Joseph P. Boutross - LKQ Corp. Dominick P. Zarcone - LKQ Corp. Varun Laroyia - LKQ Corp..

Craig R. Kennison - Robert W. Baird & Co., Inc. Michael E. Hoffman - Stifel, Nicolaus & Co., Inc. James J. Albertine - Consumer Edge Research LLC Bret Jordan - Jefferies LLC Ryan J. Merkel - William Blair & Co. LLC Stephanie Benjamin - SunTrust Robinson Humphrey, Inc.

Chris Bottiglieri - Wolfe Research LLC John Healy - Northcoast Research Partners LLC Dan Drawbaugh - B. Riley FBR, Inc. Scott L. Stember - C.L. King & Associates, Inc..

Good morning and welcome to the LKQ's Third Quarter Earnings Conference Call. All lines have been placed on mute to prevent any background noise. After the speakers' remarks, there will be a question-and-answer session. Thank you. I now turn the call over to your host, Joe Boutross, Vice President of Investor Relations. Please go ahead..

Thank you, operator. Good morning, everyone, and welcome to LKQ's third quarter 2018 earnings conference call. With us today are Nick Zarcone, LKQ's President and Chief Executive Officer; and Varun Laroyia, Executive Vice President and Chief Financial Officer.

Please refer to the LKQ website at lkqcorp.com for our earnings release issued this morning as well as the accompanying slide presentation for the call. Now let me quickly cover the Safe Harbor. Some of the statements that we make today may be considered forward-looking.

This includes statements regarding our expectations, beliefs, hopes, intentions or strategies. Actual events or results may differ materially from those expressed or implied in the forward-looking statements as a result of various factors. We assume no obligation to update any forward-looking statements.

For more information, please refer to the risk factors discussed in our Form 10-K and subsequent reports filed with the SEC. During this call, we will present both GAAP and non-GAAP financial measures. A reconciliation of GAAP to non-GAAP measures is included in today's slide presentation.

And with that, I'm happy to turn the call over to our CEO, Nick Zarcone..

design, innovation and manufacturing. Lastly on Specialty, I'm pleased to announce that during the quarter, we opened up our new 450,000-square-foot distribution center in Eastvale, California.

This warehouse further demonstrates our commitment to continuously enhance the superior service experience for our customers, support the operating efficiencies of our suppliers, and create a higher level of safety measures for our team. Moving on to corporate development.

In addition to finalizing the divestiture of the Andrew Page branches, during the third quarter, we acquired three wholesale businesses in Europe for a total net consideration of approximately $79 million. We continue to work on both the integration of STAHLGRUBER and the benefits of scale across our entire European footprint.

Lastly, on August 6, the company announced the appointment of Meg Divitto, John Mendel and Jody Miller to our board of directors. As our Chairman Joe Holston stated in the announcement, these three new directors complement and enhance our board with skills and experiences in such areas as automotive technology, government affairs and finance.

We are quite confident they will provide valuable perspectives as we continue to execute our strategy. And I will now turn the discussion over to Varun, who will run through the details of the segment results..

Thank you, Nick, and good morning to everyone joining us on the call. I will take you through our consolidated and segment results for the quarter and cover our current liquidity position before turning it back to Nick for an update on full-year guidance.

Overall, we are pleased with the results of the third quarter, especially as each segment delivered some positive notes. North America generated solid organic revenue growth and narrowed the year-over-year gap in segment EBITDA margin relative to the past few quarters.

Europe delivered a 50-basis-point year-over-year and a 20-basis-point sequential improvement in segment EBITDA margins. And Specialty had excellent revenue growth along with a 40-basis-point year-over-year expansion in segment EBITDA margins.

I'll cover these results and the underlying causes in greater detail in a few minutes, though needless to say that while we continue to make positive progress in each of our businesses, we also acknowledge that we still have further work to do related to our initiatives to offset the ongoing cost pressures and improve profitability.

Regarding year-over-year comparability, we completed the STAHLGRUBER acquisition in May 2018, so the third quarter represents our first full quarter with the STAHLGRUBER operation. I will highlight the impact of STAHLGRUBER on the variances as relevant.

As noted on slide 13 of the presentation, the consolidated gross margin percentage was down 50 basis points quarter-over-quarter to 38.3% due primarily to a 20-basis-point reduction in the North America segment and a negative mix impact related to Europe off a further 20 basis points.

With our STAHLGRUBER acquisition, the lower gross margin European segment makes up for a larger percentage of the consolidated result and has a dilutive effect on the consolidated margin. Segment EBITDA totaled $326 million for the third quarter, reflecting a $59 million or a 22% increase over the comparable quarter of 2017.

As a percentage of revenue, segment EBITDA was down 30 basis points to 10.5% versus the prior year. Our operating expenses were flat year-over-year with increases in freight and vehicle expenses offset by leverage in personnel costs and a favorable mix effect from the STAHLGRUBER acquisition.

During the third quarter, restructuring and acquisition-related costs increased by $2 million compared to the prior year, and depreciation and amortization expense grew by $20 million largely due to the STAHLGRUBER transaction.

With that, operating income for the third quarter of 2018 increased by about $35 million or roughly 18% when compared to the same period in 2017. Interest expense was up $16 million or 62% year-over-year due to higher average debt balances and slightly higher interest rates primarily related to the STAHLGRUBER financing.

Pre-tax income during the third quarter of 2018 was $201 million, up $23 million or up 13% compared to the prior year. Moving to income taxes, our effective tax rate was 22.9% for the quarter. We updated our estimate of the annual effective tax rate during the third quarter to 27.2%, up 20 basis points from our previous estimate in the second quarter.

The higher rate is driven mostly by a change in the geographic distribution of earnings. We had various discrete items in the quarter, including a favorable adjustment for a $10 million true-up to reduce our provisional estimate of the transition tax related to repatriating cumulative foreign earnings.

We have excluded this favorable discrete item in our calculation of adjusted EPS. In the equity earnings line, which is where we report our share of the results of Mekonomen, we recorded a $20 million loss in the quarter.

This loss is attributable to a $23 million noncash impairment charge on our Mekonomen investment, which I noted as a possibility during the second quarter earnings call. Diluted EPS from continuing operations attributable to LKQ stockholders for the third quarter was $0.42, up $0.03 relative to the comparable quarter a year ago.

Adjusted EPS, which excludes restructuring charges, intangible asset amortization, acquisition and divestiture-related gains and losses, impairment charges, adjustments to the provisional demands related to the U.S. tax reform and the tax benefit associated with stock-based compensation was $0.56, reflecting a 24% improvement.

Moving to the segments with North America on slide 16, you will note that gross margins during the third quarter were 43.2%, down 40 basis points over the 43.6% reported a year ago. Our self-service operation's growth is 60 basis points decline, primarily resulting from lower revenue per car due to declining scrap steel prices.

Without the self-service impact into lower scrap prices, gross margin in North America was up on a year-over-year basis. Additionally, our gross margin in the wholesale North America operations contributed a 40-basis-point improvement relative to the third quarter of 2017, owing to active margin management and pricing refinements.

I'm very encouraged that our wholesale North America operations reported sequential improvement in gross margin percentage of 70 basis points. This result is the continuation of efforts that the North America management team initiated during the second quarter.

I'm also encouraged that we were able to generate sequential gross margin improvement while producing solid organic revenue growth. As Nick mentioned, we will continue to pursue profitable revenue growth, which may in the short term put pressure on sales volumes. Make no mistake, this will require discipline to stick to the objective.

Apart from the potential for some short-term disruption, we do believe that our customers will recognize the advantages of partnering with LKQ, namely our broad product offering, strong customer service and nationwide distribution capabilities will certainly swing things in our favor.

Shifting to operating expenses as a percentage of revenue, we saw an increase of 50 basis points compared to last year and 140 basis points sequentially, which we traditionally see going from the second quarter to the third quarter due to seasonal revenue patterns.

Consistent with the first half of the year, we're still facing headwinds related to freight, vehicle and fuel costs like many other distributors, and these costs drove a 50-basis-point increase over the prior year.

We're actively working to address these headwinds as well as wage inflation and rising benefit costs to the pricing initiatives that I previously noted and cost controls throughout the organization.

In total, segment EBITDA for North America during the third quarter of 2018 was $154 million, up 1% compared to the prior year, and as a percentage of revenue down 70 basis points from the prior-year quarter. Looking at slide 18, scrap prices were up 4% over the comparable quarter from a year ago but down relative to Q2 of 2018 by 16%.

As we previously mentioned, the impact from scrap reflects the sequential movement in pricing as car costs will generally follow scrap prices higher or lower over time. The downward trend in Q3 had a negative effect of approximately $7 million on segment EBITDA or a little under $0.02 on adjusted diluted EPS.

Without the negative impact from scrap prices, our segment EBITDA margin for North America would have been roughly flat to the third quarter of 2017. Sequential EBITDA margin is down 90 basis points for North America, which reflects a seasonal pattern in the business.

You may recall in 2017, the prior year, the segment EBITDA percentage dropped by 150 basis points from the second quarter to the third quarter.

So while we are narrowing the year-over-year gap in margin and continue to make progress on the initiatives launched earlier in the year, we've clearly got further room for improvement and the team continues to push hard. Moving on to our European segment on slide 19.

Gross margin in Europe was 36.6% in Q3, a 20-basis-point increase over the comparable period of 2017.

In addition, our Sator business in the Benelux region continued to show margin expansion, contributing a 40-basis-point improvement to the segment, with specific strength in private label sales and the ongoing move from a three-step to a two-step model in that market.

Our centralized procurement yielded a 30-basis-point improvement from supplier rebate programs and STAHLGRUBER had a 30-basis-point favorable impact on gross margin percentage as well.

As we've discussed in prior quarters, our UK operations were working through incremental costs associated with T2 in the third quarter, and these costs are mostly past us as we got into the fourth quarter. The T2 costs combined with higher inventory write-offs drove a 40-basis-point reduction in gross margin.

And the Central and Eastern European mix cost us a further 30 basis points. With respect to operating expenses as a percentage of revenue, we experienced a 40-basis-point decrease on a consolidated European basis versus the comparable quarter from a year ago.

This improvement was primarily attributable to lower personnel costs in the UK and a favorable mix impact from STAHLGRUBER. STAHLGRUBER's results were consistent with the previously disclosed projected impact for the remainder of the year. European segment EBITDA totaled $129 million, a 63% increase over the prior year.

As shown on slide 21, relative to the third quarter of 2017, the pound sterling and the euro both weakened by approximately 100 basis points against the U.S. dollar.

So, there was a not very material effect from the translation in the third quarter Segment EBITDA as a percentage of revenue was 8.8% for the third quarter of 2018, up 50 basis points from the same period a year ago.

We are pleased with the year-over-year and sequential growth in margins, and the team remains committed to the previously stated objective to deliver double-digit segment EBITDA margins by the end of the three-year period that started in January 2018.

Related to Europe, I'd also like to discuss our equity interest in Mekonomen, a leading car parts and service chain in the Nordic region. We noted on the Q2 call that Mekonomen's share price had declined since we acquired our shares in 2016, which could necessitate an impairment charge if the share price didn't show sufficient improvement.

Well, this was indeed the case, and in the third quarter, we recorded a $23 million noncash impairment charge. Further on Mekonomen, in connection with its previously announced acquisition in Denmark and Poland, we elected to participate in a rights offering for additional Mekonomen shares.

Earlier this month, we repurchased approximately 5.4 million additional shares for roughly $48 million to maintain our 26.5% ownership interest in the company. We continue to believe Mekonomen is a strong, well-run business, and we are very optimistic about its prospects going forward.

Please do note that both the Mekonomen impairment and a non-operating gain related to the rights offering have been excluded from our calculation of adjusted diluted EPS. Turning to our Specialty segment on slide 22, the business continues to deliver solid results.

The One (00:29:31) business is performing well and, as previously disclosed, has a higher margin profile than the base Specialty segment. One (00:29:38) contributed 70 basis points to the growth in the gross margin percentage.

The base Specialty business, i.e., without One, (00:29:47) generated an 8% organic revenue growth rate in the quarter, which was a nice rebound from the lower rate that we experienced in the first half. And we are encouraged that they were able to do so while maintaining gross margin expansion.

The increase was partially offset by higher inventory write-offs representing 50 basis points related to damage and defective parts identified during warehouse expansion projects.

Operating expenses as a percentage of revenue in Specialty were 30 basis points higher relative to the prior year, and the primary variances related essentially to similar stories what you'd heard before higher vehicle and fuel expenses.

Segment EBITDA for Specialty was $43 million, up 22% from the third quarter of 2017, and as a percentage of revenue, segment EBITDA was up 40 basis points to 11%. Let's move on to capital allocation and the balance sheet.

As presented on slide 24, you will note that our cash flow from continuing operations for the first nine months of 2018 was $521 million, which is about $72 million or 16% percent higher than through the comparable period a year ago.

As Nick mentioned earlier, operating cash flows for the quarter were strong at $192 million due to solid profitability, improved receivables collections and moderate inventory growth. We've adjusted our full-year guidance for operating cash flows from operations to $610 million to $660 million.

You may be asking why we would take our cash flow from operations guidance down by $50 million after such a good quarter for cash flow conversion. Well, first, we are lowering our earnings guidance by approximately $20 million that will translate into lower cash flows.

Second, we made a decision to unwind a large receivables factoring program in our STAHLGRUBER business, as we had a significantly more cost-effective financing available than this legacy arrangement.

However, unwinding the program will slow receivables collections in the quarter, and we expect an outflow for these STAHLGRUBER receivables in the fourth quarter, which should not reoccur in future periods. Other than these two factors, we expect to continue on pace with our prior guidance.

As always, we will continue to be nimble in reacting to changing market conditions.

For example, while we currently have not incorporated any Brexit-associated impact, there is a chance we will need to begin to increase our inventories in the UK during the fourth quarter to protect our business from potential supply chain disruptions resulting from a lack of a robust trade agreement between the UK and the EU.

As I previously mentioned, cash conversion is a key area of opportunity and focus for us, so let me give you a little insight on what we've been doing to improve cash flow conversion. First, working capital management has become a prominent component of our monthly business reviews with segment management.

We covered trends in key statistics such as past due receivable, inventory turns and days payables outstanding, and we actively discuss the action items that our field management is taking to improve these metrics.

Second, we are going to hold ourselves accountable for managing working capital by including free cash flow and other working capital measures in the performance targets for our 2019 incentive programs. While I am confident that we have the team's attention on working capital today, adding the compensation element will heighten that focus.

And also while I appreciate that organizational change does not happen overnight, we've been laying the groundwork in the background, and I'm confident that we are setting the business for a strong year of free cash flow generation in 2019. Moving on to CapEx, CapEx for the quarter was $56 million and $172 million for the year-to-date period.

In our guidance, we have decreased our capital spending plan a bit to a range of $240 million to $260 million. In the third quarter, we continue to make progress on our outstanding debt by paying down a further $74 million, which we funded from cash flows from operations.

In the first nine months of the current year, we've now paid down $199 million on our credit facility borrowings.

Moving on to slide 25, as of September 30, we had approximately $4.4 billion of total debt outstanding and $341 million of cash, resulting in net debt of about $4.1 billion or 3 times last 12 months' EBITDA, down from 3.1 times as of the end of the second quarter.

On slide 26, we've added the key return metrics that we track, though please note that we are excluding the impact of STAHLGRUBER in the calculations to eliminate the short-term movement caused by large investments. We will add STAHLGRUBER into the calculations once we've annualized the transaction.

And then, finally, on the stock repurchase program that Nick mentioned earlier, we believe we can finance the repurchases primarily through free cash flow generation with a measured approach towards future acquisitions, and our ongoing efforts to improve profitability and working capital management, we expect to generate sufficient cash flows to invest in the growth of the business, manage our leverage and return excess capital to our shareholders.

With that, I'll turn the call back to Nick to cover the updated revenue and earnings guidance..

Thank you, Varun, for that detailed overview. Considering the results achieved in the third quarter and a detailed review by our operating units with respect to their projected fourth quarter results, we have adjusted our annual guidance on a few of the key financial metrics.

With our continued focus on highly profitable revenue, we anticipate our global organic revenue growth from parts and services will likely come down a bit in the fourth quarter.

Accordingly, given we are sitting at 5.1% through September, we have tightened the top end of the full-year guidance by 50 basis points and now have a full range of 4.5% to 5% for organic revenue growth. In terms of adjusted earnings per share, we have moved the range to $2.19 on the low end to $2.25 on the high end with a midpoint of $2.22 a share.

This reflects both the $0.56 reported for the third quarter and the revised field forecast for the fourth quarter, which historically has always been the softest quarter of the year, reflecting the natural seasonality of our businesses.

Importantly, the impact of lower FX rates and metals prices collectively account for approximately $0.04 of the reduction relative to our prior guidance. Those EPS adjustments yield a range for adjusted net income of $690 million to $710 million.

As Varun mentioned, we have revised the guidance for cash flow from operations to $610 million to $660 million, largely reflecting the change in earnings and the onetime increase in receivables related to the termination of a special factoring program at STAHLGRUBER.

We believe the effective tax rate will be approximately 27.2%, and the guidance assumes current levels as it relates to FX rates and no further deterioration in scrap metals pricing.

In closing, I am very proud of the hard work and dedication of our more than 49,000 employees as they have delivered for the company, our stockholders and, most importantly, our customers during the quarter. I am equally proud of our team's efforts to effectively address the headwinds encountered this year.

We have made further progress, and while we are not done, I am confident in our team's ability to effectively implement their respective plans. Operator, we are now ready to open the call for questions..

Your first question comes from Craig Kennison from Baird. Your line is open..

Good morning. Thank you for taking my question. Varun, I wanted to ask about the STAHLGRUBER factoring program that you ended. I think a lot of shareholders are interested in these factoring programs as a way to promote better capital efficiency. So, clearly, you've explored that but concluded that you have a more cost-effective way of pursuing it.

Shed a little more light on that because I think a lot of shareholders would like to see more factoring, not less, but I'm sure you've looked at it and would love some detail..

Yes, absolutely, Craig, and listen, good morning and thank you for calling in this early in the day. I know it's a busy day for all of you, and so really, really appreciate joining our call this morning. Yeah, so with regards to factoring programs in general, we have been working in the background.

And while we're not ready to disclose anything at this point of time, we do believe there is a certain level of benefit that could accrue from a balance sheet management perspective.

With regards to the STAHLGRUBER program more specifically, it's essentially a case of the cost of funding that they've been paying for their factoring program versus what we can provide on an ongoing basis. But part of it involves us essentially terminating that program, which will take place in the current quarter, i.e.

the fourth quarter, and then we will replace it with an alternative program in any case. But partially, the factor that we will trip (00:40:55) into the receivables collection in the current quarter, which will lead to a slower collection effort in the current quarter.

So, again back to the program itself, we believe there are certain benefits, but not at the levels of funding that STAHLGRUBER was paying. We believe there are synergies associated with the lower cost of capital that we will be deploying..

Your next question comes from Michael Hoffman from Stifel. Your line is open..

Thanks, Nick, Varun, for the questions.

Around just (00:41:35) the $0.02 to $0.04 when you think about it operationally because like, fair enough, $0.04 is FX and scrap, help us understand what you control to be able to get that back in the future and between discounts, pricing, like are you seeing any OE (00:41:53) pricing? Can you help us with the plans that help get that back in the future?.

Good morning, Michael, and thanks for the question. So the adjustment to the guidance, $0.07 in total, if you will, $0.04 of that is basically scrap. You saw $0.02 of it hit in the third quarter, the next $0.02 will hit in the fourth quarter. Scrap has fallen from almost $200 a ton at the end of last quarter.

Today, it's sitting in the high $150s, if you will, so even well below the third quarter average. So there's very little we can do to offset the impact of scrap metal pricing. The other $0.03 is a combination of things. Some of it has to do with the fact that we are focusing on high margin revenue growth. Every dollar of revenue is not worth the same.

And the reality is in an effort to improve our margins, we're more than happy to let some of that incremental revenue go by the wayside if it's at low margins, if you will. Some of it has to do with rising benefit cost. We had a significant uptick in our healthcare expense in the third quarter in North America, if you will.

We think that's going to leak into the fourth quarter as well. And then we took some legal reserves and expenses. The focus is and the key, I think, is in the third quarter, as both Varun and I mentioned, gross margins in North America.

If you take out the impact of the self-serve business, which is where most of the impact of scrap is, gross margins were up. So we are making progress and climbing back on some of those inflationary operating expenses that have been a cause of concern earlier in the year. So we are making good progress.

We think in the fourth quarter, actually, we're going to continue to make progress and the EBITDA margin gap on a year-over-year basis is going to shrink further, if you will. So the programs we have in place, we think, are working. It's just it's going to take a little time..

Michael, just one more piece to kind of reiterate what Nick mentioned in case that was kind of lost on everyone calling in. The previous guidance that we gave at the end of July, which had a midpoint of $2.29, that did not include any FX or, for that matter, scrap declines. That's what we've always done and that's how we've always given guidance.

And so really if you kind of think of the $2.29 midpoint to call it the now $2.22 midpoint or the $0.07 drop, $0.04 of that $0.07 is essentially related to scrap, $0.02 of which was realized in the third quarter, and based on what we're seeing scrap prices currently, in the current quarter a further $0.02. So that's how you should be thinking about.

And then, again, the remaining $0.03 essentially is exactly how Nick mentioned, we're focusing on margin accretive profitable business coming through and so we will keep focusing on that and margin management and pricing refinements to offset the operational macroeconomic headwinds that are buffeting our industry..

Your next question comes from Ben Bienvenu from Stephens. Your line is open..

Hey, guys..

Good morning, Ben..

Good morning..

This is actually Daniel (00:45:29) on for Ben, but thanks for taking our questions. I wanted to start actually on CapEx. As you guys work through improving margins in the coming years, Nick, I think you mentioned a few times that large-scale M&A probably slows down from here.

What's the CapEx trajectory would look like from here? Should there be a continued ramp in CapEx in the coming years? Know (00:45:48) this year was more of a catch-up, but just wondering what that outlook looks like?.

Yeah. So we obviously brought down our CapEx estimate for the year as a whole, and some of that has to do with where we are this year and what people around the globe have spent, if you will. Again, this was a pretty big uptick in capital in 2018 relative to the past years.

Next year, obviously, we're going to have STAHLGRUBER in the mix for the entire year, so that will be an incremental amount. But if you think about the non-STAHLGRUBER CapEx probably relative to 2018, probably flat to maybe down a little bit..

Your next question comes from James Albertine from Consumer Edge. Your line is open..

Good morning, Jamie..

Good morning..

Good morning, everyone. Thank you for taking the question. Appreciate it. I wanted to ask just an operating question, if I could, and then maybe a strategic question, if I could sneak one in.

First on the operating side, just wanted to get your sense on – and I apologize if I missed this in the prepared remarks, I dialed in a little late – severity versus frequency trends and sort of how you're thinking about starting to lap sort of the beginning of the uptick in organic growth in North America and how we should think about that from a modeling perspective..

Yeah. So, again, we anticipate that organic growth in Q4 is going to come in a little bit from where it's been. I mentioned that in the prepared remarks largely because we are absolutely focused on making sure that each incremental revenue dollar has good margin.

We do not want to chase low-margin business down the rabbit hole, because at the end of the day, that doesn't do us any good. And the easiest way to drive revenue is to drop your prices.

The reality is when you have a market position like we do, which is the largest in all of our global businesses, if you will, we've got the deepest inventory, we think the best logistics and distribution system, the primary way people compete against us is through price and drop in price, and we're being very disciplined not to do that.

So, I would expect and we do expect in Q4 that the organic is going to come in a little bit. Recall that last year in Q4 was the best organic growth of the year at 5%. And then going into 2019, again, we think 2019 organic is still going to be very good.

Don't get me wrong, it's not going to zero or anything close, okay, but we don't think Q1 of next year is going to be another 7% quarter like it was in 2018..

Okay..

And you hear that....

Yeah, sorry..

Yes..

I was just going to say just to clarify, the underlying trends from a frequency and severity perspective don't concern you in light of that. It's just that you're going to go after some higher-margin business and so forth, if I'm hearing you correctly..

That's correct..

Okay. And if I may, the strategic question, we noticed during the quarter, there had been a trial scheduled. I believe there was a settlement related to State Farm and a class action lawsuit. Believe this is several decades now of back and forth on litigation related not only in parts.

Do you have any sort of views on that and how we should think about State Farm potentially flowing into the business?.

Sure. Absolutely. After years of questions about State Farm where we've said no new news, there's finally been some new news. While not widely publicized, in September, State Farm reached a settlement agreement in its legal battle against the class action suit that had been going on in the courts for 20 years.

The initial lawsuit related to the use of aftermarket parts in the collision repair process. And while that court case was going on over the past 20 years, State Farm largely had not used aftermarket parts in the repair of vehicles for their policyholders.

This agreement needs to be finalized by the court, which we understand is going to happen in December of 2018. To our knowledge, State Farm has not made any public statement regarding its intention to reinstate the use of aftermarket parts.

But once the lawsuit is out of the way, we would not be surprised if, ultimately, State Farm joins most every other auto insurer and begins to slowly reintroduce the utilization of our high-quality, cost-effective certified aftermarket parts which, by the way, come with a lifetime warranty.

While we obviously can't comment as to when or to what extent State Farm may ramp up its use of aftermarket parts, we generally view this as a positive for our industry, as State Farm is the largest insurer in the United States of automobiles with about a 18% share. So, we continue to meet with State Farm on a regular basis.

We meet with their leadership to discuss joint business opportunities. And we will certainly let you know during a future quarterly call if there are any material updates, but we view this as a positive..

Understood. Thank you for the – taking the questions and best of luck..

Sure. Thanks, Jamie..

Your next question comes from Bret Jordan from Jefferies. Your line is open..

Hi. Good morning, Bret..

Good morning, Bret..

A question and I ask for clarification.

On the STAHLGRUBER factoring comments, are you looking at a factoring program for STAHLGRUBER's collections, or I guess where people were maybe looking more at it more (00:51:50) as more of a payables program where you are extending STAHLGRUBER's payables and basically reducing inventory? And it wasn't quite clear from that first line..

Yeah. So, Bret, it's a yes and a yes, okay? So, clearly, in terms of the cost of funding that was being paid by STAHLGRUBER, we believe there are synergies associated with cost of funding that we will avail of that's part of our overall synergy program with STAHLGRUBER.

And then with regards to the payables piece of it also, as I mentioned previously, we have activities in the works, and we will – once we're ready to inform the broader markets we sadly will, but at this point of time, we continue to operate on an as-is basis. We clearly believe there is an opportunity.

But again, this needs to be carefully architected to ensure that we have all the relevant stakeholders on the same page. We enjoy good relationships with our suppliers, and we want to make sure that this is done for the mutual benefit of everybody..

Your next question comes from Ryan Merkel from William Blair. Your line is open..

Good morning, Ryan..

Hey, good morning. Good morning, everyone. So my question is on the trajectory of North America EBITDA margins.

I'm wondering how long do you think it will take to offset some of the cost pressures and start delivering rising margins again, or is the message you want to deliver to us today, Nick, that you may be in a chase for a few more quarters?.

Yeah. So again, as both Varun and I mentioned, if you take out the impact of the self-serve business and basically the scrap hit in the third quarter, our North American EBITDA margins were flat year-over-year.

So while in the first quarter they were down substantially, the second quarter a little bit less, during the third quarter, again excluding scrap, they were flat. So we are making that positive progress, if you will.

Even with scrap, our expectation is in Q4, North American margins will still be a little bit under 2017 fourth quarter levels, if you will, but again the gap will close even further. And then obviously, as we get into 2019, the year-over-year comps become a little bit easier. So we think we're getting close, Ryan..

Your next question comes from Stephanie Benjamin from SunTrust. Your line is open..

Good morning, Stephanie..

Hi. Good morning. I just wanted to follow up on the organic growth in Europe, if maybe you could speak to the cadence maybe throughout the quarter and if these price-cutting efforts you're seeing from competitors was largely quarter-specific or kind of how we should think of it as we progressed in the fourth quarter. Thanks..

Yeah. So the reality is the competitive nature over in Europe, with pricing coming really from everybody, because when you're the market leader, that's the easiest way to compete against us is with price, was pretty consistent throughout the quarter. There wasn't a huge uptick or downtick at the end of the quarter.

So we are anticipating for Q4 a little bit of an uptick but not a huge uptick in inorganic growth in Europe, if you will. Again, we were at 2% which was below our expectation, below the expectations of our leadership team in Europe. They're working hard to move that up a bit. But again, we're not going to do that at the expense of margins.

And we do anticipate that gross margins, EBITDA margins in Europe in the fourth quarter will again continue to nudge up a bit just like they have in the third quarter..

Your next question comes from Chris Bottiglieri from Wolfe Research. Your line is open..

Good morning, Chris..

Hey, good morning, Chris..

Hi. Good morning. Thanks for taking the questions. Just wanted to kind of dig in on Europe a little bit about the pricing environment, I saw GPC's AAG business was a little bit above where you were. Wanted to get a sense if some of these North American guys are the source of the pressure on pricing.

Have you seen it elsewhere? And then, secondly, I understand the macroeconomic concerns, but covering the aftermarket retailers in the U.S. generally speaking, when economic conditions tighten, you tend to see those aftermarket growth accelerate as people forgo car sales, et cetera.

Is there a reason why this wouldn't apply for your own business in Europe?.

Yeah, great question. The reality is we're seeing pricing pressure, if you will, from our competitors really across the European landscape. It's not just in the UK where Alliance which is owned by GPC or Parts Authority which is owned by Uni-Select operate. It's really across the board, if you will.

And part of it is, in general with the warm, really warm summer, I mean, activity was a little bit slower than typical. There's no doubt about that. And I think everybody was scrambling, if you will, to get as much revenue as they could. Again, we're assuming that Q4 is going to be a similar quarter, but we have to wait and see..

Yeah. And I'll just kind of add to what Nick mentioned, listen, there are wage pressures and fuel pressures in Europe also. We do know that fuel is kind of across the board globally, a global phenomena in terms of where oil is currently trading.

In addition to that, we do have some competitors who have been on a fairly aggressive branch opening spree in certain markets. Again, as we've kind of reiterated time and time again earlier but also on the call today, we are highly, highly focused on profitable margin, margin-accretive business.

A number of folks want to go down the path of margin-free, calorie-free revenue and good luck to them. We believe the macroeconomic headwinds with regards to fuel, freight, wages is not going to abate anytime soon, and so there needs to be that margin discipline continuing within our business.

Given our position across every geographic segment but also every product line, we believe that the customer service, our footprint and the reliability of our service that we continue to deliver will come through to our key partners.

In the UK, for example, we've seen some great key account wins come through, the BT Fleet, for example, Halfords, Formula One, among others, these are multiyear contracts.

And again, it is a validation of the investments we've put into our footprint, into our advanced logistics centers and, clearly, we believe that that's what will win the day in the longer term..

Your next question comes from John Healy from Northcoast Research. Your line is open..

Thank you. Wanted to ask just kind of a bigger pictures question. Four or five months ago you guys had an Analyst Day and now we're starting to see some additional announcements, and I think we'd applaud those with some of the additions to the board and the meaningful step on the repurchase side.

I was just hoping to kind of get your thoughts on what drove the timing for those items and especially the buyback. I mean, given the stock price, to me it seems incredibly attractive here, but just kind of a big change for you guys and I was hoping to get more color on each of those..

Sure, John, and thanks for participating this morning. Look, we're a 20-year-old company now and we've matured a lot. We've got the better part of $12 billion of annualized revenue. And so, we recognize that the days of 26% compounded annual revenue growth like we've had in the last 10 years that it's coming to a close.

We're just too big to continue to grow at that pace. We will still be active in terms of corporate development, but we also recognize that we've just completed the largest transaction in the history of the company with STAHLGRUBER at €1.6 billion of revenue.

And we need to be laser-focused on making sure that that integration is effective and efficient and we need a little time to digest things. We've got a lot of capital available.

We've got great cash flow and, quite frankly, we've got the ability to invest in the growth of the business and repay some debt and have some capital available to give back to our shareholders. And in chatting with the board, it just felt like we were approaching the time to be a bit more balanced in our capital allocation strategy.

Certainly with the stock at these levels, which in terms of your estimates, the analyst estimates for 2019, we're trading below 9 times EBITDA and below 11 times adjusted earnings per share. These are historically low multiples and creating an attractive opportunity to buy some shares.

So when you take everything into consideration, the board just felt this was the right time and the right price level to introduce the share repurchase program, if you will. The addition of the new directors, terrific. We had one director, Paul Meister, had been with us for the better part of 17 years, roll off in May.

We went through a very detailed search process. We didn't get to the right folks in time to include them in the 2018 proxy, and so they got added in August and, quite frankly, these are three absolutely terrific people. They're going to add a lot to the board. And so we were fine given their talent to expand the board from what was 10 to 12.

And we're going to continue to keep our eyes open again for always to be on the search for good talent, whether that's at the management level or at the board level. So no real changes there..

Your next question comes from Christopher Van Horn from B. Riley FBR Capital Markets. Your line is open..

Hey, Chris..

Yeah. Good morning. Hi. This is Dan Drawbaugh on the line for Chris. Thanks for taking our question..

Good morning, Dan..

Good morning. Just on the Specialty business, the growth in the quarter was obviously little bit of an acceleration from the first half. And I don't think we've seen that growth rate from that segment in several quarters now. And I'm just wondering if you can talk about the sustainability there.

Is this the result of the shift towards light trucks flowing down to you guys, or is it more of a onetime event in the quarter?.

No, we don't think it's one-time. We would expect that Q4, based on the run rate of activity coming out of Q3, that Q4 is going to be pretty strong as well. Probably not going to be 8%, but it's going to be – it should be pretty healthy. It's a combination of things. You can't put your finger on just one thing.

Is it the fact that truck and SUV sales have been very high now for sustained period of time? That ultimately feeds into it, kind of the RV marketplace being very strong, again, a good portion of the revenue from Specialty goes into the RV marketplace.

Some of it is just the day-to-day tackling that the team is doing, some of these new exclusive relationships that we have are helping, if you will. So it's a lot of things. I would not suggest that people should model 8% growth for Specialty in 2019 because the industry isn't growing anywhere near that capacity or near that rate.

But, again, we do think it's going to be a pretty good Q4 and we're optimistic about next year..

Your next question comes from Scott Stember from C.L. King. Your line is open..

Good morning, guys..

Hi, Scott..

Hey, good morning, Scott..

In North America, just a quick two-pronged question, maybe just talk about your ability to raise prices and being mindful of the elasticity of demand versus OEM. And with State Farm, just remind us how big the aftermarket piece is of your North American business. Thank you..

So, Scott, let me take the first part of the question and then Nick will pick up the second part of your question regarding State Farm.

So with regards to our North America business, as you would have heard in my comments earlier this morning, if we were to exclude our self-service operations, essentially, that's where the scrap price hit, our gross margins are actually up on a sequential basis and also up on a year-over-year basis.

So if you think about it from that perspective, that business has been actively managing its margin expectations. We've mentioned this previously also, the macroeconomic headwinds, fuel, freight, vehicle expenses, wage inflation, we do not expect that to abate in the short term.

And so really that's where we need to have a margin enhancement program that the team has been pushing incredibly hard on to offset those cost pressures. We believe we've seen the stickability of those pieces. It's certainly coming through our results. And again, as I mentioned, the team is working hard and continues to push.

The unfortunate part is, because our North America business includes the self-service operations also, the headline numbers that you see on a reported basis seem to show it's actually still dropping, but quite frankly, if you were to take the scrappy side effect, that business has actually been delivering against the initiatives that we put in place earlier this year..

And as it relates to the second part which is kind of the overall size of the aftermarket business, as we always disclose in our standard slides, there's a pie chart in there, if you take kind of 2017, 2018, you kind of annualize STAHLGRUBER for a full year, the North American aftermarket business is somewhere around 21%, 22% of our consolidated revenues, if you will, so somewhere north of a $3.5 billion business..

At this time, I turn the call back to Nick Zarcone..

Well, we know we ran a little bit late here, but we wanted to make sure we had a chance to get most of the questions out on the table, so we appreciate everybody hanging in there. Again, we thank you very much for your time and attention. Again, we think this was a very good quarter for us. We saw very good revenue growth in our businesses.

The European margins are up, the Specialty margins are up. Again excluding scrap, the North American margins were flat on a year-over-year basis. We do have headwinds coming at us from scrap in Q4. Again, that's $0.04 between Q3 and Q4, $0.04 of the earnings change, if you will.

I'd love to be able to never talk about scrap but, unfortunately, goes up and down and we have to deal with it. The key takeaway is we are very focused on driving our margins. We're very focused on improving our cash flow. We had a great quarter in that regard in the third quarter.

And again, we think the share repurchase program, it's just the right time to do that and to return a little bit of capital to our shareholders. So we appreciate your time and attention and look forward to chatting with you at the end of the fourth quarter. Thank you, everyone..

This concludes today's conference call. You may now disconnect..