Exhibit 99.1




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##### 



PENSKE AUTOMOTIVE GROUP, INC.
PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF INCOME

DECEMBER 31, 2010
UNAUDITED
 HistoricalPenske Automotive
    
    
    
    
    
    
    Pro FormaGroup, Inc.
    
    
    Disposition
    
    
    CombinedRevenue
    
    $
    10,713,585
    
    
    $
    (50,959
    )
    
    $
    10,662,626Cost of sales
    
    
    9,012,037
    
    
    
    (45,866
    )
    
    
    8,966,171Gross profit
    
    
    1,701,548
    
    
    
    (5,093
    )
    
    
    1,696,455Selling, general and administrative expenses
    
    
    1,411,814
    
    
    
    (25,334
    )
    
    
    1,386,480Depreciation and amortization
    
    
    48,884
    
    
    
    (803
    )
    
    
    48,081Operating income
    
    
    240,850
    
    
    
    21,044
    
    
    
    261,894Floor plan interest expense
    
    
    (34,981
    )
    
    
    588
    
    
    
    (34,393
    )Other interest expense
    
    
    (49,267
    )
    
    
    
    
    
    
    (49,267
    )Debt discount amortization
    
    
    (8,637
    )
    
    
    
    
    
    
    (8,637
    )Equity in earnings of affiliates
    
    
    20,569
    
    
    
    
    
    
    
    20,569Gain on debt repurchase
    
    
    1,634
    
    
    
    
    
    
    
    1,634Income from continuing operations before income taxes
    
    
    170,168
    
    
    
    21,632
    
    
    
    191,800Income taxes
    
    
    (57,912
    )
    
    
    (7,752
    )
    
    
    (65,664
    )Income from continuing operations
    
    
    112,256
    
    
    
    13,880
    
    
    
    126,136Less: Income attributable to non-controlling interests
    
    
    1,066
    
    
    
    
    
    
    
    1,066Income from continuing operations attributable to Penske
Automotive Group common shareholders
    
    $
    111,190
    
    
    $
    13,880
    
    
    $
    125,070Income from continuing operations attributable to Penske
Automotive Group common shareholders per common share:Basic
    
    $
    1.21
    
    
    
    
    
    
    $
    1.36Diluted
    
    $
    1.21
    
    
    
    
    
    
    $
    1.36Shares used in determining basic earnings per shareWeighted average shares outstandingBasic
    
    
    92,018
    
    
    
    
    
    
    
    92,018Diluted
    
    
    92,091
    
    
    
    
    
    
    
    92,091




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##### 



PENSKE AUTOMOTIVE GROUP, INC.
PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF INCOME
DECEMBER 31, 2009
UNAUDITED
 HistoricalPenske Automotive
    
    
    
    
    
    
    Pro FormaGroup, Inc.
    
    
    Disposition
    
    
    CombinedRevenue
    
    $
    9,504,156
    
    
    $
    (179,083
    )
    
    $
    9,325,073Cost of sales
    
    
    7,926,180
    
    
    
    (160,233
    )
    
    
    7,765,947Gross profit
    
    
    1,577,976
    
    
    
    (18,850
    )
    
    
    1,559,126Selling, general and administrative expenses
    
    
    1,315,225
    
    
    
    (16,310
    )
    
    
    1,298,915Depreciation and amortization
    
    
    54,234
    
    
    
    (702
    )
    
    
    53,532Operating income (loss)
    
    
    208,517
    
    
    
    (1,838
    )
    
    
    206,679Floor plan interest expense
    
    
    (35,552
    )
    
    
    768
    
    
    
    (34,784
    )Other interest expense
    
    
    (55,201
    )
    
    
    
    
    
    
    (55,201
    )Debt discount amortization
    
    
    (13,043
    )
    
    
    
    
    
    
    (13,043
    )Equity in earnings of affiliates
    
    
    13,808
    
    
    
    
    
    
    
    13,808Gain on debt repurchase
    
    
    10,429
    
    
    
    
    
    
    
    10,429Income (loss) from continuing operations before income taxes
    
    
    128,958
    
    
    
    (1,070
    )
    
    
    127,888Income taxes
    
    
    (45,200
    )
    
    
    424
    
    
    
    (44,776
    )Income (loss) from continuing operations
    
    
    83,758
    
    
    
    (646
    )
    
    
    83,112Less: Income attributable to non-controlling interests
    
    
    459
    
    
    
    
    
    
    
    459Income from continuing operations attributable to Penske
Automotive Group common shareholders
    
    $
    83,299
    
    
    $
    (646
    )
    
    $
    82,653Income from continuing operations attributable to Penske
Automotive Group common shareholders per common share:Basic
    
    $
    0.91
    
    
    
    
    
    
    $
    0.90Diluted
    
    $
    0.91
    
    
    
    
    
    
    $
    0.90Shares used in determining basic earnings per shareWeighted average shares outstandingBasic
    
    
    91,557
    
    
    
    
    
    
    
    91,557Diluted
    
    
    91,653
    
    
    
    
    
    
    
    91,653




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##### 



PENSKE AUTOMOTIVE GROUP, INC.
PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF INCOME
DECEMBER 31, 2008
UNAUDITED
 HistoricalPenske Automotive
    
    
    
    
    
    
    Pro FormaGroup, Inc.
    
    
    Disposition
    
    
    CombinedRevenue
    
    $
    11,637,136
    
    
    $
    (348,809
    )
    
    $
    11,288,327Cost of sales
    
    
    9,846,932
    
    
    
    (294,537
    )
    
    
    9,552,395Gross profit
    
    
    1,790,204
    
    
    
    (54,272
    )
    
    
    1,735,932Selling, general and administrative expenses
    
    
    1,493,903
    
    
    
    (16,450
    )
    
    
    1,477,453Intangible impairments
    
    
    643,459
    
    
    
    
    
    
    
    643,459Depreciation and amortization
    
    
    53,877
    
    
    
    (402
    )
    
    
    53,475Operating loss
    
    
    (401,035
    )
    
    
    (37,420
    )
    
    
    (438,455
    )Floor plan interest expense
    
    
    (64,188
    )
    
    
    667
    
    
    
    (63,521
    )Other interest expense
    
    
    (54,504
    )
    
    
    
    
    
    
    (54,504
    )Debt discount amortization
    
    
    (13,984
    )
    
    
    
    
    
    
    (13,984
    )Equity in earnings of affiliates
    
    
    16,513
    
    
    
    
    
    
    
    16,513Loss from continuing operations before income taxes
    
    
    (517,198
    )
    
    
    (36,753
    )
    
    
    (553,951
    )Income taxes
    
    
    105,741
    
    
    
    14,537
    
    
    
    120,278Loss from continuing operations
    
    
    (411,457
    )
    
    
    (22,216
    )
    
    
    (433,673
    )Less: Income attributable to non-controlling interests
    
    
    1,133
    
    
    
    
    
    
    
    1,133Loss from continuing operations attributable to Penske
Automotive Group common shareholders
    
    $
    (412,590
    )
    
    $
    (22,216
    )
    
    $
    (434,806
    )Loss from continuing operations attributable to Penske
Automotive Group common shareholders per common share:Basic
    
    $
    (4.39
    )
    
    
    
    
    
    $
    (4.63
    )Diluted
    
    $
    (4.39
    )
    
    
    
    
    
    $
    (4.63
    )Shares used in determining basic earnings per shareWeighted average shares outstandingBasic
    
    
    93,958
    
    
    
    
    
    
    
    93,958Diluted
    
    
    93,958
    
    
    
    
    
    
    
    93,958




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##### 



1. Basis of Pro Forma Presentation