2020 A N N U A L R E PO R T
S
R
A
E
Y
3
9
G
N
I
T
A
R
B
E
L
E
C
Y
R
O
T
S
I
H
L
A
I
C
N
A
N
I
F
$
$
$
$
$
NET SALES
75,129
227,978
339,732
402,463
482,525
629,751
904,580
1,035,477
1,299,185
1,520,199
1,858,252
3,180,241
3,928,342
6,109,724
6,592,707
8,205,316
10,084,893
11,355,633
19,237,291
18,531,472
20,729,280
19,845,875
24,447,042
26,244,669
28,468,962
29,731,105
30,744,504
34,073,288
41,325,377
48,140,313
56,504,293
71,581,580
75,010,726
80,533,146
90,248,450
96,651,445
120,313,692
171,545,228
175,132,785
204,893,008
245,443,798
303,455,677
340,036,395
387,138,252
450,500,768
501,189,438
572,833,282
678,353,280
846,192,692
942,958,756
1,148,632,000
1,337,468,000
1,431,713,000
1,584,642,000
1,936,524,000
2,068,231,000
2,303,594,000
2,332,544,000
2,394,072,000
2,606,246,000
2,941,963,000
3,161,198,000
3,319,394,000
3,434,642,000
3,668,814,000
4,384,294,000
4,858,415,000
5,261,904,000
5,697,592,000
5,981,224,000
6,587,576,000
7,950,822,000
8,369,857,000
8,220,668,000
8,258,927,000
8,449,300,000
9,097,267,000
9,783,050,000
10,457,942,000
10,843,195,000
11,015,263,000
10,057,512,000
11,207,589,000
12,458,877,000
13,013,868,000
14,077,843,000
15,341,647,000
15,280,044,000
15,339,713,000
16,308,801,000
18,735,073,000
19,392,305,000
16,537,433,000
YEAR
1928
1929
1930
1931
1932
1933
1934
1935
1936
1937
1938
1939
1940
1941
1942
1943
1944
1945
1946
1947
1948
1949
1950
1951
1952
1953
1954
1955
1956
1957
1958
1959
1960
1961
1962
1963
1964
1965
1966
1967
1968
1969
1970
1971
1972
1973
1974
1975
1976
1977
1978
1979
1980
1981
1982
1983
1984
1985
1986
1987
1988
1989
1990
1991
1992
1993
1994
1995
1996
1997
1998
1999
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
2019
2020
*Excludes facility consolidation and impairment charges **Excludes cumulative effect adjustment ***Excludes transaction costs and non-cash U.S. tax reform adjustments
****Excludes transaction and other costs and income *****Excludes goodwill, restructuring, inventory adjustment and transaction and other costs and income
Our financial history presented on this page reflects financial information as reported in the Company’s annual reports
INCOME BEFORE
INCOME TAXES
-2,570
8,027
15,666
21,516
16,839
34,614
52,115
38,503
70,234
72,622
78,305
136,902
176,301
348,690
337,252
430,634
489,547
532,944
1,621,541
1,088,967
1,176,590
1,067,096
1,454,832
1,168,405
1,416,235
1,408,213
1,642,148
1,921,777
2,473,384
3,328,598
4,251,175
6,001,005
5,661,551
6,491,113
7,107,524
7,210,807
9,324,827
12,262,510
12,409,363
14,918,758
19,330,334
24,228,557
28,163,228
33,897,667
36,104,767
42,088,098
50,234,298
63,552,088
79,321,897
88,365,511
105,070,000
121,953,000
133,996,000
154,271,000
193,560,000
200,822,000
234,713,000
245,203,000
240,565,000
262,068,000
290,445,000
321,877,000
333,219,000
335,027,000
353,998,000
425,829,000
474,868,000
510,794,000
545,233,000
565,600,000
589,117,000
628,067,000
646,750,000
603,813,000*
605,736,000
571,743,000
635,919,000
709,064,000
770,916,000
816,745,000
768,468,000
644,165,000
761,783,000
890,806,000
1,018,932,000
1,044,304,000
1,117,739,000
1,123,681,000
1,074,340,000
1,058,408,000***
1,111,717,000****
1,103,551,000****
1,013,833,000*****
INCOME TAXES
-
599
1,158
1,857
2,787
6,160
10,159
7,140
13,187
17,647
18,185
27,320
50,505
149,020
204,234
260,084
310,082
323,302
650,060
429,045
438,498
420,175
636,275
601,386
744,330
736,190
864,331
1,020,148
1,309,667
1,752,800
2,261,582
3,165,042
2,988,000
3,481,000
3,795,000
3,850,000
4,620,000
5,890,000
6,030,000
7,272,000
10,362,000
13,240,000
14,600,000
16,966,000
18,200,000
21,280,000
25,408,000
32,650,000
40,538,000
44,918,000
53,429,000
58,808,000
64,545,000
74,471,000
92,552,000
97,188,000
115,046,000
118,962,000
119,013,000
113,776,000
109,072,000
122,389,000
126,623,000
127,350,000
134,210,000
166,961,000
186,320,000
201,626,000
215,157,000
223,203,000
233,323,000
250,445,000
261,427,000
242,289,000*
238,236,000
218,101,000
240,367,000
271,630,000
295,511,000
310,406,000
293,051,000
244,590,000
286,272,000
325,690,000
370,891,000
359,345,000
406,453,000
418,009,000
387,100,000
362,627,000***
275,635,000****
270,370,000****
248,795,000*****
NET INCOME
-2,570
7,428
14,508
19,659
14,052
28,454
41,956
31,363
57,047
54,975
60,120
109,582
125,796
199,670
133,018
170,550
179,465
209,642
971,481
659,922
738,092
646,921
818,557
567,019
671,905
672,023
777,817
901,629
1,163,717
1,575,798
1,989,593
2,835,963
2,673,551
3,010,113
3,312,524
3,360,807
4,704,827
6,372,510
6,379,363
7,491,411
8,794,941
10,778,467
13,290,852
16,535,006
17,567,931
20,341,677
24,005,057
29,981,108
37,763,166
42,243,015
50,263,000
61,715,000
67,833,000
77,543,000
100,167,000
103,634,000
119,667,000
126,241,000
121,552,000
148,292,000
181,373,000
199,488,000
206,596,000
207,677,000
219,788,000
257,813,000
288,548,000
309,168,000
330,076,000
342,397,000
355,794,000
377,622,000
385,323,000
361,524,000*
367,500,000**
353,642,000**
395,552,000
437,434,000
475,405,000
506,339,000
475,417,000
399,575,000
475,511,000
565,116,000
648,041,000
684,959,000
711,286,000
705,672,000
687,240,000
695,782,000***
836,082,000****
833,181,000****
765,038,000*****
TOTAL EQUITY
END OF YEAR
38,756
49,837
60,591
78,097
90,187
109,025
149,176
171,238
185,119
240,140
358,621
476,750
623,521
738,536
859,449
1,032,182
1,202,955
1,415,974
2,379,001
3,029,334
4,005,910
4,372,831
4,966,086
5,325,561
5,647,553
6,022,077
6,449,894
7,001,523
7,815,241
8,969,272
10,807,320
13,285,215
14,967,697
17,142,687
19,213,273
21,189,880
29,268,289
45,565,926
47,308,163
55,679,256
63,649,275
77,437,679
85,290,945
95,476,147
108,053,465
121,548,638
137,156,965
163,092,941
206,861,402
233,641,292
275,127,000
320,706,000
359,889,000
410,689,000
581,915,000
636,218,000
701,113,000
729,231,000
758,493,000
760,256,000
863,159,000
971,764,000
1,033,100,000
1,126,718,000
1,235,366,000
1,445,263,000
1,526,165,000
1,650,882,000
1,732,054,000
1,859,468,000
2,053,332,000
2,177,517,000
2,260,806,000
2,345,123,000
2,130,009,000
2,312,283,000
2,544,377,000
2,693,957,000
2,549,991,000
2,716,716,000
2,324,332,000
2,629,372,000
2,802,714,000
2,792,819,000
3,008,179,000
3,358,768,000
3,312,364,000
3,159,242,000
3,207,356,000
3,464,156,000
3,471,991,000
3,695,500,000
3,218,003,000
Genuine Parts Company,
founded in 1928, is a global service
organization engaged in the distribution
of automotive and industrial replacement
parts. The Company serves hundreds of
thousands of customers from a network of
more than 10,000 locations in 14 countries
and has approximately 50,000 employees.
SALES HIGHLIGHTS
LES
2020 NET SALES
BY SEGMENT
AUTOMOTIVE: 66%
INDUSTRIAL: 34%
2020 FINANCIAL HIGHLIGHTS
-2.3%
SALES
$16.5B
-2%
-0.8%
+236%
+3.6%
ADJUSTED
DILUTED EPS 1
$5.27
ROBUST
FREE CASH FLOW 2
$1.9B
DIVIDEND
PER SHARE
$3.16
2020 TOTAL
SHAREHOLDER RETURN
+10%
10-YEAR TOTAL
SHAREHOLDER RETURN
2020 SALES
BY REGION
EUROPE: 15%
21%
CANADA: 9%
ADJUSTED RETURN
ON EQUITY 3
AUSTRALASIA: 10%
IMPROVED WORKING CAPITAL POSITION AND
7% W/C Efficiency
Returned $549M
TO SHAREHOLDERS VIA DIVIDENDS AND SHARE REPURCHASES
MEXICO: <1%
UNITED STATES: 66%
SALES IN BILLIONS
OF DOLLARS
$14.08
$12.46
$13.01
$15.34
$15.28
$15.34
$17.52
$16.83
$16.54
$16.31
ADJUSTED DILUTED EARNINGS
PER SHARE IN DOLLARS1
$5.26
$5.31
$5.27
$4.61
$4.63
$4.59
$4.71
$4.40
$4.14
$3.58
2011
2012
2013 2014
2015
2016
2017
2018*
2019*
2020*
2011
2012
2013
2014
2015
2016
2017
2018*
2019*
2020*
*2018-2020 continuing operations only, all prior years are as originally reported
1 A non-GAAP measure. See “Non-GAAP Financial Measures” in this report for more information and a reconciliation to GAAP
2 A non-GAAP measure derived from cash from operations of $2.015 billion less capital expenditures of $154 million
3 A non-GAAP measure derived by dividing adjusted net income by beginning of year equity. See “Non-GAAP Financial Measures” in this report for more information and a reconciliation to GAAP
TO OUR SHAREHOLDERS
2020 was an extraordinary year in every respect.
We entered the year with plans to execute on our strategic
priorities and continue the positive transformation of our
Company. By mid-March, circumstances across the globe
had changed drastically due to the COVID-19 pandemic.
In response, our team moved swiftly to address the health and
safety concerns of our employees, customers, suppliers and
communities in which we operate.
(cid:59)(cid:79)(cid:89)(cid:86)(cid:92)(cid:78)(cid:79)(cid:3)(cid:91)(cid:79)(cid:76)(cid:3)(cid:74)(cid:86)(cid:84)(cid:84)(cid:80)(cid:91)(cid:84)(cid:76)(cid:85)(cid:91)(cid:3)(cid:72)(cid:85)(cid:75)(cid:3)(cid:90)(cid:72)(cid:74)(cid:89)(cid:80)(cid:196)(cid:74)(cid:76)(cid:3)(cid:86)(cid:77)(cid:3)(cid:86)(cid:92)(cid:89)(cid:3)(cid:28)(cid:23)(cid:19)(cid:23)(cid:23)(cid:23)(cid:3)(cid:46)(cid:55)(cid:42)(cid:3)
associates, we operated through the crisis with an unwavering
focus on excellent customer service and the utmost level of care
and concern for all our stakeholders. We are extremely proud
(cid:86)(cid:77)(cid:3)(cid:86)(cid:92)(cid:89)(cid:3)(cid:91)(cid:76)(cid:72)(cid:84)(cid:3)(cid:77)(cid:86)(cid:89)(cid:3)(cid:91)(cid:79)(cid:76)(cid:80)(cid:89)(cid:3)(cid:84)(cid:72)(cid:85)(cid:96)(cid:3)(cid:72)(cid:74)(cid:74)(cid:86)(cid:84)(cid:87)(cid:83)(cid:80)(cid:90)(cid:79)(cid:84)(cid:76)(cid:85)(cid:91)(cid:90)(cid:3)(cid:80)(cid:85)(cid:3)(cid:72)(cid:3)(cid:75)(cid:80)(cid:77)(cid:196)(cid:74)(cid:92)(cid:83)(cid:91)(cid:3)(cid:96)(cid:76)(cid:72)(cid:89)(cid:3)
and excited to move forward into 2021 as a stronger, more agile
Company well-positioned to drive strong sales growth, earnings
(cid:72)(cid:85)(cid:75)(cid:3)(cid:74)(cid:72)(cid:90)(cid:79)(cid:3)(cid:197)(cid:86)(cid:94)(cid:21)
THE YEAR IN REVIEW
Despite the unprecedented challenges of the pandemic, we remained focused on
our strategic growth initiatives and cost actions throughout the year. Notably, we
further streamlined our operations with the divestiture of S.P. Richards Company,
our Business Products segment. This divestiture was a significant step forward
in our long-term strategy to optimize our portfolio and strengthen our focus on
sustainable, value-driving initiatives with our faster growing and higher margin
global automotive and industrial businesses.
In 2020, the Company reported sales of $16.5 billion, a 5.6% decrease from 2019
excluding S.P. Richards, which has been accounted for as discontinued operations
for the periods presented. Excluding divested operations, which account for the
sales of Group Auto Todo and EIS in 2019, sales in 2020 were down 2.3%. Net
earnings were $163 million and diluted earning per share were $1.13 on a GAAP
basis, or $765 million and $5.27 per diluted share on an adjusted basis, down 1%
from adjusted earnings per share of $5.31 in the prior year.
We improved our operating performance in 2020 by taking actions to expand our
gross margin and generate cost savings. Enhanced pricing strategies and favorable
sales and product mix shifts, as well as the positive impact of acquisitions and
divestitures contributed to our fifth consecutive year of improved gross margins.
We were also successful in eliminating $150 million in annual costs and further
benefited from significant temporary cost savings associated with COVID-19. In
total, our cost reduction initiatives resulted in lower SG&A expenses relative to the
prior year and offset a portion of the decline in sales volume and related gross
profit due to the pandemic. Additionally, we move forward with a more efficient and
productive cost structure.
Our team was also focused on maintaining a strong balance sheet and ample
liquidity. During the year, we improved our debt position with new public debt and a
revolving credit agreement that provide for expanded credit capacity and favorable
interest rates. We also entered into an accounts receivable sales agreement, and
our working capital position improved to 7% of total sales. Through our efforts
in each of these areas and others, we generated a robust $2 billion in cash from
operations, while also earning additional cash proceeds from the sale of SPR. We
were pleased to operate through the year with a strong cash position, however,
we selectively scaled back our plans for capital deployment associated with capital
expenditures, M&A and share repurchases. We expect to resume a more normal
level of investment in these areas in 2021, and we remain committed to the
dividend as an important use of cash.
Paul D. Donahue
Chairman and
Chief Executive Officer
Carol B. Yancey
Executive Vice President and
Chief Financial Officer
BUSINESS UPDATE
The Automotive Group generated $10.9 billion in global revenues in 2020,
representing a 1% decrease in sales for the year. Primarily, the slight sales decline
reflects the impact of COVID-19, which drove a 10% sales decrease in the second
quarter followed by positive sales growth in the third and fourth quarters.
By geography, our Australasian operations had an exceptional year, with low-
double digit sales growth driven by strong organic sales. In Europe, sales were
up high-single digits with the benefit of its prior year acquisitions offsetting the
slight decrease in organic growth. In North America, both the U.S. and Canada
experienced mid-single digit sales declines as strong growth in the Do-it-Yourself
segment of the aftermarket was offset by considerable headwinds, such as the
decline in miles driven, in the Do-it-for-Me segment. This was meaningful to our
total growth, as sales to commercial customers account for approximately 80% of
our automotive revenues.
Despite the challenges of 2020, we remain confident in the strong industry
fundamentals of the aftermarket, and we will continue to execute on our strategic
initiatives to drive sales growth and market share gains. In addition, our initiatives to
improve gross margin, reduce costs and optimize the productivity of our distribution
network are taking shape and positively impacting our operating results. For the
year, we were pleased to improve our automotive profit margin by 40 basis points.
The Industrial Parts Group had 2020 sales of $5.7 billion, a 13% sales decrease,
or down 4.5% excluding the impact of the EIS divestiture in 2019. In review of
the year, COVID-19 began to severely pressure the industrial economy in early
spring, driving a second quarter sales decrease of 21%, or down 10% excluding
divestitures. Beginning in the second half of 2020, the addition of three bolt-on
acquisitions, among other initiatives, and strengthening industrial indicators such
as the Purchasing Managers Index and Industrial Production led to improving
conditions and sequentially stronger sales. In addition, through the continued focus
on gross margin gains and operational efficiencies, we improved our industrial profit
margin by 50 basis points, or 40 basis points excluding divestitures, achieving our
fourth consecutive annual increase and highest margin since 2000.
2020 represented our first full year with industrial operations in both North America
and Australasia. While presented with many headwinds in both markets, our teams
operated well and have excellent plans in place to show more progress and gain
additional market share as we move forward.
GPC DIRECTOR CHANGES
At our 2020 Annual Meeting of Shareholders in April, our shareholders elected
Jean-Jacques Lafont as a new director of the Company. Mr. Lafont is the Co-
Founder and Executive Chairman of Alliance Automotive Group (AAG), a leading
European automotive aftermarket distributor and wholly owned subsidiary of GPC.
Prior to his current role as Executive Chairman, Mr. Lafont was Chief Executive
Officer of AAG, which he co-founded in 1989 and continued to lead for 30
years. His deep understanding of the many and varied aspects of the automotive
aftermarket landscape in Europe are highly beneficial to the strategic planning
function of the board.
At our February 2021 Board meeting, Juliette W. Pryor was appointed by the
Board as a new director of the Company. Ms. Pryor serves as General Counsel
and Corporate Secretary of Albertsons Companies, the second largest grocer in
the United States, with retail, distribution and manufacturing operations. In her
25-year career, Ms. Pryor has served in similar leadership roles at Cox Enterprises,
US Foods and e.spire Communications and was also an attorney in private practice
with Skadden Arps. She is a well-established and talented executive with deep
knowledge in corporate governance, regulatory compliance, audit and public
policy. In addition, we look to draw on her considerable experience in areas such
as human resources and diversity and inclusion. Ms. Pryor’s business background
and wealth of expertise in retail, distribution and automotive services make her a
valuable addition to our board.
KEY MANAGEMENT CHANGES
In the past year, there were a number of key management changes and
promotions that we would like to share with you. In January 2021, the Board
of Directors appointed William P. Stengel (“Will”) to the position of President of
Genuine Parts Company. Following nearly two decades of significant leadership
and professional experience, Mr. Stengel joined the Company in 2019 as Chief
Transformation Officer. While at GPC, he has successfully led the effective and
disciplined management of our transformation initiatives while also taking on various
operational and strategic responsibilities. As President, Mr. Stengel will continue
to lead these efforts and work alongside us to further develop and advance our
strategic roadmap and execute our growth and productivity initiatives. Will is an
exceptional talent and an excellent choice as the Company’s next President,
our 8th in the history of GPC.
We further strengthened our corporate team with two additional promotions. In
September 2020, Matthew P. Brigham was named Vice President and Assistant
Treasurer and Jennifer R. Dawson was named Vice President, Internal Audit. Both
Matt and Jennifer have significant experience in their respective fields and are well
deserving of their new and expanded roles.
In our European business, Franck Baduel was named Chief Executive Officer of
AAG in January 2021. Mr. Baduel was most recently AAG’s Chief Operating Officer
and previously served as Co-Country Manager in France. Franck has done an
outstanding job of leading AAG through a year of unprecedented challenges, and
he and his team have the AAG operations well-positioned to capture additional
market share in the coming years. We are excited to have Franck in this key
leadership position.
ENVIRONMENTAL AND SOCIAL RESPONSIBILITY
We embrace our responsibility to innovate in ways that provide for our environment,
our employees and the communities in which we operate. We are proud of our
continued progress in these areas, including: reduced energy use and emissions
while increasing recycling opportunities; steps taken to grow, develop and protect
our talented workforce; and giving back by donating time, talent and treasure to
communities and causes that make a difference.
This year, we were pleased to issue our 2020 Corporate Sustainability Report
and formal Human Rights Policy. The Sustainability Report substantially expands
our disclosure across the ESG spectrum, such as human capital and diversity
and inclusion. In developing our disclosures, we engaged with many of our key
stakeholders to ensure our pathway to ESG best practices aligned with their
expectations. The Board of Directors also adopted a Human Rights Policy, which
communicates the Company’s commitment to upholding human rights in every
location in which we operate, as well as the expectation for our suppliers, partners
and affiliates to also respect human rights. We invite you to visit the GPC website
to view these documents and learn more about our company-wide commitment
to sustainability.
FINAL THOUGHTS
In 2020, the GPC team and our automotive and industrial businesses proved
resilient and up to the challenges presented by the COVID-19 pandemic. We turn to
2021 with an intense focus on growth and the execution of our strategic initiatives
to generate strong sales growth, earnings and cash flow. We have an excellent
balance sheet, including a strong cash position and ample liquidity, to support our
growth plans and provide for disciplined, value creating capital allocation. We look
forward to sharing our progress with you.
In closing, we extend a sincere thank you to all our stakeholders – our employees,
customers, suppliers, shareholders and the communities in which we operate –
for their commitment to and ongoing support of Genuine Parts Company.
Respectfully submitted,
Paul D. Donahue
Chairman and
Chief Executive Officer
February 19, 2021
Carol B. Yancey
Executive Vice President and
Chief Financial Officer
RETURN OF CAPITAL
TO SHAREHOLDERS
In 2020, we returned $549 million to our
shareholders through the combination of
dividends and share repurchases.
The Company has paid a cash dividend to shareholders every
year since going public in 1948. On February 15, 2021, the Board
of Directors raised the 2021 annual cash dividend to $3.26 per
share, up 3% from 2020 and marking our 65th consecutive year
of increased dividends paid to our shareholders.
In 2020, prior to the onset of the COVID-19 pandemic, we
repurchased 1.1 million shares of our Company stock. As of
December 31, 2020, we were authorized to repurchase up to
14.5 million additional shares. We expect to continue making
opportunistic share repurchases again in 2021.
DIVIDENDS PER SHARE IN DOLLARS
$3.26
$0.01
1948
1961
1971
1981
1991
2001
2011
2021
AUTOMOTIVE PARTS GROUP
6 6 % O F T O T A L G P C N E T S A L E S
The Automotive Parts Group distributes automotive
replacement parts, accessories and service items
throughout the U.S., Canada, Mexico, France, the U.K.,
Germany, Poland, the Netherlands, Belgium, Australia
and New Zealand.
• In North America, more than 560,000 parts are sold
primarily under the NAPA brand name, widely recognized
for quality parts, quality service and knowledgeable
people.
• In Europe, the Company is rolling out the NAPA brand of
quality products and serves each country under a variety
of banners:
- France - GROUPAUTO France, Precisium Group,
Partner’s, GEF Auto
- U.K. - GROUPAUTO UK & Ireland, UAN
- Germany - Alliance Automotive Group Germany,
Hennig Fahrzeugteile
- The Netherlands & Belgium - Alliance Automotive
Group Benelux
- Poland - GROUPAUTO Polska
• The Company’s GPC Asia Pacific business serves
the Australasian markets primarily under the Repco and
NAPA brand names.
Our global automotive network serves approximately
5,900 NAPA AUTO PARTS stores in the U.S., 700
wholesalers in Canada, 13 stores in Mexico, approximately
2,400 automotive stores and outlets in Europe and 540
automotive locations in Australia and New Zealand. These
stores sell to both the Retail (DIY) and Commercial (DIFM)
automotive aftermarket customer and cover substantially
all domestic and foreign motor vehicle models.
Headquarters:
Atlanta, GA
Website:
napaonline.com
Headquarters:
London, England
Website:
allianceautomotivegroup.eu
Headquarters:
Melbourne, Australia
Website:
repco.com.au
US:
• 52 NAPA Distribution Centers
• 5,862 NAPA AUTO PARTS stores
(1,191 company-owned)
• 22 TRACTION Heavy Duty Parts
stores (all company-owned)
Canada:
• 14 Distribution Centers
• 695 NAPA and Heavy Vehicle
stores (198 company-owned)
• 24 Import Parts Facilities
Mexico:
• 13 NAPA Mexico stores
France:
• 17 Distribution Centers
• 1,083 Stores
(253 company-owned)
UK:
• 34 Distribution Centers
• 818 Stores
(220 company-owned)
Germany:
• 11 Distribution Centers
• 59 Stores
(59 company-owned)
Poland:
• 210 Stores
The Netherlands
& Belgium:
• 7 Distribution Centers
• 215 Stores
(153 company-owned)
Australasia:
• 12 Distribution Centers
• 421 AUTO PARTS Stores
and Branches in Aus
• 115 AUTO PARTS Stores
and Branches in NZ
MAJOR PRODUCTS
• Automotive Replacement Parts
• Farm and Marine Supplies
• Heavy Duty Parts
• Paint and Refinishing Supplies
• Tools and Equipment
• Automotive Accessories
3 4 % O F T O T A L G P C N E T S A L E S
The Industrial Parts Group
is represented by Motion
Industries in North America
and Mi Asia Pac in Australasia
(rebranded from Inenco).
The Industrial Parts Group
offers access to more than
Y E A R S O F
10 million industrial replacement parts and related
supplies and serves over 170,000 MRO (maintenance,
repair and operations) and OEM (original equipment
manufacturer) customers in all types of industries across
North America and Australasia. These include the food
and beverage, forest products, primary metals, pulp and
paper, mining, automotive, oil and gas, petrochemical
and pharmaceutical industries; as well as strategically
targeted specialty industries such as power generation,
alternative energy, government, transportation, ports,
and others.
Headquarters:
Birmingham, AL
Website:
motionindustries.com
U.S., Canada & Mexico:
• 16 Distribution Centers
• 472 Branches
• 51 Service Center
SERVICE CAPABILITIES
• 24/7/365
Product Delivery
• Repair and Fabrication
• Quality Processes (ISO)
• Technical Expertise
• Asset Repair Tracking
• Application and Design
Headquarters:
Sydney, Australia
Website:
motionasiapac.com
Australia, New Zealand, Indonesia & Singapore:
• 8 Distribution Centers
• 170 Branches
MAJOR PRODUCTS
• Bearings
• Mechanical & Electrical Power
• Inventory Management
& Logistics
• Training Programs
• E-business Technologies
• Storeroom &
Replenishment Tracking
Transmission Products
• Electrical & Industrial Automation
• Hydraulic and Industrial Hose
• Hydraulic and Pneumatic
Components
• Industrial and Safety Supplies
• Material Handling Products
• Seals & Pumps
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
Í
‘
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2020
Or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from
to
Commission file number: 1-5690
GENUINE PARTS COMPANY
(Exact name of registrant as specified in its charter)
GA
(State or other jurisdiction of
incorporation or organization)
2999 WILDWOOD PARKWAY, ATLANTA, GA
(Address of principal executive offices)
58-0254510
(I.R.S. Employer
Identification No.)
30339
(Zip Code)
678-934-5000
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Trading Symbol(s)
Title of each class
Name of each exchange on which registered
Common Stock, $1.00 par value per share
GPC
New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act. Yes È No ‘
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the
Exchange Act. Yes ‘ No È
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of
the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was
the past
required to file
90 days. Yes È No ‘
to such filing requirements
and (2) has been subject
such reports),
for
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to
be submitted pursuant to Rule 405 of Regulation S-T (§ 232,495 of this chapter) during the preceding 12 months (or for
such shorter period that the registrant was required to submit such files). Yes È No ‘
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated
filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,”
“accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Non-accelerated filer ‘ Smaller reporting company ‘
Large accelerated filer È
Emerging growth company ‘
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended tran-
sition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a)
of the Exchange Act. ‘
Accelerated filer ‘
Indicate by check mark whether the Registrant has filed a report on and attestation to its management’s assessment
of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15
U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. È
Indicate by check mark whether the registrant
Act). Yes ‘ No È
is a shell company (as defined in Rule 12b-2 of the
As of June 30, 2020, the aggregate market value of the registrant’s common stock held by non-affiliates of the regis-
trant was approximately $12.2 billion based on the closing sale price as reported on the New York Stock Exchange.
There were 144,404,012 shares of the Company’s common stock outstanding as of February 15, 2021.
Specifically identified portions of the Company’s definitive Proxy Statement for the Annual Meeting of Share-
holders to be held on April 29, 2021 are incorporated by reference into Part III of this Form 10-K.
DOCUMENTS INCORPORATED BY REFERENCE
[THIS PAGE INTENTIONALLY LEFT BLANK]
Table of Contents
PART I
Item 1.
Item 1A.
Item 1B.
Item 2.
Item 3.
Item 4.
PART II
Business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Risk Factors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unresolved Staff Comments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Properties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Mine Safety Disclosures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 5.
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases
Item 6.
Item 7.
Item 7A.
Item 8.
Item 9.
Item 9A.
Item 9B.
PART III
Item 10.
Item 11.
Item 12.
Item 13.
Item 14.
PART IV
Item 15.
Item 16.
of Equity Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Selected Financial Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Management’s Discussion and Analysis of Financial Condition and Results of Operations . . .
Quantitative and Qualitative Disclosures About Market Risk . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financial Statements and Supplementary Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Changes in and Disagreements With Accountants on Accounting and Financial Disclosure . . .
Controls and Procedures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Directors, Executive Officers and Corporate Governance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Executive Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Certain Relationships and Related Transactions, and Director Independence . . . . . . . . . . . . . .
Principal Accounting Fees and Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exhibits and Financial Statement Schedules . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Form 10-K Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Page
2
7
17
17
18
18
19
20
20
36
38
86
86
90
91
92
92
93
93
94
97
98
ITEM 1. BUSINESS.
PART I.
Genuine Parts Company, a Georgia corporation incorporated on May 7, 1928, is a leading service orga-
nization engaged in the distribution of automotive and industrial replacement parts, each described in more detail
below. In 2020, business was conducted from more than 10,000 locations throughout North America, Europe,
Australia and New Zealand (“Australasia”) via an offering of best in class operating and distribution efficiencies,
industry leading coverage of consumable/replacement parts, outstanding just-in-time service and enhanced tech-
nology solutions.
As used in this report, the “Company” refers to Genuine Parts Company and its subsidiaries, except as other-
wise indicated by the context; and the terms “automotive parts” and “industrial parts” refer to replacement parts
in each respective category.
For financial information regarding segments as well as our geographic areas of operation, refer to the
segment data footnote in the Notes to Consolidated Financial Statements.
The Company’s website can be found at www.genpt.com. The Company makes available, free of charge
through its website, access to the Company’s Annual Reports on Form 10-K, quarterly reports on Form 10-Q,
current reports on Form 8-K, proxy statements and other reports, and any amendments to these documents, as
soon as reasonably practicable after such material is filed with or furnished to the Securities and Exchange
Commission (“SEC”). Additionally, our corporate governance guidelines, codes of conduct and ethics, and char-
ters of the Audit Committee and the Compensation, Nominating and Governance Committee of our Board of
Directors, as well as information regarding our procedure for shareholders and other interested parties to
communicate with our Board of Directors, are available on our website.
In Part III of this Form 10-K, we incorporate certain information by reference to our proxy statement for our
2021 annual meeting of shareholders. We expect to file that proxy statement with the SEC on or about March 2,
2021, and we will make it available online at the same time at http://www.proxydocs.com/gpc. Please refer to the
proxy statement for the information incorporated by reference into Part III of this Form 10-K when it is available.
BUSINESS PRODUCTS GROUP
We previously reported the results of our Business Products Group as a segment. The Business Products
Group was engaged in the wholesale distribution of a broad line of office and other business-related products
through a diverse customer base of resellers for use in businesses, schools, offices, and other institutions. Busi-
ness products fall into the general categories of office furniture, technology products, general office, school sup-
plies, cleaning, janitorial and break room supplies, safety and security items, healthcare products and disposable
food service products. As further described in the acquisitions, divestitures and discontinued operations footnote
in the Notes to Consolidated Financial Statements, effective June 30, 2020, the Company completed the divest-
iture of its Business Products Group by selling Supply Source Enterprises, Inc. (“SSE”) and S.P. Richards
Company (“SPR”) in separate transactions. The results of operations, financial position and cash flows for the
Business Products Group are reported as discontinued operations for all periods presented. The Company main-
tains an immaterial investment in SPR, which is included within other assets on the consolidated balance sheet.
As a result of the reclassification of the Business Products Group business to discontinued operations, we now
have two segments: the Automotive Parts Group and the Industrial Parts Group. Our description and discussion
within this “Item 1. Business” reflect the continuing operations, unless otherwise noted. Our segments are further
detailed in the segment data footnote in the Notes to Consolidated Financial Statements.
AUTOMOTIVE PARTS GROUP
The Automotive Parts Group distributes automotive parts and accessory items in North America, Europe
and Australasia. The Automotive Parts Group offers complete inventory, cataloging, marketing, training and
other programs to the automotive aftermarket in each of these regions to distinguish itself from the competition.
To complement its competitiveness in the automotive aftermarket, this Group includes select investments in digi-
tal/e-commerce businesses across our operations.
2
During 2020, the Company’s Automotive Parts Group included National Automotive Parts Association
(“NAPA”) automotive parts distribution centers and automotive parts stores (“auto parts stores” or “NAPA
AUTO PARTS stores”) owned and operated in the United States (“U.S.”) by the Company and its U.S. Automo-
tive Group; NAPA and Traction automotive parts distribution centers and auto parts stores in the U.S. and
Canada owned and operated by the Company and NAPA Canada/UAP Inc. (“NAPA Canada/UAP”), a wholly-
owned subsidiary of the Company; auto parts stores and distribution centers in the U.S. operated by corporations
in which the Company owned either a noncontrolling or controlling interest; auto parts stores in Canada operated
by corporations in which NAPA Canada/UAP owns a 50% interest; Repco and other automotive parts dis-
tribution centers, branches and auto parts stores in Australasia owned and operated by GPC Asia Pacific, a
wholly-owned subsidiary of the Company; automotive parts distribution centers and auto parts stores in Europe,
owned and operated by Alliance Automotive Group (“AAG”), a wholly-owned subsidiary of the Company.
The Company’s automotive parts distribution centers distribute replacement parts (other than body parts) for
substantially all motor vehicle makes and models in service in the U.S., including imported vehicles, hybrid and
electric vehicles, trucks, SUVs, buses, motorcycles, recreational vehicles and farm vehicles. In addition, the
Company distributes replacement parts for small engines, farm equipment, marine equipment and heavy duty
equipment. The Company’s inventories also include accessory items for such vehicles and equipment, and supply
items used by a wide variety of customers in the automotive aftermarket, such as repair shops, service stations,
fleet operators, automobile and truck dealers, leasing companies, bus and truck lines, mass merchandisers, farms,
industrial concerns and individuals who perform their own maintenance and parts installation.
The Company’s automotive parts network was expanded in 2020 via the acquisition of various store groups
and automotive operations in North America, Europe and Australasia.
Distribution System.
In 2020, the Company’s U.S. Automotive Group operated 52 domestic NAPA auto-
motive parts distribution centers located in 37 states and approximately 1,190 domestic company-owned NAPA
AUTO PARTS stores located in 46 states. The U.S. Automotive Group is supported by several operations that
are integral to the NAPA supply chain. In addition, this Group operates two TW Distribution heavy duty parts
distribution centers which serve 22 company-owned Traction Heavy Duty parts stores located in eight states.
At December 31, 2020, the Company had either a noncontrolling, controlling (less than 100% owned) or other
interest in seven corporations, which operated approximately 268 auto parts stores in 12 states. The Company’s
domestic automotive operations have access to approximately 565,000 different parts and related supply items.
These items are purchased from hundreds of different suppliers, with approximately 48% of 2020 automotive parts
inventories purchased from 10 major suppliers. Since 1931, the Company’s domestic operations have had return
privileges with most of its suppliers, which have protected the Company from inventory obsolescence.
The Company’s domestic distribution centers serve the company-owned NAPA AUTO PARTS stores and
approximately 4,700 independently-owned NAPA AUTO PARTS stores located throughout the U.S. NAPA
AUTO PARTS stores, in turn, sell to a wide variety of customers in the automotive aftermarket. Collectively,
sales to these independent automotive parts stores account for approximately 60% of the Company’s total U.S.
Automotive sales and 22% of the Company’s total sales.
NAPA Canada/UAP, founded in 1926, is a leader in the distribution and marketing of replacement parts and
accessories for automobiles and trucks and is also a significant supplier to the mining and forestry industries in
Canada. NAPA Canada/UAP operates a network of eight NAPA automotive parts distribution centers, four heavy
duty parts distribution centers, one fabrication/remanufacturing facility and one Altrom distribution center
supplying 573 NAPA stores, 122 Traction wholesalers and 24 Altrom branches. The NAPA stores and Traction
wholesalers in Canada include 198 company-owned stores, 13 joint ventures and 21 progressive owners in which
NAPA Canada/UAP owns a 50% interest and 463 independently owned stores. NAPA and Traction operations
supply bannered installers and independent installers in all provinces of Canada, as well as networks of service
stations and repair shops operating under the banners of national accounts. NAPA Canada/UAP is a licensee of
the NAPA® name in Canada.
In Australia and New Zealand, GPC Asia Pacific, originally established in 1922, is a leading distributor of
automotive replacement parts and accessories. GPC Asia Pacific operates 12 distribution centers, 406 auto parts
3
stores under the Repco banner, 112 auto parts stores under NAPA, Ashdown Ingram and other banners, and 18
locations associated with AMX/McLeod.
AAG, founded in 1989, is a leading European distributor of vehicle parts, tools, and workshop equipment
with its primary operations in six countries in Europe. In France, AAG operates 17 distribution centers and serves
1,083 stores, of which 253 are company-owned, under the banners GROUPAUTO France, Precisium Group,
Partner’s, and GEF Auto. In the United Kingdom (“U.K.”), AAG operates 34 distribution centers and serves 818
stores, of which 220 are company-owned, under the banners GROUPAUTO UK & Ireland and UAN. In Ger-
many, AAG operates 11 distribution centers and 59 company-owned stores under the banner Alliance Automo-
tive Group Germany. In Poland, AAG serves 210 affiliated outlets under the banner GROUPAUTO Polska. In
the Netherlands and Belgium, AAG operates under the banner Alliance Automotive Group Benelux through a
network of one national distribution center, 6 regional warehouses and 215 stores, of which 153 are company
owned.
Products. The Company’s automotive distribution network provides access to hundreds of thousands of
different parts and related supply items. Each item is cataloged and numbered for identification and accessibility.
Significant inventories are carried to provide for fast and frequent deliveries to customers. The majority of orders
are filled and shipped the same day they are received. The Company does not manufacture any of the products it
distributes. The majority of products are distributed in North America under the NAPA® name, a mark licensed
to the Company by NAPA, which is important to the sales and marketing of these products. Traction sales also
include products distributed under the HD Plus name, a proprietary line of automotive parts for the heavy duty
truck market. In Australasia and Europe, products are distributed under several brand names, including many of
the national brands, as well as the NAPA® name.
Service to NAPA AUTO PARTS Stores. The Company believes that the quality and the range of services
provided to its North American automotive parts customers constitute a significant advantage for its automotive
parts distribution system. Such services include fast and frequent delivery, parts cataloging (including the use of
electronic NAPA AUTO PARTS catalogs) and stock adjustment through a continuing parts classification system
which, as initiated by the Company from time to time, allows independent retailers (“jobbers”) to return certain
merchandise on a scheduled basis. The Company offers its NAPA AUTO PARTS store customers various man-
agement aids, marketing aids and service on topics such as inventory control, cost analysis, accounting proce-
dures, group insurance and retirement benefit plans, as well as marketing conferences and seminars, sales and
advertising manuals and training programs.
The Company has developed and refined an inventory classification system to determine optimum dis-
tribution center and auto parts store inventory levels for automotive parts stocking based on automotive registra-
tions, usage rates, production statistics, technological advances, including predictive analytics, and other similar
factors. This system, which undergoes continuous analytical review, is an integral part of the Company’s
inventory control procedures and comprises an important feature of the inventory management services that the
Company makes available to its NAPA AUTO PARTS store customers. Over the last 25 years, losses to the
Company from obsolescence have been insignificant and the Company attributes this to the successful operation
of its classification system, which involves product return privileges with most of its suppliers.
NAPA. The Company is the sole member of the National Automotive Parts Association, LLC a voluntary
association formed in 1925 to promote the distribution of automotive parts for its members. NAPA, which nei-
ther buys nor sells automotive parts, functions as a trade association whose sole member in 2020 owned and
operated 52 distribution centers located throughout the U.S. NAPA develops marketing concepts and programs
that may be used by its members which, at December 31, 2020, includes only the Company. It is not involved in
the chain of distribution.
Among the automotive products purchased by the Company from various manufacturers for distribution are
certain lines designated, cataloged, advertised and promoted as “NAPA” lines. Generally, the Company is not
required to purchase any specific quantity of parts so designated and it may, and does, purchase competitive lines
from the same as well as other supply sources.
4
The Company uses the federally registered trademark NAPA® as part of the trade name of its distribution
centers and parts stores. The Company funds NAPA’s national advertising program, which is designed to
increase public recognition of the NAPA name and to promote NAPA product lines.
The Company is a party, together with the former members of NAPA, to a consent decree entered by the
Federal District Court in Detroit, Michigan, on May 4, 1954. The consent decree enjoins certain practices under
the federal antitrust laws, including the use of exclusive agreements with manufacturers of automotive parts,
allocation or division of territories among the Company and former NAPA members, fixing of prices or terms of
sale for such parts among such members, and agreements to adhere to any uniform policy in selecting parts cus-
tomers or determining the number and location of, or arrangements with, auto parts customers.
Competition. The automotive parts distribution business is highly competitive. The Company competes
with automobile manufacturers (some of which sell replacement parts for vehicles built by other manufacturers
as well as those that they build themselves), automobile dealers, warehouse clubs and large automotive parts
retail chains. In addition, the Company competes with the distributing outlets of parts manufacturers, oil compa-
nies, mass merchandisers (including national retail chains), and with other parts distributors and retailers, includ-
ing online retailers. The Automotive Parts Group competes primarily on product offering, service, brand
recognition and price. Further information regarding competition in the industry is set forth in “Item 1A. Risk
Factors — We face substantial competition in the industries in which we do business.”
INDUSTRIAL PARTS GROUP
The Industrial Parts Group operates in both North America and Australasia. Motion Industries, Inc.
(“Motion”), a wholly-owned subsidiary of the Company headquartered in Birmingham, Alabama, operates in
North America. Motion Asia Pacific, which was rebranded from the Inenco Group (“Inenco”), also a wholly-
owned subsidiary of the Company headquartered in Sydney, Australia, operates across Australasia.
Motion distributes industrial replacement parts and related supplies such as bearings, mechanical and elec-
trical power transmission products, industrial automation and robotics, hose, hydraulic and pneumatic compo-
nents, industrial and safety supplies and material handling products to MRO (maintenance, repair and operation)
and OEM (original equipment manufacturer) customers throughout the U.S., Canada and Mexico.
In Canada, industrial parts are distributed by Motion Industries (Canada), Inc. (“Motion Canada”). The
Mexican market is served by Motion Mexico S de RL de CV (“Motion Mexico”).
In 2020, Motion served approximately 170,000 customers in all types of industries located throughout North
America, including the equipment and machinery, food and beverage, forest products, primary metals, pulp and
paper, mining, automotive, oil and gas, petrochemical and pharmaceutical industries; as well as strategically
targeted specialty industries such as power generation, alternative energy, government, transportation, ports, and
others. Motion services all manufacturing and processing industries with access to a database of 10.4 million
parts. Additionally, Motion provides U.S. government agencies access to approximately 20,500 products and
replacement parts through a Government Services Administration (“GSA”) schedule.
The Industrial Parts Group provides customers with supply chain efficiencies achieved through the Compa-
ny’s On-Site Solutions offering. This service provides inventory management, asset repair and tracking, vendor
managed inventory (“VMI”), as well as radio frequency identification (“RFID”) asset management of the
customer’s inventory. Motion also provides a wide range of services and repairs such as: gearbox and fluid
power assembly and repair, process pump assembly and repair, hydraulic drive shaft repair, electrical panel
assembly and repair, hose and gasket manufacture and assembly, as well as many other value-added services. A
highly developed supply chain with vendor partnerships and connectivity are enhanced by Motion’s leading
e-business capabilities, such as MiSupplierConnect, which provides integration between the Company’s
information technology network and suppliers’ systems, creating numerous benefits for both the supplier and
customer. These services and supply chain efficiencies assist Motion in providing the cost savings that many of
its customers require and expect.
Distribution System.
In North America, the Industrial Parts Group stocks and distributes more than
155,000 different items purchased from more than 750 different suppliers. Its service centers provide hydraulic,
5
hose and mechanical repairs for customers. Approximately 50% of total industrial product purchases in 2020
were made from 11 major suppliers. Sales are generated from the Industrial Parts Group’s facilities located in
49 states, Puerto Rico and nine provinces in Canada and Mexico.
In Australasia, the Industrial Parts Group operated a network of distribution centers and branches across
Australia, New Zealand, Indonesia and Singapore as of December 31, 2020.
Most branches have warehouse facilities that stock significant amounts of inventory representative of the
products used by customers in the respective market areas served.
Products. The Industrial Parts Group distributes a wide variety of parts and products to its customers,
which are primarily industrial companies. Products include such items as hoses, belts, bearings, pulleys, pumps,
valves, chains, gears, sprockets, speed reducers, electric motors, industrial supplies, assembly tools, test equip-
ment, adhesives and chemicals. Motion also offers systems and automation products that support sophisticated
motion control and process automation for full systems integration of plant equipment. The nature of Motion’s
business demands the maintenance of adequate inventories and the ability to promptly meet demanding delivery
requirements. Virtually all of the products distributed are installed by the customer or used in plant and facility
maintenance activities. Most orders are filled immediately from existing stock and deliveries are normally made
within 24 hours of receipt of order. The majority of all sales are on open account. Motion has ongoing purchase
agreements with many of its national account customers which, collectively, represent approximately 45% of the
annual sales volume.
Supply Agreements. Non-exclusive distributor agreements are in effect with most of the Industrial Parts
Group’s suppliers. The terms of these agreements vary; however, it has been the experience of the Industrial
Parts Group that the custom of the trade is to treat such agreements as continuing until breached by one party or
until terminated by mutual consent.
Competition. The industrial parts distribution business is highly competitive and fragmented. The
Industrial Parts Group competes with other distributors specializing in the distribution of such items, general line
distributors and others who provide similar services. To a lesser extent, the Industrial Parts Group competes with
manufacturers that sell directly to the customer and with various industrial eCommerce sites. The Industrial Parts
Group competes primarily on the breadth of product offerings, service and price. Further information regarding
competition in the industry is set forth in “Item 1A. Risk Factors — We face substantial competition in the
industries in which we do business.”
HUMAN CAPITAL MANAGEMENT
The Company’s key human capital management objectives are to attract, retain and develop the highest
quality talent. To support these objectives, the Company’s human resources programs are designed to CON-
NECT prospective and current talent to opportunities at the Company, ENGAGE current employees through an
inclusive and diverse culture with an emphasis internally and throughout the community, and help employees to
GROW for future opportunities within the organization.
Employee Retention and Professional Development
As of December 31, 2020, the Company employed approximately 50,000 people worldwide and operated
within 14 countries. We take pride in our employees and are committed to helping our employees improve their
physical, emotional and financial well-being. Our well-being programs include an online platform that offers an
interactive way to accomplish personal and financial goals and a rewards platform for completing Company
sponsored competitions and well-being activities.
The Company periodically conducts a global Engagement Survey (“the Engagement Survey”) as a means of
measuring employee engagement and satisfaction, as well as a tool for improving our human capital strategies.
Our management reviews the results and based on the responses we have built action plans to focus on areas of
improvement. We are pleased to report that the 2020 Engagement Survey results were overall favorable and have
shown that our employees are proud to work for the Company. The results of the 2020 Engagement Survey and
6
future surveys help us to continuously improve our human capital strategies and find ways to foster engagement
and growth for our employees.
In addition, to empower employees to continually enhance their skills and reach their maximum potential,
we provide a range of development programs, resources, and opportunities to help them be successful. Many are
facilitated locally by each business with core leadership development at the Corporate level. One of our more
significant programs is focused on high potential employees from all businesses globally. This program is a
combination of in-person and virtual coursework and training with the intent to become fully immersed in the
operations of our business and developing strategies and improvements cross-functionally. The Company also
offers various internship and rotational programs. Our internship and rotational programs allow employees to see
different operations of our business while also building strong relationships throughout the Company. Addition-
ally, we offer various on-demand and live training courses to help our employees achieve their professional and
personal goals. We believe these programs demonstrate the Company’s ongoing commitment of developing our
future leaders.
Diversity and Inclusion
Our culture is strengthened by our core values, which includes a steadfast commitment to diversity and
inclusion. As part of our investment in our people, we make diversity and inclusion a priority. Our goal is to cre-
ate a culture where we value, respect, and provide fair treatment and equal opportunities for all employees.
In addition, the Company has created a Diversity and Inclusion Committee, led by senior leadership and
representatives from each business unit to ensure accountabilities exist to advance new initiatives and causes
directed at leveling the playing field for all concerned. Our commitment includes supporting organizations that
advance the interests of impacted individuals as well as supporting our communities in need. In the year ended
December 31, 2020, our senior leaders also participated in training and discussions around the creation of an
inclusive workplace. Employees at all levels across the organization are also participating in trainings to gain a
better understanding of unconscious bias and its impact on the business. Our efforts are also directed internally
where we encourage the exchange of ideas, actively listen to employee dialogue, provide appropriate training,
and ensure that the interests of all our employees are supported and advanced. Overall, the Company seeks to
create an environment where there is a sense of belonging and all voices are valued.
Please refer to the Company’s 2020 Sustainability Report and Human Rights Policy, which can be found on
the Company’s investor relations website, for further information on human capital management.
ITEM 1A. RISK FACTORS.
FORWARD-LOOKING STATEMENTS
Some statements in this report, as well as in other materials we file with the SEC or otherwise release to the
public and in materials that we make available on our website, constitute forward-looking statements that are
subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Senior officers may
also make verbal statements to analysts, investors, the media and others that are forward-looking. Forward-
looking statements may relate, for example, to future operations, including the anticipated synergies and benefits
of any acquisitions or divestitures, as well as prospects, strategies, including the 2019 Cost Savings Plan, finan-
cial condition, economic performance (including growth and earnings), industry conditions and demand for our
products and services. The Company cautions that its forward-looking statements involve risks and uncertainties,
and while we believe that our expectations for the future are reasonable in view of currently available
information, you are cautioned not to place undue reliance on our forward-looking statements. Actual results or
events may differ materially from those indicated in our forward-looking statements as a result of various
important factors. Such factors include, but are not limited to, those discussed below.
Forward-looking statements are only as of the date they are made, and the Company undertakes no duty to
update its forward-looking statements except as required by law. You are advised, however, to review any further
disclosures we make on related subjects in our subsequent Forms 10-Q, 8-K and other reports filed with the SEC.
7
Set forth below are the material risks and uncertainties that, if they were to occur, could materially and
adversely affect our business or could cause our actual results to differ materially from the results contemplated
by the forward-looking statements in this report and in the other public statements we make. Please be aware that
these risks may change over time and other risks may prove to be important in the future. New risks may emerge
at any time, and we cannot predict such risks or estimate the extent to which they may affect our business, finan-
cial condition, results of operations or the trading price of our securities.
STRATEGIC AND OPERATIONAL RISKS
The impact of the COVID-19 pandemic has significantly impacted worldwide economic conditions, and our
operations and our financial results have been and will in the future be materially adversely impacted, and
the duration and extent to which it will impact our business remains uncertain.
COVID-19, a novel strain of coronavirus, was reported in December 2019, with the World Health Orga-
nization declaring it a global pandemic on March 11, 2020. The COVID-19 pandemic has created significant
volatility, uncertainty and disruption, with severe impacts on the United States and global economies. The
COVID-19 pandemic has impacted a large portion of the world, including our domestic and international oper-
ations. If the pandemic continues to create disruptions or turmoil in the credit or financial markets, or impacts our
credit ratings, it could adversely affect our ability to access capital on favorable terms or at all, meet our liquidity
needs or amend and/or refinance our existing credit arrangements.
The extent to which the COVID-19 pandemic impacts the Company will depend on numerous factors and
future developments that we cannot predict, including the severity of the virus; the occurrence of additional
waves or spikes in infection rates; the duration of the outbreak; governmental, business or other actions taken in
response to the pandemic and the efficacy of these actions, including partial or complete shut downs, travel
restrictions, and stay-at-home orders among other actions; the effectiveness and distribution of COVID-19 vac-
cines; and impacts on our supply chain, our ability to keep operating locations open, and on customer demand.
As the pandemic continues to spread throughout the United States, consumer fears about COVID-19 continue
and recommendations and/or mandates from federal, state and local authorities to avoid large gatherings of people
or self-quarantine have persisted and/or increased, which has and will continue to adversely affect our operations.
We have incurred and continue to incur additional costs related to efforts to protect the health and well-being of our
team members, customers and the communities we serve. We expect to continue to incur additional costs, which
may be significant, as we continue to implement operational changes in response to this pandemic.
We may further restrict the operations of our various distribution centers, branches or store facilities in both
of our segments if we deem such action necessary or appropriate or if recommended or mandated by local
government authorities. Additionally, we may incur significant incremental costs to ensure we meet the needs of
our customers and our employees, including additional cleanings of our stores and other facilities. Also, if we do
not respond appropriately to the pandemic, or if customers do not perceive our response to be adequate or appro-
priate for a particular region or the Company as a whole, we could suffer damage to our reputation and our brand,
which could adversely affect our business in the future. These items could have a further material impact on our
sales and profits and could lead to significantly higher losses on outstanding customer receivables, guaranteed
loans and asset impairment charges, among other things.
The COVID-19 pandemic has resulted in work and travel restrictions and delays, which have been expanded
throughout the continued progression of the pandemic. These restrictions and delays have impacted and may
continue to impact suppliers and manufacturers of certain of our products. This may make it difficult for our
suppliers to source and manufacture products in, and to export our products from, affected areas. As a result, we
may continue to face delays or difficulty sourcing certain products. These supply chain disruptions, as well as
associated labor shortages within the supply chain, could cause inventory shortages, delays in order fulfillment
and increased backlogs, and we may be unable to meet our customers’ expectations and requirements as result,
which could negatively affect our business and financial results. Even if we are able to find alternate sources for
such products, they may cost more, which could adversely impact our profitability and financial condition.
8
Additional adverse changes in economic conditions as a result of the pandemic may also lead to increased
credit concerns and challenges to recover accounts receivable, reduced liquidity, adverse impacts on our suppli-
ers and customers, including on their abilities to continue to operate as a going concern.
Further, the Company and management are focused on mitigating the impact of the COVID-19 pandemic,
which has required and will continue to require, a large investment of time and resources and may delay other
strategic initiatives. Additionally, many of our employees are working remotely and may continue to do so for an
extended period. An extended period of remote work arrangements could strain our business continuity plans,
introduce operational risk, including but not limited to our ability to manage our business, cyber-security and
data security risks, the potential vulnerabilities to our financial reporting systems and our internal control
environment and the effectiveness of our internal controls over financial reporting.
Due to the unprecedented nature of COVID-19 and the myriad of responses thereto, we cannot identify all
of the risks we face from the pandemic and its resulting impacts. Even after the pandemic has subsided, we may
continue to experience adverse impacts to our business as a result of any economic recession that has occurred or
may occur. The pandemic could also amplify other risks and uncertainties described in our 2019 Annual Report
on Form 10-K. The ultimate adverse impacts relating to the potential effect of the COVID-19 pandemic on our
business and the costs that we may incur as a result cannot be reasonably estimated but could be material.
Our business will be adversely affected if demand for our products slows.
Our business depends on customer demand for the products that we distribute. Demand for these products
depends on many factors.
With respect to our automotive group, the primary factors are:
• the number of miles vehicles are driven annually, as higher vehicle mileage increases the need for main-
tenance and repair;
• the number of vehicles in the automotive fleet, a function of new vehicle sales and vehicle scrappage
rates, as a steady or growing total vehicle population supports the continued demand for maintenance and
repair;
• the quality of the vehicles manufactured by the original vehicle manufacturers and the length of the war-
ranty or maintenance offered on new vehicles;
• the number of vehicles in current service that are six years old and older, as these vehicles are typically no
longer under the original vehicle manufacturers’ warranty and will need more maintenance and repair
than newer vehicles;
• the addition of electric vehicles, hybrid vehicles, ride sharing services, alternative transportation means
and autonomously driven vehicles and future legislation related thereto;
• gas prices, as increases in gas prices may deter consumers from using their vehicles;
• changes in travel patterns, which may cause consumers to rely more on other transportation;
• restrictions on access to diagnostic tools and repair information imposed by the original vehicle manu-
facturers or by governmental regulation, as consumers may be forced to have all diagnostic work, repairs
and maintenance performed by the vehicle manufacturers’ dealer networks; and
• the economy generally, which in declining conditions may cause consumers to defer vehicle maintenance
and repair and defer discretionary spending.
With respect to our industrial parts group, the primary factors are:
• the level of industrial production and manufacturing capacity utilization, as these indices reflect the need
for industrial replacement parts;
9
• changes in manufacturing reflected in the level of the Institute for Supply Management’s Purchasing
Managers Index, as an index reading of 50 or more implies an expanding manufacturing economy, while
a reading below 50 implies a contracting manufacturing economy;
• the consolidation of certain of our manufacturing customers and the trend of manufacturing operations
being moved overseas, which subsequently reduces demand for our products;
• changes in legislation or government regulations or policies which could impact international trade among
our multi-national customer base and cause reduced demand for our products; and
• the economy in general, which in declining conditions may cause reduced demand for industrial output.
We depend on our relationships with our suppliers, and a disruption of these relationships or of our suppli-
ers’ operations could harm our business.
As a distributor of automotive and industrial parts, our business depends on developing and maintaining
close and productive relationships with our suppliers. We depend on our suppliers to sell us quality products at
favorable prices. A variety of factors, many outside our control, affect our suppliers’ ability to deliver quality
merchandise to us at favorable prices and in a timely manner. These include, raw material shortages, inadequate
manufacturing capacity, labor strikes, shortages and disputes anywhere within the supply and distribution chain
delivering products to us, tariff and customs legislation and enforcement, transportation disruptions, tax and other
legislative uncertainties, pandemics (including the current COVID-19 pandemic) and/or weather conditions.
Since the beginning of the COVID-19 pandemic, we have experienced supply chain disruptions, particularly with
regard to labor shortages in the U.S. and inventory sourced from China. These disruptions have not had a
material impact on our business to date, but we cannot provide any assurance that these or new supply chain
disruptions will not materially or adversely impact our business, financial condition and results of operations in
the future
Furthermore, financial or operational difficulties at a particular supplier could cause that supplier to increase
the cost, or decrease the quality, of the products we purchase. Supplier consolidation could also limit the number
of suppliers from which we may purchase products and could materially affect the prices we pay for these prod-
ucts. In addition, we would suffer an adverse impact if our suppliers limit or cancel the return privileges that
currently protect us from inventory obsolescence.
We face substantial competition in the industries in which we do business.
The sale of automotive and industrial parts is highly competitive and impacted by many factors, including
name recognition, product availability, customer service, changing customer preferences, store location, and pric-
ing pressures. Because we seek to offer competitive prices, we may be forced to reduce our prices if our com-
petitors reduce their prices, which could result in a material decline in our revenues and earnings. Increased
competition among distributors of automotive and industrial parts, including increased availability among digital
and e-commerce providers across the markets in which we do business, could cause a material adverse effect on
our results of operations. The Company anticipates no decline in competition in any of its business segments in
the foreseeable future.
In particular, the market for replacement automotive parts is highly competitive and subjects us to a wide
variety of competitors. We compete primarily with national, international and regional auto parts chains,
independently owned regional and local automotive parts and accessories stores, automobile dealers that supply
manufacturer replacement parts and accessories, mass merchandisers, internet providers and wholesale clubs that
sell automotive products, and regional and local full service automotive repair shops, both new and established.
Furthermore, the automotive aftermarket industry continues to experience consolidation. Consolidation
among our competitors could further enhance their financial position, provide them with the ability to offer more
competitive prices to customers for whom we compete, and allow them to achieve increased efficiencies in their
consolidated operations that enable them to more effectively compete for customers. If we are unable to continue
to develop successful competitive strategies or if our competitors develop more effective strategies, we could
lose customers and our sales and profits may decline.
10
If we experience a security breach, if our internal information systems fail to function properly or if we are
unsuccessful in implementing, integrating or upgrading our information systems, our business operations
could be materially affected.
We depend on information systems to process customer orders, manage inventory and accounts receivable
collections, purchase products, manage accounts payable processes, ship products to customers on a timely basis,
maintain cost effective operations, provide superior service to customers and accumulate financial results, among
many other things.
Despite our implementation of various security measures, our IT systems and operations could be subject to
damage or interruption from computer viruses, natural disasters, unauthorized physical or electronic access,
power outages, telecommunications failure, computer system or network failures, wire transfer failure, employee
error/malfeasance, cyber-attacks, security breaches, and other similar disruptions. Additionally, the techniques
and sophistication used to conduct cyber-attacks and breaches of IT systems change frequently and have the
potential to not be recognized until such attacks are launched or have been in place for a period of time.
Maintaining, operating, and protecting these systems and related personal information about our employees,
customers and suppliers requires continuous investments in physical and technological security measures,
employee training, and third-party services which we have made and will continue to make. A cyber-attack or
security breach could result in, among other things, sensitive and confidential data being lost, manipulated or
exposed to unauthorized persons or to the public or delay our ability to process customer orders and manage
inventory. While we also seek to obtain assurances from third parties with whom we interact to protect con-
fidential information, there are risks that the confidentiality or accessibility of data held or utilized by such third
parties may be compromised.
A serious prolonged disruption of our information systems for any of the above reasons could materially
impair fundamental business processes and increase expenses, decrease sales or otherwise impact earnings and
cash flows. Furthermore, such a disruption may harm our reputation and business prospects and subject us to
legal claims if there is loss, disclosure or misappropriation of or access to our customers, employees or suppliers’
information. As the regulatory environment related to information security, data collection and use, and privacy
becomes increasingly rigorous, compliance with these requirements could also result in significant additional
costs. As threats related to cybersecurity breaches grow more sophisticated and frequent, it may become more
difficult to timely detect and protect our data and infrastructure.
We may not be able to successfully implement our business initiatives in each of our business segments to
grow our sales and earnings, which could adversely affect our business, financial condition, results of
operations and cash flows.
We have implemented numerous initiatives in each of our business segments to grow sales and earnings,
including the introduction of new and expanded product lines, strategic acquisitions, geographic expansion
(including through acquisitions), sales to new markets, enhanced customer marketing programs and a variety of
gross margin and cost savings initiatives. If we are unable to implement these initiatives efficiently and effec-
tively, or if these initiatives are unsuccessful, our business, financial condition, results of operations and cash
flows could be adversely affected.
Successful implementation of these initiatives also depends on factors specific to the automotive parts and
industrial parts industries and numerous other factors that may be beyond our control. In addition to the other risk
factors contained in this “Item 1A. Risk Factors,” adverse changes in the following factors could undermine our
business initiatives and have a material adverse effect on our business, financial condition, results of operations
and cash flows:
• the competitive environment in our end markets may force us to reduce prices below our desired pricing
level or to increase promotional spending;
• our ability to anticipate changes in consumer preferences and to meet customers’ needs for our products in
a timely manner;
11
• our ability to successfully enter new markets, including by successfully identifying and acquiring suitable
acquisition targets in these new markets;
• our ability to effectively manage our costs;
• our ability to continue to grow through acquisitions and successfully integrate acquired businesses in our
existing operations, including in particular the challenges associated with the integration of foreign oper-
ations to ensure the adequacy of internal controls;
• our ability to identify and successfully implement appropriate technological, digital and e-commerce solutions;
• the rate of adoption of electric vehicles, hybrid vehicles, ride sharing services, alternative transportation
means and autonomously driven vehicles and future legislation related thereto;
• the occurrence of unusually severe weather events, which can disrupt our operations (forcing temporary
closure of retail and distribution centers, prohibiting shipment of inventory and products) and negatively
impact our results in the affected geographies;
• the occurrence of political unrest and strikes, which can disrupt our operations and negatively impact our
results in the affected geographies;
• volatility in oil prices, which could have a negative impact on the global economy and the economy of
each of the nations in which we operate, in particular;
• the adequacy of our disclosure controls and procedures and internal controls over financial reporting; and
• the economy of each of the nations in which we operate in general, including the monetary policies of the
Federal Reserve, which are influenced by various factors, including inflation, unemployment and short-term
and long-term changes in the international trade balance and the fiscal policies of the U.S. government.
We recognize the growing demand for business-to-business and business-to-customer e-commerce options
and solutions, and we could lose business if we fail to provide the e-commerce options and solutions our
customers wish to use.
Our retail and business customers increasingly demand convenient, easy-to-use e-commerce tools as an
option to conduct their business with us. The success of our e-commerce platform depends on our ability to accu-
rately identify the products to make available through our e-commerce platform, and to provide and maintain an
efficient online experience with the highest level of data security for our customers. Operating an e-commerce
platform is a complex undertaking and exposes us to risks and difficulties frequently experienced by internet-
based businesses, included risks related to, among other things, our ability to support, expand, and develop our
internet operations, website, mobile applications and software and related operational systems. Continuing to
improve our e-commerce platform involves substantial investment of capital and resources, increasing supply
chain and distribution capabilities, attracting, developing and retaining qualified personnel with relevant subject
matter expertise and effectively managing and improving the customer experience. If we are unable to success-
fully provide the e-commerce solutions our retail and business customers desire, we may lose existing customers
and fail to attract new ones. Our business, financial condition, results of operations and cash flows may be
materially and adversely affected as a result.
We are dependent on key personnel and the loss of one or more of those key persons could harm our busi-
ness.
Our future success significantly depends on the continued services and performance of our key management
personnel. We believe our management team’s depth and breadth of experience in our industry is integral to
executing our business plan. We also will need to continue to attract, motivate and retain other key personnel.
The loss of services of members of our senior management team or other key employees, the inability to attract
additional qualified personnel as needed or failure to plan for the succession of senior management and key per-
sonnel could have a material adverse effect on our business.
12
Our strategic transactions involve risks, which could have an adverse impact on our financial condition and
results of operation, and we may not realize the anticipated benefits of these transactions.
We regularly consider and enter into strategic transactions, including mergers, acquisitions, investments,
alliances, and other growth and market expansion strategies, with the expectation that these transactions will
result in increases in sales, cost savings, synergies and various other benefits. Assessing the viability and realiz-
ing the benefits of these transactions is subject to significant uncertainty, and we face significant competition in
pursuing strategically beneficially transactions. Pursuing strategic transactions is also a time-consuming process
that can involve significant expenses and management attention. For each of our acquisitions, we need to
successfully integrate the target company’s products, services, associates and systems into our business oper-
ations. Integration can be a complex and time-consuming process, and if the integration is not fully successful or
is delayed for a material period of time, we may not achieve the anticipated synergies or benefits of the acquis-
ition. Furthermore, even if the target companies are successfully integrated, the acquisitions may fail to further
our business strategy as anticipated, expose us to increased competition or challenges with respect to our prod-
ucts or services, and expose us to additional liabilities. Any impairment of goodwill or other intangible assets
acquired in a strategic transaction may reduce our earnings. In addition, any investments we hold in other
companies are subject to a risk of partial or total loss of our investment.
Additionally, we consider and enter into divestitures from time to time, with the expectation that these trans-
actions will result in increases in cost savings and various other benefits. Strategic divestitures are subject to
uncertainty and can be a complex and time-consuming process. If the divestiture is not fully successful or is
delayed for a material period of time, or if we are unable to reinvest the proceeds of the divestiture in a manner
consistent with our strategic objectives, we may not achieve the anticipated benefits of the divestiture.
If we fail to maintain an effective system of internal controls over financial reporting there is a reasonable
possibility that a material misstatement of our annual or interim financial statements will not be prevented
or detected on a timely basis, which could result in a loss of investor confidence and negatively impact our
business, results of operations, financial condition and stock price.
Effective internal controls are necessary for us to provide reliable and accurate financial statements and to
effectively prevent fraud. However, a control system, no matter how well conceived and operated, can provide
only reasonable, not absolute, assurance that the objectives of the control system are met. There can be no assur-
ance that all control issues or fraud will be detected. As we continue to grow our business, our internal controls
continue to become more complex and require more resources. Further, many of our employees are working
remotely in response to the impact of the COVID-19 pandemic and may continue to do so for an extended
period. An extended period of remote work arrangements could introduce potential vulnerabilities to our finan-
cial reporting systems and our internal control environment and the effectiveness of our internal controls over
financial reporting. Any failure to maintain effective controls could prevent us from timely and reliably reporting
financial results and may harm our operating results. In addition, if we are unable to conclude that we have effec-
tive internal control over financial reporting or, if our independent registered public accounting firm is unable to
provide an unqualified report as to the effectiveness of our internal control over financial reporting, as of each
fiscal year end, we may be exposed to negative publicity, which could cause investors to lose confidence in our
reported financial information. Any failure to maintain effective internal controls and any such resulting negative
publicity may negatively affect our business and stock price.
Additionally, the existence of any material weaknesses or significant deficiencies would require manage-
ment to devote significant time and incur significant expense to remediate any such material weaknesses or sig-
nificant deficiencies and management may not be able to remediate any such material weaknesses or significant
deficiencies in a timely manner. The existence of any material weakness in our internal control over financial
reporting could also result in errors in our financial statements that could require us to restate our financial
statements, cause us to fail to meet our reporting obligations and cause stockholders to lose confidence in our
reported financial information, all of which could materially and adversely affect us and the market price of our
common stock.
13
MACROECONOMIC, INDUSTRY AND FINANCIAL RISKS
Changes in legislation or government regulations or policies, particularly those relating to taxation and
international trade, could have a significant impact on our results of operations.
Our business is global, so changes to existing international trade agreements, blocking of foreign trade or
imposition of tariffs on foreign goods could result in decreased revenues and/or increases in pricing, either of
which could have an adverse impact on our business, results of operations, financial condition and cash flows in
future periods. For instance, the United States imposed Section 232 tariffs on many imported products of steel
and aluminum in March 2018 and expanded the tariffs to additional derivative products of steel and aluminum
effective February 8, 2020. The United States imposed Section 301 tariffs on most imported products from China
starting in July 2018. Although the United States and China reached a Phase One trade deal in January 2020,
there was no Phase Two trade deal implemented and most of the tariffs imposed remain in place, while
uncertainty persists in the trade relationship between the two countries that impacts the global trade landscape.
In addition, as a global business, we are subject to taxation in each of the jurisdictions in which we operate.
Changes in the tax laws of these jurisdictions, or in the interpretation or enforcement of existing tax laws, could
subject our business to audits, inquiries and legal challenges from taxing authorities and could reduce the benefit
of tax structures previously implemented for our operations. As a result, we may incur additional costs, including
taxes and penalties for historical periods, that may have a material and adverse effect on our business, financial
condition, results of operations and cash flows.
Uncertainty and/or deterioration in general macro-economic conditions domestically and globally, includ-
ing unemployment, inflation or deflation, changes in tax policies, changes in energy costs, uncertain credit
markets, or other economic conditions, could have a negative impact on our business, financial condition,
results of operations and cash flows.
Our business and operating results have been and may in the future be adversely affected by uncertain
global economic conditions, including domestic outputs, political uncertainty and unrest, employment rates,
inflation or deflation, changes in tax policies, instability in credit markets, declining consumer and business con-
fidence, fluctuating commodity prices, interest rates, volatile exchange rates, and other challenges that could
affect the global economy. Both our commercial and retail customers may experience deterioration of their
financial resources, which could result in existing or potential customers delaying or canceling plans to purchase
our products. Our vendors could experience similar negative conditions, which could impact their ability to fulfill
their financial obligations to us. Future weakness in the global economy could adversely affect our business,
results of operations, financial condition and cash flows.
Our debt levels could adversely affect our cash flow and prevent us from fulfilling our obligations.
We have an unsecured revolving credit facility and unsecured senior notes, which could have important
consequences to our financial health. For example, our level of indebtedness could, among other things:
• make it more difficult to satisfy our financial obligations, including those relating to our unsecured revolv-
ing credit facility and our unsecured senior notes;
• increase our vulnerability to adverse economic and industry conditions;
• limit our flexibility in planning for, or reacting to, changes and opportunities in our industry, which may
place us at a competitive disadvantage;
• require us to dedicate a substantial portion of our cash flows to service the principal and interest on the
debt, reducing the funds available for other business purposes, such as working capital, capital
expenditures or other cash requirements;
• limit our ability to incur additional debt with acceptable terms; and
• expose us to fluctuations in interest rates.
14
The terms of our financing obligations include restrictions, such as affirmative, negative and financial cove-
nants, conditions on borrowing and subsidiary guarantees. A failure to comply with these restrictions could result
in a default under our financing obligations or could require us to obtain waivers from our lenders for failure to
comply with these restrictions. The occurrence of a default that remains uncured or the inability to secure a
necessary consent or waiver could have a material adverse effect on our business, financial condition, results of
operations and cash flows. We also guarantee the borrowings of certain independently owned automotive parts
stores and certain other affiliates in which we have a non-controlling equity ownership interest. To date, we have
not experienced any significant losses in connection with these guarantees. However, if any of the borrowers
under these guarantees experienced a default, we may be required to satisfy their payment obligations in an
amount that could be material.
In addition, our indebtedness is rated by credit rating agencies. Our overall credit rating may be negatively
impacted by deteriorating and uncertain credit markets or other factors that may or may not be within our control.
The interest rates on our unsecured revolving credit facility, as well as any additional indebtedness we may incur
in the future, are impacted by our credit ratings. Accordingly, any negative impact of our credit ratings, or
placement of our credit ratings on “review” or “watch” status, could result in higher interest expense and could
impact the terms of any additional indebtedness we incur in the future.
We may be adversely affected by changes in the method of determining the London Interbank Offered Rate
(“LIBOR”), or the replacement of LIBOR with an alternative reference rate, for our variable rate loans,
derivative contracts and other financial assets and liabilities.
Our business relies upon a large volume of loans, derivative contracts and other financial instruments which
are directly or indirectly dependent on LIBOR to establish their interest rate and/or value. The U.K. Financial
Conduct Authority announced in 2017 that it would no longer compel banks to submit rates for the calculation of
LIBOR after 2021. It is not possible to predict whether banks will continue to provide LIBOR submissions to the
administrator of LIBOR, whether LIBOR rates will cease to be published or supported before or after 2021 or
whether any additional reforms to LIBOR may be enacted in the United Kingdom or elsewhere. It is expected
that a transition away from the widespread use of LIBOR to alternative rates is likely to occur during the next
several years.
While we have established a working group consisting of key stakeholders from throughout the company to
monitor developments relating to LIBOR uncertainty and changes and to guide the Company’s response, the
impact of these developments on our business and financial results is not yet known. The transition from LIBOR
may cause us to incur increased costs and additional risk. Uncertainty as to the nature of alternative reference
rates and as to potential changes in or other reforms to LIBOR may adversely affect LIBOR rates and the value
of LIBOR-based loans originated prior to 2021. If LIBOR rates are no longer available, any successor or
replacement interest rates may perform differently, which may affect our net interest income, change our market
risk profile and require changes to our risk, pricing and hedging strategies. We may also incur costs to re-form
existing derivative contracts and other financial instruments to which we are a party to address these differences
in performance relative to LIBOR or relative to adjustments made in other loans, derivative contracts or financial
instruments where we are a party. Any failure to adequately manage this transition could adversely impact our
business, results of operations and cash flows.
The U.K.’s exit from the European Union (“E.U.”) will continue to have uncertain effects and could
adversely impact our business, results of operations and financial condition.
On January 31, 2020, the U.K. exited from the E.U. (commonly referred to as “Brexit”) and began a tran-
sition period that concluded on December 31, 2020. Since the end of the transition, many companies operating in
the U.K and E.U. have experienced greater restrictions on imports and exports, additional regulatory complexity
in their cross-border operations and currency fluctuations. The long-term effects of Brexit remain uncertain and
may include these immediate impacts, among others. While we have not experienced any material financial
impact from Brexit on our business to date, we cannot predict its future implications and any future impacts on
our business and operations.
15
LEGAL AND REGULATORY RISKS
There is uncertainty surrounding legal, regulatory and policy changes by a new presidential administration
in the United States that may directly affect us and the global economy.
We face regulatory and tax uncertainties on account of the 2020 U.S. presidential election. The new presi-
dential administration is continuing to articulate its fiscal and legislative priorities for the next several years,
however, the administration has indicated a desire to reform various aspects of existing trade and tax laws and to
increase the federal minimum wage to at least $15 per hour. The nature, timing and economic and political
effects of any potential change to the current legal and regulatory framework affecting us remains highly
uncertain. Changes and uncertainty surrounding our operating environment, including U.S. labor laws, trade
policies and practices, tariffs or taxes in particular, could adversely affect our business, financial condition,
results of operations and growth prospects.
Because we are involved in litigation from time to time and are subject to numerous laws and governmental
regulations, we could incur substantial judgments, fines, legal fees and other costs as well as reputational
harm.
We are sometimes the subject of complaints or litigation from customers, employees or other third parties
for various reasons. For example, we are party to, among other litigation, numerous pending product liability
lawsuits relating to our national distribution of automotive parts and supplies, many of which involve claims of
personal injury allegedly resulting from the use of automotive parts distributed by us. The damages sought
against us in some of these litigation proceedings are substantial. Although we maintain liability insurance for
some litigation claims, if one or more of the claims were to greatly exceed our insurance coverage limits or if our
insurance policies do not cover a claim our business, financial condition, results of operations and cash flows
could be materially and adversely affected.
Additionally, we are subject to numerous laws in the various jurisdictions in which we operate as well as
governmental regulations relating to taxes, environmental protection, product quality standards, data privacy,
building and zoning requirements, and employment law matters. If we fail to comply with existing or future laws
or regulations, we may be subject to governmental or judicial fines or sanctions, while incurring substantial legal
fees and costs. In addition, our capital expenses could increase due to remediation measures that may be required
if we are found to be noncompliant with any existing or future laws or regulations.
We may be affected by global climate change or legal, tax, regulatory, or market responses to such change.
The concern over climate change has led to legislative and regulatory initiatives aimed at reducing green-
house gas emissions (“GHG”). For example, proposals that would impose mandatory requirements related to
GHG continue to be considered by policy makers in the U.S. and elsewhere. Laws enacted to reduce GHG could
directly or indirectly affect our suppliers and could adversely affect our business, financial condition, results of
operations and cash flows. Changes in automotive technology (including the adoption of electric vehicles) and
compliance with any new or more stringent laws or regulations, or stricter interpretations of existing laws, could
require additional expenditures by us or our suppliers all of which could adversely impact the demand for our
products and our business, financial condition, results of operations or cash flows.
GENERAL RISKS
We are subject to risks related to corporate social responsibility and reputation.
Many factors influence our reputation and the value of our brands including the perception held by our cus-
tomers, business partners, investors, other key stakeholders and the communities in which we do business. Our
business faces increasing scrutiny related to environmental, social and governance activities and disclosures and
risk of damage to our reputation and the value of our brands if we fail to act responsibly in a number of areas, such
as environmental stewardship, supply chain management, climate change, diversity and inclusion, workplace
16
conduct, human rights, philanthropy and support for local communities. Any harm to our reputation could impact
employee engagement and retention and the willingness of customers and our partners to do business with us,
which could have a material adverse effect on our business, results of operations and cash flows.
Changes in accounting standards and subjective assumptions, estimates and judgments by management
related to complex accounting matters could affect our financial results or financial condition.
GAAP and related accounting pronouncements, implementation guidelines and interpretations with regard
to a wide range of matters that are relevant to our business, such as revenue recognition, asset impairment,
impairment of goodwill and other intangible assets, inventories, lease obligations, self-insurance, vendor allow-
ances, tax matters and litigation, are complex and involve many subjective assumptions, estimates and judg-
ments. Changes in accounting standards or their interpretation or changes in underlying assumptions, estimates or
judgments could significantly change our reported or expected financial performance or financial condition. The
implementation of new accounting standards could also require certain systems, internal process and other
changes that could increase our operating costs.
Our stock price is subject to fluctuations, and the value of your investment may decline.
The trading price of our common stock is subject to fluctuations, and may be subject to fluctuations in the
future based upon external economic and market conditions. The stock market in general has experienced sig-
nificant price and volume fluctuations that sometimes have been unrelated or disproportionate to the operating
performance of listed companies. These broad market, geopolitical and industry factors among others may harm
the market price of our common stock, regardless of our operating performance and growth outlook, and the
value of your investment may decline.
ITEM 1B. UNRESOLVED STAFF COMMENTS.
Not applicable.
ITEM 2.
PROPERTIES.
The following table summarizes our company-owned distribution centers, retail stores and branches as of
December 31, 2020:
Distribution Centers
Stores/Branches
Automotive Parts:
North America . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Europe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Australasia . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total Automotive Parts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Industrial Parts:
North America . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Australasia . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total Industrial Parts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
76
75
12
163
16
8
24
187
1,440
685
536
2,661
523
170
693
3,354
In addition to the properties set forth above the Company has various headquarters, shared service centers and
other facilities. The Company’s corporate and U.S. Automotive Parts Group headquarters are located in two office
buildings owned by the Company in Atlanta, Georgia. The Company generally owns distribution centers and leases
retail stores and branches. We believe that our facilities on the whole are in good condition, are adequately insured,
are fully utilized and are suitable and adequate to conduct the business of our current operations.
17
ITEM 3.
LEGAL PROCEEDINGS.
Information with respect to the Company’s legal proceedings may be found in the Commitments and Con-
tingencies, to the Consolidated Financial Statements in Item 8 of Part II, which is incorporated herein by reference.
ITEM 4. MINE SAFETY DISCLOSURES.
Not applicable.
18
PART II.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS
AND ISSUER PURCHASES OF EQUITY SECURITIES.
Market Information Regarding Common Stock
The Company’s common stock is traded on the New York Stock Exchange under the ticker symbol “GPC.”
Stock Performance Graph
Set forth below is a line graph comparing the yearly dollar change in the cumulative total shareholder return
on the Company’s common stock against the cumulative total shareholder return of the Standard and Poor’s
(“S&P”) 500 Stock Index and a peer group composite index (“Peer Index”) structured by the Company as set
forth below for the five year period that commenced December 31, 2015 and ended December 31, 2020. This
graph assumes that $100 was invested on December 31, 2015 in Genuine Parts Company common stock, the
S&P 500 Stock Index (the Company is a member of the S&P 500 Stock Index, and its cumulative total share-
holder return went into calculating the S&P 500 Stock Index results set forth in the graph) and the peer group
composite index as set forth below and assumes reinvestment of all dividends.
Comparison of five year cumulative total shareholder return
Genuine Parts Company
S&P 500
Peer Index
220
200
180
160
140
120
100
80
2015
2016
2017
2018
2019
2020
Genuine Parts Company, S&P 500 Stock Index and peer group composite index
Cumulative Total Shareholder Return
$ at Fiscal Year End
2015
2016
2017
2018
2019
2020
Genuine Parts Company
$100.00
$114.30
$117.10
$121.91
$139.04
$135.99
S&P 500 Stock Index
$100.00
$111.96
$136.40
$130.43
$171.50
$203.05
Peer Index
$100.00
$110.23
$131.89
$111.44
$143.67
$171.86
In constructing the Peer Index for use in the stock performance graph above, the Company used the share-
holder returns of various publicly held companies (weighted in accordance with each company’s stock market
capitalization at December 31, 2015 and including reinvestment of dividends) that compete with the Company in
its two industry segments: automotive parts and industrial parts (each group of companies included in the Peer
Index as competing with the Company in a separate industry segment is hereinafter referred to as a “Peer
19
Group”). Included in the automotive parts Peer Group are those companies making up the Dow Jones U.S. Auto
Parts Index (the Company is a member of such industry group, and its individual shareholder return was included
when calculating the Peer Index results set forth in the performance graph). Included in the industrial parts Peer
Group are Applied Industrial Technologies, Inc., Fastenal Company, and W.W. Grainger, Inc. In determining the
Peer Index, each Peer Group was weighted to reflect the Company’s annual net sales in each industry segment.
Holders
As of December 31, 2020, there were 4,107 holders of record of the Company’s common stock. The number
of holders of record does not include beneficial owners of the common stock whose shares are held in the names
of various dealers, clearing agencies, banks, brokers and other fiduciaries.
Issuer Purchases of Equity Securities
The following table provides information about the purchases of shares of the Company’s common stock
during the three month period ended December 31, 2020:
Period
October 1, 2020 through October 31, 2020 . . .
November 1, 2020 through November 30,
Total
Number of
Shares
Purchased(1)
Average
Price Paid
per Share
6,536
$102.45
2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
48,073
$100.69
December 1, 2020 through December 31,
2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
34,806
$100.08
Totals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
89,415
$100.58
Total Number of
Shares Purchased as
Part of Publicly
Announced Plans or
Programs(2)
Maximum Number of
Shares That May Yet
be Purchased Under
the Plans or
Programs
—
—
5,140
5,140
14,484,676
14,484,676
14,479,536
14,479,536
(1) Includes shares surrendered by employees to the Company to satisfy tax withholding obligations in connection
with the vesting of shares of restricted stock, the exercise of stock options and/or tax withholding obligations.
(2) On August 21, 2017, the Board of Directors announced that it had authorized the repurchase of 15.0 million
shares. The authorization for these repurchase plans continues until all such shares have been repurchased or
the repurchase plan is terminated by action of the Board of Directors. Approximately 14.5 million shares
authorized remain available to be repurchased by the Company. There were no other repurchase plans
announced as of December 31, 2020.
ITEM 6. SELECTED FINANCIAL DATA.
Not applicable.
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
The following discussion and analysis contains forward-looking statements, including, without limitation,
statements relating to our plans, strategies, objectives, expectations, intentions and resources. Such forward-
looking statements should be read in conjunction with our disclosures under “Item 1A. Risk Factors” of this
Form 10-K.
BUSINESS PRODUCTS GROUP
Effective June 30, 2020, the Company completed the divestiture of its Business Products Group by selling
Supply Source Enterprises, Inc. (“SSE”) and S.P. Richards Company (“SPR”) in separate transactions. The
20
Business Products Group was previously a reportable segment of the Company. The results of operations, finan-
cial position and cash flows for the Business Products Group are reported as discontinued operations for all peri-
ods presented. Further, as a result of the reclassification of the Business Products Group business to discontinued
operations, the Company now has two segments: the Automotive Group and the Industrial Parts Group. Refer to
the acquisitions, divestitures and discontinued operations footnote in the accompanying consolidated financial
statements for more information.
COVID-19 PANDEMIC
The COVID-19 outbreak, which was declared a pandemic by the World Health Organization (“WHO”) on
March 11, 2020, continues to evolve rapidly. Our deepest and sincere thoughts go out to all affected by
COVID-19, as well as the dedicated healthcare workers and first responders who are on the front lines for all our
citizens.
Overall, our business segments continue to face many uncertainties. The Company’s operations are vulner-
able to the reduced economic activity caused by the COVID-19 outbreak. Many governments put in place tempo-
rary social distancing and shelter-in-place mandates in late March and early April of 2020 and, as a result, our
business segments experienced slowing sales trends as we entered the second quarter. Beginning in the second
half of 2020, sales generally improved as markets reopened and governments eased restrictions.
The extent to which the COVID-19 pandemic impacts the Company will depend on numerous factors and
future developments that we cannot predict, including the severity of the virus; the occurrence of additional
waves or spikes in infection rates; the duration of the outbreak; governmental, business or other actions taken in
response to the pandemic and the efficacy of these actions, including partial or complete shutdowns, travel
restrictions, and stay-at-home orders among other actions; the effectiveness and distribution of COVID-19 vac-
cines; and impacts on our supply chain, our ability to keep operating locations open, and on customer demand.
While the negative impact on our business operations cannot be reasonably estimated at this time, our teams are
preparing for multiple scenarios to ensure we continue to protect our employees while also keeping our oper-
ations up and running to serve our customers.
During the first quarter of 2020 we created a dedicated COVID-19 taskforce and added enhanced protocols
in response to COVID-19, including implementing many of the recommendations and requirements issued by the
Centers for Disease Control and Prevention, WHO, and local, state and national health authorities, to protect our
employees, customers, suppliers and communities.
As of December 31, 2020, substantially all operations are open for business. Our supply chain partners have
been very supportive, despite strain on the supply chain with respect to labor shortages and certain inventory
shortages, delays in order fulfillment and increased backlogs, and they continue to do their part to help our serv-
ice levels to our customers remain strong. We remain in constant communication with our employees regarding
changing conditions and protocol. Based on the length and severity of COVID-19, we may experience continued
volatility in customer demand and supply chain disruption. We will continue to evaluate the nature and extent of
these potential impacts to our business, consolidated results of operations, segment results, liquidity and capital
resources.
KEY BUSINESS METRICS
We consider comparable sales to be a key business metric because management has evaluated its results of
operations using this metric and we believe that this key indicator provides additional perspective and insights
when analyzing the operating performance of the Company from period to period and trends in its historical
operating results. This metric should not be considered superior to, as a substitute for or as an alternative to, and
should be considered in conjunction with, the GAAP financial measures presented in this report.
Comparable Sales
Comparable sales refers to period-over-period comparisons of our net sales excluding the impact of acquis-
itions, divestitures and foreign currency. The Company considers this metric useful to investors because it provides
21
greater transparency into management’s view and assessment of the Company’s core ongoing operations. This met-
ric is widely used by analysts, investors and competitors in our industry, although our calculation of the metric may
not be comparable to similar measures disclosed by other companies, because not all companies and analysts calcu-
late this metric in the same manner.
OVERVIEW
Genuine Parts Company is a service organization engaged in the global distribution of automotive and
industrial replacement parts. We have a long tradition of growth dating back to 1928, the year we were founded
in Atlanta, Georgia. In 2020, the Company conducted business in North America, Europe and Australasia from
approximately 10,000 locations.
The Company’s Automotive Parts Group operated in the U.S., Canada, France, the UK, Germany, Poland,
the Netherlands, Belgium, Australia and New Zealand in 2020, and accounted for 66% of total revenues for the
year. The Industrial Parts Group operated in the U.S., Canada, Mexico, Australia, New Zealand, Indonesia and
Singapore, and accounted for 34% of the Company’s total revenues in 2020.
At Genuine Parts Company, our mission is to be a world-class service organization and the employer of
choice, supplier of choice, valued customer, good corporate citizen and investment of choice. Our strategic
financial objectives are intended to align with our mission and drive value for all our stakeholders. Our strategic
financial objectives include: (1) top line revenue growth (2) improved operating margin, (3) strong balance sheet
and cash flow and (4) effective capital allocation.
Top Line Revenue
The Company’s strategy for top line revenue growth includes a combination of organic and acquisitive ini-
tiatives designed to outpace the industry, improve the market share in each of our business segments and position
the Company for sustained long-term growth. In 2020, in response to the COVID-19 pandemic, our business
segments faced tremendous challenges and uncertainties. Governments put in place temporary social distancing
and shelter-in-place mandates in late March and early April of 2020 causing reduced economic activity globally.
Additionally, we limited merger and acquisition activity to select “bolt-on” acquisitions to preserve financial
flexibility. As markets reopened and governments eased restrictions sales results began to improve in the third
and fourth quarter of 2020. Although, we still face many uncertainties, we are encouraged by the current
economic outlook and believe our Company is well-positioned to drive positive sales growth in 2021.
Operating Margins
The Company targets continuous operating margin improvement each year. In October of 2019, the Com-
pany approved and began to implement certain restructuring actions across its subsidiaries primarily targeted at
simplifying organizational structures and distribution networks (the “2019 Cost Savings Plan”). In accordance
with our 2019 Cost Savings Plan, we recognized permanent expense reductions of $150 million driven by trans-
formative reductions in payroll and facility costs for the year ended December 31, 2020. Additionally, we
experienced lower costs in areas such as freight and delivery and legal and professional for the year. We also
executed on a number of additional savings initiatives in response to the impact of COVID-19, which contributed
approximately $300 million in incremental, temporary savings in 2020 related to furloughs, reduced travel and
other initiatives. These efforts produced improved segment margins in 2020 and we believe created a path for a
more efficient and productive cost structure in the years ahead.
Balance Sheet and Cash Flow
The Company is focused on maintaining a strong balance sheet and generating strong cash flows to support
our growth initiatives. Our working capital was a source of operating cash flow. We also focused on having ample
liquidity and we improved our debt position by entering into a new revolving credit facility and issuing
$500 million of the Company’s unsecured senior notes. Additionally, we entered into an accounts receivable sales
agreement (the “A/R Sales Agreement”). We believe these measures further strengthen our liquidity position
22
moving into 2021. The Company generated $2.0 billion in cash from operations and also benefited from cash
proceeds associated with the sale of certain non-core businesses in 2020.
Capital Allocation
The Company’s priorities for disciplined and effective capital allocation remain consistent with prior years.
In 2020, we used cash for key investments in the form of essential capital expenditures and small, bolt-on acquis-
itions, as well as the return of capital to our shareholders via cash dividends and opportunistic share repurchases.
We plan to continue to support the dividend, which we have increased for 64 consecutive years through 2020.
RESULTS OF OPERATIONS
Our results of operations are summarized below for the years ended December 31, 2020, 2019 and 2018.
(In thousands, except per share data)
2020
2019
2018
Net sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross margin . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income from continuing operations . . . . . . . . . . . .
Diluted net income from continuing operations per
$16,537,433
$ 5,654,841
163,395
$
$17,522,234
$ 5,859,683
646,475
$
$16,831,605
$ 5,519,755
749,534
$
common share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
1.13
$
4.42
$
5.09
Year Ended December 31,
Net Sales
Consolidated net sales for the year ended December 31, 2020 totaled $16.5 billion, down 5.6% from 2019.
The decline in net sales is due to a 5.6% comparable sales decrease attributable primarily to decreased demand
caused by COVID-19 and a 3.3% negative impact from divestitures. These items were partially offset by a 3.0%
positive impact from acquisitions. Additionally, the favorable impact of foreign currency and other partially off-
set the decline in total sales by 0.3%. Consolidated net sales for the year ended December 31, 2019 totaled
$17.5 billion, up 4.1% from 2018. Net sales for 2019 included an approximate 5.1% contribution from acquis-
itions, net of store closures and an approximate 2.1% increase in core sales. The Company’s sale of certain
non-core businesses determined to be slower-growth and lower-margin operations partially offset total sales by
1.6%. Additionally, the unfavorable impact of foreign currency partially offset 2019 total sales by 1.5%.
The Company’s comparable sales included both an increase in sales volume and product inflation. The
impact of product inflation varied by business segment in 2020, with prices flat in the Automotive segment and
up 0.7% in our Industrial segment. Due to the Company’s global initiatives to grow revenues, we believe it is
well positioned for sustainable long-term growth.
Automotive Group
Net sales for the Automotive Group (“Automotive”) were $10.9 billion in 2020, a 1.2% decrease from 2019.
The decrease in sales consists of an approximate 4.4% decrease in comparable sales and a slight decrease related
to divestitures. This decrease was partially offset by a 2.7% contribution from acquisitions, and a 0.6% favorable
impact of currency translation and other. Foreign currency translation was positively impacted by our automotive
businesses in Europe. In 2020, total Automotive revenues were down approximately 1.6% in the first quarter,
down 10.1% in the second quarter, up 6.0% in the third quarter and up 0.7% in the fourth quarter. The positive
growth in the second half of the year reflects a recovery from the decreased demand caused by COVID-19 in the
first half of the year. We remain optimistic that our Automotive sales trends will continue to show positive
growth, but we are still operating in an environment of significant uncertainty due to the COVID-19 pandemic. In
our view, the underlying fundamentals in the automotive aftermarket, including trends related to the overall
number and age of the vehicle population, as well as the continued increase in miles driven, remain supportive of
sustained demand for automotive aftermarket maintenance and supply items across the markets we serve. We
expect these fundamentals and our ongoing sales initiatives to drive sales growth for the Automotive Group in
2021.
23
Net sales for the Automotive Group were $11.0 billion in 2019, a 4.4% increase from 2018. The increase in
sales consists of an approximate 5.0% contribution from acquisitions, a 2.3% comparable sales increase and a
2.3% negative impact of currency translation associated with our automotive businesses in Canada, Australasia,
Europe and Mexico. In addition, the sale of Auto Todo in 2019, the Company’s legacy automotive business in
Mexico, slightly offset total sales for the Automotive Group. Automotive sales were positively impacted by
product inflation of 2.4% in the U.S. operations.
Industrial Parts Group
Net sales for the Industrial Parts Group (“Industrial”) were $5.7 billion in 2020, down 13.0% from 2019. The
decrease in sales reflects an 8.4% decrease in comparable sales and an approximate 8.5% decrease in net sales
related to the sale of EIS, a non-core component of the industrial business due to its slower-growth and lower-
margin profile. This decrease was slightly offset by an approximate 3.8% contribution from acquisitions. Total
Industrial sales were positively impacted by product inflation of 0.7%, as a portion of this increase was passed
through to customers and is included in the comparable sales impact. Industrial revenues were down approx-
imately 7.7% in the first quarter of 2020, down 21.1% in the second quarter, down 18.6% in the third quarter and
down 3.3% in the fourth quarter. These quarterly results reflect the impact of several factors, including reduced
demand as a result of the COVID-19 pandemic. Beginning in the second half of 2020, however, the addition of
three bolt-on acquisitions, among other initiatives, and strengthening industrial indicators such as the Purchasing
Managers Index and Manufacturing Industrial Production led to improving conditions and sequentially stronger
sales. We are confident in our growth plans for 2021, both in North America and Australasia, and expect to
experience a continued, gradual recovery in the industrial economy amid the current COVID-19 environment.
Net sales for the Industrial Parts Group were $6.5 billion in 2019, up 3.6% from 2018. The increase in sales
reflects an approximate 5.2% contribution from acquisitions and a 1.7% increase in comparable sales, offset by
an approximate 3.1% decrease in net sales related to the sale of EIS. Total Industrial sales were positively
impacted by product inflation of 2.4%, as a portion of this increase was passed through to customers and is
included in the comparable sales increase. Industrial revenues were up approximately 5.7% in the first quarter of
2019, up 4.9% in the second quarter, up 9.9% in the third quarter and down 5.9% in the fourth quarter. These
quarterly results reflect the impact of several factors, including the slowing trend in the industrial economy
throughout the course of the year, as evidenced by weakening economic indicators such as Manufacturing
Industrial Production and the Purchasing Managers Index, among others. In addition, the July 1, 2019 acquisition
of Inenco (now referred to as Motion Asia Pacific), one of Australasia’s leading industrial distributors, and the
sale of EIS on September 30, 2019, impacted the quarterly sales comparisons for the Industrial Group in 2019.
Cost of Goods Sold
The Company includes in cost of goods sold the actual cost of merchandise, which represents the vast
majority of this line item. Other items in cost of goods sold include warranty costs and in-bound freight from the
suppliers, net of any vendor allowances and incentives. Cost of goods sold was $10.9 billion in 2020, a 6.7%
decrease from $11.7 billion in 2019. As a percentage of net sales, cost of goods sold was 65.8% in 2020, decreas-
ing from 66.6% of net sales in 2019. The decrease in cost of goods sold in 2020 reflects the favorable impact of
business unit sales and product mix shifts, strategic category management initiatives in areas such as pricing and
global sourcing, and the benefit of acquisitions and divestitures. These items were slightly offset by reduced
supplier incentives in 2020 compared to 2019. During the quarter ended December 31, 2020, the Company
recorded a $40 million increase to cost of goods sold due to the correction of an immaterial error related to the
accounting in prior years for consideration received from vendors. Refer to the quarterly financial data footnote
within the notes to the consolidated financial statements for additional information.
Cost of goods sold was $11.7 billion in 2019, a 3.1% increase from $11.3 billion in 2018. The increase in
cost of goods sold in 2019 compares to a 4.1% total sales increase and is a positive reflection of our global sup-
ply chain initiatives, the lower cost of goods sold models at certain acquired companies such as PartsPoint and
Motion Asia Pacific, and the sale of the lower margin EIS business. These items were slightly offset by relatively
unchanged levels of supplier incentives in 2019 compared to 2018. Cost of goods sold represented 67.2% of net
sales in 2018.
24
Operating Expenses
The Company includes in selling, administrative and other expenses (“SG&A”) all personnel and personnel-
related costs at its headquarters, distribution centers, stores and branches, which accounts for more than 60% of
total SG&A. Additional costs in SG&A include our facilities, delivery, marketing, advertising, technology, digi-
tal, legal and professional costs.
SG&A of $4.4 billion in 2020 decreased by $0.2 billion or approximately 4.2% from 2019. This represents
26.5% of net sales in 2020 compared to 26.1% of net sales in 2019. The increase in SG&A expenses as a percent
of net sales from the prior year reflects loss of leverage due to lower sales volume as a result of the COVID-19
pandemic, as well as the sale of EIS, which had a lower level of SG&A expenses relative to total sales. This
increase was partially offset by our continued efforts to execute on our growth initiatives to better leverage our
expenses. In addition, we are working towards a lower cost and highly effective infrastructure via steps to accel-
erate the integration of our acquisitions, investments to enhance our productivity and innovative strategies to
unlock greater savings and efficiencies across our operations. In accordance with our $100 million cost savings
plan announced in late 2019, we achieved permanent expense reductions of approximately $150 million for the
year ended December 31, 2020 driven by transformative reductions in payroll and facility costs. Additionally, we
have executed on a number of savings initiatives in response to the impact of COVID-19, which have contributed
approximately $300 million in incremental, temporary savings related to furloughs, reduced travel and other ini-
tiatives for the year ended December 31, 2020.
SG&A of $4.6 billion in 2019 increased by $0.3 billion or approximately 7.9% from 2018. This represents
26.1% of net sales in 2019 compared to 25.2% of net sales in 2018. The increase in SG&A expenses from the
prior year reflects a combination of factors, including the impact of increased sales for the year. In addition, our
expenses reflect the impact of higher cost and higher gross margin models at certain acquired businesses, includ-
ing PartsPoint and Motion Asia Pacific, as well as the sale of EIS, which had a lower level of SG&A expenses
relative to total sales. We also experienced rising costs in areas such as labor, freight and delivery, insurance,
legal and professional and technology for the year, although our labor and freight costs trended more favorably in
the fourth quarter. Further, we incurred incremental costs associated with our acquisitions during the year. The
increase in SG&A expenses as a percentage of net sales in 2019 relative to the prior year reflects the cost
increases described above as well as the loss of leverage associated with the 2.1% comparable sales growth for
the Company.
Depreciation and amortization expense was $272.8 million in 2020, an increase of approximately
$15.6 million, or 6.1%, from 2019, due primarily to an increase in fixed assets acquired at the end of 2019 that
began fully depreciating in 2020. The provision for doubtful accounts was $23.6 million in 2020, a $9.7 million
increase from 2019, due primarily to higher collectability risks associated with the COVID-19 pandemic. We
believe the Company is adequately reserved for bad debts and credit losses at December 31, 2020.
Depreciation and amortization expense was $257.3 million in 2019, an increase of approximately
$29.7 million, or 13.0%, from 2018, due primarily to the impact of acquisitions and the increase in capital
expenditures relative to the prior year. The provision for doubtful accounts was $13.9 million in 2019, a
$2.1 million decrease from 2018.
Goodwill Impairment
Due to several factors that coalesced in the second quarter of 2020 we performed an interim impairment test
impairment charge of
as of May 31, 2020 for our European reporting unit and recorded a goodwill
$506.7 million. These factors primarily resulted from the ongoing market volatility and uncertainty caused by the
COVID-19 pandemic, which extended into the second quarter and impacted several critical impairment testing
assumptions including weighted average cost of capital and market multiples, and near-term revenue and operat-
ing margin projections for the reporting unit. Refer to the goodwill and other intangible assets footnote within the
notes to the consolidated financial statements for additional information. If there are sustained declines in macro-
economic or business conditions in future periods, including as a result of the continued COVID-19 pandemic,
25
affecting the projected earnings and cash flows at our reporting units, among other things, there can be no assur-
ance that goodwill at one or more reporting units may not be impaired. As of December 31, 2020, we determined
that there were no indicators that goodwill was impaired at any of our reporting units.
Non-Operating Expenses and Income
Non-operating expenses included interest expense of $93.7 million in 2020, $95.6 million in 2019 and
$101.8 million in 2018. The decreases in interest expense of $1.9 million in 2020 and $6.2 million in 2019 reflect
the combination of the repayment of debt and lower interest rates on certain variable interest debt instruments.
In 2019, the Company recorded $42.8 million in special termination costs related to benefits provided
through the Company’s defined benefit plans to employees that accepted the voluntary retirement program
(“VRP”) package as part of the Company’s 2019 Cost Savings Plan. Refer to the restructuring footnote in the
Notes to Consolidated Financial Statements for additional information.
In “Other”, the net benefit of interest income, equity method investment income, investment dividends,
noncontrolling interests and pension income in 2020 was $58.1 million, an approximate $28.6 million decrease
from the prior year primarily driven by an immaterial loss on investment and changes in retirement plan valu-
ation. In 2019, the $25.3 million increase in income from 2018 was primarily driven by changes in retirement
plan valuation.
Segment Profit
Segment profit is calculated as net sales less operating expenses excluding general corporate expenses, inter-
est expense, equity in income from investees, intangible asset amortization, income attributable to noncontrolling
interests and other unallocated amounts that are driven by corporate initiatives and adjusted in Non-GAAP
Measures (as described further below). Refer to the segment data footnote in the Notes to Consolidated Financial
Statements for additional information.
Automotive Group
Automotive’s segment profit increased 4.3% in 2020 from 2019 and segment profit margin was 8.0% in
2020 as compared to 7.6% in 2019. The increase in segment profit margin reflects the strong operating results in
North America and Australasia, driven by the positive impact of cost actions, which offset the 4.4% decrease in
comparable sales for Automotive. The Company’s European automotive operations were the most challenged in
2020, although this business made significant progress during the year, with improved margins in both the third
and fourth quarters. To further improve Automotive’s segment margin, this group will continue to execute on its
growth plans and cost initiatives in 2021 and the years ahead.
Automotive’s segment profit decreased 2.8% in 2019 from 2018 and segment margin was 7.6% in 2019 as
compared to 8.1% in 2018. The decrease in segment margin reflects the loss of expense leverage due to the 2.3%
growth in comparable sales for Automotive. In addition, rising costs in several areas as described above neg-
atively impacted Automotive’s segment margin.
Industrial Group
Industrial’s segment profit decreased 7.7% in 2020 from 2019 and segment profit margin was 8.5%, an
increase from 8.0% in 2019. The improvement in segment profit margin for this group primarily reflects the
benefits of an improved gross margin, despite the reduced demand from the COVID-19 pandemic, and lower
costs. The Company believes that strengthening economic indicators such as Manufacturing Industrial Pro-
duction and the Purchasing Managers Index combined with effective growth initiatives and cost actions position
the Industrial Group for further growth in 2021.
Industrial’s segment profit increased 7.1% in 2019 from 2018 and segment margin was 8.0%, an increase
from 7.7% in 2018. The improvement in segment margin for this group primarily reflects the benefit of improved
gross margins, despite the slowing sales trend during the year and 1.7% comparable sales growth. 2019 was a
transformative year for Industrial, given the addition of Motion Asia Pacific in Australasia and sale of EIS.
26
Income Taxes
The effective income tax rate of 56.9% in 2020 increased from 24.8% in 2019. The increase in rate is primar-
ily due to a non-deductible goodwill impairment charge and other one-time costs incurred during the year.
The effective income tax rate of 24.8% in 2019 increased from 24.6% in 2018. The increase in rate is primar-
ily due to geographic income tax rate mix shifts and the impact of one-time transaction and other costs, as well as
changes in the realizability of future tax benefit adjustments recorded in the comparable periods.
Net Income from Continuing Operations
Net
income from continuing operations was $163.4 million in 2020, a decrease of 74.7% from
$646.5 million in 2019. On a per share diluted basis, net income from continuing operations was $1.13 in 2020,
down 74.4% compared to $4.42 in 2019. Net income from continuing operations was 1.0% of net sales in 2020
compared to 3.7% of net sales in 2019. Net income from continuing operations was $646.5 million in 2019, a
decrease of 13.7% from $749.5 million in 2018. On a per share diluted basis, net income from continuing oper-
ations was $4.42 in 2019, down 13.2% compared to $5.09 in 2018. Net income from continuing operations was
3.7% of net sales in 2019 compared to 4.5% of net sales in 2018.
During the years ended December 31, 2020, 2019 and 2018, the Company incurred $634.5 million,
$170.1 million and $34.9 million, respectively, of adjustments. In 2020, these adjustments include a goodwill
impairment charge related to our European reporting unit, restructuring costs, an inventory adjustment, realized
currency losses, and transaction and other costs and income. Transaction and other costs in 2020 primarily
include incremental costs associated with certain divestitures and COVID-19, slightly offset by income from the
SPR Fire insurance proceeds. In 2019 and 2018, these transaction and other costs primarily reflect costs related to
acquisitions and divestitures. Refer to the acquisitions, divestitures and discontinued operations footnote,
commitments and contingencies footnote, and quarterly financial data footnote in the notes to the consolidated
financial statements for more information.
Adjusted net income from continuing operations was $765.0 million in 2020, down 1.5% from adjusted net
income from continuing operations in 2019. On a per share diluted basis, adjusted net income from continuing
operations was $5.27, a 0.8% decrease compared to adjusted net income per diluted share from continuing oper-
ations of $5.31 in 2019. Adjusted net income from continuing operations was $776.8 million in 2019, up 0.3% from
adjusted net income from continuing operations in 2018. On a per share diluted basis, adjusted net income from
continuing operations was $5.31 in 2019, a 1.0% increase compared to adjusted net income per diluted share from
continuing operations of $5.26 in 2018. Adjusted net income from continuing operations and adjusted net income
per diluted share from continuing operations, both Non-GAAP measures, in 2020, 2019 and 2018 exclude those
items noted above (see table below for reconciliations to the most directly comparable GAAP measures).
Certain Information Regarding Non-GAAP Financial Measures
The following table sets forth a reconciliation of net income from continuing operations and diluted net
income from continuing operations per common share to adjusted net income from continuing operations and
adjusted diluted net income from continuing operations per common share to account for the impact of adjust-
ments. The Company believes that the presentation of adjusted net income from continuing operations and
adjusted diluted net income from continuing operations per common share, which are not calculated in accord-
ance with GAAP, when considered together with the corresponding GAAP financial measures and the reconcilia-
tions to those measures, provide meaningful supplemental information to both management and investors that is
indicative of the Company’s core operations. The Company considers these metrics useful to investors because
they provide greater transparency into management’s view and assessment of the Company’s ongoing operating
performance by removing items management believes are not representative of our continuing operations and
may distort our longer-term operating trends. We believe these measures to be useful to enhance the com-
parability of our results from period to period and with our competitors, as well as to show ongoing results from
operations distinct from items that are infrequent or not associated with the Company’s core operations. The
27
Company does not, nor does it suggest investors should, consider such non-GAAP financial measures in isolation
from, or as a substitute for, GAAP financial information.
(In thousands)
GAAP net income from continuing operations . . . . . . . . . . . . . . . . . . . . . . . . .
Adjustments:
Goodwill impairment charge(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Restructuring(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Realized currency losses(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain on insurance proceeds related to SPR Fire(4) . . . . . . . . . . . . . . . . . .
Gain on equity investment(5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventory adjustment(6) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Transaction and other costs(7) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Year Ended December 31,
2020
2019
2018
$163,395
$646,475
$749,534
506,721
50,019
11,356
(13,448)
—
142,780
34,701
—
— (38,663)
—
31,254
40,000
39,817
—
—
—
—
—
—
34,930
Total adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tax impact of adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
634,465
(32,822)
170,072
(39,704)
34,930
(10,170)
Adjusted net income from continuing operations . . . . . . . . . . . . . . . . . . . . . . .
$765,038
$776,843
$774,294
The table below represents amounts per common share assuming dilution:
(in thousands, except per share data)
GAAP net income from continuing operations . . . . . . . . . . . . . . . . . . . . . . . . .
Adjustments:
Goodwill impairment charge(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Restructuring(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Realized currency losses(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain on insurance proceeds related to SPR Fire(4) . . . . . . . . . . . . . . . . . .
Gain on equity investment(5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventory adjustment(6) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Transaction and other costs(7) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tax impact of adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Year Ended December 31,
2020
2019
2018
$
1.13
$
4.42
$
5.09
3.49
0.34
0.08
(0.09)
—
0.28
0.27
4.37
(0.23)
—
0.98
0.24
—
(0.26)
—
0.20
1.16
(0.27)
—
—
—
—
—
—
0.24
0.24
(0.07)
Adjusted net income from continuing operations . . . . . . . . . . . . . . . . . . . . . . .
$
5.27
$
5.31
$
5.26
Weighted average common shares outstanding — assuming dilution . . . . . . . .
145,115
146,417
147,241
28
The table below clarifies where the adjusted items are presented in the consolidated statement of income:
(in thousands)
Line item:
Year Ended December 31,
2020
2019
2018
Cost of goods sold . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Selling, administrative and other expenses . . . . . . . . . . . . . . . . . . . . . . . . .
Restructuring costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill impairment charge . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-operating expenses (income): Special termination costs . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . .
Non-operating expenses (income): Other
$ 53,495
10,094
50,019
506,721
—
14,136
$
9,608
23,768
100,023
—
42,757
(6,084)
$ 5,779
29,151
—
—
—
—
Total adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$634,465
$170,072
$34,930
(1) Adjustment reflects a second quarter goodwill impairment charge related to our European reporting unit.
(2) Adjustment reflects restructuring and special termination costs related to the 2019 Cost Savings Plan
announced in the fourth quarter of 2019. The costs are primarily associated with severance and other
employee costs, including a voluntary retirement program, and facility and closure costs related to the con-
solidation of operations.
(3) Adjustment reflects realized currency losses related to divestitures.
(4) Adjustment reflects insurance recoveries in excess of losses incurred on inventory, property, plant and
equipment and other fire-related costs related to the S.P. Richards Headquarters and Distribution Center.
(5) Adjustment relates to the gain recognized upon remeasuring the Company’s preexisting 35% equity invest-
ment to fair value upon acquiring the remaining equity of Motion Asia Pacific on July 1, 2019.
(6) Adjustment reflects a $40 million increase to cost of goods sold recorded during the quarter ended
December 31, 2020 due to the correction of an immaterial error related to the accounting in prior years for
consideration received from vendors.
(7) Adjustment includes a $17 million loss on investment, $10 million of incremental costs associated with
COVID-19, and costs associated with certain divestitures. COVID-19 related costs include incremental costs
incurred relating to fees to cancel marketing events and increased cleaning and sanitization materials, among
other things. For the twelve months ended December 31, 2019 and December 31, 2018, adjustments reflect
transaction and other costs related to acquisitions and divestitures.
FINANCIAL CONDITION
The Company’s cash balance of $990.2 million at December 31, 2020 compares to cash of $277.0 million at
December 31, 2019, as discussed further below. For the year ended December 31, 2020, the Company used
$895.0 million to pay down debt (net of proceeds). This was primarily used to pay down the term loan A facility.
Additionally the Company used $453.3 million for dividends paid to the Company’s shareholders, $153.5 mil-
lion for investments in the Company via capital expenditures and $69.2 million for acquisitions and other inves-
ting activities. These items were offset by the Company’s earnings and net cash provided by operating activities.
Accounts receivable decreased $883.3 million, or 36.2%, from December 31, 2019 primarily due to entering
into the A/R Sales Agreement. Inventory increased $62.4 million, or 1.8% from December 31, 2019, but was
down 1.3% excluding the impact of foreign currency. Accounts payable increased $180.1 million, or 4.6% from
December 31, 2019 partly due to extended payment terms with certain suppliers. Total debt of $2.7 billion at
December 31, 2020 decreased $0.7 billion, or 21.9%, from December 31, 2019 primarily due to the extinguish-
ment of the term loan A facility.
29
We continue to negotiate extended payment dates with our suppliers. Our current payment terms with the
majority of our suppliers range from 30 to 360 days. Several global financial institutions offer voluntary supply
chain finance (“SCF”) programs which enable our suppliers (generally those that grant extended terms), at their
sole discretion, to sell their receivables from the Company to these financial institutions on a non-recourse basis
at a rate that takes advantage of our credit rating and may be beneficial to them. The SCF program is primarily
available to suppliers of goods and services included in cost of goods sold in our consolidated statements of
comprehensive income. The Company and our suppliers agree on commercial terms for the goods and services
we procure, including prices, quantities and payment terms, regardless of whether the supplier elects to partic-
ipate in the SCF program. The suppliers sell goods or services, as applicable, to the Company and they issue the
associated invoices to the Company based on the agreed-upon contractual terms. Then, if they are participating in
the SCF program, our suppliers, at their sole discretion, determine which invoices, if any, they want to sell to the
financial institutions. In turn, we direct payment to the financial institutions, rather than the suppliers, for the
invoices sold to the financial institutions. No guarantees are provided by the Company or any of our subsidiaries
on third-party performance under the SCF program; however, the Company guarantees the payment by our sub-
sidiaries to the financial institutions participating in the SCF program for the applicable invoices. We have no
economic interest in a supplier’s decision to participate in the SCF program, and we have no direct financial rela-
tionship with the financial institutions, as it relates to the SCF program. Accordingly, amounts due to our suppli-
ers that elected to participate in the SCF program are included in the line item accounts payable in our
consolidated balance sheets. All activity related to amounts due to suppliers that elected to participate in the SCF
program is reflected in cash flows from operating activities in our consolidated statement of cash flows. We have
been informed by the financial institutions that as of December 31, 2020 and 2019, suppliers elected to sell
$1.8 billion and $1.8 billion, respectively, of our outstanding payment obligations to the financial institutions.
The amount settled through the SCF program was $2.6 billion for the year ended December 31, 2020.
LIQUIDITY AND CAPITAL RESOURCES
The Company’s sources of capital consist primarily of cash flows from operations, supplemented as neces-
sary by private and public issuances of debt and bank borrowings. Currently, we believe that our cash on hand
and available short-term and long-term sources of capital are sufficient to fund the Company’s operations in both
the short and long term, including working capital requirements, scheduled debt payments, interest payments,
capital expenditures, benefit plan contributions, income tax obligations, dividends, share repurchases and con-
templated acquisitions.
The ratio of current assets to current liabilities was 1.21 to 1 at December 31, 2020 and 1.17 to 1 at 2019,
and our liquidity position remains strong. The Company’s total debt outstanding at December 31, 2020 decreased
by $749.0 million or 21.9% from December 31, 2019, primarily due to the extinguishment of our term loan A
facility.
Sources and Uses of Cash
A summary of the Company’s consolidated statements of cash flows is as follows:
Year Ended December 31,
(In thousands)
2020
2019
$ Change
% Change
Operating activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 1,182,003
$ 2,014,522
$
726,363
182,768
$(1,513,765) $ (385,962) $(1,127,803)
$ 832,519
$ (543,595) $
142.0%
(133.6)%
292.2%
(In thousands)
2019
2018
$ Change
% Change
Year Ended December 31,
Operating activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
30
832,519
$1,056,722
$
$ (543,595) $ (469,938) $
$ (385,962) $ (608,830) $
$ (224,203)
(73,657)
222,868
(21.2)%
15.7%
(36.6)%
Operating Activities
The Company continues to generate cash, and in 2020 net cash provided by operating activities totaled
$2.0 billion, a $1.2 billion, or 142.0%, increase from 2019. The increase in cash provided by operating activities
was primarily driven by the effective management of working capital, including the entry into an A/R Sales
Agreement to sell receivables that provided an $800 million benefit to operating cash flows.
In 2019 net cash provided by operating activities totaled $0.8 billion, a $0.2 billion, or 21.2%, decrease from
2018. The decrease in cash provided by operating activities was primarily due to the change in working capital in
2019 as compared to 2018, as the Company’s increase in accounts payable was less than in the prior year.
Investing Activities
Net cash provided by investing activities was $182.8 million in 2020 compared to net cash used of
$543.6 million in 2019, a $726.4 million, or 133.6%, decrease. In 2020, net cash provided by investing activities
included $387.4 million in proceeds from the divestiture of the Business Products Group and $18.1 million in
proceeds from the sale of property, plant and equipment. These proceeds were partially offset by capital
expenditures of $153.5 million, a decrease of $124.4 million, or 44.8%, from the prior year, and $69.2 million
used for acquisitions of businesses and other investing activities, a decrease of $655.5 million, or 90.5%, from
2019. As part of our actions to preserve liquidity as a result of the COVID-19 pandemic, we significantly reduced
our planned capital expenditures during 2020 from our original estimate of $300 million for the year. We esti-
mate that cash used for capital expenditures in 2021 will be in the range of $275 million to $325 million.
Net cash used in investing activities was $543.6 million in 2019 compared to $469.9 million in 2018, a
$73.7 million, or 15.7%, increase. In 2019, net cash used in investing activities included $724.7 million used for
acquisitions of businesses and other investing activities, an increase of $466.9 million, or 181.1%, from 2018,
and capital expenditures of $277.9 million, an increase of $51.4 million, or 22.7%, from the prior year. This
increase was mostly offset by $434.6 million in proceeds for the divestiture of businesses during the year and
$24.4 million in proceeds from the sale of property, plant and equipment.
Financing Activities
Net cash used in financing activities in 2020 totaled $1.5 billion, an increase of $1.1 billion, or 292.2%, from
the $386.0 million in cash used in financing activities in 2019. The increase is primarily driven by the extinguish-
ment of the term loan A facility in 2020. For the years presented, the Company’s financing activities also included
the use of cash for dividends paid to shareholders and repurchases of the Company’s common stock. The Com-
pany paid dividends to shareholders of $453.3 million during 2020. During 2020, the Company repurchased
$96.2 million, of the Company’s common stock. The Company expects this trend of increasing dividends to con-
tinue in the foreseeable future. We also expect to remain active in our share repurchase program, but the amount
and value of shares repurchased will vary and is at the discretion of the Company’s board of directors.
Net cash used in financing activities in 2019 totaled $386.0 million, a decrease of $222.9 million, or 36.6%,
from the $608.8 million in cash used in financing activities in 2018. Primarily, the decrease reflects the net pro-
ceeds from debt issued in 2019 as compared to the net payments on debt in 2018. For the years presented, the
Company’s financing activities also included the use of cash for dividends paid to shareholders and repurchases
of the Company’s common stock. The Company paid dividends to shareholders of $438.9 million and
$416.0 million during 2019 and 2018, respectively. During 2019 and 2018,
the Company repurchased
$74.2 million and $92.0 million, respectively, of the Company’s common stock.
Notes and Other Borrowings
We have taken actions and will continue to take actions, as necessary, intended to preserve financial flexi-
bility in light of current uncertainty in the global markets resulting from COVID-19. These actions have included
the previously negotiated covenant amendments to our credit arrangements due to macro uncertainty and evaluat-
ing alternative forms of liquidity to enhance credit capacity, reducing our capital expenditures (specifically defer-
ring our growth related capital spending) and limiting merger and acquisition activity to select “bolt-on”
31
acquisitions. Additionally, we took precautionary measures in 2020 to conserve liquidity including, but not lim-
ited to, reducing our inventory levels and managing replenishment volumes to adjust to the changing levels of
market demand. To the extent available, we are also delaying tax payments as allowed by governmental author-
ities. We have a low level of capital expenditures related to maintenance items, which provides the flexibility to
modify spending as needed to further preserve funds.
We believe that we have sufficient liquidity to manage through the current market conditions caused by
COVID-19. We ended the year with $2.9 billion of total liquidity (comprising $1.9 billion availability on the
revolving credit facility and $1.0 billion of cash and cash equivalents). From time to time, the Company may
enter into other credit facilities or financing arrangements to provide additional liquidity and to manage against
foreign currency risk. The Company currently believes that the existing lines of credit and cash generated from
operations will be sufficient to fund anticipated operations for the foreseeable future.
On May 1, 2020, the Company entered into an amendment to each of the Amended and Restated Syndicated
Credit Facility Agreement (the “October 30, 2017 Syndicated Facility”) and the Notes Purchase Agreement, each
dated as of October 30, 2017, to provide additional covenant flexibility on account of the COVID-19 pandemic.
In consideration of the increased covenant flexibility, the Company agreed to certain interest rate increases under
these facilities which expire on March 31, 2021.
On May 29, 2020, we entered into the A/R Sales Agreement to sell approximately $500 million of short-
term receivables from certain customer trade accounts to an unaffiliated financial institution. The A/R Sales
Agreement has a one year term, which the Company intends to renew each year. On October 29, 2020, the
Company transferred ownership and control of an additional $300 million in receivables under the A/R Sales
Agreement bringing the total to $800 million. The terms of the A/R Sales Agreement limit the balance of receiv-
ables sold to approximately $800 million at any point in time.
On October 27, 2020, the Company issued $500,000 aggregate principal amount of unsecured 1.875%
Senior Notes due 2030 at a price to the public of 99.069% of their face value with U.S. Bank National Associa-
tion as trustee. Interest on the 1.875% Senior Notes due 2030 is payable semi-annually on May 1 and
November 1 of each year, which begins on May 1, 2021, and is computed on the basis of a 360-day year. On
October 30, 2020, the term loan A was extinguished in connection with the issuance of these senior notes.
On October 30, 2020, the Company entered into a new $1.5 billion Syndicated Facility Agreement (the
“October 30, 2020 Syndicated Facility”). Borrowings under the October 30, 2020 Syndicated Facility bear inter-
est at a rate of London Inter-bank Offered Rate (“LIBOR”) (or a similar index for foreign currency borrowings)
plus a margin, which is based on the Company’s debt rating, with a LIBOR floor of 0.50%. The Company also
has the option to increase the borrowing capacity up to an additional $750 million, as well as an option to
decrease the borrowing capacity or terminate the facility with appropriate notice. The October 30, 2020 Syndi-
cated Facility matures in October 2025. Simultaneously with the entry into the October 30, 2020 Syndicated
Facility, the Company terminated and paid in full all outstanding indebtedness under the October 30, 2017
Syndicated Facility and repaid the existing term loan A facility.
At December 31, 2020, approximately $1.5 billion was available under this line of credit. Due to the work-
ers’ compensation and insurance reserve requirements in certain states, the Company also had unused letters of
credit of approximately $69.9 million outstanding at December 31, 2020. Our unused letters of credit expire
within one year, but have automatic renewal clauses.
At December 31, 2020, the Company had unsecured Senior Notes outstanding of $2.1 billion. These borrow-
ings contain covenants related to a maximum debt to EBITDA ratio and certain limitations on additional borrow-
ings. The weighted average interest rate on the Company’s total outstanding borrowings was approximately
2.65% at December 31, 2020 and 2.18% at December 31, 2019. Total interest expense, net of interest income, for
all borrowings was $91.0 million, $91.4 million and $93.3 million in 2020, 2019 and 2018, respectively. Refer to
the credit facilities footnote the Consolidated Financial Statements for more information.
At December 31, 2020, the Company was in compliance with the covenants under its October 30, 2020
Syndicated Facility and its outstanding unsecured Senior Notes. Any failure to comply with our debt covenants
32
or restrictions could result in a default under our financing arrangements or could require us to obtain waivers
from our lenders for failure to comply with these restrictions. The occurrence of a default that remains uncured or
the inability to secure a necessary consent or waiver could create cross defaults under other debt arrangements
and have a material adverse effect on our business, financial condition, results of operations and cash flows.
Contractual and Other Obligations
The following table summarizes our material cash requirements at December 31, 2020 that we expect to be
paid in cash. The table does not include amounts that are contingent on events or other factors that are uncertain
or unknown at this time, including legal contingencies and uncertain tax positions. The amounts presented are
based on various estimates and actual results may vary from the amounts presented.
(In thousands)
Total
Credit facilities . . . . . . . . . . . . . . .
Operating leases . . . . . . . . . . . . . .
$2,690,863
1,132,539
Total material cash
Payment Due by Period
Less Than
1 Year
$162,429
295,841
1-3 Years
3-5 Years
Over
5 Years
$251,573
440,660
$395,906
209,903
$1,880,955
186,135
requirements . . . . . . . . . . . . . . .
$3,823,402
$458,270
$692,233
$605,809
$2,067,090
Purchase orders or contracts for the purchase of inventory and other goods and services are not included in
our estimates. We are not able to determine the aggregate amount of such purchase orders that represent con-
tractual cash requirement, as purchase orders may represent authorizations to purchase rather than binding
agreements. Our purchase orders are based on our current distribution needs and are fulfilled by our vendors
within short time horizons. The Company does not have significant agreements for the purchase of inventory or
other goods specifying minimum quantities or set prices that exceed our expected requirements.
Additionally, the Company guarantees the borrowings of certain independently owned automotive parts
stores (independents) and certain other affiliates in which the Company has a noncontrolling equity ownership
interest (affiliates). The Company’s maximum exposure to loss as a result of its involvement with these
independents and affiliates is generally equal to the total borrowings subject to the Company’s guarantee. At
December 31, 2020, the total borrowings of the independents and affiliates subject to guarantee by the Company
were approximately $884.7 million. These loans generally mature over periods from one to six years. Our
amount of commitment expiring in 2021 is approximately $420.7 million. To date, the Company has had no sig-
nificant losses in connection with guarantees of independents’ and affiliates’ borrowings.
Share Repurchases
In 2020, the Company repurchased approximately 1.1 million shares of its common stock and the Company
had remaining authority to purchase approximately 14.5 million shares of its common stock at December 31,
2020. There were no other repurchase plans announced as of December 31, 2020.
CRITICAL ACCOUNTING POLICIES
Management’s Discussion and Analysis of Financial Condition and Results of Operations is based upon our
consolidated financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of
our consolidated financial statements requires management to make estimates, assumptions and judgments that
affect the reported amounts of assets, liabilities, net sales and expenses and related disclosure of contingent assets
and liabilities. Management bases its estimates on historical experience and on various other assumptions that are
believed to be reasonable under the circumstances, the results of which form the basis for making judgments
about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results
may differ from these estimates under different assumptions or conditions.
We describe in this section certain critical accounting policies that require us to make significant estimates,
assumptions and judgments. An accounting policy is deemed to be critical if it requires an accounting estimate to
33
be made based on assumptions about matters that are uncertain at the time the estimate is made and if different
estimates that reasonably could have been used, or changes in the accounting estimates that are reasonably likely
to occur periodically, could materially impact the consolidated financial statements. Management believes the
following critical accounting policies reflect its most significant estimates and assumptions used in the prepara-
tion of the consolidated financial statements. For further information on the critical accounting policies, see the
summary of significant accounting policies footnote in the Notes to Consolidated Financial Statements.
Inventories — Provisions for Slow Moving and Obsolescence
The Company identifies slow moving or obsolete inventories and estimates appropriate provisions related
thereto. Historically, these losses have not been significant as the vast majority of the Company’s inventories are
not highly susceptible to obsolescence and a majority are eligible for return under various vendor return pro-
grams. While the Company has no reason to believe its inventory return privileges will be discontinued in the
future, its risk of loss associated with obsolete or slow moving inventories would increase if such were to occur.
Allowance for Doubtful Accounts — Methodology
The Company evaluates the collectability of trade accounts receivable based on a combination of factors.
The Company estimates an allowance for doubtful accounts as a percentage of net sales based on various factors,
including historical experience, current economic conditions and expected future credit losses and collectability
trends. The Company periodically adjusts this estimate when the Company becomes aware of a specific custom-
er’s inability to meet its financial obligations (e.g., bankruptcy filing) or as a result of changes in the overall
aging of accounts receivable. While the Company has a large customer base that is geographically dispersed, a
general economic downturn in any of the industry segments in which the Company operates could result in
higher than expected defaults and, therefore, the need to revise estimates for bad debts. For the years ended
December 31, 2020, 2019 and 2018, the Company recorded provisions for doubtful accounts of approximately
$23.6 million, $13.9 million, and $15.9 million, respectively.
Consideration Received from Vendors
The Company may enter into agreements at the beginning of each year with many of its vendors that pro-
vide for inventory purchase incentives. Generally, the Company earns inventory purchase incentives upon
achieving specified volume purchasing levels or other criteria. The Company accrues for the receipt of these
incentives as part of its inventory cost based on cumulative purchases of inventory to date and projected
inventory purchases through the end of the year. While management believes the Company will continue to
receive consideration from vendors in 2021 and beyond, there can be no assurance that vendors will continue to
provide comparable amounts of incentives in the future or that we will be able to achieve the specified volumes
necessary to take advantage of such incentives.
Impairment of Property, Plant and Equipment and Goodwill and Other Intangible Assets
At least annually, the Company evaluates property, plant and equipment, goodwill and other intangible
assets for potential impairment indicators. The Company’s judgments regarding the existence of impairment
indicators are based on market conditions and operational performance, among other factors. Future events could
cause the Company to conclude that impairment indicators exist and that assets associated with a particular oper-
ation are impaired. Evaluating for impairment also requires the Company to estimate future operating results and
cash flows which requires judgment by management. Any resulting impairment loss could have a material
adverse impact on the Company’s financial condition and results of operations. Refer to the goodwill and other
intangible assets footnote of the Notes to Consolidated Financial Statements for further information on the results
of the Company’s annual goodwill impairment testing.
Employee Benefit Plans
The Company’s benefit plan committees in the U.S. and Canada establish investment policies and strategies
and regularly monitor the performance of the Company’s pension plan assets. The plans in Europe are unfunded
34
and therefore there are no plan assets. The pension plan investment strategy implemented by the Company’s
management is to achieve long-term objectives and invest the pension assets in accordance with the applicable
pension legislation in the U.S. and Canada, as well as fiduciary standards. The long-term primary objectives for
the pension plan funds are to provide for a reasonable amount of long-term growth of capital without undue
exposure to risk, protect the assets from erosion of purchasing power and provide investment results that meet or
exceed the pension plans’ actuarially assumed long-term rates of return. The Company’s investment strategy
with respect to pension plan assets is to generate a return in excess of the passive portfolio benchmark (47% S&P
500 Index, 5% Russell Mid Cap Index, 7% Russell 2000 Index, 5% MSCI EAFE Index, 5% DJ Global Moderate
Index, 3% MSCI Emerging Market Net, and 28% Barclays U.S. Long Govt/Credit).
We make several critical assumptions in determining our pension plan assets and liabilities and related pen-
sion income. We believe the most critical of these assumptions are the expected rate of return on plan assets and
the discount rate. Other assumptions we make relate to employee demographic factors such as rate of compensa-
tion increases, mortality rates, retirement patterns and turnover rates. Refer to the employee benefit plans foot-
note of the Notes to Consolidated Financial Statements for more information regarding these assumptions.
Based on the investment policy for the pension plans, as well as an asset study that was performed based on
the Company’s asset allocations and future expectations, the Company’s expected rate of return on plan assets for
measuring 2021 pension income is 6.88% for the plans. The asset study forecasted expected rates of return for the
approximate duration of the Company’s benefit obligations, using capital market data and historical relationships.
The discount rate is chosen as the rate at which pension obligations could be effectively settled and is based
on capital market conditions as of the measurement date. We have matched the timing and duration of the
expected cash flows of our pension obligations to a yield curve generated from a broad portfolio of high-quality
fixed income debt instruments to select our discount rate. Based upon this cash flow matching analysis, we
selected a weighted average discount rate for the plans of 2.7% at December 31, 2020.
Effective December 31, 2013, our defined benefit pension plans was amended to freeze benefit plan accruals
for participants and provide for immediate vesting of accrued benefits. Net periodic benefit income for our
defined benefit pension plans was $18.0 million, $16.2 million, and $15.8 million for the years ended
December 31, 2020, 2019 and 2018, respectively. The income associated with the pension plans in 2020, 2019
and 2018 reflects the impact of the freeze. Refer to the employee benefit plans footnote of the Notes to Con-
solidated Financial Statements for more information regarding employee benefit plans.
Business Combinations
When the Company acquires businesses, it applies the acquisition method of accounting and recognizes the
identifiable assets acquired, the liabilities assumed, and any noncontrolling interests in an acquiree at their fair
values on the acquisition date, which requires significant estimates and assumptions. Goodwill is measured as the
excess of the fair value of the consideration transferred over the net of the acquisition date fair values of the iden-
tifiable assets acquired and liabilities assumed. The acquisition method requires the Company to record provi-
sional amounts for any items for which the accounting is not complete at the end of a reporting period. The
Company must complete the accounting during the measurement period, which cannot exceed one year. Adjust-
ments made during the measurement period could have a material impact on the Company’s financial condition
and results of operations.
The Company typically measures customer relationship and other intangible assets using an income
approach. Significant estimates and assumptions used in this approach include discount rates and certain assump-
tions that form the basis of the forecasted cash flows expected to be generated from the asset (e.g., future revenue
growth rates, operating margins and attrition rates). If the subsequent actual results and updated projections of the
underlying business activity change compared with the assumptions and projections used to develop these values,
the Company could record impairment charges. In addition, the Company has estimated the economic lives of
certain acquired tangible and intangible assets and these lives are used to calculate depreciation and amortization
expense. If the Company’s estimates of the economic lives change, depreciation or amortization expenses could
be increased or decreased, or the acquired asset could be impaired.
35
Legal and Product Liabilities
The Company accrues for potential losses related to legal disputes, litigation, product liabilities, and regu-
latory matters when it is probable (the future event or events are likely to occur) that the Company will incur a
loss and the amount of the loss can be reasonably estimated.
To calculate product liabilities, the Company estimates potential losses relating to pending claims and also
estimates the likelihood of additional, similar claims being filed against the Company in the future. To estimate
potential losses on claims that could be filed in the future, the Company considers claims pending against the
Company, claim filing rates, the number of codefendants and the extent to which they share in settlements, and
the amount of loss by claim type. The estimated losses for pending and potential future claims are calculated on a
discounted basis using risk-free interest rates derived from market data about monetary assets with maturities
comparable to those of the projected product liabilities. The Company uses an actuarial specialist to assist with
measuring its product liabilities. Refer to the commitments and contingencies footnote of the Notes to Con-
solidated Financial Statements for additional information regarding product liabilities.
Self Insurance
The Company is self-insured for the majority of its group health insurance costs. A reserve for claims
incurred but not reported is developed by analyzing historical claims data provided by the Company’s claims
administrators. These reserves are included in accrued expenses in the accompanying consolidated balance sheets
as the expenses are expected to be paid within one year.
Long-term insurance liabilities consist primarily of reserves for the Company’s workers’ compensation
program. In addition, the Company carries various large risk deductible workers’ compensation policies for the
majority of workers’ compensation liabilities. The Company records the workers’ compensation reserves based
on an analysis performed by an independent actuary. The analysis calculates development factors, which are
applied to total reserves as provided by the various insurance companies who underwrite the program. While the
Company believes that the assumptions used to calculate these liabilities are appropriate, significant differences
in actual experience or significant changes in these assumptions may materially affect workers’ compensation
costs.
Income Taxes
The Company accounts for income taxes under the asset and liability method. Under this method, deferred
tax assets and liabilities are determined based on the differences between the financial statement carrying amount
and the tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are
expected to reverse. Deferred tax assets and liabilities are recorded net as noncurrent deferred income taxes. In
addition, valuation allowances are recorded to reduce deferred tax assets to the amount that will more likely than
not be realized. In making this determination, the Company considers all available positive and negative evi-
dence including projected future taxable income, future reversals of existing temporary differences, recent finan-
cial operations and tax planning strategies.
The Company recognizes a tax benefit from uncertain tax positions when it is more likely than not that the
position will be sustained upon examination, including resolutions of any related appeals or litigation processes,
based on the technical merits.
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
Refer to the summary of significant accounting policies footnote in the Notes to Consolidated Financial
Statements for information on recent accounting pronouncements.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
Although the Company does not face material risks related to commodity prices, the Company is exposed to
changes in interest rates and in foreign currency rates with respect to foreign currency denominated operating
revenues and expenses.
36
Foreign Currency
The Company incurs translation gains or losses resulting from the translation of an operating unit’s foreign
functional currency into U.S. dollars for consolidated financial statement purposes. For the periods presented, the
Company’s principal foreign currency exchange exposures are the Euro, the functional currency of our European
operations; the Canadian dollar, the functional currency of our Canadian operations; and the Australian dollar,
the functional currency of our Australasian operations. We monitor our foreign currency exposures and from
time to time, we enter into currency forward contracts to manage our exposure to currency fluctuations. Foreign
currency exchange exposure, particularly in regard to the Euro positively impacted our results for the year ended
December 31, 2020. This positive impact was mostly offset by the negative impact from the Canadian and Aus-
tralian dollar for the full year ended December 31, 2020. Foreign currency exchange exposure, particularly in
regard to the Canadian and Australian dollar and, to a lesser extent, the Euro, negatively impacted our results for
the year ended December 31, 2019.
During 2020 and 2019, it was estimated that a 10% shift in exchange rates between those foreign functional
currencies and the U.S. dollar would have impacted translated net sales by approximately $549 million and
$508 million, respectively. A 15% shift in exchange rates between those functional currencies and the U.S. dollar
would have impacted translated net sales by approximately $824 million in 2020 and $763 million in 2019. A
20% shift in exchange rates between those functional currencies and the U.S. dollar would have impacted trans-
lated net sales by approximately $1,099 million in 2020 and $1,017 million in 2019.
Interest Rates
The Company is subject to interest rate volatility with regard to existing and future issuances of debt. We
monitor our mix of fixed-rate and variable-rate debt as well as our mix of short-term debt and long-term debt.
From time to time, we enter into interest rate swap agreements to manage our exposure to interest rate fluctua-
tions. Based on the Company’s variable-rate debt and derivative instruments outstanding as of December 31,
2020 and 2019, we estimate that a 100 basis point increase in interest rates would have increased interest expense
by $1.1 million in 2020 and $5.5 million in 2019. However, these increases in interest expense would have been
partially offset by the increases in interest income related to higher interest rates.
37
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
ANNUAL REPORT ON FORM 10-K
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
Report of Independent Registered Public Accounting Firm . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Balance Sheets as of December 31, 2020 and 2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statements of Income for the Years Ended December 31, 2020, 2019 and 2018 . . . . . . . . . . .
Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2020, 2019, and
2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statements of Equity for the Years Ended December 31, 2020, 2019 and 2018 . . . . . . . . . . . .
Consolidated Statements of Cash Flows for the Years Ended December 31, 2020, 2019 and 2018 . . . . . . . .
Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Page
39
42
43
44
45
46
47
38
Report of Independent Registered Public Accounting Firm
To the Shareholders and the Board of Directors of Genuine Parts Company and Subsidiaries
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Genuine Parts Company and Subsidiaries
(the Company) as of December 31, 2020 and 2019, the related consolidated statements of income, compre-
hensive income, equity and cash flows for each of the three years in the period ended December 31, 2020, and
the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the con-
solidated financial statements present fairly, in all material respects, the financial position of the Company at
December 31, 2020 and 2019, and the results of its operations and its cash flows for each of the three years in the
period ended December 31, 2020, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board
(United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2020,
based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (2013 framework) and our report dated February 19, 2021 expressed
an unqualified opinion thereon.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to
express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm
registered with the PCAOB and are required to be independent with respect to the Company in accordance with
the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commis-
sion and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of
material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the
risks of material misstatement of the financial statements, whether due to error or fraud, and performing proce-
dures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the
amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles
used and significant estimates made by management, as well as evaluating the overall presentation of the finan-
cial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matters
The critical audit matters communicated below are matters arising from the current period audit of the finan-
cial statements that were communicated or required to be communicated to the audit committee and that:
(1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially
challenging, subjective or complex judgments. The communication of critical audit matters does not alter in any
way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating
the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or
disclosures to which they relate.
39
Description of
the Matter
How We
Addressed the
Matter in Our
Audit
Description of
the Matter
Valuation of Goodwill
As of December 31, 2020, the Company’s goodwill was $1,917,477,000. As disclosed in Note 1
to the consolidated financial statements, goodwill is tested for impairment at least annually at
the reporting unit level. For a reporting unit in which the Company concludes, based on the
qualitative assessment, that it is more likely than not that the fair value of the reporting unit is
less than its carrying amount (or if the Company elects to skip the optional qualitative
assessment), the Company is required to perform a quantitative impairment test, which includes
measuring the fair value of the reporting unit and comparing it to the reporting unit’s carrying
amount. In the year ended December 31, 2020, the Company recorded a goodwill impairment
charge of $506,721,000 related to its European reporting unit as disclosed in Note 3 to the
consolidated financial statements.
Auditing management’s quantitative impairment test for goodwill was complex and judgmental
due to the significant estimation required to determine the fair value of the reporting unit. In
particular, the fair value estimate was sensitive to significant assumptions, such as changes in the
weighted average cost of capital and market multiples, and near-term revenue and operating mar-
gin projections, which are affected by expectations about future market or economic conditions.
We obtained an understanding, evaluated the design and tested the operating effectiveness of
controls over the Company’s goodwill impairment review process, including controls over
management’s review of the significant assumptions described above.
To test the estimated fair value of the European reporting unit, we performed audit procedures
that included, among others, assessing methodologies and testing the significant assumptions
discussed above and the underlying data used by the Company in its analysis. For example, we
compared the significant assumptions of the reporting unit to current industry, market and
economic trends, to the Company’s historical results and those of other guideline companies in
the same industry, and to other relevant factors. We involved our valuation specialists to assist
in our evaluation of the Company’s valuation methodology and significant assumptions. In
addition, we assessed the historical accuracy of management’s estimates and performed sensi-
tivity analyses of significant assumptions to evaluate the changes in the fair value of the report-
ing unit that would result from changes in the assumptions. We also recalculated the resulting
impairment charge recorded by the Company.
Loss Contingencies Related to Product Liabilities
As disclosed in Notes 1 and 13 to the consolidated financial statements, the Company is subject
to pending product
liability lawsuits primarily resulting from its national distribution of
automotive parts and supplies. The Company accrues for loss contingencies related to product
liabilities if it is probable that the Company will incur a loss and the loss can be reasonably
liabilities as of December 31, 2020 was
estimated. The amount accrued for product
$169,461,000.
Auditing the Company’s loss contingencies related to product liabilities was complex due to the
significant measurement uncertainty associated with the estimate, management’s application of
significant judgment and the use of valuation techniques. In addition, the loss contingencies
related to product liabilities are sensitive to significant management assumptions, including the
number, type, and severity of claims incurred and estimated to be incurred in future periods.
40
How We
Addressed the
Matter in Our
Audit
We obtained an understanding, evaluated the design and tested the operating effectiveness of
relevant controls over the Company’s process for estimating loss contingencies related to prod-
uct liabilities. For example, we tested controls over management’s review of the significant
assumptions described above and the reconciliation of claims data to that used by the Compa-
ny’s actuarial specialist.
To test the estimated loss contingencies related to product liabilities, our audit procedures
included, among others, assessing the methodology used, testing the significant assumptions,
including testing the completeness and accuracy of the underlying data, and comparing sig-
nificant assumptions to historical claims as well as external data. We evaluated the legal letters
obtained from internal and external legal counsel, held discussions with legal counsel, and per-
formed a search for new or contrary evidence affecting the estimate. We involved our actuarial
specialists to assist in our evaluation of the methodology and assumptions used by management
and to independently develop a range of estimated product liabilities using the Company’s his-
torical data as well as other information available for similar cases. We compared the Compa-
ny’s estimated loss contingencies related to product liabilities to the range developed by our
actuarial specialists. We also assessed the adequacy of the Company’s disclosures, included in
Notes 1 and 13 to the consolidated financial statements, in relation to these matters.
/s/
Ernst & Young LLP
We have served as the Company’s auditor since 1948.
Atlanta, Georgia
February 19, 2021
41
Genuine Parts Company and Subsidiaries
Consolidated Balance Sheets
(In Thousands, Except Share Data and per Share Amounts)
Assets
Current assets:
Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trade accounts receivable, net
Merchandise inventories, net
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses and other current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Current assets of discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other intangible assets, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating lease assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property, plant and equipment, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Noncurrent assets of discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
As of December 31,
2020
2019
990,166
1,556,966
3,506,271
1,060,360
—
7,113,763
1,917,477
1,498,257
65,658
1,038,877
644,140
1,162,043
—
$
276,992
2,440,252
3,443,876
1,063,245
714,251
7,938,616
2,293,519
1,492,097
45,921
995,667
457,350
1,173,688
248,771
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$13,440,215
$14,645,629
Liabilities and equity
Current liabilities:
Trade accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Current portion of debt
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Current liabilities of discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 4,128,084
160,531
1,491,426
114,043
—
$ 3,948,000
624,043
1,493,109
110,851
218,117
Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term debt
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pension and other post-retirement benefit liabilities . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other long-term liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Noncurrent liabilities of discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity:
Preferred stock, par value $1 per share — authorized 10,000,000 shares; none
issued . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Common stock, par value $1 per share — authorized 450,000,000 shares; issued
and outstanding — 2020 — 144,354,335 shares and 2019 — 145,378,158
shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Additional paid-in capital
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated other comprehensive loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total parent equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Noncontrolling interests in subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5,894,084
2,516,614
789,294
265,687
212,910
543,623
—
6,394,120
2,802,056
756,519
249,832
233,044
445,652
68,906
—
—
144,354
117,165
(1,036,502)
3,979,779
3,204,796
13,207
145,378
98,777
(1,141,308)
4,571,860
3,674,707
20,793
Total equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3,218,003
3,695,500
Total liabilities and equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$13,440,215
$14,645,629
See accompanying notes.
42
Genuine Parts Company and Subsidiaries
Consolidated Statements of Income
(In Thousands, Except per Share Amounts)
Year Ended December 31,
2020
2019
2018
Net sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cost of goods sold . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$16,537,433
10,882,592
$17,522,234
11,662,551
$16,831,605
11,311,850
Gross profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating expenses:
Selling, administrative and other expenses . . . . . . . . . . . . . . . . .
Depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . .
Provision for doubtful accounts . . . . . . . . . . . . . . . . . . . . . . . . .
Restructuring costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill impairment charge . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-operating expenses (income):
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Special termination costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total non-operating expenses (income) . . . . . . . . . . . . . . . . . . . . . . .
Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income from continuing operations . . . . . . . . . . . . . . . . . . . . . . .
Net (loss) income from discontinued operations . . . . . . . . . . . . . . . .
Net (loss) income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Basic (loss) earnings per share:
Continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Basic (loss) earnings per share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted (loss) earnings per share:
Continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted (loss) earnings per share . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Weighted average common shares outstanding . . . . . . . . . . . . . . . . .
Dilutive effect of stock options and non-vested restricted stock
awards . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Weighted average common shares outstanding — assuming
5,654,841
5,859,683
5,519,755
4,386,739
272,842
23,577
50,019
506,721
4,577,610
257,263
13,876
100,023
—
4,241,203
227,584
15,929
—
—
5,239,898
4,948,772
4,484,716
93,713
(58,138)
—
35,575
379,368
215,973
163,395
(192,497)
95,583
(86,712)
42,757
51,628
859,283
212,808
646,475
(25,390)
101,796
(61,395)
—
40,401
994,638
245,104
749,534
60,940
(29,102) $
621,085
$
810,474
$
1.13
(1.33)
(0.20) $
$
1.13
(1.33)
(0.20) $
$
4.44
(0.18)
4.26
$
$
4.42
(0.18)
4.24
$
5.11
0.42
5.53
5.09
0.41
5.50
144,474
145,736
146,657
641
681
584
$
$
$
$
$
dilution . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
145,115
146,417
147,241
See accompanying notes.
43
Genuine Parts Company and Subsidiaries
Consolidated Statements of Comprehensive Income
(In Thousands, Except per Share Amounts)
Net (loss) income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other comprehensive income (loss), net of income taxes:
Foreign currency translation adjustments . . . . . . . . . . . . . . . . . . . . . . . .
Cash flow hedge adjustments, net of income taxes in 2020 — $3,453,
2019 — $5,932, and 2018 — $1,713 . . . . . . . . . . . . . . . . . . . . . . . . .
Pension and postretirement benefit adjustments, net of income taxes of
2020 — $4,639, 2019 — $5,036, and 2018 — $21,297 . . . . . . . . . . .
Year Ended December 31,
2020
2019
2018
$ (29,102) $ 621,085
$ 810,474
102,595
67,902
(200,490)
(9,336)
(16,039)
(4,631)
11,547
44,433
(57,365)
Other comprehensive income (loss), net of tax . . . . . . . . . . . . . . . . . . . . . . .
104,806
96,296
(262,486)
Comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 75,704
$ 717,381
$ 547,988
See accompanying notes.
44
Genuine Parts Company and Subsidiaries
Consolidated Statements of Equity
(In Thousands, Except Share Data and per Share Amounts)
Common Stock
Shares
Amount
Additional
Paid-In
Capital
Accumulated
Other
Comprehensive
Loss
Retained
Earnings
Total
Parent
Equity
Non-
controlling
Interests in
Subsidiaries
Total
Equity
Balance at January 1, 2018 . . . . . 146,652,615 $146,653 $ 68,126
—
—
—
$ (852,592)
—
$4,049,965 $3,412,152
810,474
810,474
$ 52,004
—
$3,464,156
810,474
Balance at December 31, 2018 . . 145,936,613
—
Net income . . . . . . . . . . . . .
Other comprehensive
145,937
—
78,380
—
(1,115,078)
—
4,341,212
621,085
3,450,451
621,085
21,540
—
3,471,991
621,085
—
— (30,464)
(30,464)
Net income . . . . . . . . . . . . .
Other comprehensive loss,
net of tax . . . . . . . . . . . . .
Cash dividends declared,
$2.88 per share . . . . . . . .
Share-based awards
exercised, including tax
benefit of $4,232 . . . . . . .
Share-based
compensation . . . . . . . . . .
Purchase of stock . . . . . . . . .
Cumulative effect from
adoption of ASU
No. 2014-09, net of tax . .
Noncontrolling interest
activities . . . . . . . . . . . . .
income, net of tax . . . . . .
Cash dividends declared,
$3.05 per share . . . . . . . .
Share-based awards
exercised, including tax
benefit of $4,920 . . . . . . .
Share-based
compensation . . . . . . . . . .
Purchase of stock . . . . . . . . .
Cumulative effect from
adoption of ASU
No. 2018-02 . . . . . . . . . . .
Cumulative effect from
adoption of ASU
No. 2016-02, net of tax . .
Noncontrolling interest
activities . . . . . . . . . . . . .
—
—
—
—
—
—
235,058
235
(10,462)
—
(951,060)
— 20,716
—
(951)
—
—
—
—
—
—
(262,486)
— (262,486)
(422,352)
(422,352)
— (10,227)
—
(91,032)
20,716
(91,983)
(5,843)
(5,843)
—
—
—
—
—
—
240,568
240
(11,653)
—
(799,023)
— 32,050
—
(799)
96,296
—
96,296
—
—
—
—
(444,372)
(444,372)
— (11,413)
—
(73,388)
32,050
(74,187)
(122,526)
122,526
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
(262,486)
(422,352)
(10,227)
20,716
(91,983)
(5,843)
—
—
—
—
—
—
—
96,296
(444,372)
(11,413)
32,050
(74,187)
—
4,797
4,797
4,797
—
—
(747)
(747)
Balance at December 31, 2019 . . 145,378,158
—
Net loss . . . . . . . . . . . . . . . .
Other comprehensive
145,378
—
98,777
—
(1,141,308)
—
4,571,860
(29,102)
3,674,707
(29,102)
20,793
—
3,695,500
(29,102)
income, net of tax . . . . . .
Cash dividend declared,
$3.16 per share . . . . . . . .
Share-based awards
exercised, including tax
benefit of $677 . . . . . . . .
Share-based
compensation . . . . . . . . . .
Purchase of stock . . . . . . . . .
Cumulative effect from
adoption of ASU
2016-13, net of tax . . . . .
—
—
—
—
—
—
112,621
113
(4,233)
—
(1,136,444)
— 22,621
—
(1,137)
—
—
—
104,806
— 104,806
—
—
—
—
—
(456,469)
(456,469)
—
(4,120)
—
(95,078)
22,621
(96,215)
(11,432)
(11,432)
—
—
—
—
—
—
104,806
(456,469)
(4,120)
22,621
(96,215)
(11,432)
Noncontrolling interest
activities . . . . . . . . . . . . .
—
Balance at December 31, 2020 . . 144,354,335 $144,354 $117,165
—
—
—
$(1,036,502)
—
—
$3,979,779 $3,204,796
(7,586)
$ 13,207
(7,586)
$3,218,003
See accompanying notes.
45
Genuine Parts Company and Subsidiaries
Consolidated Statements of Cash Flows
(In Thousands)
Operating activities:
Net (loss) income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net (loss) income from discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income from continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjustments to reconcile net income from continuing operations to net cash
provided by operating activities:
Depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Excess tax benefit from share-based compensation . . . . . . . . . . . . . . . . . . . . .
Deferred income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Share-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Realized currency and other divestiture losses . . . . . . . . . . . . . . . . . . . . . . . .
Gain on equity investment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill impairment charge . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other operating activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Changes in operating assets and liabilities:
Trade accounts receivable, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Merchandise inventories, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trade accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other short-term assets and liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other long-term assets and liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash provided by operating activities from continuing operations . . . . . . . . . .
Investing activities:
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchases of property, plant and equipment
Proceeds from sale of property, plant and equipment
. . . . . . . . . . . . . . . . . . . . . . .
Proceeds from divestitures of businesses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Acquisitions of businesses and other investing activities . . . . . . . . . . . . . . . . . . . .
Net cash provided by (used in) investing activities from continuing operations . . .
Financing activities:
Proceeds from debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payments on debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Share-based awards exercised . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchase of stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other financing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash used in financing activities from continuing operations . . . . . . . . . . . . . .
Cash flows from discontinued operations:
Net cash flows provided by operating activities from discontinued operations . . .
Net cash used in investing activities from discontinued operations . . . . . . . . . . . . .
Net cash provided by financing activities from discontinued operations . . . . . . . .
Net cash (used in) provided by discontinued operations . . . . . . . . . . . . . . . . . . . . .
Effect of exchange rate changes on cash and cash equivalents . . . . . . . . . . . . . . . .
Net increase (decrease) in cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . .
Cash and cash equivalents at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Year Ended December 31
2020
2019
2018
$
(29,102) $
(192,497)
621,085
(25,390)
$
163,395
646,475
810,474
60,940
749,534
272,842
(677)
(27,722)
22,621
11,356
—
506,721
12,569
957,514
58,462
89,350
(109,812)
57,903
257,263
(4,920)
(55,939)
28,703
34,701
(38,663)
—
(17,589)
(134,163)
(54,765)
82,739
11,740
76,937
227,584
(4,232)
1,593
17,737
—
—
—
1,648
(62,103)
(74,148)
357,097
(100,616)
(57,372)
2,014,522
832,519
1,056,722
(153,502)
18,064
387,379
(69,173)
(277,873)
24,387
434,609
(724,718)
(226,506)
14,391
—
(257,823)
182,768
(543,595)
(469,938)
2,638,014
(3,533,017)
(4,120)
(453,277)
(96,215)
(65,150)
5,037,168
(4,897,769)
(11,413)
(438,890)
(74,187)
(871)
5,064,291
(5,124,265)
(10,227)
(415,983)
(91,983)
(30,663)
(1,513,765)
(385,962)
(608,830)
5,039
(11,131)
—
(6,092)
35,741
713,174
276,992
59,491
(19,611)
—
39,880
603
(56,555)
333,547
88,442
(26,186)
—
62,256
(21,562)
18,648
314,899
Cash and cash equivalents at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
990,166
$
276,992
$
333,547
Supplemental disclosures of cash flow information
Cash paid during the year for:
Income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest
$
$
223,019
91,344
$
$
303,736
95,281
$
$
236,536
102,131
See accompanying notes.
46
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements
December 31, 2020
(in thousands, except per share data)
1. Summary of Significant Accounting Policies
Business
Genuine Parts Company (the “Company”) is a distributor of automotive replacement parts and industrial
parts and materials. The Company serves a diverse customer base through a network of more than 10,000 loca-
tions throughout North America, Australasia, and Europe and, therefore, has limited exposure from credit losses
to any particular customer, region, or industry segment. The Company performs periodic credit evaluations of its
customers’ financial condition and generally does not require collateral.
The Company’s operations are vulnerable to the reduced economic activity caused by the COVID-19 out-
break, which was declared a pandemic in March 2020. The extent to which the COVID-19 pandemic impacts the
Company will depend on numerous factors and future developments that the Company cannot predict, including
the severity of the virus; the occurrence of additional waves or spikes in infection rates; the duration of the out-
break; governmental, business or other actions taken in response to the pandemic and the efficacy of these
actions, including partial or complete shut downs, travel restrictions, and stay-at-home orders among other
actions; the effectiveness and distribution of COVID-19 vaccines; and impacts on the Company’s supply chain,
its ability to keep operating locations open, and on customer demand. The Company benefited from various
forms of government economic assistance including certain temporary subsidies that were received in 2020,
which have been classified as a reduction of selling, administrative and other expenses. The Company has eval-
uated subsequent events through the date the financial statements were issued.
On June 30, 2020, the Company completed the divestiture of its Business Products Group. Refer to the acquis-
itions, divestitures and discontinued operations footnote for more information. The Company’s results of oper-
ations for the Business Products Group are reported as discontinued operations and all information related to the
discontinued operations has been excluded from the notes to the consolidated financial statements for all periods
presented. Net (loss) income from discontinued operations for each period includes all costs that are directly
attributable to these businesses and excludes certain corporate overhead costs that were previously allocated.
Principles of Consolidation
The consolidated financial statements include all of the accounts of the Company. The net income attribut-
able to noncontrolling interests is not material to the Company’s consolidated net income. Intercompany
accounts and transactions have been eliminated in consolidation.
Use of Estimates
The preparation of the consolidated financial statements, in conformity with U.S. generally accepted
accounting principles, requires management to make estimates and assumptions that affect the amounts reported
in the consolidated financial statements and accompanying notes. Actual results may differ from those estimates
and the differences could be material. If the pandemic persists or worsens, the estimates and assumptions
management made as of December 31, 2020 could change, and it is reasonably possible such changes could be
significant.
Revenue Recognition
The Company primarily recognizes revenue at the point the customer obtains control of the products or serv-
ices and at an amount that reflects the consideration expected to be received for those products or services. Con-
tracts with customers may include multiple performance obligations. For such arrangements, the Company
47
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
allocates revenue to each performance obligation based on its relative standalone selling price and recognizes
revenue upon delivery or as services are rendered.
Revenue is recognized net of allowances for returns, variable consideration and any taxes collected from
customers that will be remitted to governmental authorities. Revenue recognized over time is not significant.
Payment terms with customers vary by the type and location of the customer and the products or services offered.
The Company does not adjust the promised amount of consideration for the effects of significant financing
components based on the expectation that the period between when the Company transfers a promised good or
service to a customer and when the customer pays for that good or service will be one year or less. Arrangements
with customers that include payment terms extending beyond one year are not significant. Liabilities for
customer incentives, discounts, or rebates are included in other current liabilities in the consolidated balance
sheets.
Product Distribution Revenues
The Company generates revenue primarily by distributing products through wholesale and retail channels.
For wholesale customers, revenue is recognized when title and control of the goods has passed to the customer.
Retail revenue is recognized at the point of sale when the goods are transferred to customers and consideration is
received. Shipping and handling activities are performed prior to the customer obtaining control of the products.
Costs associated with shipping and handling are considered costs to fulfill a contract and are included in selling,
administrative and other expenses in the period they are incurred.
Other Revenues
The Company offers software support, product cataloging, marketing, training and other membership pro-
gram and support services to certain customers. This revenue is recognized as services are performed. Revenue
from these services is recognized over a short duration and the impact to our consolidated financial statements is
not significant.
Variable Consideration
The Company’s products are generally sold with a right of return and may include variable consideration in
the form of incentives, discounts, credits or rebates. The Company estimates variable consideration based on
historical experience to determine the expected amount to which the Company will be entitled in exchange for
transferring the promised goods or services to a customer. The Company recognizes estimated variable consid-
eration as an adjustment to the transaction price when control of the related product or service is transferred. The
realization of variable consideration occurs within a short period of time from product delivery; therefore, the
time value of money effect is not significant.
Foreign Currency Translation
The consolidated balance sheets and statements of income of the Company’s foreign subsidiaries have been
translated into U.S. dollars at the current and average exchange rates, respectively. The foreign currency trans-
lation adjustment is included as a component of accumulated other comprehensive loss.
Cash and Cash Equivalents
The Company considers all highly liquid investments with original maturities of three months or less when
purchased to be cash equivalents.
48
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
Trade Accounts Receivable and the Allowance for Doubtful Accounts
The Company evaluates the collectability of trade accounts receivable based on a combination of factors.
The Company estimates an allowance for doubtful accounts as a percentage of net sales based on various factors,
including historical experience, current economic conditions and future expected credit losses and collectability
trends. The Company will periodically adjust this estimate when the Company becomes aware of a specific cus-
tomer’s inability to meet its financial obligations (e.g., bankruptcy filing) or as a result of changes in the overall
aging of accounts receivable. While the Company has a large customer base that is geographically dispersed, a
general economic downturn in any of the industry segments in which the Company operates could result in
higher than expected defaults and, therefore, the need to revise estimates for bad debts. For the years ended
December 31, 2020, 2019, and 2018, the Company recorded provisions for doubtful accounts of approximately
$23,577, $13,876, and $15,929, respectively. At December 31, 2020 and 2019, the allowance for doubtful
accounts was approximately $36,622 and $35,047, respectively.
Merchandise Inventories, Including Consideration Received From Vendors
Merchandise inventories are valued at the lower of cost or net realizable value. Cost is determined by the
last-in, first-out (“LIFO”) method for a majority of U.S. automotive and industrial parts, and generally by the
first-in, first-out (“FIFO”) method for non-U.S. and certain other inventories. If the FIFO method had been used
inventories, cost would have been approximately $524,400 and $531,800 higher than reported at
for all
in industrial parts
December 31, 2020 and 2019,
inventories resulted in liquidations of LIFO inventory layers, which reduced cost of goods sold by approximately
$15,500 and $10,400, respectively.
respectively. During 2020 and 2019,
reductions
The Company identifies slow moving or obsolete inventories and estimates appropriate provisions related
thereto. Historically, these losses have not been significant as the vast majority of the Company’s inventories are
not highly susceptible to obsolescence and are eligible for return under various vendor return programs. While
the Company has no reason to believe its inventory return privileges will be discontinued in the future, its risk of
loss associated with obsolete or slow moving inventories would increase if such were to occur.
The Company enters into agreements at the beginning of each year with many of its vendors that provide for
inventory purchase incentives. Generally, the Company earns inventory purchase incentives upon achieving
specified volume purchasing levels or other criteria. The Company accrues for the receipt of these incentives as
part of its inventory cost based on cumulative purchases of inventory to date and projected inventory purchases
through the end of the year. While management believes the Company will continue to receive consideration
from vendors in 2021 and beyond, there can be no assurance that vendors will continue to provide comparable
amounts of incentives in the future.
Prepaid Expenses and Other Current Assets
Prepaid expenses and other current assets consist primarily of amounts due from vendors, prepaid expenses,
and income and other taxes receivable.
Goodwill
The Company reviews its goodwill annually for impairment in the fourth quarter, or sooner if circumstances
indicate that the carrying amount may exceed fair value. The Company tests goodwill for impairment at the
reporting unit level, which is an operating segment or a level below an operating segment (a component). A
component is a reporting unit if the component constitutes a business for which discrete financial information
and operating results are available and management regularly reviews that information. However, the Company
49
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
may aggregate two or more components of an operating segment into a single reporting unit if the components
have similar economic characteristics.
To review goodwill at a reporting unit for impairment, the Company generally elects to first assesses qual-
itative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than
its carrying amount. Qualitative factors include adverse macroeconomic, industry or market conditions, cost fac-
tors, or financial performance. If the Company elects not to perform a qualitative assessment or concludes from
its assessment of qualitative factors that it is more likely than not that the fair value of the reporting unit is less
than its carrying amount, the Company must perform a quantitative test to evaluate goodwill impairment.
To perform a quantitative test, the Company calculates the fair value of the reporting unit and compares that
amount to the reporting unit’s carrying value. The Company typically calculates the fair value by using a combi-
nation of a market approach and an income approach that is based on a discounted cash flow model. The assump-
tions used in the market approach generally include benchmark company market multiples and the assumptions
used in the income approach generally include the projected cash flows of the reporting unit, which are based on
projected revenue growth rates and operating margins, and the estimated weighted average cost of capital, work-
ing capital and terminal value. The Company uses inputs and assumptions it believes are consistent with those a
hypothetical marketplace participant would use. The Company recognizes goodwill impairment (if any) as the
excess of the reporting unit’s carrying value over its fair value, not to exceed the total amount of goodwill allo-
cated to the reporting unit.
Refer to the goodwill and other intangible assets footnote for further information on the results of the
Company’s annual goodwill impairment testing.
Long-Lived Assets Other Than Goodwill
The Company assesses its long-lived assets other than goodwill for impairment whenever facts and circum-
stances indicate that the carrying amount may not be fully recoverable. To analyze recoverability, the Company
projects undiscounted net future cash flows over the remaining life of such assets. If these projected cash flows
are less than the carrying amount, an impairment would be recognized, resulting in a write-down of assets with a
corresponding charge to earnings. Impairment losses, if any, are measured based upon the difference between the
carrying amount and the fair value of the assets. For the years ended December 31, 2020 and 2019, the Company
recognized long-lived asset impairments of $6,243 and $5,408, respectively, related to certain assets expected to
be abandoned in connection with the 2019 Cost Savings Plan (refer to the restructuring footnote for more
information).
Other Assets
Other assets consist primarily of cash surrender value of life insurance policies, debt securities, equity
method and other investments, guarantee fees receivable, and deferred compensation benefits.
Property, Plant and Equipment
Property, plant and equipment are stated at cost. Depreciation and amortization are primarily determined on
a straight-line basis over the following estimated useful lives of each asset: buildings, 10 to 40 years; machinery
and equipment, 5 to 15 years; and the shorter of lease term or useful life for leasehold improvements.
Other Current Liabilities
Other current liabilities consist primarily of current lease obligations, reserves for sales returns expected
within the next year, accrued compensation, accrued income and other taxes, and other reserves for expenses
incurred.
50
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
Other Long-term Liabilities
Other long-term liabilities consist primarily of reserves for sales returns expected after the next year, guaran-
tee obligations, accrued taxes and other non-current obligations.
Self-Insurance
The Company is self-insured for the majority its group health insurance costs. A reserve for claims incurred
but not reported is developed by analyzing historical claims data provided by the Company’s claims admin-
istrators. These reserves are included in accrued expenses in the accompanying consolidated balance sheets as the
expenses are expected to be paid within one year.
Long-term insurance liabilities consist primarily of reserves for the Company’s workers’ compensation
program. In addition, the Company carries various large risk deductible workers’ compensation policies for the
majority of workers’ compensation liabilities. The Company records the workers’ compensation reserves based
on an analysis performed by an independent actuary. The analysis calculates development factors, which are
applied to total reserves as provided by the various insurance companies who underwrite the program. While the
Company believes that the assumptions used to calculate these liabilities are appropriate, significant differences
in actual experience or significant changes in these assumptions may materially affect workers’ compensation
costs.
Business Combinations
When the Company acquires businesses, it applies the acquisition method of accounting and recognizes the
identifiable assets acquired, the liabilities assumed, and any noncontrolling interests in an acquiree at their fair
values on the acquisition date, which requires significant estimates and assumptions. Goodwill is measured as the
excess of the fair value of the consideration transferred over the net of the acquisition date fair values of the iden-
tifiable assets acquired and liabilities assumed. The acquisition method requires the Company to record provi-
sional amounts for any items for which the accounting is not complete at the end of a reporting period. The
Company must complete the accounting during the measurement period, which cannot exceed one year. Adjust-
ments made during the measurement period could have a material impact on the Company’s financial condition
and results of operations.
The Company typically measures customer relationship and other intangible assets using an income
approach. Significant estimates and assumptions used in this approach include discount rates and certain assump-
tions that form the basis of the forecasted cash flows expected to be generated from the asset (e.g., future revenue
growth rates, operating margins and attrition rates). If the subsequent actual results and updated projections of the
underlying business activity change compared with the assumptions and projections used to develop these values,
the Company could record impairment charges. In addition, the Company has estimated the economic lives of
certain acquired tangible and intangible assets and these lives are used to calculate depreciation and amortization
expense. If the Company’s estimates of the economic lives change, depreciation or amortization expenses could
be increased or decreased, or the acquired asset could be impaired.
Legal and Product Liabilities
The Company accrues for potential losses related to legal disputes, litigation, product liabilities, and regu-
latory matters when it is probable (the future event or events are likely to occur) that the Company will incur a
loss and the amount of the loss can be reasonably estimated.
The amount of the product liability reflects the Company’s reasonable estimate of losses based upon cur-
rently known facts. To calculate the liability, the Company estimates potential losses relating to pending claims
51
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
and also estimates the likelihood of additional, similar claims being filed against the Company in the future. To
estimate potential losses on claims that could be filed in the future, the Company considers claims pending
against the Company, claim filing rates, the number of codefendants and the extent to which they share in
settlements, and the amount of loss by claim type. The estimated losses for pending and potential future claims
are calculated on a discounted basis using risk-free interest rates derived from market data about monetary assets
with maturities comparable to those of the projected product liabilities. The Company uses an actuarial specialist
to assist with measuring its product liabilities.
Fair Value Measurements
Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid
to transfer a liability in an orderly transaction between market participants. Fair value is a market-based
measurement that is determined based on assumptions that market participants would use in pricing an asset or
liability. Additionally, ASC 820, Fair Value Measurements, defines levels within a hierarchy based upon
observable and non-observable inputs.
• Level 1. Observable inputs such as quoted prices in active markets;
• Level 2. Inputs, other than quoted prices in active markets, that are observable either directly or indirectly;
and
• Level 3. Unobservable inputs in which there is little or no market data, which require the reporting entity
to develop its own assumptions
At December 31, 2020 and 2019, the fair value of the Company’s senior unsecured notes was approximately
$2,680,545 and $2,013,542, respectively, which are designated as Level 2 in the fair value hierarchy. Our valu-
ation technique is based primarily on prices and other relevant information generated by observable transactions
involving identical or comparable assets or liabilities.
Derivative instruments are recognized in the consolidated balance sheets at fair value and are designated as
Level 2 in the fair value hierarchy. They are valued using inputs other than quoted prices, such as foreign
exchange rates and yield curves.
Fair value measurements of non-financial assets and non-financial liabilities are primarily used in the
impairment analyses of goodwill, other intangible assets, and long-lived assets. These involve fair value
measurements on a nonrecurring basis using Level 3 inputs as defined in the fair value hierarchy. The carrying
amounts reflected in the consolidated balance sheets for cash and cash equivalents, trade accounts receivable,
trade accounts payable, and borrowings under the line of credit approximate their respective fair values based on
the short-term nature of these instruments.
Derivatives and Hedging
The Company is exposed to various risks arising from business operations and market conditions, including
fluctuations in interest rates and certain foreign currencies. When deemed appropriate, the Company uses
derivative and non-derivative instruments as risk management tools to mitigate the potential impact of interest
rate and foreign exchange rate risks. The objective of using these tools is to reduce fluctuations in the Company’s
earnings, cash flows and net investments in certain foreign subsidiaries associated with changes in these rates.
Derivative financial instruments are not used for trading or other speculative purposes. The Company has not
historically incurred, and does not expect to incur in the future, any losses as a result of counterparty default
related to derivative instruments.
52
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
The Company formally documents relationships between hedging instruments and hedged items, as well as
the risk management objective and strategy for undertaking various hedge transactions. This process includes link-
ing cash flow hedges to specific forecasted transactions or variability of cash flow to be paid. The Company also
formally assesses, both at the hedge’s inception and on an ongoing basis, whether the designated derivative and
non-derivative instruments that are used in hedging transactions are highly effective in offsetting changes in the
cash flows of the hedged items. When a designated instrument is determined not to be highly effective as a hedge
or the underlying hedged transaction is no longer probable, hedge accounting is discontinued prospectively.
Shipping and Handling Costs
Shipping and handling costs are classified as selling, administrative and other expenses in the accompanying
consolidated statements of income and totaled approximately $301,900, $303,900, and $278,500, for the years
ended December 31, 2020, 2019, and 2018, respectively.
Advertising Costs
Advertising costs are expensed as incurred and totaled $193,900, $201,600, and $203,500 in the years ended
December 31, 2020, 2019, and 2018, respectively.
Accounting for Legal Costs
The Company’s legal costs expected to be incurred in connection with loss contingencies are expensed as
such costs are incurred.
Share-Based Compensation
The Company maintains various long-term incentive plans, which provide for the granting of stock options,
stock appreciation rights (“SARs”), restricted stock, restricted stock units (“RSUs”), performance awards, divi-
dend equivalents and other share-based awards. SARs represent a right to receive upon exercise an amount,
payable in shares of common stock, equal to the excess, if any, of the fair market value of the Company’s com-
mon stock on the date of exercise over the base value of the grant. The terms of such SARs require net settlement
in shares of common stock and do not provide for cash settlement. RSUs represent a contingent right to receive
one share of the Company’s common stock at a future date. The majority of awards previously granted vest on a
pro-rata basis for periods ranging from one to five years and are expensed accordingly on a straight-line basis.
Forfeitures are accounted for as they occur. The Company issues new shares upon exercise or conversion of
awards under these plans.
Income Taxes
The Company accounts for income taxes under the asset and liability method. Under this method, deferred
tax assets and liabilities are determined based on the differences between the financial statement carrying amount
and the tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are
expected to reverse. Deferred tax assets and liabilities are recorded net as noncurrent deferred income taxes. In
addition, valuation allowances are recorded to reduce deferred tax assets to the amount that will more likely than
not be realized. In making this determination, the Company considers all available positive and negative evi-
dence including projected future taxable income, future reversals of existing temporary differences, recent finan-
cial operations and tax planning strategies.
The Company recognizes a tax benefit from uncertain tax positions when it is more likely than not that the
position will be sustained upon examination, including resolutions of any related appeals or litigation processes,
based on the technical merits.
53
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
Net Income from Continuing Operations per Common Share
Basic net income from continuing operations per common share is computed by dividing net income from
continuing operations by the weighted average number of common shares outstanding during the year. The
computation of diluted net income from continuing operations per common share includes the dilutive effect of
stock options, stock appreciation rights and nonvested restricted stock awards options. Options to purchase
approximately 1,602, 210, and 1,490 shares of common stock ranging from $72 — $105 per share were out-
standing at December 31, 2020, 2019, and 2018, respectively. These options were excluded from the computa-
tion of diluted net income from continuing operations per common share because the options’ exercise prices
were greater than the average market prices of common stock in each respective year.
Recent Accounting Pronouncements
Changes to U.S. GAAP are established by the Financial Accounting Standards Board (“FASB”) in the form of
Accounting Standard Updates (“ASUs”) to the FASB Accounting Standards Codification (“ASC”). The Company
considers the applicability and impact of all ASUs and any not listed below were assessed and determined to be not
applicable or are expected to have a minimal impact on the Company’s consolidated financial statements.
Credit Losses (Topic 326)
In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments.
Among other things, the ASU and its amendments replace the incurred loss impairment model for receivables
and loan guarantees with a current expected credit loss model. The new model measures impairment based on
expected credit losses over the remaining contractual life of an asset, considering available information about the
collectability of cash flows, past events, current conditions, and reasonable and supportable forecasts. Additional
quantitative and qualitative disclosures are required. The Company adopted ASU 2016-13 and its amendments as
of January 1, 2020, which included recognizing a cumulative-effect adjustment to reduce opening retained earn-
ings by $11,432, net of taxes.
Compensation — Retirement Benefits (Topic 715)
In August 2018, the FASB issued ASU 2018-14, Changes to the Disclosure Requirements for Defined Bene-
fit Plans. The updated accounting guidance modifies the disclosure requirements for employers that sponsor
defined benefit pension or other postretirement plans by removing, adding and clarifying certain disclosures. The
Company adopted this new accounting standard on January 1, 2020 on a retrospective basis. The adoption of this
ASU did not have an impact on the Company’s financial position, results of operations, or cash flows.
Income Statement — Reporting Comprehensive Income (Topic 220)
In February 2018, the FASB issued ASU 2018-02, Reclassification of Certain Tax Effects from Accumulated
Other Comprehensive Income. The ASU permits a company to make a one-time election to reclassify stranded tax
effects caused by the Tax Cuts and Jobs Act from accumulated other comprehensive income to retained earnings.
The ASU also requires companies to disclose their accounting policies for releasing income tax effects from accumu-
lated other comprehensive income. ASU 2018-02 was effective for periods beginning after December 15, 2018, with
an election to adopt early. The Company adopted ASU 2018-02 as of January 1, 2019 and recognized an adjustment
to increase retained earnings and to adjust accumulated other comprehensive loss by approximately $122,526.
Intangibles — Goodwill and Other (Topic 350)
In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment. The ASU
simplifies the subsequent measurement of goodwill by eliminating the second step from the goodwill impairment
54
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
test. ASU 2017-04 requires applying a one-step quantitative test and recording the amount of goodwill impair-
ment as the excess of the reporting unit’s carrying value over its fair value, not to exceed the total amount of
goodwill allocated to the reporting unit. ASU 2017-04 does not amend the optional qualitative assessment of
goodwill impairment. The Company adopted ASU 2017-04 as of October 1, 2019 and performed its annual
evaluation of goodwill in accordance with this standard.
Leases (Topic 842)
In February 2016, the FASB issued ASU 2016-02, Leases, which, among other things, requires an entity to
recognize a right-of-use asset and a lease liability on the balance sheet for substantially all leases, including
operating leases. Expanded disclosures with additional qualitative and quantitative information are also required.
ASU 2016-02 and its amendments were effective for interim and annual reporting periods beginning after
December 15, 2018 and early adoption was permitted.
The Company adopted ASU 2016-02 and its amendments as of January 1, 2019 using the modified retro-
spective method and utilized the optional transition method to apply the legacy guidance in ASC 840, Leases,
including its disclosure requirements, in the comparative periods presented. The Company elected the package of
practical expedients permitted under the transition guidance, which allowed the Company to carryforward its
historical assessments of: (1) whether contracts are or contain leases, (2) lease classification and (3) initial direct
costs. In addition, the Company did not elect the hindsight practical expedient to determine the reasonably certain
lease term for existing leases. The Company elected a policy of not recording leases on its consolidated balance
sheets when the leases have a term of 12 months or less and the Company is not reasonably certain to elect an
option to purchase the leased asset. The Company recognizes payments on these leases within selling, admin-
istrative and other expenses on a straight-line basis over the lease term.
The Company’s adoption of the standard resulted in a cumulative-effect adjustment to increase retained
earnings by $4,797, net of taxes, as of January 1, 2019. The standard did not materially impact the Company’s
consolidated net income or liquidity. The standard did not have an impact on debt-covenant compliance under the
Company’s current debt agreements.
2. Accumulated Other Comprehensive Loss
The following tables present the changes in accumulated other comprehensive loss (“AOCL”) by component:
Changes in Accumulated Other
Comprehensive Loss by Component
Pension and
Other Post-
Retirement
Benefits
Cash Flow
Hedges
Foreign
Currency
Translation
Total
Beginning balance, January 1, 2020 . . . . . . . . . . . . . . . . . . . . .
$(704,415) $(20,671) $(416,222) $(1,141,308)
Other comprehensive income (loss) before
reclassifications . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(17,343)
(21,509)
91,239
52,387
Amounts reclassified from accumulated other
comprehensive loss . . . . . . . . . . . . . . . . . . . . . . . . . . . .
28,890
12,173
11,356
52,419
Net current period other comprehensive income (loss) . .
11,547
(9,336)
102,595
104,806
Ending balance, December 31, 2020 . . . . . . . . . . . . . . . . . . . .
$(692,868) $(30,007) $(313,627) $(1,036,502)
55
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
Changes in Accumulated Other
Comprehensive Loss by Component
Pension and
Other Post-
Retirement
Benefits
Cash
Flow
Hedges
Foreign
Currency
Translation
Total
Beginning balance, January 1, 2019 . . . . . . . . . . . . . . . . . . . . . $(626,322) $ (4,632) $(484,124) $(1,115,078)
Other comprehensive income (loss) before
reclassifications . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
22,120
(18,419)
33,201
36,902
Amounts reclassified from accumulated other
comprehensive loss(1) . . . . . . . . . . . . . . . . . . . . . . . . . .
22,313
2,380
34,701
Net current period other comprehensive income (loss) . . .
44,433
(16,039)
67,902
59,394
96,296
Cumulative effect from adoption of ASU 2018-02 . . . . . .
(122,526)
—
—
(122,526)
Ending balance, December 31, 2019 . . . . . . . . . . . . . . . . . . . . . $(704,415) $(20,671) $(416,222) $(1,141,308)
(1) Amount includes realized currency losses of $34,701 that were reclassified out of foreign currency translation
into earnings in connection with the March 7, 2019 sale of Grupo Auto Todo and the September 30, 2019 sale
of EIS. Refer to the acquisitions, divestitures and discontinued operations footnote for further details.
The AOCL components related to the pension benefits are included in the computation of net periodic benefit
income in the employee benefit plans footnote. The nature of the cash flow hedges are discussed in the derivatives
and hedging footnote. Generally, tax effects in AOCL are established at the currently enacted tax rate and
reclassified to net (loss) income in the same period that the related pre-tax AOCL reclassifications are recognized.
3. Goodwill and Other Intangible Assets
The changes in the carrying amount of goodwill during the years ended December 31, 2020 and 2019 by
reportable segment, as well as other identifiable intangible assets, are summarized as follows:
Goodwill
Automotive
Industrial
Total
Other
Intangible
Assets, Net
Balance as of January 1, 2019 . . . . . . . . . . . . . . . . . . . . . . . .
Additions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Divestitures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impairments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency translation . . . . . . . . . . . . . . . . . . . . .
$1,721,823
194,561
(294)
—
—
(18,595)
$ 324,997
185,679
(115,437)
—
—
785
$2,046,820
380,240
(115,731)
—
—
(17,810)
$1,327,898
340,799
(89,030)
(92,206)
(2,194)
6,830
Balance as of December 31, 2019 . . . . . . . . . . . . . . . . . . . . .
Additions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impairments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency translation . . . . . . . . . . . . . . . . . . . . .
1,897,495
15,061
—
(506,721)
99,688
2,293,519
396,024
20,322
5,261
—
—
— (506,721)
110,357
10,669
1,492,097
21,890
(94,962)
—
79,232
Balance as of December 31, 2020 . . . . . . . . . . . . . . . . . . . . .
$1,505,523
$ 411,954
$1,917,477
$1,498,257
56
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
Due to several factors that coalesced in the second quarter of 2020 the Company performed an interim
impairment test as of May 31, 2020 for its European reporting unit and recorded a goodwill impairment charge of
$506,721. The factors primarily resulted from the ongoing market volatility and uncertainty caused by the
COVID-19 pandemic, which extended into the second quarter and impacted several critical impairment testing
assumptions including weighted average cost of capital and market multiples, and near-term revenue and operat-
ing margin projections for the reporting unit. During the second quarter, the Company also assessed the finite-
lived, identifiable tangible and intangible assets at the European reporting unit for impairment under the
undiscounted cash flows approach and concluded there was no impairment.
The European reporting unit’s fair value was calculated using a combination of both income and market
approaches and involved significant unobservable inputs (Level 3 inputs). The assumptions used in the income
approach include projected revenue growth rates, operating margins, the estimated weighted average cost of
capital and terminal value. The weighted-average cost of capital used in the income approach was adjusted to
reflect the specific risks and uncertainties associated with the COVID-19 pandemic in developing the cash flow
projections. The assumptions used in the market approach include benchmark company market multiples. The
Company used inputs and assumptions it believed are consistent with those a hypothetical marketplace partic-
ipant would use.
The Company completed its annual qualitative goodwill assessment as of October 1, 2020. Based on the
Company’s assessment, which included reviewing historical revenue and operating profit growth trends and
evaluating the inputs to a weighted average cost of capital, the Company has determined that it is not more likely
than not that the goodwill is impaired for all reporting units.
Should actual results differ from certain key assumptions used in the interim or annual impairment tests,
including revenue and operating margin growth rates, which are both impacted by economic conditions, or
should other key impairment testing assumptions change in subsequent periods, there can be no assurance that
goodwill at one or more reporting units may not be impaired.
The gross carrying amounts and accumulated amortization relating to other
intangible assets at
December 31, 2020 and 2019 are as follows:
2020
2019
Gross
Carrying
Amount
Accumulated
Amortization
Net
Gross
Carrying
Amount
Accumulated
Amortization
Net
Customer relationships . . . . . . . $1,578,153
358,253
Trademarks . . . . . . . . . . . . . . . .
5,719
Non-competition agreements . .
$(388,120) $1,190,033 $1,481,470
334,643
5,268
(50,227)
(5,521)
308,026
198
$(287,851) $1,193,619
298,142
336
(36,501)
(4,932)
$1,942,125
$(443,868) $1,498,257 $1,821,381
$(329,284) $1,492,097
57
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
Amortization expense for other intangible assets totaled $94,962, $92,206, and $83,489 for the years ended
December 31, 2020, 2019, and 2018, respectively. Estimated other intangible assets amortization expense for the
succeeding five years is as follows:
2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2023 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2024 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$100,630
100,623
99,984
99,236
98,915
$499,388
4. Property, Plant and Equipment
Property, plant and equipment as of December 31, 2020 and December 31, 2019, consisted of the following:
Land . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Buildings and leasehold improvements . . . . . . . . . . . . . . . . . . . . . . . . . . .
Machinery, equipment and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property, plant and equipment, at cost
. . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: accumulated depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2020
2019
$ 131,117
899,723
1,529,298
2,560,138
1,398,095
$ 128,353
779,124
1,466,899
2,374,376
1,200,688
Property, plant and equipment, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$1,162,043
$1,173,688
5. Debt
The principal amounts of the Company’s borrowings subject to variable rates (after consideration of hedg-
ing arrangements) totaled approximately $114,002 and $554,902 at December 31, 2020 and 2019, respectively.
The weighted average interest rate on the Company’s outstanding borrowings was approximately 2.65% and
2.18% at December 31, 2020 and 2019, respectively.
Certain borrowings require the Company to comply with a financial covenant with respect to a maximum
debt to Adjusted EBITDA ratio. At December 31, 2020, the Company was in compliance with all such cove-
nants. Due to the workers’ compensation and insurance reserve requirements in certain states, the Company also
had unused letters of credit of approximately $69,899 and $65,322 outstanding at December 31, 2020 and 2019,
respectively.
On October 27, 2020,
the Company issued $500,000 aggregate principal amount of 1.875% Senior
Unsecured Notes due 2030 at a price to the public of 99.069% of their face value with U.S. Bank National
Association as trustee. Interest on the 1.875% Senior Unsecured Notes due 2030 is payable semi-annually on
May 1 and November 1 of each year, which begins on May 1, 2021, and is computed on the basis of a 360-day
year.
On October 30, 2020, the Company entered into a new $1.5 billion Syndicated Facility Agreement (the
“October 30, 2020 Syndicated Facility”). Simultaneously with the entry into the October 30, 2020 Syndicated
Facility, the Company terminated and paid in full all outstanding indebtedness under the previous October 30,
2017 Syndicated Facility and repaid the existing term loan A facility.
58
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
Amounts outstanding under the Company’s credit facilities, net of debt issuance costs consist of the following:
December 31,
2020
December 31,
2019
Unsecured Revolving Credit Facility, $1,500,000, LIBOR plus 1.50%
variable, due October 30, 2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
— $
—
Unsecured Revolving Credit Facility, $1,500,000, LIBOR plus 1.50%
variable, due October 30, 2022 (Terminated as of October 30, 2020) . . .
Unsecured Term Loan A, $1,100,000, LIBOR plus 1.50% variable, due
October 30, 2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
October 27, 2020, Senior Unsecured Notes, $500,000, 1.875% fixed,
—
—
477,873
962,500
due November 1, 2030 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
500,000
—
July 29, 2016, Series G Senior Unsecured Notes, $50,000, 3.14% fixed,
due July 29, 2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
50,000
50,000
December 2, 2013, Series F Senior Unsecured Notes, $250,000, 3.74%
fixed, due December 2, 2023 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
250,000
250,000
June 30, 2019, Series A Senior Unsecured Notes, A$155,000, 3.60%
fixed, due June 30, 2024 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
119,133
108,422
October 30, 2017, Series J Senior Unsecured Notes, €225,000, 1.90%
fixed, due October 30, 2024 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
276,773
252,000
June 30, 2019, Series B Senior Unsecured Notes, A$155,000, 3.93%
fixed, due June 30, 2026 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
November 30, 2016, Series H Senior Unsecured Notes, $250,000, 3.74%
fixed, due November 30, 2026 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
October 30, 2017, Series K Senior Unsecured Notes, €250,000, 2.31%
119,133
108,422
250,000
250,000
fixed, due October 30, 2027 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
307,525
280,000
October 30, 2017, Series I Senior Unsecured Notes, $120,000, 4.20%
fixed, due October 30, 2027 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
May 31, 2019, Series A Senior Unsecured Notes, €50,000, 2.05% fixed,
due May 31, 2029 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
October 30, 2017, Series L Senior Unsecured Notes, €125,000, 2.52%
120,000
120,000
61,505
56,000
fixed, due October 30, 2029 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
153,762
140,000
May 31, 2019, Series B Senior Unsecured Notes, €100,000, 2.24%
fixed, due May 31, 2031 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
123,010
112,000
October 30, 2017, Series M Senior Unsecured Notes, €100,000, 2.82%
fixed, due October 30, 2032 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
123,010
112,000
May 31, 2019, Series C Senior Unsecured Notes, €100,000, 2.45%
fixed, due May 31, 2034 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other unsecured debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total unsecured debt
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unamortized debt issuance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unamortized discounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less debt due within one year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
123,010
114,002
2,690,863
(9,136)
(4,582)
2,677,145
160,531
112,000
40,340
3,431,557
(5,458)
—
3,426,099
624,043
Long-term debt, excluding current portion . . . . . . . . . . . . . . . . . . . . . . . .
$2,516,614
$2,802,056
59
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
Approximate maturities under the Company’s credit facilities are as follows:
2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2023 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2024 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 162,429
1,573
250,000
395,906
—
1,880,955
$2,690,863
6. Accounts Receivable Sales Agreement
On May 29, 2020 the Company entered into an agreement (the “A/R Sales Agreement”) to sell short-term
receivables from certain customer trade accounts to an unaffiliated financial institution. The A/R Sales Agree-
ment has a 364 day term, which the Company intends to renew each year.
As part of the A/R Sales Agreement, the Company continuously sells designated pools of receivables as
they are originated by it and certain U.S. subsidiaries to a separate bankruptcy-remote special purpose entity
(“SPE”). The assets of the SPE would be first available to satisfy the creditor claims of the unaffiliated financial
institution. The Company controls and therefore consolidates the SPE in its consolidated financial statements.
At the inception of the A/R Sales Agreement, the SPE transferred ownership and control of approximately
$500,000 in receivables that met certain qualifying conditions to the unaffiliated financial institution in exchange
for cash. On October 29, 2020 the Company transferred ownership and control of an additional $300,000 in
receivables under the A/R Sales Agreement bringing the total to $800,000. The Company accounts for trans-
actions with the unaffiliated financial institution as sales of financial assets, with the associated receivables der-
ecognized from the Company’s consolidated balance sheet. The remaining receivables held by the special
purpose subsidiary were pledged to secure the collectability of the sold receivables. The amount of receivables
pledged as collateral as of December 31, 2020 is approximately $771,000.
The Company continues to be involved with the receivables transferred by the SPE to the unaffiliated finan-
cial institution by providing collection services. As cash is collected on sold receivables, the SPE continuously
transfers ownership and control of new qualifying receivables to the unaffiliated financial institution so that the
total principal amount outstanding of receivables sold is approximately $800,000 at any point in time (which is
the maximum amount allowed under the amended agreement). The future amount of receivables outstanding as
sold could decrease, based on the level of activity and other factors.
The following table summarizes the activity and amounts outstanding under the A/R Sales Agreement as of
period end:
December 31, 2020
Receivables sold to the financial institution and derecognized since inception . . . . .
Cash collected on sold receivables since inception . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total principal amount outstanding of receivables sold at period end . . . . . . . . . . . .
$3,928,024
$3,128,023
$ 800,001
Cash activity related to the A/R Sales Agreement is presented in cash from operating activities in the con-
solidated statement of cash flows. The SPE incurs fees due to the unaffiliated financial institution related to the
accounts receivable sales transactions. Those fees, which are immaterial, are recorded within other non-operating
60
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
(income) expenses in the consolidated statements of income. The SPE has a recourse obligation to repurchase
from the unaffiliated financial institution any previously sold receivables that are not collected due to the occur-
rence of certain events, including credit quality deterioration and customer sales returns.
The reserve recognized for this recourse obligation as of December 31, 2020 is not material. The servicing
liability related to the Company’s collection services also is not material, given the high quality of the customers
underlying the receivables and the anticipated short collection period.
7. Derivatives and Hedging
The following table summarizes the location and carrying amounts of the derivative instruments and the
foreign currency denominated debt, a non-derivative financial instrument, that are designated and qualify as part
of hedging relationships:
Instrument
Balance sheet location
Notional
Balance
Notional
Balance
December 31, 2020
December 31, 2019
Cash flow hedges:
Interest rate swaps . . . . . . . Other current liabilities
$
— $
— $800,000
$ 24,792
Net investment hedges:
Forward contracts . . . . . . . Prepaid expenses and other
current assets
Forward contracts . . . . . . . Other current liabilities
Foreign currency debt . . . . Long-term debt
$800,000
$360,990
€700,000
7,668
$
$ 19,442
$861,070
$925,810
$
€700,000
— $
$ 39,965
—
$784,000
Cash Flow Hedges
The Company uses interest rate swaps to mitigate variability in forecasted interest payments on a portion of
the Company’s U.S. dollar-denominated unsecured variable rate debt. The interest rate swaps effectively convert
a portion of the floating rate interest payment into a fixed rate interest payment. The Company designates the
interest rate swaps as qualifying hedging instruments and accounts for them as cash flow hedges. On May 1,
2020, the Company dedesignated its interest rate swaps and modified them to match the terms of its modified
debt agreement and as a result the $48,492 payable as of that date was deemed a financing transaction. The
Company redesignated the portion of the modified interest rate swap that is not related to the financing agree-
ment as a qualifying hedging instrument. Gains and losses from fair value adjustments on the qualifying hedging
instruments are initially classified in AOCL and are reclassified to interest expense on the dates interest payments
are accrued. On October 30, 2020 the Company terminated its interest rate swaps and settled the outstanding
balances through cash payments totaling $41,000, which were primarily classified in financing activities on the
Consolidated Statement of Cash Flows because they primarily related to the financing agreement. The remaining
amount in AOCL is being amortized to interest expense on a straight-line basis over the remaining life of the
hedged instrument.
Hedges of Net Investments in Foreign Operations
The Company has designated certain derivative instruments and a portion of its foreign currency denomi-
nated debt, a non-derivative financial instrument, as hedges of the foreign currency exchange rate exposure of the
Company’s Euro-denominated net investment in a European subsidiary. The Company applies the spot method to
assess the hedge effectiveness of the derivative instruments and this assessment for each instrument excludes the
initial value related to the difference at contract inception between the foreign exchange spot rate and the forward
61
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
rate (i.e., the forward points). The initial value of this excluded component is recognized as a reduction to interest
expense in a systematic and rational manner over the term of the derivative instrument. All other changes in
value for the net investment hedges are included in accumulated other comprehensive loss and would only be
reclassified to earnings if the European subsidiary were liquidated, or otherwise disposed.
The table below presents pre-tax gains and losses related to cash flow hedges and net investment hedges:
(Loss) Gain Recognized in AOCL
Before Reclassifications
Gain Recognized in Interest
Expense For Excluded
Components
2020
2019
2018
2020
2019
2018
Year Ended December 31,
Cash Flow Hedges:
Interest rate contract . . . . . . . . . . . . . . . . . .
$ (29,464) $(21,972) $ (7,896) $ — $ — $ —
Net Investment Hedges:
Cross-currency swap . . . . . . . . . . . . . . . . . .
Forward contracts . . . . . . . . . . . . . . . . . . . .
Foreign currency debt . . . . . . . . . . . . . . . . .
—
(85,390)
(77,070)
2,936
20,679
17,010
6,006
—
— 27,146
—
38,850
2,294
17,892
—
6,740
—
—
Total
. . . . . . . . . . . . . . . . . . . . . . . . . . . .
$(191,924) $ 18,653
$36,960
$27,146
$20,186
$6,740
Amounts reclassified from accumulated other comprehensive loss to interest expense for the periods pre-
sented were not material.
8. Leased Properties
The Company primarily leases real estate for certain retail stores, distribution centers, office space and land.
The Company also leases equipment (primarily vehicles).
Most real estate leases include one or more options to renew, with renewal terms that generally can extend
the lease term from one to 20 years or more. The exercise of lease renewal options is at the Company’s dis-
cretion. The Company evaluates renewal options at lease inception and on an ongoing basis, and includes
renewal options that it is reasonably certain to exercise in its expected lease terms when classifying leases and
measuring lease liabilities. Lease agreements generally do not require material variable lease payments, residual
value guarantees or restrictive covenants.
The table below presents the locations of the operating lease assets and liabilities on the consolidated bal-
ance sheets:
Operating lease assets . . . . . . . . . . . . . . . .
Operating lease liabilities:
Current operating lease liabilities . . . . .
Noncurrent operating lease liabilities . .
Total operating lease liabilities . . . . . . . . .
Balance Sheet Line Item
December 31,
2020
December 31,
2019
Operating lease assets
$1,038,877
$ 995,667
Other current liabilities
Operating lease liabilities
$ 270,739
789,294
$ 255,207
756,519
$1,060,033
$1,011,726
The depreciable lives of operating lease assets and leasehold improvements are limited by the expected
lease term.
62
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
The Company’s leases generally do not provide an implicit rate, and therefore the Company uses its
incremental borrowing rate as the discount rate when measuring operating lease liabilities. The incremental bor-
rowing rate represents an estimate of the interest rate the Company would incur at lease commencement to bor-
row an amount equal to the lease payments on a collateralized basis over the term of a lease within a particular
currency environment. The Company used incremental borrowing rates as of January 1, 2019 for operating leases
that commenced prior to that date.
The Company’s weighted average remaining lease term and weighted average discount rate for operating
leases are:
December 31,
2020
December 31,
2019
Weighted average remaining lease term (in years) . . . . . . . . . . . . . . . . . .
Weighted average discount rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5.35
2.47%
5.50
2.82%
The table below reconciles the undiscounted future minimum lease payments (displayed by year and in the
aggregate) under noncancelable operating leases with terms of more than one year to the total operating lease
liabilities recognized on the consolidated balance sheets as of December 31, 2020:
2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2023 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2024 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Thereafter
$ 295,841
252,303
188,357
128,278
81,625
186,135
Total undiscounted future minimum lease payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,132,539
Less: Difference between undiscounted lease payments and discounted operating lease
liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
72,506
Total operating lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$1,060,033
Future minimum lease payments include $60,198 related to options to extend lease terms that are reasonably
certain of being exercised.
The table below presents operating lease costs and supplemental cash flow information related to leases:
Operating lease costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash paid for amounts included in the measurement of operating lease
2020
2019
$313,315
$310,028
liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$323,336
$311,170
Operating lease assets obtained in exchange for new operating lease
liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$302,114
$330,103
Operating lease costs (as defined under ASU 2016-02) are included within selling, administrative and other
expenses on the consolidated statements of income. Short-term lease costs, variable lease costs and sublease
income were not material for the periods presented.
63
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
Rental expense for operating leases (as defined prior to the adoption of ASU 2016-02) was approximately
$334,000 for the year ended December 31, 2018.
Cash paid for amounts included in the measurement of operating lease liabilities is included in operating
activities in the condensed consolidated statements of cash flows.
9. Share-Based Compensation
Share-based compensation costs of $22,621, $28,703, and $17,737, were recorded for the years ended
December 31, 2020, 2019, and 2018, respectively. The total income tax benefits recognized in the consolidated
statements of income for share-based compensation arrangements were approximately $6,108, $8,700, and
$5,600 for 2020, 2019, and 2018, respectively. At December 31, 2020, total compensation cost related to non-
vested awards not yet recognized was approximately $33,754. There have been no modifications to valuation
methodologies or methods during the years ended December 31, 2020, 2019, or 2018.
As of December 31, 2020, there were 7,601 shares of common stock available for issuance pursuant to
future equity-based compensation awards.
A summary of the Company’s restricted stock units activity and related information is as follows:
Nonvested Share Awards (RSUs)
Nonvested at beginning of year
. . . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Vested . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Forfeited . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Shares
677
426
(89)
(160)
Nonvested at end of year . . . . . . . . . . . . . . . . . . . . .
854
Weighted
Average Grant
Date Fair
Value
Weighted
Average
Remaining
Contractual
Life (Years)
Aggregate
Intrinsic
Value
$95
$72
$89
$92
$85
1.9
$85,775
A summary of the Company’s stock appreciation rights activity and related information is as follows:
Stock Appreciation Rights (SARs)
Outstanding at beginning of year
. . . . . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exercised . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Forfeited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Shares
2,154
—
(331)
(36)
Outstanding at end of year . . . . . . . . . . . . . . . . . . . . . . .
1,787
Exercisable at end of year . . . . . . . . . . . . . . . . . . . . . . .
1,787
Weighted
Average
Exercise
Price
Weighted
Average
Remaining
Contractual
Life (Years)
Aggregate
Intrinsic
Value
$88
$—
$80
$94
$89
$89
3.5
3.5
$20,515
$20,515
The aggregate intrinsic value of SARs and RSUs exercised during the years ended December 31, 2020,
2019, and 2018 was $14,417, $36,200 and $32,600, respectively. The fair value of RSUs is based on the 60-day
average price of the Company’s stock on the date of grant for the year ended December 31, 2020. The fair value
of RSUs is based on the price of the Company’s stock on the date of grant for the years ended December 31,
2019 and 2018. The fair value of SARs is estimated using a Black-Scholes option pricing model. The Company
64
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
ceased issuing SARs in 2017. The total fair value of SARs and RSUs vested during the years ended
December 31, 2020, 2019, and 2018 were $10,014, $26,200, and $20,800, respectively.
10. Income Taxes
Significant components of the Company’s deferred tax assets and liabilities are as follows:
Deferred tax assets related to:
Expenses not yet deducted for tax purposes . . . . . . . . . . . . . . . . . . . . . .
Operating lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pension liability not yet deducted for tax purposes . . . . . . . . . . . . . . . .
Capital loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net operating loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred tax liabilities related to:
Employee and retiree benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventory . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating lease assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property, plant and equipment
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2020
2019
$ 343,308
289,114
257,526
10,875
56,028
$ 271,358
281,853
261,909
18,317
43,932
956,851
877,369
226,356
90,213
282,486
365,825
73,333
29,961
215,899
92,577
274,630
343,649
63,518
38,936
1,068,174
1,029,209
Net deferred tax liability before valuation allowance . . . . . . . . . . . . . . . . .
Valuation allowance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(111,323)
(35,930)
(151,840)
(35,282)
Total net deferred tax liability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ (147,253)
$ (187,122)
The Company currently holds approximately $213,504 in net operating losses, of which approximately
$156,144 will carry forward indefinitely. The remaining net operating losses of approximately $57,360 will begin
to expire in 2024.
The components of income before income taxes are as follows:
2020
2019
2018
United States . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 706,594
(327,226)
$613,910
245,373
$712,951
281,687
Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 379,368
$859,283
$994,638
65
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
The components of income tax expense are as follows:
Current:
Federal
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
State . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$130,680
35,474
77,541
$162,883
45,488
60,376
$130,144
36,457
76,910
2020
2019
2018
Deferred:
Federal
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
State . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,048
801
(30,571)
(21,617)
(11,273)
(23,049)
13,295
5,427
(17,129)
$215,973
$212,808
$245,104
The reasons for the difference between total tax expense and the amount computed by applying the statutory
Federal income tax rate to income before income taxes are as follows:
Statutory rate applied to income(1) . . . . . . . . . . . . . . . . . . . . . . .
Plus state income taxes, net of Federal tax benefit
. . . . . . . . . . .
Taxation of foreign operations, net(2) . . . . . . . . . . . . . . . . . . . . .
U.S. tax reform — transition tax(3) . . . . . . . . . . . . . . . . . . . . . . .
U.S. tax reform — deferred tax remeasurement(3) . . . . . . . . . . .
Non-deductible goodwill impairment tax effect
. . . . . . . . . . . . .
Foreign rate change — deferred tax remeasurement . . . . . . . . . .
. . . . . . . . . . . . . . . . . . .
Book tax basis difference in investment
Valuation allowance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2020
2019
2018
$ 79,667
28,658
(9,072)
—
—
106,411
9,045
—
1,995
(731)
$180,449
27,030
(17,663)
4,492
—
—
6,215
—
4,503
7,782
$208,874
33,088
(7,862)
4,875
424
—
(1,461)
(11,944)
20,505
(1,395)
$215,973
$212,808
$245,104
(1) U.S. statutory rates applied to income are as follows: 2020, 2019 and 2018 at 21%.
(2) The Company’s effective tax rate reflects the net benefit of having operations outside of the U.S. which are
taxed at statutory rates different from the U.S. statutory rate, with some income being fully or partially
exempt from income taxes due to various operating and financing activities.
(3) Impact of the Tax Cuts and Jobs Act, enacted December 22, 2017.
The Company accounts for Global Intangible Low Taxed income in the year the tax is incurred as a period
cost.
The Company, or one of its subsidiaries, files income tax returns in the U.S., various states, and foreign juris-
dictions. With few exceptions, the Company is no longer subject to federal, state and local tax examinations by
tax authorities for years before 2017 or subject to non-United States income tax examinations for years ended
prior to 2013. The Company is currently under audit in the U.S. and some of its foreign jurisdictions. Some
audits may conclude in the next 12 months and the unrecognized tax benefits recorded in relation to the audits
may differ from actual settlement amounts. It is not possible to estimate the effect, if any, of the amount of such
change during the next 12 months to previously recorded uncertain tax positions in connection with the audits.
The Company does not anticipate that total unrecognized tax benefits will significantly change in the next 12
months.
66
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
A reconciliation of the beginning and ending amounts of unrecognized tax benefits is as follows:
Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Additions based on tax positions related to the current year . . . . . . .
Additions for tax positions of prior years . . . . . . . . . . . . . . . . . . . . .
Reductions for tax positions for prior years . . . . . . . . . . . . . . . . . . . .
Reduction for lapse in statute of limitations . . . . . . . . . . . . . . . . . . .
Settlements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2020
2019
2018
$21,461
3,771
3,480
(1,382)
(3,765)
(328)
$18,428
3,701
620
(965)
—
(323)
$14,697
2,034
4,787
(725)
(2,338)
(27)
Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$23,237
$21,461
$18,428
The amount of gross unrecognized tax benefits, including interest and penalties, as of December 31, 2020
and 2019 was approximately $25,870 and $24,347, respectively, of which approximately $21,426 and $18,286,
respectively, if recognized, would affect the effective tax rate.
During the years ended December 31, 2020, 2019, and 2018, the Company paid, received refunds, or
accrued insignificant amounts of interest and penalties. The Company recognizes potential interest and penalties
related to unrecognized tax benefits as a component of income tax expense.
As of December 31, 2020, the Company estimates that it has an outside basis difference in certain foreign
subsidiaries of approximately $520,000, which includes the cumulative undistributed earnings from the Compa-
ny’s foreign subsidiaries. The Company continues to be indefinitely reinvested in this outside basis difference.
Determining the amount of net unrecognized deferred tax liability related to any additional outside basis differ-
ence in these entities is not practicable. This is due to the complexities associated with the calculation to
determine residual taxes on the undistributed earnings, including the availability of foreign tax credits, applic-
ability of any additional local withholding tax and other indirect tax consequences that may arise due to the dis-
tribution of these earnings.
11. Employee Benefit Plans
The Company’s defined benefit pension plans cover employees in the U.S., Canada, and Europe who meet
eligibility requirements. The plan covering U.S. employees is noncontributory, and the Company implemented a
hard freeze for the U.S. qualified defined benefit plan as of December 31, 2013. No further benefits were pro-
vided after this date for additional credited service or earnings, and all participants became fully vested as of
December 31, 2013. The Canadian plan is contributory, and benefits are based on career average compensation.
The Company’s funding policy is to contribute an amount equal to the minimum required contribution under
applicable pension legislation. For the plans in the U.S. and Canada, the Company may increase its contribution
above the minimum, if appropriate to its tax and cash position and the plans’ funded position. The European
plans are funded in accordance with local regulations.
The Company also sponsors supplemental retirement plans covering employees in the U.S. and Canada. The
Company uses a measurement date of December 31 for its pension and supplemental retirement plans.
Several assumptions are used to determine the benefit obligations, plan assets, and net periodic income. The
discount rate for the U.S. pension plan is calculated using a bond matching approach to select specific bonds that
would satisfy the projected benefit payments. The bond matching approach reflects the process that would be
used to settle the pension obligations. The discount rate for non U.S. plans are set by using Willis Towers Wat-
son’s RATE:Link model. For each plan, this approach reflects yields available on high quality corporate bonds
that would generate the cash flow necessary to pay the plan’s benefits when due. The expected return on plan
assets is based on a calculated market-related value of plan assets, where gains and losses on plan assets are
67
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
amortized over a five year period and accumulate in other comprehensive income. Other non-investment unrecog-
nized gains and losses are amortized in future net income based on a “corridor” approach, where the corridor is
equal to 10% of the greater of the benefit obligation or the market-related value of plan assets at the beginning of
the year. The unrecognized gains and losses in excess of the corridor criteria are amortized over the average
future lifetime or service of plan participants, depending on the plan. These assumptions are updated at each
annual measurement date.
Changes in benefit obligations for the years ended December 31, 2020 and 2019 were:
Changes in benefit obligation
Benefit obligation at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Plan participants’ contributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actuarial loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency exchange rate changes . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross benefits paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Plan amendments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Curtailments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Settlements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Special termination costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Acquired plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2020
2019
$2,496,600
12,105
83,732
1,864
218,534
9,394
(144,508)
—
(472)
—
—
1,717
$2,278,043
9,558
97,441
2,246
246,352
9,073
(119,789)
3,327
(6,569)
(67,831)
42,757
1,992
Benefit obligation at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$2,678,966
$2,496,600
The benefit obligations for the Company’s U.S. pension plans included in the above were $2,373,884 and
$2,228,066 at December 31, 2020 and 2019, respectively. The total accumulated benefit obligation for the
Company’s defined benefit pension plans in the U.S., Canada, and Europe was approximately $2,649,418 and
$2,466,322 at December 31, 2020 and 2019, respectively.
For the U.S. pension plan, there was a net actuarial liability loss of $175,200 and an asset gain of $184,200.
The liability loss was comprised primarily of a $173,000 loss due to discount rate changes. For the U.S. supple-
mental retirement plan, there was a net actuarial liability loss of $20,300 comprised primarily of a $21,400 loss
due to discount rate changes.
In 2019, the Company recorded $42,757 in special termination costs related to benefits provided through the
Company’s defined benefit plans to employees that accepted the voluntary retirement program (“VRP”) as part
of the Company’s 2019 Cost Savings Plan. Refer to the restructuring footnote for more information.
The assumptions used to measure the pension benefit obligations for the plans at December 31, 2020 and
2019, were:
2020
2019
Weighted average discount rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rate of increase in future compensation levels . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2.72% 3.43%
3.11% 3.13%
68
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
Changes in plan assets for the years ended December 31, 2020 and 2019 were:
Changes in plan assets
Fair value of plan assets at beginning of year . . . . . . . . . . . . . . . . . . . . . . .
Actual return on plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency exchange rate changes . . . . . . . . . . . . . . . . . . . . . . . . . .
Employer contributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Plan participants’ contributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Benefits paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Settlements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2020
2019
$2,311,227
347,560
7,451
21,765
1,864
(144,508)
—
$2,043,379
427,597
9,826
15,799
2,246
(119,789)
(67,831)
Fair value of plan assets at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$2,545,359
$2,311,227
The fair values of plan assets for the Company’s U.S. pension plans included in the above were $2,258,246
and $2,051,474 at December 31, 2020 and 2019, respectively.
For the years ended December 31, 2020 and 2019, the aggregate projected benefit obligation and aggregate
fair value of plan assets for plans with projected benefit obligations in excess of plan assets were as follows:
2020
2019
Aggregate projected benefit obligation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Aggregate fair value of plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$328,517
$ 45,728
$298,565
$ 39,672
For the years ended December 31, 2020 and 2019, the aggregate accumulated benefit obligation and
aggregate fair value of plan assets for plans with accumulated benefit obligations in excess of plan assets were as
follows:
2020
2019
Aggregate accumulated benefit obligation . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Aggregate fair value of plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$290,271
$ 34,164
$270,230
$ 39,672
The asset allocations for the Company’s funded pension plans at December 31, 2020 and 2019, and the tar-
get allocation for 2021, by asset category were:
Asset Category
Equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Target
Allocation
2021
Percentage of
Plan Assets at
December 31
2020
2019
68%
32%
70% 70%
30% 30%
100% 100% 100%
The Company’s benefit plan committees in the U.S. and Canada establish investment policies and strategies
and regularly monitor the performance of the funds. The plans in Europe are unfunded and, therefore, there are
no plan assets. The pension plan strategy implemented by the Company’s management is to achieve long-term
objectives and invest the pension assets in accordance with the applicable pension legislation in the U.S. and
69
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
Canada as well as fiduciary standards. The long-term primary investment objectives for the pension plans are to
provide for a reasonable amount of long-term growth of capital, without undue exposure to risk, protect the assets
from erosion of purchasing power, and provide investment results that meet or exceed the pension plans’ actua-
rially assumed long-term rates of return. The Company’s investment strategy with respect to pension plan assets
is to generate a return in excess of the passive portfolio benchmark (47% S&P 500 Index, 5% Russell Midcap
Index, 7% Russell 2000 Index, 5% MSCI EAFE Index, 5% DJ Global Moderate Index, 3% MSCI Emerging
Market Net, and 28% Barclays U.S. Govt/Credit).
The fair values of the plan assets as of December 31, 2020 and 2019, by asset category, are shown in the
tables below. Various inputs are considered when determining the value of the Company’s pension plan assets.
The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated
with investing in these securities. Level 1 represents observable market inputs that are unadjusted quoted prices
for identical assets or liabilities in active markets. Level 2 represents other significant observable inputs
(including quoted prices for similar securities, interest rates, credit risk, etc.). Level 3 represents significant
unobservable inputs (including the Company’s own assumptions in determining the fair value of investments).
Certain investments are measured at fair value using the net asset value (“NAV”) per share as a practical expe-
dient and have not been classified in the fair value hierarchy.
70
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
The valuation methods may produce a fair value calculation that may not be indicative of net realizable
value or reflective of future fair values. Furthermore, while the Company believes its valuation methods are
appropriate and consistent with other market participants, the use of different methodologies or assumptions to
determine the fair value of certain financial instruments could result in a different fair value measurement at the
reporting date. Equity securities are valued at the closing price reported on the active market on which the
individual securities are traded on the last day of the calendar plan year. Debt securities including corporate
bonds, U.S. Government securities, and asset-backed securities are valued using price evaluations reflecting the
bid and/or ask sides of the market for an investment as of the last day of the calendar plan year.
2020
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
Significant
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Assets
Measured
at NAV
Total
Equity Securities
Common stocks — mutual funds — equity . . . $ 586,196
202,711
Genuine Parts Company common stock . . . . . .
989,258
Other stocks . . . . . . . . . . . . . . . . . . . . . . . . . . .
$204,303
—
—
$ 381,893
202,711
989,258
$
—
—
—
$ —
—
—
Debt Securities
Short-term investments . . . . . . . . . . . . . . . . . . .
Cash and equivalents . . . . . . . . . . . . . . . . . . . .
Government bonds . . . . . . . . . . . . . . . . . . . . . .
Corporate bonds . . . . . . . . . . . . . . . . . . . . . . . .
Asset-backed and
mortgage-backed securities . . . . . . . . . . . . .
Other-international . . . . . . . . . . . . . . . . . . . . . .
Municipal bonds . . . . . . . . . . . . . . . . . . . . . . . .
Mutual funds — fixed income . . . . . . . . . . . . .
Other
Cash surrender value of life insurance
30,746
18,631
257,221
393,450
10,161
39,992
14,724
—
policies . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,269
—
—
—
—
—
—
—
—
—
30,746
18,631
192,288
—
—
64,933
— 393,450
—
37,041
—
—
10,161
2,951
14,724
—
—
—
—
—
—
—
—
—
—
—
2,269
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$2,545,359
$204,303
$1,852,568
$486,219
$2,269
71
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
2019
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
Significant
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Assets
Measured
at NAV
Total
$ 527,151
214,418
865,078
$187,500
—
—
$ 339,651
214,418
865,070
$
—
—
—
$ —
—
8
34,516
15,833
259,939
255,352
9,316
27,903
10,153
89,298
—
—
—
—
34,516
15,833
167,394
—
—
92,545
— 255,352
—
—
—
89,298
—
27,903
—
—
9,316
—
10,153
—
—
—
—
—
—
—
—
—
Equity Securities
Common stocks — mutual funds — equity . . .
Genuine Parts Company common stock . . . . . .
Other stocks . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt Securities
Short-term investments . . . . . . . . . . . . . . . . . . .
Cash and equivalents . . . . . . . . . . . . . . . . . . . .
Government bonds . . . . . . . . . . . . . . . . . . . . . .
Corporate bonds . . . . . . . . . . . . . . . . . . . . . . . .
Asset-backed and
mortgage-backed securities . . . . . . . . . . . . .
Other-international . . . . . . . . . . . . . . . . . . . . . .
Municipal bonds . . . . . . . . . . . . . . . . . . . . . . . .
Mutual funds — fixed income . . . . . . . . . . . . .
Other
Cash surrender value of life insurance
policies . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,270
—
—
—
2,270
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$2,311,227
$276,798
$1,664,785
$367,366
$2,278
Equity securities include Genuine Parts Company common stock in the amounts of $202,711 (8% of total
plan assets) and $214,418 (9% of total plan assets) at December 31, 2020 and 2019, respectively. Dividend
payments received by the plan on Company stock totaled approximately $6,378 and $6,156 in 2020 and 2019,
respectively. Fees paid during the year for services rendered by parties in interest were based on customary and
reasonable rates for such services.
The changes in the fair value measurement of plan assets using significant unobservable inputs (Level 3)
during 2020 and 2019 were not material.
Based on the investment policy for the pension plans, as well as an asset study that was performed based on
the Company’s asset allocations and future expectations, the Company’s expected rate of return on plan assets for
measuring 2021 pension income is 6.88% for the plans. The asset study forecasted expected rates of return for the
approximate duration of the Company’s benefit obligations, using capital market data and historical relationships.
72
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
The following table sets forth the funded status of the plans and the amounts recognized in the consolidated
balance sheets at December 31:
Other long-term asset . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other current liability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pension and other post-retirement liabilities . . . . . . . . . . . . . . . . . . . . . . . . .
$ 149,182
(17,572)
(265,216)
$ 73,520
(11,692)
(247,201)
2020
2019
Amounts recognized in accumulated other comprehensive loss consist of:
$(133,606)
$(185,373)
2020
2019
Net actuarial loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prior service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$939,290
8,648
$952,133
9,343
$947,938
$961,476
The following table reflects the total benefits expected to be paid from the pension plans’ or the Company’s
assets. Of the pension benefits expected to be paid in 2021, approximately $17,574 is expected to be paid from
employer assets. Expected employer contributions below reflect amounts expected to be contributed to funded
plans. Information about the expected cash flows for the pension plans follows:
Employer contribution
2021 (expected) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
5,724
Expected benefit payments:
2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2023 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2024 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2026 through 2030 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$136,183
$134,054
$137,788
$140,987
$144,405
$741,572
Net periodic benefit income included the following components:
2020
2019
2018
Service cost
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest cost
Expected return on plan assets . . . . . . . . . . . . . . . . . . . . . . . . .
Amortization of prior service cost (credit) . . . . . . . . . . . . . . . .
Amortization of actuarial loss . . . . . . . . . . . . . . . . . . . . . . . . .
$ 12,105
83,732
(154,111)
692
39,613
$
9,558
97,441
(154,137)
(67)
31,000
$ 10,410
88,247
(154,006)
(147)
39,721
Net periodic benefit income . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ (17,969)
$ (16,205)
$ (15,775)
Service cost is recorded in selling, administrative and other expenses in the consolidated statements of
income while all other components except for special termination costs are recorded within other non-operating
expenses (income). The special termination costs incurred in connection with the 2019 Cost Savings Plan are
presented on their own line within non-operating expenses (income).
73
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
Other changes in plan assets and benefit obligations recognized in other comprehensive income are
as follows:
2020
2019
2018
Current year actuarial loss (gain)
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Recognition of actuarial loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Current year prior service cost
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Recognition of prior service (cost) credit
Recognition of curtailment gain (loss)
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 24,613
(39,613)
—
(692)
435
—
$(33,677) $117,867
(39,721)
—
147
—
—
(31,000)
3,327
67
(155)
(50)
Total recognized in other comprehensive (loss) income . . . . . . . . . . . . . . . . . . .
$(15,257) $(61,488) $ 78,293
Total recognized in net periodic benefit income and other comprehensive
(loss) income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$(33,226) $(77,693) $ 62,518
The assumptions used in measuring the net periodic benefit income for the plans follow:
2020
2019
2018
Weighted average discount rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rate of increase in future compensation levels . . . . . . . . . . . . . . . . . . . . . . . . . .
Expected long-term rate of return on plan assets . . . . . . . . . . . . . . . . . . . . . . . . .
3.43% 4.36% 3.70%
3.13% 3.14% 3.11%
7.11% 7.12% 7.14%
The Company has one defined contribution plan in the U.S. that covers substantially all of its domestic
employees. Employees receive a matching contribution of 100% of the first 5% of the employees’ salary. Total
plan expense was approximately $54,885 in 2020, $64,990 in 2019, and $62,335 in 2018.
The Company has a defined contribution plan that covers full-time Canadian employees after six months of
employment and part-time employees upon meeting provincial minimum standards. Employees receive a match-
ing contribution of 100% of the first 5% of the employees’ salary. Total plan expense was approximately $4,486
in 2020 and $4,433 in 2019.
12. Guarantees
interests through ownership of a majority voting interest
The Company guarantees the borrowings of certain independently controlled automotive parts stores and
businesses (“independents”) and certain other affiliates in which the Company has a noncontrolling equity
ownership interest (“affiliates”). Presently, the independents are generally consolidated by unaffiliated enter-
prises that have controlling financial
in the
independents. The Company has no voting interest or equity conversion rights in any of the independents. The
Company does not control the independents or the affiliates but receives a fee for the guarantees. The Company
has concluded that the independents are variable interest entities, but that the Company is not the primary benefi-
ciary. Specifically, the equity holders of the independents have the power to direct the activities that most sig-
nificantly impact the entities’ economic performance including, but not limited to, decisions about hiring and
terminating personnel, local marketing and promotional initiatives, pricing and selling activities, credit decisions,
monitoring and maintaining appropriate inventories, and store hours. Separately, the Company concluded that the
affiliates are not variable interest entities. The Company’s maximum exposure to loss as a result of its involve-
ment with these independents and affiliates is generally equal to the total borrowings subject to the Company’s
guarantees. While such borrowings of the independents and affiliates are outstanding, the Company is required to
74
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
maintain compliance with certain covenants, including a debt to earnings before interest, taxes, depreciation and
amortization (“EBITDA”) ratio and certain limitations on additional borrowings. At December 31, 2020, the
Company was in compliance with all such covenants.
At December 31, 2020, the total borrowings of the independents and affiliates subject to guarantee by the
Company were approximately $884,721. These loans generally mature over periods from one to six years. The
Company regularly monitors the performance of these loans and the ongoing operating results, financial con-
dition and ratings from credit rating agencies of the independents and affiliates that participate in the guarantee
programs. In the event that the Company is required to make payments in connection with these guarantees, the
Company would obtain and liquidate certain collateral pledged by the independents or affiliates (e.g., accounts
receivable and inventory) to recover all or a substantial portion of the amounts paid under the guarantees. The
Company recognizes a liability equal to current expected credit losses over the lives of the loans in the guaran-
teed loan portfolio, based on a consideration of historical experience, current conditions, the nature and expected
value of any collateral, and reasonable and supportable forecasts. To date, the Company has had no significant
losses in connection with guarantees of independents’ and affiliates’ borrowings and the current expected credit
loss reserve is not material. As of December 31, 2020, there are no material guaranteed loans for which the bor-
rower is experiencing financial difficulty and recovery is expected to be provided substantially through the oper-
ation or sale of the collateral.
The Company has recognized certain assets and liabilities amounting to $81,000 and $90,000 for the guaran-
tees related to the independents’ and affiliates’ borrowings at December 31, 2020 and 2019, respectively. These
assets and liabilities are included in other assets and other long-term liabilities in the consolidated balance sheets.
The liabilities relate to the Company’s noncontingent obligation to stand ready to perform under the guarantee
programs and they are distinct from the Company’s current expected credit loss reserve.
13. Commitments and Contingencies
Legal Matters
The Company is subject to various legal proceedings, many involving routine litigation incidental to the
businesses, including approximately 1,819 pending product liability lawsuits resulting from its national dis-
tribution of automotive parts and supplies. Many of these involve claims of personal injury allegedly resulting
from the use of automotive parts distributed by the Company. The amount accrued for pending and future claims
as of December 31, 2020 and 2019 was $169,461 and $146,230, respectively. While litigation of any type con-
tains an element of uncertainty, the Company believes that its insurance coverage and its defense, and ultimate
resolution of pending and reasonably anticipated claims will continue to occur within the ordinary course of the
Company’s business and that resolution of these claims will not have a material effect on the Company’s busi-
ness, results of operations or financial condition.
Pending Claims
On April 17, 2017, a jury awarded damages against the Company of $81,500 in a litigated automotive prod-
uct liability dispute. Through post-trial motions and offsets from previous settlements, the initial verdict was
reduced to $77,100. The Company believed the verdict was not supported by the facts or the law and was con-
trary to the Company’s role in the automotive parts industry. The Company challenged the verdict through an
appeal to a higher court. On February 19, 2020, the Washington Court of Appeals issued an order entirely revers-
ing the jury’s finding on damages and ordering a new trial on damages. The plaintiffs subsequently appealed this
order to the Washington Supreme Court. On July 7, 2020, the Washington Supreme Court indicated that it would
consider a further appeal on this matter and oral arguments occurred on November 10, 2020. A ruling from
75
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
Washington Supreme Court is expected in 2021. At the time of the filing of these financial statements, based
upon the Company’s legal defenses and insurance coverage, the Company does not believe this matter will have
a material impact to the consolidated financial statements.
Fire at S.P. Richards Headquarters and Distribution Center
On July 19, 2019, a fire occurred at a building owned by the Company in Atlanta, Georgia, which primarily
held the S.P. Richards headquarters office and was connected to its Atlanta distribution center. The Company
maintains property and casualty loss insurance coverage. The Company recognized a gain of $13,448 during the
year ended December 31, 2020 for insurance recoveries in excess of losses it has incurred on inventory, property,
plant and equipment and other fire-related costs. The gain is included within other non-operating expenses
(income) on the consolidated statements of income.
14. Acquisitions, Divestitures and Discontinued Operations
Acquisitions
For each acquisition, the Company allocates the purchase price to the assets acquired and the liabilities
assumed based on their fair values as of their respective acquisition dates. The results of operations for acquired
businesses are included in the Company’s consolidated statements of income beginning on their respective
acquisition dates.
2020
The Company acquired several businesses for approximately $86,384, net of cash acquired, during the year
ended December 31, 2020. The Company has not recognized any significant measurement period adjustments
related to finalizing acquisition accounting during the year ended December 31, 2020.
2019
The Company’s cash used in acquisitions of businesses totaled $732,142, net of cash acquired, during the
year ended December 31, 2019. In the Automotive Parts Group, the acquired businesses included all of its equity
interests in Hennig Fahrzeugteile Group (“Hennig”) in January 2019 and of PartsPoint Group in June 2019, which
together generate estimated annual revenues of approximately $520,000, as well as several bolt-on acquisitions.
In the Industrial Parts Group, the Company acquired all of the equity interests in Axis New England and
Axis New York (“Axis”) in March 2019, which generate estimated annual revenue of approximately $55,000,
and the remaining 65% equity investment in Inenco Group Pty Ltd (now referred to as Motion Asia Pacific) in
July 2019. Motion Asia Pacific is one of Australasia’s leading industrial distributors of key product categories
such as bearings, power transmission and seals and it generates estimated annual revenues of approximately
$400,000. Prior to the 65% acquisition, the Company accounted for its 35% investment in Motion Asia Pacific
under the equity method of accounting. Upon acquisition the Company recognized the 35% investment at its
acquisition-date fair value of $123,385. The difference between the acquisition-date fair value and the carrying
amount of the equity method investment resulted in the recognition of a gain of $38,663 on the acquisition date.
The acquisition-date fair value was determined using a market and income approach with the assistance of a third
party valuation firm. The gain is included in the line item “other” within non-operating expenses (income) on the
consolidated statement of income for the year ended December 31, 2019.
76
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
The total acquisition date fair value of the consideration transferred for the businesses and of any previously
held equity interests was $860,712, net of cash acquired of $16,591, and it consisted of the following:
Cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fair value of 35% investment in Motion Asia Pacific held prior to business
December 31,
2019
$732,142
combination . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fair value of other investments held prior to business combination . . . . . . . . . . . . . . . . .
123,385
5,185
Total
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$860,712
The following table summarizes the final fair values of the assets acquired and liabilities assumed at the
acquisition dates for the aggregate of these businesses.
Trade accounts receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Merchandise inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses and other current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property, plant and equipment
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating lease assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total identifiable assets acquired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term debt
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other long-term liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
As of
Acquisition
Dates
$ 148,543
319,579
788
340,799
1,480
70,958
127,470
20,318
1,029,935
122,307
164,662
61,626
67,081
132,187
Total liabilities assumed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net identifiable assets acquired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Noncontrolling interests in a subsidiary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill
547,863
482,072
(1,600)
380,240
Net assets acquired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 860,712
The acquired intangible assets of approximately $340,799 were assigned to customer relationships of
$304,302, trademarks of $32,907, and other intangibles of $3,590 with weighted average amortization lives of
16.6, 21.7, and 5.0 years, respectively, for a total weighted average amortization life of 17.0 years.
The goodwill recognized as part of the acquisitions is generally not tax deductible. The goodwill is attribut-
able primarily to the expected synergies and assembled workforces of the acquired businesses.
2018
For the year ended December 31, 2018, the Company acquired several businesses for approximately
$262,510, net of cash acquired. The Company recorded approximately $167,000 of goodwill and other intangible
77
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
assets associated with the 2018 acquisitions. Other intangible assets acquired consisted of customer relationships
of $76,000 with weighted average amortization lives of 15 years.
Divestitures
2020
The Company received proceeds from divestitures of businesses totaling $387,379 during the year ended
December 31, 2020. Refer to the discontinued operations section below for additional information.
2019
The Company received proceeds from divestitures of businesses totaling $434,609 during the year ended
December 31, 2019. The divestitures are not considered strategic shifts that will have a major effect on the
Company’s operations or financial results; therefore, they are not reported as discontinued operations. The
Company recognized realized currency losses of $34,701 during the year ended December 31, 2019. These losses
are included in the line item “other” within non-operating expenses (income) on the consolidated statement of
income for the year ended December 31, 2019.
Grupo Auto Todo
On March 7, 2019, the Company sold all of its equity in Grupo Auto Todo, a Mexican subsidiary within the
Automotive Parts Group. Grupo Auto Todo contributed revenues of $15,900 for the year ended December 31,
2019 and $93,000 for the year ended December 31, 2018.
EIS
During the third quarter of 2019, the Company approved a transaction to sell EIS, a wholly owned sub-
sidiary within the Industrial Parts Group. The transaction closed on September 30, 2019. EIS contributed rev-
enues of $588,031 for the year ended December 31, 2019 and $817,249 for the year ended December 31, 2018.
Discontinued Operations
Business Products Group
Effective June 30, 2020, the Company completed the divestiture of its Business Products Group by selling
Supply Source Enterprises, Inc. (“SSE”) and S.P. Richards Company (“SPR”) in separate transactions. These
divestitures are part of the Company’s long-term strategic initiative to streamline its operations and optimize its
portfolio so that it can drive shareholder value by focusing on its global Automotive and Industrial Parts Groups.
The Business Products Group was previously a reportable segment of the Company. These divestitures, together
with prior period divestitures of Garland C. Norris (effective December 13, 2019), SPR Canada (effective Jan-
uary 1, 2020) and Safety Zone Canada (effective March 2, 2020), represent a single plan to exit the Business
Products Group segment and are considered a strategic shift that will have a major effect on the Company’s
operations and financial results. Therefore, the results of operations, financial position and cash flows for the
Business Products Group are reported as discontinued operations for all periods presented.
The Company maintains an investment in SPR with a carrying value of $67,601, which is included within
other assets on the consolidated balance sheet, as of December 31, 2020. During the three months ended
December 31, 2020, the Company recognized an allowance on the investment and corresponding charge of
$17,000 equal to the current expected credit losses based on a consideration of historical experience, current
78
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
market conditions and reasonable and supportable forecasts related to this investment. This charge is included
within non-operating expenses (income) on the consolidated statement of
the year ended
December 31, 2020.
income for
The Company also remains involved with SPR for a limited period of time through various lease, sublease,
freight distribution and transition service agreements. The Company has concluded that SPR is a variable interest
entity, but the Company is not the primary beneficiary and therefore the entity is not consolidated. Among other
things, the Company does not have any voting rights and does not have the power to direct the activities that
most significantly affect SPR’s economic performance. For a limited period of time as SPR completes its tran-
sition away from the Company’s shared services platform, the Company continues to pay certain payables on
SPR’s behalf and at SPR’s direction with full, weekly reimbursement from SPR under the terms of a transition
services agreement.
The Company’s results of operations for discontinued operations were:
Year Ended December 31,
2020
2019
2018
Net sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cost of goods sold . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 846,944
632,007
$1,870,071
1,413,485
$1,903,468
1,439,436
Gross profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating and non-operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loss on disposal
214,937
179,461
223,928
(Loss) income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(188,452)
4,045
456,586
476,521
9,048
(28,983)
(3,593)
464,032
383,058
—
80,974
20,034
Net (loss) income from discontinued operations . . . . . . . . . . . . . . . . . . . .
$(192,497) $ (25,390) $
60,940
The Company’s assets and liabilities for discontinued operations, by major class, were:
December 31,
2019
Assets
Trade accounts receivable, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Merchandise inventories, net
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses and other current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other intangible assets, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating lease assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$194,903
387,307
132,041
76,829
80,302
91,640
Total assets of discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$963,022
Liabilities
Trade accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$158,163
59,954
68,906
Total liabilities of discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$287,023
79
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
15. Segment Data
The Company’s reportable segments consist of automotive and industrial parts. Within the reportable seg-
ments, certain of the Company’s operating segments are aggregated since they have similar economic character-
istics, products and services, type and class of customers, and distribution methods.
The Company’s automotive segment distributes replacement parts (other than body parts) for substantially
all makes and models of automobiles, trucks, and other vehicles.
The Company’s industrial segment distributes a wide variety of industrial bearings, mechanical and fluid
power transmission equipment, including hydraulic and pneumatic products, material handling components and
related parts and supplies.
Inter-segment sales are not significant. Segment profit for each industry segment is calculated as net sales
less operating expenses excluding general corporate expenses, interest expense, equity in income from investees,
intangible asset amortization, income attributable to noncontrolling interests and other unallocated amounts that
are driven by corporate initiatives. Approximately $327,226 of loss before income taxes for the year ended
December 31, 2020 and approximately $245,373 and $281,687 of income before income taxes was generated in
jurisdictions outside the U.S. for the years ended 2019, and 2018, respectively. Net sales and net property, plant
and equipment by country relate directly to the Company’s operations in the respective country. Corporate assets
are principally cash and cash equivalents and headquarters’ facilities and equipment.
2020
2019
2018
Net sales:
Automotive . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Industrial . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$10,860,695
5,676,738
$10,993,902
6,528,332
$10,533,021
6,298,584
Total net sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$16,537,433
$17,522,234
$16,831,605
Segment profit:
Automotive . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Industrial . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
867,743
481,854
$
831,951
521,830
$
856,014
487,360
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total segment profit
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense, net
Corporate expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Intangible asset amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other unallocated costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 1,349,597
(91,048)
(149,754)
(94,962)
(634,465)
$ 1,353,781
(91,405)
(140,815)
(92,206)
(170,072)
$ 1,343,374
(93,281)
(137,036)
(83,489)
(34,930)
Income before income taxes from continuing operations . . . . . . . . . .
$
379,368
$
859,283
$
994,638
80
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
The following table presents a summary of the other unallocated costs:
2020
2019
2018
Other unallocated costs:
Goodwill impairment charge(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Restructuring costs(2)
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Special termination costs(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Realized currency and other divestiture losses(3) . . . . . . . . . . . . . . . . . .
Gain on insurance proceeds related to SPR fire(4) . . . . . . . . . . . . . . . . .
Gain on equity investment(5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventory adjustment(6) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Transaction and other costs(7) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$(506,721) $
(50,019)
—
(11,356)
13,448
—
(40,000)
(39,817)
— $
(100,023)
(42,757)
(34,701)
—
38,663
—
(31,254)
—
—
—
—
—
—
—
(34,930)
Total other unallocated costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$(634,465) $(170,072) $(34,930)
(1) Adjustment reflects a second quarter goodwill impairment charge related to our European reporting unit.
(2) Adjustment reflects restructuring and special termination costs related to the 2019 Cost Savings Plan
announced in the fourth quarter of 2019. The costs are primarily associated with severance and other
employee costs, including a voluntary retirement program, and facility and closure costs related to the con-
solidation of operations.
(3) Adjustment reflects realized currency losses related to divestitures.
(4) Adjustment reflects insurance recoveries in excess of losses incurred on inventory, property, plant and
equipment and other fire-related costs related to the S.P. Richards Headquarters and Distribution Center.
(5) Adjustment relates to the gain recognized upon remeasuring the Company’s preexisting 35% equity invest-
ment to fair value upon acquiring the remaining equity of Motion Asia Pacific on July 1, 2019.
(6) Adjustment reflects a $40 million increase to cost of goods sold recorded during the quarter ended
December 31, 2020 due to the correction of an immaterial error related to the accounting in prior years for
consideration received from vendors.
(7) Adjustment includes a $17 million loss on investment, $10 million of incremental costs associated with
COVID-19 and costs associated with certain divestitures. COVID-19 related costs include incremental costs
incurred relating to fees to cancel marketing events and increased cleaning and sanitization materials, among
other things. For the three and twelve months ended December 31, 2019, adjustment reflects transaction and
other costs related to acquisitions and divestitures.
2020
2019
2018
Assets:
Automotive . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Industrial . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Corporate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill and other intangible assets . . . . . . . . . . . . . . . . . . . . .
Discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 7,858,334
1,911,520
254,627
3,415,734
—
$ 7,376,408
1,993,457
527,126
3,785,616
963,022
$ 6,248,117
1,792,662
297,282
3,374,718
970,261
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$13,440,215
$14,645,629
$12,683,040
81
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
Depreciation and amortization:
Automotive . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Industrial . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Corporate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Intangible asset amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . .
Capital expenditures:
Automotive . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Industrial . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Corporate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
$
$
2020
2019
2018
$
$
120,932
16,315
40,633
94,962
122,905
17,577
24,575
92,206
105,238
14,518
24,339
83,489
272,842
$
257,263
$
227,584
$
133,523
19,287
692
227,420
39,003
11,450
$
198,910
21,783
5,813
Total capital expenditures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
153,502
$
277,873
$
226,506
Net sales:
United States . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Europe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Canada . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Australasia . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Mexico . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$10,863,348
2,408,913
1,526,202
1,691,190
47,780
$12,226,381
2,223,498
1,614,659
1,369,361
88,335
$12,083,120
1,860,912
1,565,393
1,193,148
129,032
Total net sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$16,537,433
$17,522,234
$16,831,605
Net property, plant and equipment:
United States . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Europe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Canada . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Australasia . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Mexico . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
$
728,802
164,268
102,409
165,596
968
$
763,746
153,357
103,320
147,457
5,808
693,683
110,184
91,195
95,578
4,014
Total net property, plant and equipment . . . . . . . . . . . . . . . . . . . . . . .
$ 1,162,043
$ 1,173,688
$
994,654
82
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
The following table presents disaggregated geographical net sales from contracts with customers by report-
timing and
able segment. The Company believes this presentation best depicts how the nature, amount,
uncertainty of net sales and cash flows are affected by economic factors:
2020
2019
2018
North America:
Automotive . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Industrial . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 7,177,543
5,259,787
$ 7,613,047
6,316,328
$ 7,478,961
6,298,584
Total North America . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$12,437,330
$13,929,375
$13,777,545
Australasia:
Automotive . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Industrial . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 1,274,239
416,951
$ 1,157,357
212,004
$ 1,193,148
—
Total Australasia . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 1,691,190
$ 1,369,361
$ 1,193,148
Europe — Automotive . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 2,408,913
$ 2,223,498
$ 1,860,912
Total net sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$16,537,433
$17,522,234
$16,831,605
16. Restructuring
In October of 2019, the Company approved certain restructuring actions (the “2019 Cost Savings Plan”)
across its subsidiaries primarily targeted at simplifying organizational structures and distribution networks.
Among other things, the 2019 Cost Savings Plan resulted in workforce reductions and facility closures and con-
solidations. The Company executed a VRP for its U.S. and Canadian subsidiaries in the fourth quarter of 2019 in
connection with this plan.
The table below summarizes costs incurred for the 2019 Cost Savings Plan:
Restructuring costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Special termination costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$50,019
—
$100,023
42,757
Total costs incurred . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$50,019
$142,780
2020
2019
The 2019 Cost Savings Plan was approved and funded by the Company’s corporate office and therefore
these costs are not allocated to the Company’s segments. See the segment data footnote for more information. No
material further costs are expected to be incurred for the 2019 Cost Savings Plan.
83
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
The table below summarizes the activity related to the restructuring costs discussed above. As of
December 31, 2020, the current portion of the restructuring liability is included in other current liabilities on the
consolidated balance sheet.
Severance
and other
employee
costs
Facility
and
closure
costs
Accelerated
operating
lease costs
Asset
impairments
Total
Liability as of January 1, 2020 . . . . . . . . . . . . . . . . . .
Restructuring costs . . . . . . . . . . . . . . . . . . . . . . . . .
Cash payments . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-cash charges . . . . . . . . . . . . . . . . . . . . . . . . . .
Translation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 72,192
20,631
(72,365)
—
936
$ 6,639
16,421
(13,245)
$ —
6,724
—
— (6,724)
—
318
$ — $ 78,831
50,019
(85,610)
(12,967)
1,254
6,243
—
(6,243)
Liability as of December 31, 2020 . . . . . . . . . . . . . . .
$ 21,394
$ 10,133
$ —
$ — $ 31,527
17. Quarterly Financial Data (Unaudited)
The following is a summary of the quarterly results of operations for the years ended December 31, 2020
and 2019:
Three Months Ended
(In thousands, except per share data)
March 31, 2020
June 30, 2020
Sept. 30, 2020 Dec. 31, 2020
Net sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross profit
Net income (loss) from continuing operations . . . . . . . . . .
Net income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Earnings per share from continuing operations:
Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Earnings per share:
Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$4,092,526
$1,388,178
$ 122,346
$ 136,535
$3,823,227
$1,290,487
$ (363,501)
$ (564,372)
$4,370,086
$1,528,066
$ 232,918
$ 227,531
$4,251,594
$1,448,110
$ 171,632
$ 171,204
$
$
$
$
0.84
0.84
0.94
0.94
$
$
$
$
(2.52)
(2.52)
(3.91)
(3.91)
$
$
$
$
1.61
1.61
1.58
1.57
$
$
$
$
1.19
1.18
1.19
1.18
Three Months Ended
(In thousands, except per share data)
March 31, 2019
June 30, 2019
Sept. 30, 2019 Dec. 31, 2019
Net sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross profit
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income from continuing operations . . . . . . . . . . . . . . .
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Earnings per share from continuing operations:
Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Earnings per share:
Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$4,259,129
$1,392,798
$ 145,684
$ 160,250
$4,457,931
$1,482,704
$ 209,519
$ 224,430
$4,525,284
$1,505,233
$ 212,256
$ 227,487
$4,279,890
$1,478,948
79,016
$
8,918
$
$
$
$
$
1.00
0.99
1.10
1.09
$
$
$
$
1.43
1.43
1.54
1.53
$
$
$
$
1.46
1.45
1.56
1.56
$
$
$
$
0.54
0.54
0.06
0.06
84
Genuine Parts Company and Subsidiaries
Notes to Consolidated Financial Statements — (Continued)
December 31, 2020
We recorded the quarterly earnings per share amounts as if each quarter was a discrete period. As a result,
the sum of the basic and diluted earnings per share will not necessarily total the annual basic and diluted earnings
per share.
Certain of the quarterly results identified in the table above include material, unusual or infrequently occur-
ring items as follows on a pre-tax basis:
In the second quarter of 2020, the Company recorded a goodwill impairment charge of $506,721. Refer to
the goodwill and other intangible assets footnote within the Notes to the Consolidated Financial Statements for
additional information.
In the fourth quarter of 2019, the Company recognized $142,780 in total restructuring costs and special
the year ending
termination costs. The Company recognized $50,019 in total
December 31, 2020. Refer to the restructuring footnote in the Notes to Consolidated Financial Statements for
additional information.
restructuring costs for
During the fourth quarter of 2020, the Company determined that inventory was overstated because certain
consideration received from vendors was not properly recognized as a reduction to carrying amount of inventory
in the years ending December 31, 2019 and prior. The Company corrected this misstatement and recorded an
adjustment
to decrease inventory and increase cost of goods sold by $40,000 during the quarter ended
December 31, 2020. In accordance with Staff Accounting Bulletin (“SAB”) No. 99, Materiality, and SAB
No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year
Financial Statements, the Company concluded that this misstatement was not material to the Company’s pre-
viously issued annual and interim financial statements. The Company also concluded the correction of this mis-
statement during the quarter ended December 31, 2020 was not material to the 2020 consolidated financial
statements.
85
ITEM 9.
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.
Not applicable.
ITEM 9A. CONTROLS AND PROCEDURES.
Management’s conclusion regarding the effectiveness of disclosure controls and procedures
As of the end of the period covered by this report, an evaluation was performed under the supervision and
with the participation of the Company’s management, including the Chief Executive Officer (“CEO”) and Chief
Financial Officer (“CFO”), of the effectiveness of the Company’s disclosure controls and procedures, as such
term is defined in SEC Rule 13a-15(e). Based on that evaluation, the Company’s management, including the
the Company’s disclosure controls and procedures were effective, as of
CEO and CFO, concluded that
December 31, 2020, to ensure that material information was accumulated and communicated to our management,
including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions
regarding required disclosure.
Management’s report on internal control over financial reporting
The management of Genuine Parts Company and its Subsidiaries (the “Company”) is responsible for estab-
lishing and maintaining adequate internal control over financial reporting as defined in Rule 13a-15(f) under the
Securities Exchange Act of 1934.
The Company’s internal control system was designed to provide reasonable assurance to the Company’s
management and to the board of directors regarding the preparation and fair presentation of the Company’s pub-
lished consolidated financial statements. The Company’s internal control over financial reporting includes those
policies and procedures that:
i. pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the trans-
actions and dispositions of the assets of the Company;
ii. provide reasonable assurance that transactions are recorded as necessary to permit preparation of finan-
cial statements in accordance with U.S. generally accepted accounting principles, and that receipts and
expenditures of the Company are being made only in accordance with authorizations of management and direc-
tors of the Company; and
iii. provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use
or disposition of the Company’s assets that could have a material effect on the financial statements.
All internal control systems, no matter how well designed, have inherent limitations and may not prevent or
detect misstatements. Therefore, even those systems determined to be effective can provide only reasonable
assurance with respect to financial statement preparation and presentation. Also, projections of any evaluation of
effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in
conditions or that the degree of compliance with the policies or procedures may deteriorate.
The Company’s management, including our CEO and CFO, assessed the effectiveness of the Company’s
internal control over financial reporting as of December 31, 2020. In making this assessment, it used the criteria
set forth by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework)
(“COSO”) in “Internal Control-Integrated Framework.” Based on this assessment, management concluded that
the Company’s internal control over financial reporting was effective as of December 31, 2020.
Changes in internal control over financial reporting
There have been no changes in the Company’s internal control over financial reporting during the Compa-
ny’s fourth fiscal quarter ended December 31, 2020 that have materially affected, or are reasonably likely to
materially affect, the Company’s internal control over financial reporting.
86
The effectiveness of the Company’s internal control over financial reporting as of December 31, 2020 has
been audited by Ernst & Young LLP, an independent registered public accounting firm, which also audited our
Consolidated Financial Statements for the year ended December 31, 2020. Ernst & Young LLP’s report on our
internal control over financial reporting is set forth below.
87
Report of Independent Registered Public Accounting Firm
To the Shareholders and the Board of Directors of Genuine Parts Company and Subsidiaries
Opinion on Internal Control over Financial Reporting
We have audited Genuine Parts Company and Subsidiaries’ internal control over financial reporting as of
December 31, 2020, based on criteria established in Internal Control—Integrated Framework issued by the
Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In
our opinion, Genuine Parts Company and Subsidiaries (the Company) maintained, in all material respects, effec-
tive internal control over financial reporting as of December 31, 2020, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board
(United States) (PCAOB), the consolidated balance sheets of Genuine Parts Company and Subsidiaries as of
December 31, 2020 and 2019, the related consolidated statements of income, comprehensive income, equity and
cash flows for each of the three years in the period ended December 31, 2020, and the related notes and our
report dated February 19, 2021 expressed an unqualified opinion thereon.
Basis of Opinion
The Company’s management is responsible for maintaining effective internal control over financial report-
ing and for its assessment of the effectiveness of internal control over financial reporting included in the accom-
panying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an
opinion on the Company’s internal control over financial reporting based on our audit. We are a public account-
ing firm registered with the PCAOB and are required to be independent with respect to the Company in accord-
ance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange
Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial
reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk
that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control
based on the assessed risk, and performing such other procedures as we considered necessary in the circum-
stances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles. A company’s internal control over financial reporting
includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable
assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance
with generally accepted accounting principles, and that receipts and expenditures of the company are being made
only in accordance with authorizations of management and directors of the company; and (3) provide reasonable
assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the compa-
ny’s assets that could have a material effect on the financial statements.
88
Because of its inherent limitations, internal control over financial reporting may not prevent or detect mis-
statements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that con-
trols may become inadequate because of changes in conditions, or that the degree of compliance with the policies
or procedures may deteriorate.
/s/ Ernst & Young LLP
Atlanta, Georgia
February 19, 2021
89
ITEM 9B. OTHER INFORMATION.
Not applicable.
90
PART III.
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
INFORMATION ABOUT OUR EXECUTIVE OFFICERS.
Executive officers of the Company are elected by the Board of Directors and each serves at the pleasure of
the Board of Directors until his or her successor has been elected and qualified, or until his or her earlier death,
resignation, removal, retirement or disqualification. The current executive officers of the Company are:
Paul D. Donahue, age 64, was appointed Chairman of the Board and Chief Executive Officer of the
Company in April of 2019. He served as President and Chief Executive Officer from May 2016 — April
2019. Mr. Donahue was President of the Company from January 2012 until April 2019, and he has been a
Director of the Company since April 2012. Previously, Mr. Donahue served as President of the Company’s
U.S. Automotive Parts Group from July 2009 to February 1, 2016. Mr. Donahue served as Executive Vice
President of the Company from August 2007 until his appointment as President in 2012. Previously,
Mr. Donahue was President and Chief Operating Officer of S.P. Richards Company from 2004 to 2007 and
was Executive Vice President-Sales and Marketing in 2003, the year he joined the Company.
William P. Stengel, age 43, was appointed President of the Company on January 15, 2021. Mr. Stengel
previously served as Executive Vice President and Chief Transformation Officer of the Company from
November 2019. Previously, Mr. Stengel worked for HD Supply, an Atlanta-based industrial distributor,
where he served as President and Chief Executive Officer of HD Supply Facilities Maintenance, from June
of 2017 to October of 2018. Prior to his role as President/CEO, he served as Chief Operating Officer for HD
Supply Facilities Maintenance from September of 2016 to May of 2017 and prior to that role, he served as
Chief Commercial Officer of HD Supply Facilities Maintenance from January of 2016 to September of
2016. Mr. Stengel served as Senior Vice President, Strategic Business Development and Investor Relations
of HD Supply from June of 2013 to January of 2016. Prior to HD Supply, Mr. Stengel worked in the Strate-
gic Business Development group at the Home Depot as well as at Bank of America and Stonebridge Asso-
ciates in various investment banking roles.
Carol B. Yancey, age 57, has been Executive Vice President and Chief Financial Officer of the Com-
pany since March 2013, and also held the additional title of Corporate Secretary of the Company up to
February 2015. Ms. Yancey was Senior Vice President — Finance and Corporate Secretary from 2005 until
her appointment as Executive Vice President — Finance in November 2012. Previously, Ms. Yancey was
named Vice President of the Company in 1999 and Corporate Secretary in 1995. Prior to that, she served as
Assistant Corporate Secretary from 1994 to 1995, Director of Shareholder Relations from 1992 to 1994, and
Director of Investor Relations in 1991, when she joined the Company.
James R. Neill, age 59, was appointed Executive Vice President of Human Resources of the Company
in February of 2020. Prior to that, he served as Senior Vice President of Human Resources from April 2014
to February of 2020. Mr. Neill was Senior Vice President of Employee Development and HR Services from
April 2013 until his appointment as Senior Vice President of Human Resources of the Company. Previously,
Mr. Neill served as the Senior Vice President of Human Resources at Motion Industries from 2008 to 2013.
Mr. Neill joined Motion in 2006 as Vice President of Human Resources and served in that role from 2006 to
2007.
Randall P. Breaux, age 58, was appointed President of Motion Industries on January 1, 2019.
Mr. Breaux was Executive Vice President of Marketing, Distribution, and Strategic Planning at Motion from
January 2018 until his appointment to President. Previously, he served as Senior Vice President of Market-
ing, Distribution, and Purchasing from 2015 to 2017. Mr. Breaux joined Motion in 2011 as Senior Vice
President of Marketing, Product Management, and Strategic Planning.
Kevin E. Herron, age 58, was appointed President of the U.S. Automotive Parts group on January 1,
2019. Mr. Herron previously served as Executive Vice President — U.S. Automotive Parts Group from
2018 to 2019, and previous to that role, he was Group Senior Vice President of the U.S. Automotive Parts
91
Group from 2014 to 2018. From 2010 to 2014 he was Division Vice President for the Midwest of the U.S.
Automotive Parts Group, and prior to that he was Regional Vice President for UAP, the Canadian division
of the Automotive Parts Group. He held that role from 2006 to 2010. Prior to that, Mr. Herron served as
Regional Vice President of Corporate Stores from 2004 to 2006, and previously he was District Manager in
Maine from 1995 to 2003 and held the same title in Vermont during 1994. Prior to those roles, he was Area
Manager in Syracuse, New York from 1991 to 1993. Mr. Herron began his career at the Company as a
management trainee in Syracuse and served in that role from 1989 to 1990.
Further information required by this item is set forth under the heading “Nominees for Director”, under the
heading “Corporate Governance — Code of Conduct and Ethics”, under the heading “Corporate Governance —
Board Committees — Audit Committee”, and under the heading “Corporate Governance — Director Nominating
Process” of the Proxy Statement and is incorporated herein by reference. We have adopted a Code of Conduct
and Ethics, which is available on the “Investor Relations” section of our website. Any amendments to, or waivers
of, the Code of Code of Ethics will be disclosed on our website promptly following the date of such amendment
or waiver.
ITEM 11. EXECUTIVE COMPENSATION.
Information required by this item is set forth under the headings “Executive Compensation”, “Additional
Information Regarding Executive Compensation”, “2020 Grants of Plan-Based Awards”, “2020 Outstanding Equity
Awards at Fiscal Year-End”, “2020 Option Exercises and Stock Vested”, “2020 Pension Benefits”, “2020 Non-
qualified Deferred Compensation”, “Post Termination Payments and Benefits”, “Compensation, Nominating and
Governance Committee Report”, “Compensation, Nominating and Governance Committee Interlocks and Insider
Participation” and “Compensation of Directors” of the Proxy Statement and is incorporated herein by reference.
ITEM 12.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
AND RELATED STOCKHOLDER MATTERS.
Certain information required by this item is set forth below. Additional information required by this item is
set forth under the headings “Security Ownership of Certain Beneficial Owners” and “Security Ownership of
Management” of the Proxy Statement and is incorporated herein by reference.
The following table gives information as of December 31, 2020 about the common stock that may be issued
under all of the Company’s existing equity compensation plans:
Equity Compensation Plan Information
Plan Category
Equity Compensation Plans Approved by
Shareholders: . . . . . . . . . . . . . . . . . . . . . . . .
Equity Compensation Plans Not Approved by
Shareholders: . . . . . . . . . . . . . . . . . . . . . . . .
Total
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,953,372
(a)
Number of Securities to
be Issued upon Exercise
of Outstanding Options,
Warrants and Rights(1)
(b)
Weighted Average
Exercise Price of
Outstanding Options,
Warrants and Rights
(c) Number of Securities
Remaining Available for
Future Issuance Under
Equity Compensation
Plans (Excluding
Securities
Reflected in Column (a))
876,123(2)
1,957,126(3)
120,123(4)
$82.66
$95.00
n/a
—
—
7,601,126(5)
879,877
8,481,003
(1) Reflects the maximum number of shares issuable pursuant to the exercise or conversion of stock options,
stock appreciation rights, restricted stock units and common stock equivalents. The actual number of shares
issued upon exercise of stock appreciation rights is calculated based on the excess of fair market value of our
common stock on date of exercise and the grant price of the stock appreciation rights.
92
(2) Genuine Parts Company 2006 Long-Term Incentive Plan
(3) Genuine Parts Company 2015 Incentive Plan
(4) Genuine Parts Company Directors’ Deferred Compensation Plan, as amended
(5) All of these shares are available for issuance pursuant to grants of full-value stock awards.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE.
Information required by this item is set forth under the headings “Corporate Governance — Independent Direc-
tors” and “Transactions with Related Persons” of the Proxy Statement and is incorporated herein by reference.
ITEM 14.
PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Information required by this item is set forth under the heading “Proposal 3. Ratification of Selection of
Independent Auditors” of the Proxy Statement and is incorporated herein by reference.
93
PART IV.
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.
(a) Documents filed as part of this report
(1) Financial Statements
The following consolidated financial statements of Genuine Parts Company and Subsidiaries are
incorporated in this Item 15 by reference from Part II-Item 8. Financial Statements and Supplemental Data
included in this Annual Report on Form 10-K. See Index to Consolidated Financial Statements.
Report of independent registered public accounting firm on the financial statements
Consolidated balance sheets — December 31, 2020 and 2019
Consolidated statements of income — Years ended December 31, 2020, 2019 and 2018
Consolidated statements of comprehensive income — Years ended December 31, 2020, 2019 and 2018
Consolidated statements of equity — Years ended December 31, 2020, 2019 and 2018
Consolidated statements of cash flows — Years ended December 31, 2020, 2019 and 2018
Notes to consolidated financial statements — December 31, 2020
(2) Financial Statement Schedules
Schedules are omitted because the information is not required or because the information required is
included in the financial statements or notes thereto.
(3) Exhibits
The following exhibits are filed as part of or incorporated by reference in this report. Exhibits that are
incorporated by reference to documents filed previously by the Company under the Securities Exchange Act of
1934, as amended, are filed with the Securities and Exchange Commission under File No. 1-5690. The Company
will furnish a copy of any exhibit upon request to the Company’s Corporate Secretary.
Instruments with respect to long-term debt where the total amount of securities authorized there under does
not exceed 10% of the total assets of the Registrant and its subsidiaries on a consolidated basis have not been
filed. The Registrant agrees to furnish to the Commission a copy of each such instrument upon request.
Exhibit Number
Description
Exhibit 3.1
Exhibit 3.2
Exhibit 4.1
Exhibit 4.2
Exhibit 10.1*
Exhibit 10.2*
Exhibit 10.3*
Amended and Restated Articles of Incorporation of the Company, as amended April 23, 2007.
(Incorporated herein by reference from the Company’s Current Report on Form 8-K, dated
April 23, 2007.)
By-Laws of the Company, as amended and restated November 19, 2018. (Incorporated herein
by reference from the Company’s Current Report on Form 8-K, dated November 19, 2018.)
Description of Genuine Parts Company Common Stock.
Specimen Common Stock Certificate. (Incorporated herein by reference from the Company’s
Registration Statement on Form S-1, Registration No. 33-63874.)
The Genuine Parts Company Tax-Deferred Savings Plan, effective January 1, 1993.
(Incorporated herein by reference from the Company’s Annual Report on Form 10-K, dated
March 3, 1995.)
Amendment No. 1 to the Genuine Parts Company Tax-Deferred Savings Plan, dated June 1,
1996, effective June 1, 1996. (Incorporated herein by reference from the Company’s Annual
Report on Form 10-K, dated March 7, 2005.)
Amendment No. 2 to the Genuine Parts Company Tax-Deferred Savings Plan, dated April 19,
1999, effective April 19, 1999. (Incorporated herein by reference from the Company’s Annual
Report on Form10-K, dated March 10, 2000.)
94
Exhibit Number
Description
Exhibit 10.4*
Exhibit 10.5*
Exhibit 10.6*
Exhibit 10.7*
Exhibit 10.8*
Exhibit 10.9*
Exhibit 10.10*
Exhibit 10.11*
Exhibit 10.12*
Exhibit 10.13*
Exhibit 10.14*
Exhibit 10.15*
Exhibit 10.16*
Exhibit 10.17*
Exhibit 10.18*
Exhibit 10.19*
Exhibit 10.20*
Amendment No. 3 to the Genuine Parts Company Tax-Deferred Savings Plan, dated
November 28, 2001, effective July 1, 2001. (Incorporated herein by reference from the
Company’s Annual Report on Form 10-K, dated March 7, 2002.)
Amendment No. 4 to the Genuine Parts Company Tax-Deferred Savings Plan, dated June 5,
2003, effective June 5, 2003. (Incorporated herein by reference from the Company’s Annual
Report on Form 10-K, dated March 8, 2004.)
Amendment No. 5 to the Genuine Parts Company Tax-Deferred Savings Plan, dated
December 28, 2005, effective January 1, 2006. (Incorporated herein by reference from the
Company’s Annual Report on Form 10-K, dated March 3, 2006.)
Amendment No. 6 to the Genuine Parts Company Tax-Deferred Savings Plan, dated
November 28, 2007, effective January 1, 2008. (Incorporated herein by reference from the
Company’s Annual Report on Form 10-K, dated February 29, 2008.)
Amendment No. 7 to the Genuine Parts Company Tax-Deferred Savings Plan, dated
November 16, 2010, effective January 1, 2011. (Incorporated herein by reference from the
Company’s Annual Report on Form 10-K, dated February 25, 2011.)
Amendment No. 8 to the Genuine Parts Company Tax-Deferred Savings Plan, dated
December 7, 2012, effective December 7, 2012. (Incorporated herein by reference from the
Company’s Annual Report on Form 10-K, dated February 26, 2013.)
The Genuine Parts Company Original Deferred Compensation Plan, as amended and restated
as of August 19, 1996. (Incorporated herein by reference from the Company’s Annual Report
on Form 10-K, dated March 8, 2004.)
Amendment to the Genuine Parts Company Original Deferred Compensation Plan, dated
April 19, 1999, effective April 19, 1999. (Incorporated herein by reference from the Compa-
ny’s Annual Report on Form 10-K, dated March 10, 2000.)
Genuine Parts Company Supplemental Retirement Plan, as amended and restated as of Jan-
uary 1, 2009. (Incorporated herein by reference from the Company’s Annual Report on Form
10-K, dated February 27, 2009.)
Amendment No. 1 to the Genuine Parts Company Supplemental Retirement Plan, as amended
and restated as of January 1, 2009, dated August 16, 2010, effective August 16, 2010.
(Incorporated herein by reference from the Company’s Annual Report on Form 10-K, dated
February 25, 2011.)
Amendment No. 2 to the Genuine Parts Company Supplemental Retirement Plan, as amended
and restated as of January 1, 2009, dated November 16, 2010, effective January 1, 2011.
(Incorporated herein by reference from the Company’s Annual Report on Form 10-K, dated
February 25, 2011.)
Amendment No. 3 to the Genuine Parts Company Supplemental Retirement Plan, as amended
and restated as of January 1, 2009, dated December 7, 2012, effective December 31, 2013.
(Incorporated herein by reference from the Company’s Annual Report on Form 10-K, dated
February 26, 2013.)
Genuine Parts Company Directors’ Deferred Compensation Plan, as amended and restated
effective January 1, 2003, and executed November 11, 2003. (Incorporated herein by reference
from the Company’s Annual Report on Form 10-K, dated March 8, 2004.)
Amendment No. 1 to the Genuine Parts Company Directors’ Deferred Compensation Plan,
dated November 19, 2007, effective January 1, 2008. (Incorporated herein by reference from
the Company’s Annual Report on Form 10-K, dated February 29, 2008.)
Amendment No. 2 to the Genuine Parts Company Director’s Deferred Compensation Plan,
dated December 7, 2012, effective December 7, 2012. (Incorporated herein by reference from
the Company’s Annual Report on Form 10-K, dated February 26, 2013.)
Genuine Parts Company 2006 Long-Term Incentive Plan, effective April 17, 2006.
(Incorporated herein by reference from the Company’s Current Report on Form 8-K, dated
April 18, 2006.)
Amendment to the Genuine Parts Company 2006 Long-Term Incentive Plan, dated
November 20, 2006, effective November 20, 2006. (Incorporated herein by reference from the
Company’s Annual Report on Form 10-K, dated February 28, 2007.)
95
Exhibit Number
Description
Exhibit 10.21*
Exhibit 10.22*
Exhibit 10.30*
Exhibit 10.24*
Exhibit 10.25*
Exhibit 10.26
Exhibit 10.27
Exhibit 10.28
Exhibit 10.29*
Exhibit 10.30*
Exhibit 10.31*
Exhibit 10.32
Amendment No. 2 to the Genuine Parts Company 2006 Long-Term Incentive Plan, dated
November 19, 2007, effective November 19, 2007. (Incorporated herein by reference from the
Company’s Annual Report on Form 10-K, dated February 29, 2008.)
Genuine Parts Company 2015 Incentive Plan, effective November 17, 2014. (Incorporated
herein by reference from the Company’s Current Report on Form 8-K, dated April 28, 2015.)
Genuine Parts Company Performance Restricted Stock Unit Award Agreement. (Incorporated
herein by reference from the Company’s Quarterly Report on Form 10-Q, dated May 7, 2014.)
Genuine Parts Company Stock Appreciation Rights Agreement. (Incorporated herein by refer-
ence from the Company’s Annual Report on Form 10-K, dated February 26, 2013.)
Form of Executive Officer Change in Control Agreement. (Incorporated herein by reference
from the Company’s Annual Report on Form 10-K, dated February 26, 2015.)
Genuine Parts Company Note Purchase Agreement dated October 30, 2017 by and among
Genuine Parts Company, J.P. Morgan Securities, LLC and Merill Lynch, Pierce, Fenner &
Smith Incorporated, as agents, and the other Lender Parties. (Incorporated herein by reference
from the Company’s Annual Report on Form 10-K dated February 27, 2018.)
First Amendment, dated as of May 28, 2019, to Genuine Parts Company Note Purchase Agree-
ment dated as of October 30, 2017 by and among Genuine Parts Company and each holder of
Original Notes party thereto.
Second Amendment, dated as of May 1, 2020, to Genuine Parts Company Note Purchase
Agreement dated as of October 30, 2017 by and among Genuine Parts Company and each
holder of Original Notes party thereto. (Incorporated herein by reference to the Company’s
Quarterly Report on Form 10-Q dated July 30, 2020).
Genuine Parts Company Form of Restricted Stock Unit Award Certificate. (Incorporated
herein by reference from the Company’s Annual Report on Form 10-K, dated February 25,
2019.)
Genuine Parts Company Form of Performance Restricted Stock Unit Award Certificate.
(Incorporated herein by reference from the Company’s Annual Report on Form 10-K, dated
February 25, 2019.)
Description of Director Compensation. (Incorporated herein by reference from the Company’s
Annual Report on Form 10-K, dated February 21, 2020.)
Syndicated Facility Agreement dated October 30, 2020 among Genuine Parts Company, UAP,
Inc., and Certain Designated Subsidiaries as Borrowers, JPMorgan Chase Bank, N.A., as
Administrative Agent, Domestic Swing Line Lender and L/C Issuer, JPMorgan Chase Bank,
N.A., acting through its Toronto Branch, as Canadian Swing Line Lender and the other Lend-
ers and L/C Issuers party thereto. (Incorporated herein by reference from the Company’s Cur-
rent Report on Form 8-K dated November 2, 2020.)
* Indicates management contracts and compensatory plans and arrangements.
Exhibit 21
Exhibit 23
Exhibit 31.1
Exhibit 31.2
Exhibit 32
Exhibit 101.INS
Exhibit 101.SCH
Exhibit 101.CAL
Exhibit 101.DEF
Exhibit 101.LAB
Exhibit 101.PRE
Exhibit 104
Subsidiaries of the Company.
Consent of Independent Registered Public Accounting Firm.
Certification signed by Chief Executive Officer pursuant to SEC Rule 13a-14(a).
Certification signed by Chief Financial Officer pursuant to SEC Rule 13a-14(a).
Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002, signed by the Chief Executive Officer and Chief Finan-
cial Officer (furnished herewith)
XBRL Instance Document — The instance document does not appear in the interactive
data file because its XBRL tags are embedded within the inline XBRL document.
XBRL Taxonomy Extension Schema Document
XBRL Taxonomy Extension Calculation Linkbase Document
XBRL Taxonomy Extension Definition Linkbase Document
XBRL Taxonomy Extension Labels Linkbase Document
XBRL Taxonomy Extension Presentation Linkbase Document
The cover page from this Annual Report on Form 10-K for the year ended December 31,
2020 formatted in Inline XBRL
96
ITEM 16. FORM 10-K SUMMARY.
Not applicable.
97
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant
has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
SIGNATURES.
GENUINE PARTS COMPANY
Paul D. Donahue
/s/
Paul D. Donahue
Chairman and Chief Executive Officer
2/19/2021
(Date)
/s/ Carol B. Yancey
2/19/2021
Carol B. Yancey
(Date)
Executive Vice President and Chief Financial and
Accounting Officer
98
Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by
the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
/s/ Paul D. Donahue
Paul D. Donahue
Director
Chairman and Chief Executive Officer
(Principal Executive Officer)
2/15/2021
(Date)
/s/ Carol B. Yancey
Carol B. Yancey
Executive Vice President and Chief Finan-
cial and Accounting Officer (Principal
Financial and Accounting Officer)
2/15/2021
(Date)
/s/ Elizabeth W. Camp
Elizabeth W. Camp
Director
/s/ Gary P. Fayard
Gary P. Fayard
Director
John R. Holder
/s/
John R. Holder
Director
John D. Johns
/s/
John D. Johns
Director
/s/ Robert C. Loudermilk, Jr.
Robert C. Loudermilk, Jr.
Director
Juliette W. Pryor
/s/
Juliette W. Pryor
Director
2/15/2021
(Date)
2/15/2021
(Date)
2/15/2021
2/15/2021
(Date)
2/15/2021
(Date)
2/15/2021
(Date)
/s/ Richard Cox, Jr.
Richard Cox, Jr.
Director
/s/ P. Russell Hardin
P. Russell Hardin
Director
/s/ Donna W. Hyland
Donna W. Hyland
Director
Jean-Jacques Lafont
/s/
Jean-Jacques Lafont
Director
/s/ Wendy B. Needham
Wendy B. Needham
Director
/s/ E. Jenner Wood, III
E. Jenner Wood, III
Director
2/15/2021
(Date)
2/15/2021
(Date)
2/15/2021
(Date)
2/15/2021
(Date)
2/15/2021
(Date)
2/15/2021
(Date)
99
SUBSIDIARIES OF THE COMPANY
(as of December 31, 2020)
EXHIBIT 21
Subsidiary
Jurisdiction of Incorporation
NATIONAL AUTOMOTIVE PARTS ASSOCIATION, LLC . . . . . . . .
MOTION INDUSTRIES, INC. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
UAP INC.
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GPC ASIA PACIFIC HOLDINGS PTY LTD . . . . . . . . . . . . . . . . . . . . .
GPC EUROPE AUTOMOTIVE GROUP LTD. . . . . . . . . . . . . . . . . . . . .
MOTION ASIA PACIFIC PTY LTD . . . . . . . . . . . . . . . . . . . . . . . . . . . .
100.0%
100.0%
100.0%
100.0%
100.0%
100.0%
GEORGIA
DELAWARE
QUEBEC, CANADA
VICTORIA, AUSTRALIA
LONDON, UNITED KINGDOM
SOUTH AUSTRALIA, AUSTRALIA
EXHIBIT 23
Consent of Independent Registered Public Accounting Firm
We consent to the incorporation by reference in the following Registration Statements:
(1) Registration Statement (Form S-8 No. 333-21969) pertaining to the Directors’ Deferred Compensation
Plan of Genuine Parts Company and Subsidiaries,
(2) Registration Statement (Form S-8 No. 333-133362) pertaining to the 2006 Long-Term Incentive Plan
of Genuine Parts Company and Subsidiaries,
(3) Registration Statement (Form S-8 No. 333-204390) pertaining to the 2015 Incentive Plan of Genuine
Parts Company and Subsidiaries, and
(4) Registration Statement (Form S-3 No. 333-249625) of Genuine Parts Company and in the related Prospectus;
of our reports dated February 19, 2021, with respect to the consolidated financial statements of Genuine Parts
Company and Subsidiaries and the effectiveness of internal control over financial reporting of Genuine Parts
Company and Subsidiaries included in this Annual Report (Form 10-K) of Genuine Parts Company for the year
ended December 31, 2020.
/s/ Ernst & Young LLP
Atlanta, Georgia
February 19, 2021
CERTIFICATIONS
I, Paul D. Donahue, certify that:
EXHIBIT 31.1
1. I have reviewed this annual report on Form 10-K of Genuine Parts Company;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit
to state a material fact necessary to make the statements made, in light of the circumstances under
which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this
report, fairly present in all material respects the financial condition, results of operations and cash
flows of the registrant as of, and for, the periods presented in this report;
4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining
disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and
internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for
the registrant and have:
a) Designed such disclosure controls and procedures, or caused such disclosure controls and proce-
dures to be designed under our supervision, to ensure that material information relating to the regis-
trant, including its consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being prepared;
b) Designed such internal control over financial reporting, or caused such internal control over
financial reporting to be designed under our supervision, to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles;
c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented
in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of
the end of the period covered by this report based on such evaluation; and
d) Disclosed in this report any change in the registrant’s internal control over financial reporting
that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in
the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the
registrant’s internal control over financial reporting; and
5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation
of internal control over financial reporting, to the registrant’s auditors and the audit committee of the
registrant’s board of directors (or persons performing the equivalent functions):
a) All significant deficiencies and material weaknesses in the design or operation of internal con-
trol over financial reporting which are reasonably likely to adversely affect the registrant’s ability to
record, process, summarize and report financial information; and
b) Any fraud, whether or not material, that involves management or other employees who have a
significant role in the registrant’s internal control over financial reporting.
/s/ Paul D. Donahue
Paul D. Donahue
Chairman and Chief Executive Officer
Date: February 19, 2021
CERTIFICATIONS
I, Carol B. Yancey, certify that:
EXHIBIT 31.2
1. I have reviewed this annual report on Form 10-K of Genuine Parts Company;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit
to state a material fact necessary to make the statements made, in light of the circumstances under
which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this
report, fairly present in all material respects the financial condition, results of operations and cash
flows of the registrant as of, and for, the periods presented in this report;
4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining
disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and
internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for
the registrant and have:
a) Designed such disclosure controls and procedures, or caused such disclosure controls and proce-
dures to be designed under our supervision, to ensure that material information relating to the regis-
trant, including its consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being prepared;
b) Designed such internal control over financial reporting, or caused such internal control over
financial reporting to be designed under our supervision, to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles;
c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented
in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of
the end of the period covered by this report based on such evaluation; and
d) Disclosed in this report any change in the registrant’s internal control over financial reporting
that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in
the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the
registrant’s internal control over financial reporting; and
5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation
of internal control over financial reporting, to the registrant’s auditors and the audit committee of the
registrant’s board of directors (or persons performing the equivalent functions):
a) All significant deficiencies and material weaknesses in the design or operation of internal con-
trol over financial reporting which are reasonably likely to adversely affect the registrant’s ability to
record, process, summarize and report financial information; and
b) Any fraud, whether or not material, that involves management or other employees who have a
significant role in the registrant’s internal control over financial reporting.
/s/ Carol B. Yancey
Carol B. Yancey
Executive Vice President and Chief Financial Officer
Date: February 19, 2021
EXHIBIT 32
STATEMENT OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER OF
GENUINE PARTS COMPANY
PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
§ 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Annual Report of Genuine Parts Company (the “Company”) on Form 10-K for the year
ended December 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the
“Report”), I, Paul D. Donahue, Chairman and Chief Executive Officer of the Company, and, I, Carol B. Yancey,
Executive Vice President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as
adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:
1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities
Exchange Act of 1934; and
2) The information contained in the Report fairly presents, in all material respects, the financial con-
dition and results of operations of the Company.
/s/ Paul D. Donahue
/s/ Carol B. Yancey
Paul D. Donahue
Chairman and Chief Executive Officer
February 19, 2021
Carol B. Yancey
Executive Vice President and Chief Financial Officer
February 19, 2021
BOARD OF DIRECTORS AND SENIOR OFFICERS OF THE COMPANY
Board of Directors
Elizabeth W. “Betsy” Camp
Richard Cox, Jr.
Paul D. Donahue
Gary P. Fayard
P. Russell Hardin
John R. Holder
Donna W. Hyland
John D. Johns
Jean-Jacques Lafont
Robert C. “Robin” Loudermilk, Jr. President and Chief Executive Officer of The Loudermilk Companies, LLC
Wendy B. Needham
Juliette W. Pryor
E. Jenner Wood III
President and Chief Executive Officer of DF Management, Inc.
Chief Information Officer of Cox Enterprises
Chairman and Chief Executive Officer
Retired Chief Financial Officer of The Coca-Cola Company
President of the Robert W. Woodruff Foundation
Chairman and Chief Executive Officer of Holder Properties
President and Chief Executive Officer of Children’s Healthcare of Atlanta
Retired Chairman and Chief Executive Officer of Protective Life Corporation
Executive Chairman of Alliance Automotive Group
Retired Managing Director of Global Automotive Research at Credit Suisse First Boston
General Counsel and Corporate Secretary of Albertsons Companies
Retired Executive Vice President of SunTrust Banks, Inc.
Corporate Officers
Paul D. Donahue
William P. Stengel
Carol B. Yancey
Treg S. Brown
James R. Neill
Charles A. Chesnutt
Lisa K. Hamilton
Sidney G. Jones
Robert A. Milstead
Napoleon B. Rutledge, Jr.
Vickie S. Smith
Chairman and Chief Executive Officer
President
Executive Vice President and Chief Financial Officer
Executive Vice President - Mergers and Acquisitions
Executive Vice President and Chief Human Resources Officer
Senior Vice President and Treasurer
Senior Vice President - Total Rewards
Senior Vice President - Investor Relations
Senior Vice President - Digital
Senior Vice President - Finance
Senior Vice President - Employee Experience
®
BOARD OF DIRECTORS
PAUL DONAHUE
Chairman & CEO
Genuine Parts Company
JOHN JOHNS
Retired Chairman & CEO
Protective Life Corporation
and Lead Independent Director
ELIZABETH CAMP
President & CEO
DF Management, Inc.
RICHARD COX, JR.
Chief Information Officer
Cox Enterprises
GARY FAYARD
Retired CFO
The Coca-Cola Company
P. RUSSELL HARDIN
President
Robert W. Woodruff Foundation
JOHN HOLDER
Chairman & CEO
Holder Properties
DONNA HYLAND
President & CEO
Children's Healthcare of Atlanta
JEAN-JACQUES LAFONT
Co-Founder &
Executive Chairman
Alliance Automotive Group
ROBERT LOUDERMILK, JR
President & CEO
The Loudermilk Companies
WENDY NEEDHAM
Retired Managing Dir.
Global Auto Research
Credit Suisse First Boston
JULIETTE PRYOR
General Counsel & Corporate Secretary
Albertsons Companies
E. JENNER WOOD
Retired EVP
SunTrust Banks, Inc
ANNUAL MEETING OF SHAREHOLDERS
In response to continued public health concerns regarding in-person gatherings due
to the global pandemic and to support the health and well-being of our employees,
shareholders, and all our stakeholders, the 2021 Annual Meeting will be held virtually
at 10:00 a.m. eastern time on April 29, 2021. Detailed directions on how to access
the meeting can be found in our 2021 proxy and notice of annual meeting.
SUSTAINABILITY
Through our Corporate Sustainability Report issued in September of 2020, we have
provided greater transparency regarding our business and other matters that are of
particular interest to our stakeholders, including human capital management disclosure,
our policies and procedures on human rights, our environmental sustainability
programs, and our diversity and inclusion initiatives, among others.
The Company's sustainability report is available at www.genpt.com
OUR MISSION
Employer of Choice
Supplier of Choice
Valued Customer
Good Corporate Citizen
Investment of Choice
STOCK LISTING
Genuine Parts Company's common stock is traded on the New York
Stock Exchange under the symbol "GPC".
STOCK TRANSFER AGENT, REGISTRAR OF STOCK, DIVIDEND DISBURSING
AGENT AND OTHER SHAREHOLDER SERVICES
Communications concerning share transfer requirements, duplicate
mailings, direct deposit of dividends, lost certificates or dividend checks
or change of address should be directed to the Company's transfer
agent via mail or the shareholder website provided at the bottom
of this page.
REGULAR MAIL
COMPUTERSHARE
P.O. BOX 30170
COLLEGE STATION, TX 77842-3170
OVERNIGHT
COMPUTERSHARE
211 QUALITY CIRCLE, SUITE 210
COLLEGE STATION, TX 77845
DIVIDEND REINVESTMENT PLAN
Shareholders can build their investments in Genuine Parts Company
through a low-cost plan for automatically reinvesting dividends and
by making optional cash purchases of the Company's stock. For plan
and enrollment information, write to the stock transfer agent or visit
the plan website provided on this page.
INVESTOR RELATIONS
Inquiries from security analysts and investment professionals should
be directed to the Company's investor relations contacts:
Carol B. Yancey // Executive Vice President and Chief Financial Officer
Sid Jones // Senior Vice President - Investor Relations, at 678-934-5000.
EXECUTIVE OFFICES
GENUINE PARTS COMPANY
2999 WILDWOOD PARKWAY
ATLANTA, GEORGIA 30339
678-934-5000
SHAREHOLDER WEBSITE:
www.computershare.com/investor
SHAREHOLDER ONLINE INQUIRIES:
www-us.computershare.com/investor/contact
DIVIDEND REINVESTMENT PLAN AND ENROLLMENT INQUIRIES:
www-us.computershare.com/investor/3x/plans/planslist.asp
GENUINE PART S COMPANY
29 9 9 W I L DWO O D PA R K WAY
AT L A N TA , G A 3 03 39
678-93 4-5 0 0 0
W W W. G E N P T. C O M