HOUSTON, Nov. 12, 2021 /PRNewswire/ -- Group 1
Automotive, Inc. (NYSE: GPI), ("Group 1" or the
"Company"), an international, Fortune 500 automotive retailer
with 190 dealerships located in the U.S., U.K., and Brazil today announced that its wholly-owned
subsidiary GPI SA, LLC has entered into a Share Purchase
Agreement (the "Agreement") with Original Holdings S.A., a
sociedade por ações incorporated in Brazil and an affiliate of Simpar S.A, a
publicly listed company in Brazil
("Original"), with UAB Motors Participações Ltda., a wholly-owned
subsidiary of Group 1, as an intervening party ("UAB"). Pursuant to
the terms and conditions set forth in the Agreement, Original will
acquire 100% of the issued and outstanding equity interests of UAB
from the Company for BRL 510 million
in cash (the "Transaction").
The Company has made customary representations, warranties,
covenants, and indemnities relating to UAB and its business in the
Agreement and the Transaction is subject to manufacturers approval.
The parties anticipate closing the Transaction before the end of
the second quarter of 2022. As of year-end 2020, UAB
operated 17 dealerships which generated BRL
1.264 billion in annual revenue and retailed over 8,131 new
and used vehicles, accounting for approximately 2.3% of total
revenues of Group 1.
"Over the past eight years we developed a successful automotive
dealer group in Brazil
representing Land Rover, BMW, Honda and Toyota. Unfortunately,
despite our best efforts, we were unable to attain critical mass or
meaningful scale. Therefore, we decided that redeploying the
capital invested in our Brazilian operations to other near-term
growth opportunities is in the best interest of our shareholders,"
said Earl J. Hesterberg, Group 1's
President and Chief Executive Officer.
With the divestiture of the Company's Brazil operations, the aggregate number of
Group 1 world-wide dealerships will decrease to 174, subject to the
addition of approximately 30 Prime dealerships to be acquired by
the Company upon closing of the previously announced transaction
later this quarter.
For additional details regarding the Transaction, please see the
information contained in our Form 8-K filing.
The investment firms of Laplace Finanças Empreendimentos
Participações Ltda acted as financial advisor to Group 1
Automotive, Inc.
ABOUT GROUP 1 AUTOMOTIVE, INC.
Group 1 owns and operates 190 automotive dealerships, 247
franchises, and 49 collision centers in the
United States and the United
Kingdom and Brazil that offer 32 brands of
automobiles. Through its dealerships, the Company sells new and
used cars and light trucks; arranges related vehicle financing;
sells service contracts; provides automotive maintenance and repair
services; and sells vehicle parts.
Investors please visit group1corp.com, group1auto.com,
group1collision.com, acceleride.com, facebook.com/group1auto, and
twitter.com/group1auto, where Group 1 discloses additional
information about the Company, its business, and its results of
operations.
FORWARD-LOOKING STATEMENTS
To the extent that statements in this press release are not
recitations of historical fact, such statements constitute
"forward-looking statements" as such term is defined in the Private
Securities Litigation Reform Act of 1995. The forward-looking
statements in this press release may include statements relating to
goals, plans and expectations regarding the expected benefits of
the proposed transaction, management plans, objectives for future
operations, scale and performance, integration plans and expected
synergies therefrom, the timing of completion of the proposed
transaction, our financial position, results of operations, market
position, business strategy and expectations of our management with
respect to, among other things: changes in general economic and
business conditions, including the impact of COVID-19 on the
automotive industry in general, the automotive retail industry in
particular and our customers, suppliers, vendors and business
partners; our relationships with vehicle manufacturers; operating
cash flows and availability of capital; capital expenditures; the
amount of our indebtedness; the completion of pending and future
acquisitions and divestitures; future return targets; general
economic trends, including consumer confidence levels, interest
rates and fuel prices; and automotive retail industry
trends.
The following are some but not all of the factors that could
cause actual results or events to differ materially from those
anticipated, including: the occurrence of any event, change or
other circumstances that could give rise to the termination of the
purchase agreement; the risk that the necessary regulatory or
third-party approvals may not be obtained or may be obtained
subject to conditions that are not anticipated; the risk that the
proposed transaction will not be consummated in a timely manner;
risks that any of the closing conditions to the proposed
acquisition may not be satisfied or may not be satisfied in a
timely manner; risks related to disruption of management time from
ongoing business operations due to the proposed acquisition;
failure to realize the benefits expected from the proposed
acquisition; failure to promptly and effectively integrate the
acquisition; the effect of the announcement of the proposed
acquisition on their operating results and businesses and on the
ability of Group 1 and Prime Automotive Group to retain and hire
key personnel, maintain relationships with suppliers; our ability
to execute our business strategy; the annual rate of new vehicle
sales in the U.S.; our ability to generate sufficient cash flows;
our ability to improve our liquidity position; market factors and
the future economic environment, including consumer confidence,
interest rates, the price of oil and gasoline, the level of
manufacturer incentives and the availability of consumer credit;
the reputation and financial condition of vehicle manufacturers
whose brands we represent and our relationships with such
manufacturers, and their ability to design, manufacture, deliver
and market their vehicles successfully; significant disruptions in
the production and delivery of vehicles and parts for any reason,
including natural disasters, affecting the manufacturers whose
brand we sell; our ability to enter into, maintain or renew our
framework and dealership agreements on favorable terms; the
inability of our dealership operations to perform at expected
levels or achieve expected return targets; our ability to
successfully integrate recent and future acquisitions; changes in,
failure or inability to comply with, laws and regulations governing
the operation of automobile franchises, accounting standards, the
environment and taxation requirements; our ability to leverage
gains from our dealership portfolio; high levels of competition in
the automotive retailing industry which may create pricing
pressures on the products and services we offer; our ability to
execute our capital expenditure plans; our ability to comply with
our debt or lease covenants and obtain waivers for the covenants as
necessary; and any negative outcome from any future litigation.
These risks, uncertainties and other factors are disclosed in Group
1's Annual Report on Form 10-K, subsequent quarterly reports on
Form 10-Q and other periodic and current reports filed with the
Securities and Exchange Commission from time to time.
These forward-looking statements and such risks,
uncertainties and other factors speak only as of the date of this
press release. We expressly disclaim any obligation or undertaking
to disseminate any updates or revisions to any forward-looking
statement contained herein, whether as a result of new information,
future events or otherwise.
Investor contacts:
Sheila
Roth
Manager, Investor Relations
Group 1 Automotive, Inc.
713-647-5741 | sroth@group1auto.com
Media contacts:
Pete
DeLongchamps
Senior Vice President, Manufacturer Relations, Financial Services
and Public Affairs
Group 1 Automotive, Inc.
713-647-5770 | pdelongchamps@group1auto.com
or
Clint Woods
Pierpont Communications, Inc.
713-627-2223 | cwoods@piercom.com
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SOURCE Group 1 Automotive, Inc.