accompanying this release that reconciles the actual or forecasted U.S. GAAP measure to the actual or forecasted adjusted measure, which is non-GAAP.

(2) References in this release to Net income and Diluted earnings per share, and the corresponding adjusted figures, reflect amounts from continuing operations attributable to LKQ stockholders.

Our outlook for the full year 2024 is based on current conditions, recent trends and our expectations, and assumes a global effective tax rate of 26.8%, the prices of scrap and precious metals hold near the June average and no further deterioration due to the Ukraine/Russia conflict. We have applied foreign currency exchange rates near second quarter average levels, including $1.09, $1.27 and $0.73 for the euro, pound sterling and Canadian dollar, respectively, for the balance of the year. Changes in these conditions may impact our ability to achieve the estimates. Adjusted figures exclude (to the extent applicable) the impact of restructuring and transaction related expenses; amortization expense related to acquired intangibles; excess tax benefits and deficiencies from stock-based payments; losses on debt extinguishment; impairment charges; direct impacts of the Ukraine/Russia conflict; and gains and losses related to acquisitions or divestitures (including changes in the fair value of contingent consideration liabilities).

Non-GAAP Financial Measures

This release contains (and management’s presentation on the related investor conference call will refer to) non-GAAP financial measures within the meaning of Regulation G promulgated by the Securities and Exchange Commission. Included with this release are reconciliations of each non-GAAP financial measure with the most directly comparable financial measure calculated in accordance with GAAP.

Conference Call Details

LKQ will host a conference call and webcast on July 25, 2024 at 8:00 a.m. Eastern Time (7:00 a.m. Central Time) with members of senior management to discuss the Company's results. To access the conference call, please dial (833) 470-1428. International access to the call may be obtained by dialing (404) 975-4839. The conference call will require you to enter conference ID: 893094.

Webcast and Presentation Details

The audio webcast and accompanying slide presentation can be accessed at (www.lkqcorp.com) in the Investor Relations section.

A replay of the conference call will be available by telephone at (866) 813-9403 or (929) 458-6194 for international calls. The telephone replay will require you to enter conference ID: 131497. An online replay of the audio webcast will be available on the Company's website. Both formats of replay will be available through August 9, 2024. Please allow approximately two hours after the live presentation before attempting to access the replay.

About LKQ Corporation

LKQ Corporation (www.lkqcorp.com) is a leading provider of alternative and specialty parts to repair and accessorize automobiles and other vehicles. LKQ has operations in North America, Europe and Taiwan. LKQ offers its customers a broad range of OEM recycled and aftermarket parts, replacement systems, components, equipment, and services to repair and accessorize automobiles, trucks, and recreational and performance vehicles.

Forward-Looking Statements

Statements and information in this press release and on the related conference call, including our outlook for 2024, as well as remarks by the Chief Executive Officer and other members of management, that are not historical are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and are made pursuant to the “safe harbor” provisions of such Act.

Forward-looking statements include, but are not limited to, statements regarding our outlook, guidance, expectations, beliefs, hopes, intentions and strategies. These statements are subject to a number of risks, uncertainties, assumptions and other factors including those identified below. All forward-looking statements are based on information available to us at the time the statements are made. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

You should not place undue reliance on our forward-looking statements. Actual events or results may differ materially from those expressed or implied in the forward-looking statements. The risks, uncertainties, assumptions and other factors that could cause actual events or results to differ from the events or results predicted or implied by our forward-looking statements include the factors set forth below, and other factors discussed in our filings with the SEC, including those disclosed under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial

Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2023 and in our subsequent Quarterly Reports on Form 10-Q. These reports are available at the Investor Relations section on our website (www.lkqcorp.com) and on the SEC's website (www.sec.gov).

These factors include the following (not necessarily in order of importance):

•our operating results and financial condition have been and could continue to be adversely affected by the economic, political and social conditions in North America, Europe, Taiwan and other countries, as well as the economic health of vehicle owners and numbers and types of vehicles sold;

•we face competition from local, national, international, and internet-based vehicle products providers, and this competition could negatively affect our business;

•we rely upon insurance companies and our customers to promote the usage of alternative parts;

•intellectual property claims relating to aftermarket products could adversely affect our business;

•changes in the demand for our products and the supply of our inventory due to severity of weather and seasonality of weather patterns;

•if the number of vehicles involved in accidents or being repaired declines, or the mix of the types of vehicles in the overall vehicle population changes, our business could suffer;

•inaccuracies in the data relating to our industry published by independent sources upon which we rely;

•fluctuations in the prices of commodities could adversely affect our financial results;

•an adverse change in our relationships with our suppliers, disruption to our supply of inventory, or the misconduct, performance failures or negligence of our third party vendors or service providers could increase our expenses, impede our ability to serve our customers, or expose us to liability;

•future public health emergencies could have a material adverse impact on our business, results of operation, financial condition and liquidity, the nature and extent of which is highly uncertain;

•if we determine that our goodwill or other intangible assets have become impaired, we may incur significant charges to our pretax income;

•we could be subject to product liability claims and involved in product recalls;

•we may not be able to successfully acquire businesses or integrate acquisitions, and we may not be able to successfully divest certain businesses;

•we have a substantial amount of indebtedness, which could have a material adverse effect on our financial condition and our ability to obtain financing in the future and to react to changes in our business;

•our senior notes do not impose any limitations on our ability to incur additional debt or protect against certain other types of transactions, and we may incur additional indebtedness under our credit agreement;

•our credit agreement imposes operating and financial restrictions on us and our subsidiaries, which may prevent us from capitalizing on business opportunities;

•we may not be able to generate sufficient cash to service all of our indebtedness, and may be forced to take other actions to satisfy our obligations under our indebtedness, which may not be successful;

•our future capital needs may require that we seek to refinance our debt or obtain additional debt or equity financing, events that could have a negative effect on our business;

•our variable rate indebtedness subjects us to interest rate risk, which could cause our indebtedness service obligations to increase significantly;

•repayment of our indebtedness is dependent on cash flow generated by our subsidiaries;

•a downgrade in our credit rating would impact our cost of capital;

•the amount and frequency of our share repurchases and dividend payments may fluctuate;

•existing or new laws and regulations, or changes to enforcement or interpretation of existing laws or regulations, may prohibit, restrict or burden the sale of aftermarket, recycled, refurbished or remanufactured products;

•we are subject to environmental regulations and incur costs relating to environmental matters;

•if we fail to maintain proper and effective internal control over financial reporting in the future, our ability to produce accurate and timely financial statements could be negatively impacted, which could harm our operating results and investor perceptions of our company and as a result may have a material adverse effect on the value of our common stock;

•we may be adversely affected by legal, regulatory or market responses to global climate change;

•our amended and restated bylaws provide that the courts in the State of Delaware are the exclusive forums for substantially all disputes between us and our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers or employees;

•our effective tax rate could materially increase as a consequence of various factors, including U.S. and/or international tax legislation, applicable interpretations and administrative guidance, our mix of earnings by jurisdiction, and U.S. and foreign jurisdictional audits;

•if significant tariffs or other restrictions are placed on products or materials we import or any related counter-measures are taken by countries to which we export products, our revenue and results of operations may be materially harmed;

•governmental agencies may refuse to grant or renew our operating licenses and permits;

•the costs of complying with the requirements of laws pertaining to data privacy and cybersecurity of personal information and the potential liability associated with the failure to comply with such laws could materially adversely affect our business and results of operations;

•our employees are important to successfully manage our business and achieve our objectives;

•we operate in foreign jurisdictions, which exposes us to foreign exchange and other risks;

•our business may be adversely affected by union activities and labor and employment laws;

•we rely on information technology and communication systems in critical areas of our operations and a disruption relating to such technology could harm our business;

•business interruptions in our distribution centers or other facilities may affect our operations, the function of our computer systems, and/or the availability and distribution of merchandise, which may affect our business;

•if we experience problems with our fleet of trucks and other vehicles, our business could be harmed;

•we may lose the right to operate at key locations; and

•activist investors could cause us to incur substantial costs, divert management’s attention, and have an adverse effect on our business.

Contact:

Joseph P. Boutross - Vice President, Investor Relations

LKQ Corporation

(312) 621-2793

jpboutross@lkqcorp.com

LKQ CORPORATION AND SUBSIDIARIES

Unaudited Condensed Consolidated Statements of Income, with Supplementary Data

(In millions, except per share data)


	Three Months Ended June 30,
	2024				2023
			% of Revenue (2)				% of Revenue (2)		$ Change		% Change
Revenue	$	3,711	100.0	%	$	3,448	100.0	%	$	263	7.6	%
Cost of goods sold	2,270		61.2	%	2,034		59.0	%	236		11.6	%

Gross margin	1,441		38.8	%	1,414		41.0	%	27		1.9	%
Selling, general and administrative expenses	976		26.3	%	938		27.2	%	38		4.1	%
Restructuring and transaction related expenses	49		1.3	%	8		0.2	%	41		n/m



Depreciation and amortization	87		2.4	%	61		1.8	%	26		42.6	%


Operating income	329		8.8	%	407		11.8	%	(78)		(19.2)	%
Other expense (income):
Interest expense	66		1.8	%	52		1.5	%	14		26.9	%




Gains on foreign exchange contracts - acquisition related (1)	—		—	%	(23)		(0.7)	%	23		n/m
Interest income and other income, net	(3)		(0.1)	%	(11)		(0.3)	%	8		(72.7)	%
Total other expense, net	63		1.7	%	18		0.5	%	45		n/m
Income before provision for income taxes	266		7.2	%	389		11.3	%	(123)		(31.6)	%
Provision for income taxes	82		2.2	%	109		3.2	%	(27)		(24.8)	%
Equity in earnings of unconsolidated subsidiaries	2		—	%	2		—	%	—		n/m


Net income	186		5.0	%	282		8.2	%	(96)		(34.0)	%
Less: net income attributable to noncontrolling interest	1		—	%	1		—	%	—		n/m

Net income attributable to LKQ stockholders	$	185	5.0	%	$	281	8.1	%	$	(96)	(34.2)	%




Basic earnings per share:


Net income	$	0.70			$	1.05			$	(0.35)	(33.3)	%
Less: net income attributable to noncontrolling interest	—				—				—		—	%

Net income attributable to LKQ stockholders	$	0.70			$	1.05			$	(0.35)	(33.3)	%

Diluted earnings per share:


Net income	$	0.70			$	1.05			$	(0.35)	(33.3)	%
Less: net income attributable to noncontrolling interest	—				—				—		—	%

Net income attributable to LKQ stockholders	$	0.70			$	1.05			$	(0.35)	(33.3)	%

Weighted average common shares outstanding:
Basic	265.3				267.6				(2.3)		(0.9)	%
Diluted	265.6				268.2				(2.6)		(1.0)	%
(1) Related to the Uni-Select Inc. ("Uni-Select") acquisition.
(2) The sum of the individual percentage of revenue components may not equal the total due to rounding.

LKQ CORPORATION AND SUBSIDIARIES

Unaudited Condensed Consolidated Statements of Income, with Supplementary Data

(In millions, except per share data)


	Six Months Ended June 30,
	2024				2023
			% of Revenue (2)				% of Revenue (2)		$ Change		% Change
Revenue	$	7,414	100.0	%	$	6,797	100.0	%	$	617	9.1	%
Cost of goods sold	4,521		61.0	%	4,011		59.0	%	510		12.7	%

Gross margin	2,893		39.0	%	2,786		41.0	%	107		3.8	%
Selling, general and administrative expenses	2,020		27.2	%	1,869		27.5	%	151		8.1	%
Restructuring and transaction related expenses	79		1.1	%	26		0.4	%	53		n/m


Depreciation and amortization	176		2.4	%	119		1.7	%	57		47.9	%

Operating income	618		8.3	%	772		11.4	%	(154)		(19.9)	%
Other expense (income):
Interest expense	130		1.8	%	88		1.3	%	42		47.7	%
Gains on foreign exchange contracts - acquisition related (1)	—		—	%	(46)		(0.7)	%	46		n/m
Interest income and other income, net	(9)		(0.1)	%	(20)		(0.3)	%	11		(55.0)	%
Total other expense, net	121		1.6	%	22		0.3	%	99		n/m
Income before provision for income taxes	497		6.7	%	750		11.0	%	(253)		(33.7)	%
Provision for income taxes	153		2.1	%	203		3.0	%	(50)		(24.6)	%
Equity in earnings of unconsolidated subsidiaries	—		—	%	5		0.1	%	(5)		n/m


Net income	344		4.6	%	552		8.1	%	(208)		(37.7)	%
Less: net income attributable to noncontrolling interest	1		—	%	1		—	%	—		n/m

Net income attributable to LKQ stockholders	$	343	4.6	%	$	551	8.1	%	$	(208)	(37.7)	%

Basic earnings per share:


Net income	$	1.29			$	2.06			$	(0.77)	(37.4)	%
Less: net income attributable to noncontrolling interest	—				—				—		—	%

Net income attributable to LKQ stockholders	$	1.29			$	2.06			$	(0.77)	(37.4)	%

Diluted earnings per share:


Net income	$	1.29			$	2.06			$	(0.77)	(37.4)	%
Less: net income attributable to noncontrolling interest	—				—				—		—	%

Net income attributable to LKQ stockholders	$	1.29			$	2.06			$	(0.77)	(37.4)	%

Weighted average common shares outstanding:
Basic	266.2				267.5				(1.3)		(0.5)	%
Diluted	266.7				268.3				(1.6)		(0.6)	%


(1) Related to the Uni-Select acquisition.
(2) The sum of the individual percentage of revenue components may not equal the total due to rounding.

LKQ CORPORATION AND SUBSIDIARIES

Unaudited Condensed Consolidated Balance Sheets

(In millions, except per share data)


	June 30, 2024		December 31, 2023
Assets
Current assets:
Cash and cash equivalents	$	276	$	299
Receivables, net of allowance for credit losses	1,360		1,165
Inventories	3,064		3,121

Prepaid expenses and other current assets	385		283

Total current assets	5,085		4,868
Property, plant and equipment, net	1,509		1,516
Operating lease assets, net	1,364		1,336

Goodwill	5,530		5,600
Other intangibles, net	1,233		1,313
Equity method investments	157		159
Other noncurrent assets	333		287
Total assets	$	15,211	$	15,079
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	1,764	$	1,648
Accrued expenses:
Accrued payroll-related liabilities	199		260
Refund liability	134		132
Other accrued expenses	353		309

Current portion of operating lease liabilities	238		224
Current portion of long-term obligations	44		596
Other current liabilities	172		149

Total current liabilities	2,904		3,318
Long-term operating lease liabilities, excluding current portion	1,179		1,163
Long-term obligations, excluding current portion	4,253		3,655
Deferred income taxes	425		448
Other noncurrent liabilities	306		314
Commitments and contingencies

Stockholders’ equity:
Common stock, $0.01 par value, 1,000.0 shares authorized, 323.6 shares issued and 264.2 shares outstanding at June 30, 2024; 323.1 shares issued and 267.2 shares outstanding at December 31, 2023	3		3
Additional paid-in capital	1,547		1,538
Retained earnings	7,472		7,290
Accumulated other comprehensive loss	(313)		(240)
Treasury stock, at cost; 59.4 shares at June 30, 2024 and 55.9 shares at December 31, 2023	(2,580)		(2,424)
Total Company stockholders’ equity	6,129		6,167
Noncontrolling interest	15		14
Total stockholders’ equity	6,144		6,181
Total liabilities and stockholders’ equity	$	15,211	$	15,079

LKQ CORPORATION AND SUBSIDIARIES

Unaudited Condensed Consolidated Statements of Cash Flows

(In millions)


	Six Months Ended June 30,
	2024		2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	344	$	552
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	200		135



Stock-based compensation expense	16		20


Gains on foreign exchange contracts - acquisition related	—		(46)
Other	57		37
Changes in operating assets and liabilities, net of effects from acquisitions and dispositions:
Receivables	(225)		(223)
Inventories	(37)		132
Prepaid income taxes/income taxes payable	(10)		(5)
Accounts payable	180		104
Other operating assets and liabilities	(59)		(3)
Net cash provided by operating activities	466		703
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant and equipment	(146)		(136)

Acquisitions, net of cash acquired	(30)		(52)


Other investing activities, net	(2)		3
Net cash used in investing activities	(178)		(185)
CASH FLOWS FROM FINANCING ACTIVITIES:




Debt issuance costs	(7)		(30)
Proceeds from issuance of U.S. Notes (2028/33), net of unamortized bond discount	—		1,394


Proceeds from issuance of Euro Notes (2031), net of unamortized bond discount	816		—
Repayment of Euro Notes (2024)	(547)		—
Borrowings under revolving credit facilities	931		1,693
Repayments under revolving credit facilities	(1,104)		(2,267)
Borrowings under term loans	—		500


Repayments of other debt, net	(16)		(16)
Settlement of derivative instruments	3		(13)
Dividends paid to LKQ stockholders	(161)		(148)
Purchase of treasury stock	(155)		(8)
Other financing activities, net	(36)		(6)
Net cash (used in) provided by financing activities	(276)		1,099
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(10)		9
Net increase in cash, cash equivalents and restricted cash	2		1,626


Cash and cash equivalents, beginning of period	299		278




Cash, cash equivalents and restricted cash, end of period (1)	$	301	$	1,904

(1) For the period ended June 30, 2024, includes $25 million of restricted cash included in Other noncurrent assets on the Unaudited Condensed Consolidated Balance Sheets.

The following unaudited tables compare certain third party revenue categories:


	Three Months Ended June 30,
(In millions)	2024		2023		$ Change		% Change
Wholesale - North America	$	1,398	$	1,121	$	277	24.8	%
Europe	1,633		1,633		—		—	%
Specialty	466		442		24		5.2	%
Self Service	55		63		(8)		(11.1)	%
Parts and services	3,552		3,259		293		9.0	%
Wholesale - North America	75		78		(3)		(3.6)	%
Europe	6		5		1		10.1	%

Self Service	78		106		(28)		(26.7)	%
Other	159		189		(30)		(16.2)	%
Total revenue	$	3,711	$	3,448	$	263	7.6	%

Revenue changes by category for the three months ended June 30, 2024 vs. 2023:


	Revenue Change Attributable to:
	Organic (1)		Acquisition and Divestiture		Foreign Exchange		Total Change (2)
Wholesale - North America	(5.3)	%	30.2	%	(0.1)	%	24.8	%
Europe	0.3	%	0.8	%	(1.1)	%	—	%
Specialty	(2.1)	%	7.4	%	(0.2)	%	5.2	%
Self Service	(11.1)	%	—	%	—	%	(11.1)	%
Parts and services	(2.1)	%	11.8	%	(0.6)	%	9.0	%
Wholesale - North America	(4.0)	%	0.5	%	(0.1)	%	(3.6)	%
Europe	10.9	%	—	%	(0.8)	%	10.1	%

Self Service	(26.7)	%	—	%	—	%	(26.7)	%
Other	(16.3)	%	0.2	%	(0.1)	%	(16.2)	%
Total revenue	(2.9)	%	11.1	%	(0.6)	%	7.6	%

(1) We define organic revenue growth as total revenue growth from continuing operations excluding the effects of acquisitions and divestitures (i.e., revenue generated from the date of acquisition to the first anniversary of that acquisition, net of reduced revenue due to the disposal of businesses) and foreign currency movements (i.e., impact of translating revenue at different exchange rates). Organic revenue growth includes incremental sales from both existing and new (i.e., opened within the last twelve months) locations and is derived from expanding business with existing customers, securing new customers and offering additional products and services. We believe that organic revenue growth is a key performance indicator as this statistic measures our ability to serve and grow our customer base successfully.

(2) The sum of the individual revenue change components may not equal the total percentage change due to rounding.

The following unaudited tables compare certain third party revenue categories:


	Six Months Ended June 30,
(In millions)	2024		2023		$ Change		% Change
Wholesale - North America	$	2,820	$	2,269	$	551	24.3	%
Europe	3,270		3,181		89		2.8	%
Specialty	888		838		50		5.9	%
Self Service	109		123		(14)		(10.8)	%
Parts and services	7,087		6,411		676		10.5	%
Wholesale - North America	153		159		(6)		(3.7)	%
Europe	13		12		1		10.2	%
Self Service	161		215		(54)		(25.4)	%
Other	327		386		(59)		(15.4)	%
Total revenue	$	7,414	$	6,797	$	617	9.1	%

Revenue changes by category for the six months ended June 30, 2024 vs. 2023:


	Revenue Change Attributable to:
	Organic (1)		Acquisition and Divestiture		Foreign Exchange		Total Change (2)
Wholesale - North America	(4.3)	%	28.6	%	—	%	24.3	%
Europe	1.5	%	1.1	%	0.2	%	2.8	%
Specialty	(1.8)	%	7.7	%	(0.1)	%	5.9	%
Self Service	(10.8)	%	—	%	—	%	(10.8)	%
Parts and services	(1.2)	%	11.7	%	0.1	%	10.5	%
Wholesale - North America	(4.4)	%	0.8	%	—	%	(3.7)	%
Europe	9.8	%	—	%	0.3	%	10.2	%
Self Service	(25.4)	%	—	%	—	%	(25.4)	%
Other	(15.7)	%	0.3	%	—	%	(15.4)	%
Total revenue	(2.0)	%	11.0	%	0.1	%	9.1	%

(2) The sum of the individual revenue change components may not equal the total percentage change due to rounding.

The following unaudited table reconciles revenue and revenue growth for parts & services and total revenue to constant currency revenue and revenue growth for the same measures:


	Three Months Ended June 30, 2024				Six Months Ended June 30, 2024
(In millions)	Consolidated		Europe		Consolidated		Europe
Parts & Services
Revenue as reported	$	3,552	$	1,633	$	7,087	$	3,270
Less: Currency impact	(21)		(18)		6		8
Revenue at constant currency	$	3,573	$	1,651	$	7,081	$	3,262

Total
Revenue as reported	$	3,711			$	7,414
Less: Currency impact	(21)				6
Revenue at constant currency	$	3,732			$	7,408


	Three Months Ended June 30, 2024				Six Months Ended June 30, 2024
	Consolidated		Europe		Consolidated		Europe
Parts & Services
Revenue growth as reported	9.0	%	—	%	10.5	%	2.8	%
Less: Currency impact	(0.6)	%	(1.1)	%	0.1	%	0.2	%
Revenue growth at constant currency	9.6	%	1.1	%	10.4	%	2.6	%

Total
Revenue growth as reported	7.6	%			9.1	%
Less: Currency impact	(0.6)	%			0.1	%
Revenue growth at constant currency	8.2	%			9.0	%

We have presented our revenue and the growth rate on both an as reported and a constant currency basis. The constant currency presentation, which is a non-GAAP financial measure, excludes the impact of fluctuations in foreign currency exchange rates. We believe providing constant currency revenue information provides valuable supplemental information regarding our growth, consistent with how we evaluate our performance, as this statistic removes the translation impact of exchange rate fluctuations, which are outside of our control and do not reflect our operational performance. Constant currency revenue results are calculated by translating prior year revenue in local currency using the current year's currency conversion rate. This non-GAAP financial measure has limitations as an analytical tool and should not be considered in isolation or as a substitute for an analysis of our results as reported under GAAP. Our use of this term may vary from the use of similarly-titled measures by other issuers due to the potential inconsistencies in the method of calculation and differences due to items subject to interpretation. In addition, not all companies that report revenue growth on a constant currency basis calculate such measure in the same manner as we do and, accordingly, our calculations are not necessarily comparable to similarly-named measures of other companies and may not be appropriate measures for performance relative to other companies.

The following unaudited table compares revenue and Segment EBITDA by reportable segment:


	Three Months Ended June 30,								Six Months Ended June 30,
	2024				2023				2024				2023
(In millions)			% of Revenue				% of Revenue				% of Revenue				% of Revenue
Revenue
Wholesale - North America	$	1,474			$	1,199			$	2,974			$	2,428
Europe	1,639				1,638				3,283				3,193
Specialty	466				443				889				840
Self Service	133				169				270				338
Eliminations	(1)				(1)				(2)				(2)
Total revenue	$	3,711			$	3,448			$	7,414			$	6,797
Segment EBITDA
Wholesale - North America	$	256	17.3	%	$	248	20.6	%	$	500	16.8	%	$	500	20.6	%
Europe	174		10.6	%	188		11.5	%	317		9.7	%	339		10.6	%
Specialty	41		8.9	%	42		9.5	%	68		7.7	%	73		8.7	%
Self Service	13		9.9	%	7		4.1	%	29		10.9	%	29		8.7	%
Total Segment EBITDA	$	484	13.0	%	$	485	14.1	%	$	914	12.3	%	$	941	13.8	%

We have presented Segment EBITDA solely as a supplemental disclosure that offers investors, securities analysts and other interested parties useful information to evaluate our segment profit and loss and underlying trends in our ongoing operations. We calculate Segment EBITDA as Net Income excluding net income and loss attributable to noncontrolling interest; income and loss from discontinued operations; depreciation; amortization; interest; gains and losses on debt extinguishment; income tax expense; restructuring and transaction related expenses; change in fair value of contingent consideration liabilities; other gains and losses related to acquisitions, equity method investments, or divestitures; equity in losses and earnings of unconsolidated subsidiaries; equity investment fair value adjustments; impairment charges; and direct impacts of the Ukraine/Russia conflict. Our chief operating decision maker, who is our Chief Executive Officer, uses Segment EBITDA as the key measure of our segment profit or loss. We use Segment EBITDA to compare profitability among our segments and evaluate business strategies. This financial measure is included in the metrics used to determine incentive compensation for our senior management. We also consider Segment EBITDA to be a useful financial measure in evaluating our operating performance, as it provides investors, securities analysts and other interested parties with supplemental information regarding the underlying trends in our ongoing operations. Segment EBITDA includes revenue and expenses that are controllable by the segment. Corporate general and administrative expenses are allocated to the segments based on usage, with shared expenses apportioned based on the segment's percentage of consolidated revenue. Refer to the table on the following page for a reconciliation of net income to Segment EBITDA.

The following unaudited table reconciles Net Income to Segment EBITDA:


	Three Months Ended June 30,						Six Months Ended June 30,
(In millions)	2024			2023			2024			2023
Net income	$	186		$	282		$	344		$	552
Less: net income attributable to noncontrolling interest	1			1			1			1
Net income attributable to LKQ stockholders	185			281			343			551


Adjustments:
Depreciation and amortization	100			70			200			135


Interest expense, net of interest income	62			42			123			75
Loss on debt extinguishment	—			—			—			1
Provision for income taxes	82			109			153			203


Equity in earnings of unconsolidated subsidiaries	(2)			(2)			—			(5)
Gains on foreign exchange contracts - acquisition related (1)	—			(23)			—			(46)
Equity investment fair value adjustments	2			—			2			1


Restructuring and transaction related expenses	49			8			79			26
Restructuring expenses - cost of goods sold	6			—			14			—









Segment EBITDA	$	484		$	485		$	914		$	941

Net income attributable to LKQ stockholders as a percentage of revenue	5.0		%	8.1		%	4.6		%	8.1		%

Segment EBITDA as a percentage of revenue	13.0		%	14.1		%	12.3		%	13.8		%

(1) Related to the Uni-Select acquisition.

Segment EBITDA should not be construed as an alternative to operating income, net income or net cash provided by operating activities, as determined in accordance with accounting principles generally accepted in the United States. In addition, not all companies that report Segment EBITDA information calculate Segment EBITDA in the same manner as we do and, accordingly, our calculation is not necessarily comparable to similarly-named measures of other companies and may not be an appropriate measure for performance relative to other companies.

The following unaudited table reconciles Net Income and Diluted Earnings per Share to Adjusted Net Income and Adjusted Diluted Earnings per Share, respectively:


	Three Months Ended June 30,				Six Months Ended June 30,
(In millions, except per share data)	2024		2023		2024		2023
Net income	$	186	$	282	$	344	$	552
Less: net income attributable to noncontrolling interest	1		1		1		1
Net income attributable to LKQ stockholders	185		281		343		551


Adjustments:
Amortization of acquired intangibles	36		15		73		30
Restructuring and transaction related expenses	49		8		79		26
Restructuring expenses - cost of goods sold	6		—		14		—


Loss on debt extinguishment	—		—		—		1
Pre-acquisition interest expense, net of interest income (1)	—		9		—		12
Gains on foreign exchange contracts - acquisition related (1)	—		(23)		—		(46)






Excess tax benefit from stock-based payments	—		—		(1)		(2)
Tax effect of adjustments	(15)		1		(27)		(2)
Adjusted net income (2)	$	261	$	291	$	481	$	570

Weighted average diluted common shares outstanding	265.6		268.2		266.7		268.3

Diluted earnings per share:
Reported (2)	$	0.70	$	1.05	$	1.29	$	2.06
Adjusted (2)	$	0.98	$	1.09	$	1.80	$	2.12

(1) Related to the Uni-Select acquisition.

(2) Figures are for continuing operations attributable to LKQ stockholders.

We have presented Adjusted Net Income and Adjusted Diluted Earnings per Share as we believe these measures are useful for evaluating the core operating performance of our continuing business across reporting periods and in analyzing our historical operating results. We define Adjusted Net Income and Adjusted Diluted Earnings per Share as Net Income and Diluted Earnings per Share adjusted to eliminate the impact of net income and loss attributable to noncontrolling interest, income and loss from discontinued operations, restructuring and transaction related expenses, amortization expense related to all acquired intangible assets, gains and losses on debt extinguishment, changes in fair value of contingent consideration liabilities, other gains and losses related to acquisitions, equity method investments, or divestitures, impairment charges, direct impacts of the Ukraine/Russia conflict, interest and financing costs related to the Uni-Select transaction prior to closing, excess tax benefits and deficiencies from stock-based payments and any tax effect of these adjustments. The tax effect of these adjustments is calculated using the effective tax rate for the applicable period or for certain discrete items the specific tax expense or benefit for the adjustment. Given the variability and volatility of the amount of related transactions in a particular period, management believes that these costs are not core operating expenses and should be adjusted in our calculation of Adjusted Net Income. Our adjustment of the amortization of all acquisition-related intangible assets does not exclude the amortization of other assets, which represents expense that is directly attributable to ongoing operations. Management believes that the adjustment relating to amortization of acquisition-related intangible assets supplements the GAAP information with a measure that can be used to assess the comparability of operating performance. The acquired intangible assets were recorded as part of purchase accounting and contribute to revenue generation. Amortization of intangible assets that relate to past acquisitions will recur in future periods until such intangible assets have been fully amortized. Any future acquisitions may result in the amortization of additional intangible assets. These financial measures are used by management in its decision making and overall evaluation of our operating performance and are included in the metrics used to determine incentive compensation for our senior management. Adjusted Net Income and Adjusted Diluted Earnings per Share should not be construed as alternatives to Net Income or Diluted Earnings per Share as determined in accordance with accounting principles generally accepted in the United States. In addition, not all companies that report measures similar to Adjusted Net Income and Adjusted Diluted Earnings per Share calculate such measures in the same manner as we do and, accordingly, our calculations are not necessarily comparable to similarly-named measures of other companies and may not be appropriate measures for performance relative to other companies.

The following unaudited table reconciles Forecasted Net Income and Diluted Earnings per Share to Forecasted Adjusted Net Income and Adjusted Diluted Earnings per Share, respectively:


	Forecasted
	Fiscal Year 2024
(In millions, except per share data)	Minimum Outlook		Maximum Outlook
Net income (1)	$	719	$	772
Adjustments:
Amortization of acquired intangibles	144		144
Restructuring and transaction related expenses	122		122



Tax effect of adjustments	(56)		(56)
Adjusted net income (1)	$	929	$	982

Weighted average diluted common shares outstanding	265.5		265.5

Diluted earnings per share:
Reported (1)	$	2.71	$	2.91
Adjusted (1)	$	3.50	$	3.70

(1) Actuals and outlook figures are for continuing operations attributable to LKQ stockholders.

We have presented forecasted Adjusted Net Income and forecasted Adjusted Diluted Earnings per Share in our financial outlook. Refer to the discussion of Adjusted Net Income and Adjusted Diluted Earnings per Share for details on the calculation of these non-GAAP financial measures. In the calculation of forecasted Adjusted Net Income and forecasted Adjusted Diluted Earnings per Share, we included estimates of net income, amortization of acquired intangibles for the full fiscal year 2024, restructuring expenses under previously announced plans, and the related tax effect; we included for all other components the amounts incurred through June 30, 2024.

The following unaudited tables reconciles Net Cash Provided by Operating Activities to Free Cash Flow and Net Income to Adjusted EBITDA:


	Three Months Ended June 30,				Six Months Ended June 30,
(In millions)	2024		2023		2024		2023
Net cash provided by operating activities	$	213	$	480	$	466	$	703
Less: purchases of property, plant and equipment	80		66		146		136
Free cash flow	$	133	$	414	$	320	$	567


	Three Months Ended June 30,				Six Months Ended June 30,
(In millions)	2024		2023		2024		2023
Net income	$	186	$	282	$	344	$	552
Less: net income attributable to noncontrolling interest	1		1		1		1



Net income attributable to LKQ stockholders	185		281		343		551
Adjustments:
Depreciation and amortization	100		70		200		135

Interest expense, net of interest income	62		42		123		75
Loss on debt extinguishment	—		—		—		1
Provision for income taxes	82		109		153		203

Gains on foreign exchange contracts - acquisition related (1)	—		(23)		—		(46)
Adjusted EBITDA	$	429	$	479	$	819	$	919

(1) Related to the Uni-Select acquisition.

We have presented free cash flow solely as a supplemental disclosure that offers investors, securities analysts and other interested parties useful information to evaluate our liquidity. We calculate free cash flow as net cash provided by operating activities, less purchases of property, plant and equipment. We believe free cash flow provides insight into our liquidity and provides useful information to management and investors concerning our cash flow available to meet future debt service obligations and working capital requirements, make strategic acquisitions, pay dividends and repurchase stock. We believe free cash flow is used by investors, securities analysts and other interested parties in evaluating the liquidity of other companies, many of which present free cash flow when reporting their results. This financial measure is included in the metrics used to determine incentive compensation for our senior management. Free cash flow should not be construed as an alternative to net cash provided by operating activities, as determined in accordance with accounting principles generally accepted in the United States. In addition, not all companies that report free cash flow information calculate free cash flow in the same manner as we do and, accordingly, our calculation is not necessarily comparable to similarly-named measures of other companies and may not be an appropriate measure for liquidity relative to other companies.

We also evaluate our free cash flow by measuring the conversion of Adjusted EBITDA into free cash flow. For the denominator of our conversion ratio, we calculate Adjusted EBITDA as Net Income excluding net income and loss attributable to noncontrolling interest, income and loss from discontinued operations, depreciation, amortization, interest, gains and losses on debt extinguishment, income tax expense, gains and losses on the disposal of businesses, and other unusual income and expense items that affect investing or financing cash flows. We exclude gains and losses on the disposal of businesses as the proceeds are included in investing cash flows, which is outside of free cash flow. Adjusted EBITDA should not be construed as an alternative to operating income, net income or net cash provided by operating activities, as determined in accordance with accounting principles generally accepted in the United States. In addition, not all companies that report Adjusted EBITDA information calculate Adjusted EBITDA in the same manner as we do and, accordingly, our calculation is not necessarily comparable to similarly-named measures of other companies and may not be an appropriate measure for performance relative to other companies.

The following unaudited table reconciles Forecasted Net Cash Provided by Operating Activities to Forecasted Free Cash Flow:


	Forecasted
	Fiscal Year 2024
(In millions)	Outlook
Net cash provided by operating activities	$	1,200
Less: purchases of property, plant and equipment	350
Free cash flow	$	850

We have presented forecasted free cash flow in our financial outlook. Refer to the paragraph above for details on the calculation of free cash flow.

Form 8-K Earnings Release Document	Jul. 25, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Jul. 25, 2024
Entity Registrant Name	LKQ CORPORATION
Entity Incorporation, State or Country Code	DE
Entity File Number	001-42002
Entity Tax Identification Number	36-4215970
Entity Address, Address Line One	5846 Crossings Boulevard
Entity Address, City or Town	Antioch
Entity Address, State or Province	TN
Entity Address, Postal Zip Code	37013
City Area Code	615
Local Phone Number	781-5200
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0001065696
Amendment Flag	false
Common Stock, par value $.01 per share
Entity Listings [Line Items]
Title of 12(b) Security	Common Stock, par value $.01 per share
Trading Symbol	LKQ
Security Exchange Name	NASDAQ
Euro Notes (2031)
Entity Listings [Line Items]
Title of 12(b) Security	4.125% Notes due 2031
Trading Symbol	LKQ31
Security Exchange Name	NASDAQ