The following discussion and analysis of financial condition and results of
operations should be read in conjunction with the audited consolidated financial
statements and notes included in our Annual Report on Form 10-K for the year
ended January 2, 2021 (filed with the SEC on February 22, 2021), which we refer
to as our 2020 Form 10-K, and our condensed consolidated financial statements
and the notes to those statements that appear elsewhere in this report.

Impact of COVID-19 on Our Business



During the COVID-19 pandemic we are prioritizing protecting the health and
safety of our Team Members and customers; working to drive financial performance
by preserving our cash position, scrutinizing planned spending and prioritizing
various initiatives; and working to help ensure that our team will emerge even
stronger following the completion of the pandemic. We have continued to take
additional measures to help ensure the health and safety of our Team Members and
customers, including the continuation of certain labor-related benefits for Team
Members, social distancing practices, sanitation practices, the use of health
check screenings and offering contactless delivery.

Government imposed restrictions and stay at home orders related to the pandemic
occurred during our first quarter of 2020. These contributed to negative impacts
to demand, primarily during the last six weeks of the sixteen weeks ended April
18, 2020. However, as the remainder of 2020 progressed, we experienced a
significant improvement in demand, particularly in our DIY omnichannel business.
This has continued in the first quarter of 2021, driven by external factors such
as a second round of government stimulus, consumers' increased use of personal
vehicles and other factors that may have contributed to an increase in DIY
automotive projects. In addition, we believe the execution of prioritized
internal initiatives, including our new marketing campaign and providing a
variety of shopping choices for customers with our Advance Same Day® options, as
well as improved store execution, all contributed to the improvement in demand.
We have also continued to make progress on the development of our key supply
chain initiatives, including cross-banner replenishment and our single warehouse
management system.

Despite the increase in Net sales during the sixteen weeks ended April 24, 2021,
the COVID-19 pandemic remains an evolving situation. We continue to actively
monitor developments that may cause us to take further actions that alter our
business operations as may be required by federal, state or local authorities or
that we determine are in the best interests of our Team Members, customers,
suppliers and stockholders.

Management Overview



Net sales increased 23.4% in the first quarter of 2021 as compared to the same
period in the prior year, primarily driven by an increase in comparable store
sales resulting from growth in our DIY omnichannel and Professional business. We
experienced over 20% comparable store sales growth across every region, with the
Midwest, Northeast and Southwest regions having the strongest growth. While all
product categories showed solid performance, batteries were again one of the
strongest.

We generated Diluted earnings per share ("Diluted EPS") of $2.81 during our
first quarter of 2021 compared to $0.63 for the comparable period of 2020. When
adjusted for the non-operational items included in the table below, our Adjusted
diluted earnings per share ("Adjusted EPS") for the sixteen weeks ended
April 24, 2021 and April 18, 2020 were $3.34 and $1.00.

                                                                    Sixteen Weeks Ended
                                                         April 24, 2021             April 18, 2020
Transformation expenses                               $            0.40          $             0.19
General Parts International, Inc. ("GPI")
amortization of acquired intangible assets                         0.10                        0.09
LIFO impacts                                                       0.03                        0.09


Refer to "Reconciliation of Non-GAAP Financial Measures" for further details of our comparable adjustments and the usefulness of such measures to investors.


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Summary of First Quarter Financial Results

A high-level summary of our financial results for the first quarter of 2021 includes:



•Net sales during the first quarter of 2021 were $3.3 billion, an increase of
23.4% as compared to the first quarter of 2020, primarily driven by an increase
in comparable store sales of 24.7%, led by growth in both our DIY omnichannel
and Professional business.
•Gross profit margin for the first quarter of 2021 was 44.6% of Net sales, an
increase of 112 basis points as compared to the first quarter of 2020. This
increase was primarily driven by an increase in net sales, as well as due to
improvements in material costs, supply chain leverage, channel mix and favorable
pricing actions. These improvements were slightly offset by unfavorable product
mix and headwinds associated with shrink and defectives.
•SG&A expenses for the first quarter of 2021 were 37.0% of Net sales, a
favorable impact of 354 basis points as compared to the first quarter of 2020.
This favorable impact was driven by fixed cost leverage, primarily related to
payroll, as well as lower insurance and claims related expenses attributable to
our continued focus on safety. The savings were partially offset by an increase
in field bonus, marketing investments and an increase in third-party and service
contracts related to our information technology transformational plans.

Business and Risks Update



We continue to make progress on the various elements of our strategic business
plan, which is focused on improving the customer experience and driving
consistent execution for both Professional and DIY customers. To achieve these
improvements, we have undertaken planned strategic initiatives to help build a
foundation for long-term success across the organization, which include:

•Continued development of a demand-based assortment, leveraging purchase and
search history from our common catalog, versus our existing push-down supply
approach.
•Advancement towards optimizing our footprint by market, including consolidating
our Worldpac and Autopart International businesses, to drive share, repurpose
our in-market store and asset base and streamline our distribution network.
•Continued evolution of our marketing campaigns, which focus on our customers
and how we serve them every day with care and speed and the launch of the iconic
DieHard® brand.
•Progress in the implementation of a more efficient end-to-end supply chain to
deliver our broad assortment.
•Ongoing enhancement of Advance Same Day® Curbside Pick Up, Advance Same Day
Home Delivery and our mobile application and e-commerce performance.
•Actively pursuing new store openings in 2021, including through lease
acquisition opportunities as available and appropriate, in existing markets and
new markets, as well as expansion of our independent Carquest network.

Industry Update



Operating within the automotive aftermarket industry, we are influenced by a
number of general macroeconomic factors, many of which are similar to those
affecting the overall retail industry. Refer to our 2020 Form 10-K, as updated
by our subsequent filings with the SEC, and the "Impact of COVID-19 on Our
Business" section included within this Form 10-Q for further discussion of these
factors.

Stores and Branches

Key factors in selecting sites and market locations in which we operate include
population, demographics, traffic count, vehicle profile, number and strength of
competitors' stores and the cost of real estate. During the sixteen weeks ended
April 24, 2021, 9 stores and branches were opened and 14 were closed or
consolidated, resulting in a total of 4,971 stores and branches as of April 24,
2021, compared to a total of 4,976 stores and branches as of January 2, 2021.

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Results of Operations

                                                                 Sixteen Weeks Ended
          ($ in millions)                     April 24, 2021                            April 18, 2020                   $ Increase/(Decrease)          Basis Points
Net sales                           $      3,330.4             100.0  %       $      2,697.9             100.0  %       $               632.5                  -
Cost of sales                              1,845.4              55.4                 1,525.1              56.5                          320.3               (112)
Gross profit                               1,484.9              44.6                 1,172.7              43.5                          312.2                112
SG&A                                       1,232.8              37.0                 1,094.3              40.6                          138.5               (354)
Operating income                             252.1               7.6                    78.4               2.9                          173.7                466
Interest expense                             (11.2)             (0.3)                  (12.2)             (0.5)                           1.0                 12

Other income (expense), net                    4.8               0.1                    (6.0)             (0.2)                          10.8           

37


Provision for income taxes                    59.8               1.8                    16.6               0.6                           43.2                118
Net income                          $        185.9               5.6  %       $         43.6               1.6  %       $               142.3                397

Note: Table amounts may not foot due to rounding.

Net Sales



Net sales for the sixteen weeks ended April 24, 2021 increased 23.4% as compared
to the same period of 2020, primarily driven by an increase in comparable store
sales resulting from growth in both our DIY omnichannel and Professional
business. We experienced over 20% comparable store sales growth across every
region, with the Midwest, Northeast and Southwest regions having the strongest
growth. While all product categories showed solid performance, batteries were
again one of the strongest.

We calculate comparable store sales based on the change in store or branch sales
starting once a location has been open for 13 complete accounting periods
(approximately one year) and by including e-commerce sales. Sales to
independently owned Carquest stores are excluded from our comparable store
sales. Acquired stores are included in our comparable store sales once the
stores have completed 13 complete accounting periods following the acquisition
date. We include sales from relocated stores in comparable store sales from the
original date of opening.

Gross Profit

Gross profit for the sixteen weeks ended April 24, 2021 was $1.5 billion, or
44.6%, of Net sales, as compared to $1.2 billion, or 43.5%, of Net sales for the
sixteen weeks ended April 18, 2020. This increase in Gross profit as a
percentage of Net sales was primarily driven by an increase in net sales, as
well as due to improvements in material costs, supply chain leverage, channel
mix and favorable pricing actions. These improvements were slightly offset by
unfavorable product mix and headwinds associated with shrink and defectives.

As a result of changes in our LIFO reserve, an expense of $3.1 million and $8.8
million was included in the sixteen weeks ended April 24, 2021 and April 18,
2020.

Selling, general and administrative expenses



SG&A expenses for the sixteen weeks ended April 24, 2021 were $1.2 billion, or
37.0% of Net sales, as compared to $1.1 billion, or 40.6% of Net sales, for the
sixteen weeks ended April 18, 2020. This decrease in SG&A expenses as a
percentage of Net sales was driven by fixed cost leverage, primarily related to
payroll, as well as lower insurance and claims related expenses attributable to
our continued focus on safety. The savings were partially offset by an increase
in field bonus, marketing investments and an increase in third-party and service
contracts related to our information technology transformational plans.

Provision for income taxes



Our Provision for income taxes for the sixteen weeks ended April 24, 2021 was
$59.8 million, as compared to $16.6 million for the sixteen weeks ended
April 18, 2020. Our effective tax rate was 24.3% and 27.6% for the sixteen weeks
ended April 24, 2021 and April 18, 2020.

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Reconciliation of Non-GAAP Financial Measures



"Management's Discussion and Analysis of Financial Condition and Results of
Operations" includes certain financial measures not derived in accordance with
accounting principles generally accepted in the United States of America
("GAAP"). Non-GAAP financial measures, including Adjusted net income and
Adjusted EPS, should not be used as a substitute for GAAP financial measures, or
considered in isolation, for the purpose of analyzing our operating performance,
financial position or cash flows. We have presented these non-GAAP financial
measures as we believe that the presentation of our financial results that
exclude (1) LIFO impacts; (2) transformation expenses under our strategic
business plan; (3) non-cash amortization related to the acquired GPI intangible
assets; and (4) other non-recurring adjustments are useful and indicative of our
base operations because the expenses vary from period to period in terms of
size, nature and significance and/or relate to store closure and consolidation
activity in excess of historical levels. These measures assist in comparing our
current operating results with past periods and with the operational performance
of other companies in our industry. The disclosure of these measures allows
investors to evaluate our performance using the same measures management uses in
developing internal budgets and forecasts and in evaluating management's
compensation. Included below is a description of the expenses we have determined
are not normal, recurring cash operating expenses necessary to operate our
business and the rationale for why providing these measures is useful to
investors as a supplement to the GAAP measures.

LIFO impacts - Beginning the first quarter of 2021, to assist in comparing our
current operating results with the operational performance of other companies in
our industry, the impact of LIFO on our results of operations is a reconciling
item to arrive at non-GAAP financial measures.

Transformation expenses - Costs incurred in connection with our business plan
that focuses on specific transformative activities that relate to the
integration and streamlining of our operating structure across the enterprise,
that we do not view to be normal cash operating expenses. These expenses
include, but not be limited to the following:

•Restructuring costs - Costs primarily relating to the early termination of
lease obligations, asset impairment charges, other facility closure costs and
Team Member severance in connection with our voluntary retirement program and
continued optimization of our organization.
•Third-party professional services - Costs primarily relating to services
rendered by vendors for assisting us with the development of various information
technology and supply chain projects in connection with our enterprise
integration initiatives.
•Other significant costs - Costs primarily relating to accelerated depreciation
of various legacy information technology and supply chain systems in connection
with our enterprise integration initiatives and temporary off-site workspace for
project teams who are primarily working on the development of specific
transformative activities that relate to the integration and streamlining of our
operating structure across the enterprise.

GPI amortization of acquired intangible assets - As part of our acquisition of
GPI, we obtained various intangible assets, including customer relationships,
non-compete contracts and favorable lease agreements, which we expect to be
subject to amortization through 2025.

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We have included a reconciliation of this information to the most comparable
GAAP measures in the following table:

                                                               Sixteen 

Weeks Ended


      (in thousands, except per share data)            April 24, 2021
April 18, 2020
Net income (GAAP)                                     $       185,930      $        43,588
Cost of sales adjustments:
Transformation expenses:

LIFO impacts (1)                                                3,147                8,837
Other significant costs                                         2,303                1,253

SG&A adjustments:
GPI amortization of acquired intangible assets                  8,547       

8,443


Transformation expenses:
Restructuring costs                                            20,742       

4,064


Third-party professional services                               8,034                2,983
Other significant costs                                         3,883                9,160
Other income adjustment                                           (36)                   -
Provision for income taxes on adjustments (2)                 (11,655)      

(8,685)


Adjusted net income (Non-GAAP)                        $       220,895

$ 69,643



Diluted earnings per share (GAAP)                     $          2.81      $          0.63
Adjustments, net of tax                                          0.53                 0.37
Adjusted EPS (Non-GAAP)                               $          3.34      $          1.00



(1)The sixteen weeks ended April 18, 2020 non-GAAP expenses have been adjusted
for the $8.8 million LIFO reserve to be comparable with our 2021 presentation.
(2)The income tax impact of non-GAAP adjustments is calculated using the
estimated tax rate in effect for the respective non-GAAP adjustments.

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Liquidity and Capital Resources

Overview



Our primary cash requirements necessary to maintain our current operations
include payroll and benefits, inventory purchases, contractual obligations,
capital expenditures, payment of income taxes, funding of initiatives under our
strategic business plan and other operational priorities. Historically, we have
used available funds to repay borrowings under our credit facility, to
periodically repurchase shares of our common stock under our stock repurchase
program, to pay our quarterly cash dividends and for acquisitions; however,
given uncertainties related to the COVID-19 pandemic, our future uses of cash
may differ if our relative priorities, including the weight we place on the
preservation of cash and liquidity, change. Typically, we have funded our cash
requirements primarily through cash generated from operations, supplemented by
borrowings under our credit facilities and notes offerings as needed. We believe
funds generated from our expected results of operations, available cash and cash
equivalents, and available borrowings under our credit facility will be
sufficient to fund our obligations for the next year.

Share Repurchase Program



On April 19, 2021, our Board of Directors authorized an additional $1.0 billion
to our current share repurchase program. This authorization was incremental to
the $700.0 million that was authorized previously by our Board of Directors in
November 2019.

During the sixteen weeks ended April 24, 2021, we repurchased 1.1 million shares
of our common stock at an aggregate cost of $170.4 million, or an average price
of $157.84 per share, in connection with our share repurchase program. During
the sixteen weeks ended April 18, 2020, we repurchased 0.2 million shares of our
common stock under the share repurchase program at an aggregate cost of
$29.0 million, or an average price of $128.36 per share. We had $1.3 billion
remaining under our share repurchase program as of April 24, 2021.

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