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CarMax Reports Record First Quarter Results

RICHMOND, Va., June 19 -- CarMax, Inc. today reported record results for the first quarter ended May 31, 2006.

  -- Total sales increased 19% to $1.89 billion from $1.58 billion in the
     first quarter of last year.

  -- Comparable store used unit sales rose 6% for the quarter.

  -- Total used unit sales grew 14% in the first quarter.

  -- Net earnings increased 54% to $56.8 million, or 53 cents per diluted
     share, compared with $37.0 million, or 35 cents per diluted share,
     earned in the first quarter of fiscal 2006.

    * Earnings for the current year's quarter included stock-based
      compensation costs of $4.3 million net of tax effects, or 4 cents per
      share, resulting from the adoption of Statement of Financial
      Accounting Standards No. 123R.  Results for the first quarter of
      fiscal 2006 have been restated to reflect additional stock-based
      compensation costs of $2.8 million, net of tax effects, or 3 cents per
      share, related to this accounting change.

    * Earnings for the current year's quarter included a benefit of 3 cents
      per share from CarMax Auto Finance favorable items, while last year's
      first quarter included CarMax Auto Finance favorable items totaling 4
      cents per share.

  Sales Components

  (In millions)                             Three Months Ended May 31 (1)
                                       2006            2005         Change
  Used vehicle sales                $1,461.1        $1,203.8        21.4 %
  New vehicle sales                    118.4           134.1       (11.7)%
  Wholesale vehicle sales              247.3           189.5        30.5 %
  Other sales and revenues:
    Extended service plan revenues      28.8            24.5        17.4 %
    Service department sales            23.2            22.6         2.3 %
    Third-party finance fees, net        6.4             3.8        67.5 %
  Total other sales and revenues        58.3            51.0        14.4 %
  Net sales and operating revenues  $1,885.1        $1,578.4        19.4 %

  (1) Percent calculations and amounts shown are based on amounts presented
      on the attached consolidated statements of earnings and may not sum
      due to rounding.

  Retail Vehicle Sales Changes
                                                   Three Months Ended May 31
                                                       2006           2005
  Comparable store vehicle sales:
    Used vehicle units                                  6 %            6 %
    New vehicle units                                 (11)%            0 %
    Total                                               4 %            5 %

    Used vehicle dollars                               13 %            9 %
    New vehicle dollars                               (12)%            2 %
    Total                                              11 %            8 %

  Total vehicle sales:
    Used vehicle units                                 14 %           19 %
    New vehicle units                                 (12)%           (4)%
    Total                                              12 %           17 %

    Used vehicle dollars                               21 %           22 %
    New vehicle dollars                               (12)%           (2)%
    Total                                              18 %           19 %

  Retail Vehicle Sales Mix
                                                   Three Months Ended May 31
                                                      2006           2005
  Vehicle units:
    Used vehicles                                      94%            93%
    New vehicles                                        6              7
    Total                                             100%           100%

  Vehicle dollars:
    Used vehicles                                      92%            90%
    New vehicles                                        8             10
    Total                                             100%           100%

  Unit Sales
                                                  Three Months Ended May 31
                                                     2006           2005
  Used vehicles                                     84,266         74,143
  New vehicles                                       4,947          5,604
  Wholesale vehicles                                53,786         44,630

  Average Selling Prices
                                                  Three Months Ended May 31
                                                     2006           2005
  Used vehicles                                    $17,167        $16,117
  New vehicles                                     $23,783        $23,763
  Wholesale vehicles                                $4,483         $4,160

  Earnings Highlights

  (In millions except per share data)         Three Months Ended May 31
                                          2006         2005(2)       Change
  Net earnings                           $56.8          $37.0         53.5%
  Diluted weighted average
   shares outstanding                    107.1          106.0          1.0%
  Net earnings per share(1)              $0.53          $0.35         51.4%

  (1) Per share amounts are presented on a fully diluted basis.
  (2) Fiscal 2006 results have been restated for the adoption of SFAS 123R.

  Selected Operating Ratios

  (In millions)                              Three Months Ended May 31
                                         2006      % (1)    2005(2)    % (1)

  Net sales and operating revenues    $1,885.1    100.0%   $1,578.4   100.0%
  Gross profit                          $248.3     13.2%     $197.8    12.5%
  CarMax Auto Finance income             $32.4      1.7%      $27.1     1.7%
  Selling, general, and
   administrative expenses              $187.0      9.9%     $163.8    10.4%
  Operating profit (EBIT)(3)             $93.7      5.0%      $61.1     3.9%
  Net earnings                           $56.8      3.0%      $37.0     2.3%

  (1) Calculated as the ratio of the applicable amount to net sales and
      operating revenues.
  (2) Fiscal 2006 results have been restated for the adoption of SFAS 123R.
  (3) Operating profit equals earnings before interest and income taxes.

  Gross Profit
                                           Three Months Ended May 31
                                              2006                2005
                                      $/unit(1)   % (2)   $/unit(1)  % (2)
  Used vehicle gross profit            $1,924     11.1%    $1,801    11.1%
  New vehicle gross profit             $1,215      5.1%      $804     3.4%
  Wholesale vehicle gross profit         $723     15.7%      $631    14.9%
  Other gross profit                     $462     70.7%      $396    61.9%
  Total gross profit                   $2,783     13.2%    $2,480    12.5%

  (1) Calculated as category gross profit divided by its respective units
      sold, except the other and the total categories, which are divided by
      total retail units sold.
  (2) Calculated as a percentage of its respective sales or revenue.

  First Quarter Business Performance Review

Sales. "We are very pleased with our first quarter sales performance," said Austin Ligon, president and chief executive officer. "We benefited from stronger traffic and continued excellent execution by our store teams. Also, we did not see a repeat of the unusually volatile sales patterns that we experienced in the first quarter of the two previous fiscal years.

"Used unit comps of 6% were modestly ahead of our expectations," said Ligon. "As anticipated, our curtailment of subprime sales in certain states, which adversely affected used unit comp sales by 3 percentage points, was largely offset by incremental sales financed by two new nonprime finance providers added in the second half of fiscal 2006.

"Wholesale unit sales climbed 21%, reflecting the expansion of our store base and a strong increase in appraisal traffic," said Ligon. "Our average wholesale selling prices were up 8% compared with last year's first quarter. Wholesale prices moderated over the course of this year's first quarter, reflecting a more normal seasonal pattern compared with the unusually sharp rise in wholesale prices experienced in the first quarter of last year.

"New vehicle unit sales declined, reflecting the softer new car industry trends, particularly for the domestic manufacturers that we represent, and our strategic decision to increase targeted gross margin dollars per unit on new vehicles," said Ligon. "Other sales and revenues increased, as extended service plan sales benefited from the growth in used car sales and third-party finance fees benefited from the decline in subprime-financed sales."

Margins. "Our used vehicle profits benefited from our steady, strong sales performance and some moderation in used vehicle wholesale pricing," said Ligon. "Lower wholesale prices favorably affect our used vehicle acquisition costs and often allow our retail used car sales and profits to expand. As expected, our wholesale gross profit per unit was also higher than last year's first quarter, reflecting the lessons we learned in the particularly difficult wholesale environments of the last two years. We have continued to refine our wholesale buying process, including the sales consultant's delivery of the offer to the consumer. Wholesale gross profit per unit was lower than the preceding quarter, however, as a result of the normal seasonal moderation in wholesale pricing."

CarMax Auto Finance. "CAF income increased 20% compared with last year's first quarter," said Ligon. "The increase was primarily the result of the growth in total sales and managed receivables, an increase in CAF's loan penetration, and an increase in the average amount financed. This year's first quarter CAF income included 3 cents per share of favorable items, while last year's CAF income included 4 cents per share of favorable items. The current quarter favorable items primarily related to lowering the loss rate assumptions on previously securitized receivables, resulting from continued favorable loss experience."

The gain on loans originated and sold as a percent of loans sold was 3.4% in this year's quarter, compared with 3.3% in the first quarter of fiscal 2006. The gain spread was slightly lower than expected, as increases in our funding costs continued to modestly outpace increases in consumer rates. The reported gain as a percent of loans sold, including the benefit of the favorable items, was 4.4% in this year's first quarter and 4.3% in last year's first quarter.

SG&A. "We are particularly pleased with the leverage generated by our strong sales performance," said Ligon. "The SG&A ratio declined 50 basis points to 9.9% from 10.4% in last year's first quarter, despite absorbing higher stock-based compensation costs and additional costs related to moving our data center. The SG&A ratio was slightly lower than expected as a result of shifts in the timing of certain planned spending, which we expect to incur later in the year."

CarMax adopted Statement of Financial Accounting Standards (SFAS) No. 123R, which modified SFAS No. 123, "Accounting for Stock-Based Compensation," in the first quarter of fiscal 2007. SFAS 123R requires that all stock-based compensation, including grants of employee stock options, be accounted for using a fair-value-based method and included in the company's results of operations. As permitted under the transition rules, SFAS 123R was adopted on a modified retrospective basis, and results for prior years were restated, enhancing comparability. In connection with the adoption of SFAS 123R, CarMax recognized $6.9 million of stock-based compensation expense in the first quarter of fiscal 2007, including $6.4 million reflected in selling, general, and administrative costs. Results for the first quarter of fiscal 2006 were restated to reflect an additional $4.5 million of stock-based compensation, all of which was included in selling, general, and administrative expense.

Earnings. "While our first quarter used vehicle unit sales growth was slightly higher than we expected, earnings came in considerably higher than our expectations," said Ligon. "The strength of our used vehicle sales and gross profit dollars per unit and CAF's continuing favorable loss performance were the primary factors contributing to our stronger-than-expected earnings performance."

Store Openings

CarMax opened four superstores during the first quarter of fiscal 2007. The company entered the Hartford, Conn., market with a standard superstore; the Columbus, Ohio, market with a standard and a satellite superstore; and the Oklahoma City, Okla., market with a standard superstore. The opening in Hartford represented the company's first store in the Northeast. CarMax plans to open an additional seven superstores during the second half of the fiscal year. Late in the first quarter, the company also opened its first CarMax Car Buying Center, which focuses on appraisals and vehicles purchases. This test site in the Atlanta market is part of a long-term effort to increase appraisal traffic and retail vehicle sourcing self-sufficiency.

Fiscal 2007 Expectations

"For the year, we continue to expect comparable store used unit growth in the range of 2 to 8%," said Ligon. "Although our first quarter earnings were significantly stronger than we expected, we think it is premature to change our fiscal year earnings expectations so early in the year. If sales trends were to continue as we have seen them in the first quarter, we would expect to hit the upper end of the $1.25 to $1.47 range. However, based on the volatility we've seen in recent years, we are not willing to adjust our estimate until we are further into the fiscal year."

Second Quarter Fiscal 2007 Earnings Release Date

CarMax currently plans to release second quarter sales and earnings results on Wednesday, September 20, 2006, before the opening of the New York Stock Exchange. The company will host a conference call for investors at 9:00 a.m. Eastern time on that date. Information on this conference call will be available on the company's investor information home page at http://investor.carmax.com/ in early September.

About CarMax

CarMax, a Fortune 500 company, and one of the Fortune 2006 "100 Best Companies to Work For," is the nation's largest retailer of used cars. Headquartered in Richmond, Va., CarMax currently operates 71 used car superstores in 34 markets. CarMax also operates seven new car franchises, all of which are integrated or co-located with its used car superstores. During the twelve month period ended May 31, 2006, the company sold 300,011 used cars, which is 94% of the total 320,255 vehicles the company retailed during that period. For more information, access the CarMax website at http://www.carmax.com/.

  
                      CARMAX, INC. AND SUBSIDIARIES
                   CONSOLIDATED STATEMENTS OF EARNINGS
                               (UNAUDITED)
                   (In thousands except per share data)

                                              Three Months Ended May 31
                                                           Restated
                                           2006   %(1)        2005    %(1)
  Sales and operating revenues:
    Used vehicle sales               $1,461,120   77.5  $1,203,805   76.3
    New vehicle sales                   118,408    6.3     134,093    8.5
    Wholesale vehicle sales             247,296   13.1     189,492   12.0
    Other sales and revenues             58,315    3.1      50,970    3.2
  Net sales and operating revenues    1,885,139  100.0   1,578,360  100.0
  Cost of sales                       1,636,884   86.8   1,380,601   87.5
  Gross profit                          248,255   13.2     197,759   12.5
  CarMax Auto Finance income             32,394    1.7      27,071    1.7
  Selling, general, and
   administrative expenses              186,966    9.9     163,765   10.4
  Interest expense                        1,947    0.1       1,194    0.1
  Interest income                           267      -         135      -
  Earnings before income taxes           92,003    4.9      60,006    3.8
  Provision for income taxes             35,227    1.9      23,026    1.5
  Net earnings                          $56,776    3.0     $36,980    2.3

  Weighted average common shares:
    Basic                               105,265            104,387
    Diluted                             107,056            105,982

  Net earnings per share:
    Basic                                 $0.54              $0.35
    Diluted                               $0.53              $0.35

  (1) Percents are calculated as a percentage of net sales and operating
      revenues and may not equal totals due to rounding.

                      CARMAX, INC. AND SUBSIDIARIES
                       CONSOLIDATED BALANCE SHEETS
                                UNAUDITED
                              (In thousands)
                                                Restated    Restated
                                      May 31     May 31    February 28
                                       2006       2005       2006
  ASSETS
  Current assets:
  Cash and cash equivalents          $26,043    $21,543     $21,759
  Accounts receivable, net            70,400     79,970      76,621
  Automobile loan receivables
   held for sale                      11,834     35,559       4,139
  Retained interests in
   securitized receivables           167,899    144,363     158,308
  Inventory                          738,705    583,289     669,700
  Prepaid expenses and other
   current assets                     12,123      4,975      11,211

  Total current assets             1,027,004    869,699     941,738

  Property and equipment, net        516,305    439,091     499,298
  Deferred income taxes               28,605     14,476      24,576
  Other assets                        44,218     33,707      44,000

  TOTAL ASSETS                    $1,616,132 $1,356,973  $1,509,612

  LIABILITIES AND SHAREHOLDERS' equity
  Current liabilities:
  Accounts payable                  $224,301   $177,952    $188,614
  Accrued expenses and other
   current liabilities                77,050     65,035      85,316
  Accrued income taxes                53,033     25,408       5,598
  Deferred income taxes                8,821     24,602      23,562
  Short-term debt                      1,108     41,428         463
  Current portion of long-term debt   30,781    100,351      59,762

  Total current liabilities          395,094    434,776     363,315

  Long-term debt, excluding
   current portion                   134,534     28,315     134,787
  Deferred revenue and
   other liabilities                  32,937     30,325      31,407
  Deferred income taxes                    -      4,315           -

  TOTAL LIABILITIES                  562,565    497,731     529,509

  SHAREHOLDERS' EQUITY             1,053,567    859,242     980,103

  TOTAL LIABILITIES AND
   SHAREHOLDERS' EQUITY           $1,616,132 $1,356,973  $1,509,612

                      CARMAX, INC. AND SUBSIDIARIES
                  CONSOLIDATED STATEMENTS OF CASH FLOWS
                               (UNAUDITED)
                              (In thousands)

                                                       Three Months Ended
                                                            May 31
                                                                   Restated
                                                        2006          2005
  Operating Activities:
  Net earnings                                       $56,776       $36,980
  Adjustments to reconcile net earnings to net
   cash provided by operating activities:
    Depreciation and amortization                      8,075         5,926
    Stock-based compensation expense                   6,686         4,311
    (Gain) loss on disposition of assets                  (2)           12
    Deferred income taxes benefit                    (18,770)       (3,633)
    Changes in operating assets and liabilities:                       -
      Decrease (increase) in accounts receivable, net  6,221        (3,803)
      Increase in automobile loan receivables
       held for sale, net                             (7,695)      (13,407)
      (Increase) decrease in retained interests
       in securitized receivables                     (9,591)        3,600
      Increase in inventory                          (69,005)       (6,722)
      (Increase) decrease in prepaid
       expenses and other current assets                (912)        8,033
      (Increase) decrease in other assets               (218)           24
      Increase in accounts payable, accrued
       expenses and other current liabilities,
       and accrued income taxes                       74,990        31,467
      Increase in deferred revenue
       and other liabilities                           1,530           688
      Net cash provided by operating activities       48,085        63,476

  Investing Activities:
  Purchases of property and equipment                (25,139)      (55,056)
  Proceeds from sales of assets                           59        16,705
  Net cash used in investing activities              (25,080)      (38,351)

  Financing Activities:
  Increase (decrease) in short-term debt, net            645       (23,769)
  Payments on long-term debt                         (29,234)          (83)
  Equity issuances, net                                6,313         1,979
  Excess tax benefits from stock-based
   payment arrangements                                3,555         1,167
  Net cash used in financing activities              (18,721)      (20,706)

  Increase in cash and cash equivalents                4,284         4,419
  Cash and cash equivalents at beginning of year      21,759        17,124
  Cash and cash equivalents at end of period         $26,043       $21,543