Group 1 Automotive Enters Agreement To Acquire Dealer Group In Brazil;
Conference Call Scheduled On January 25 At 10:00 a.m. ET
HOUSTON, Jan. 24, 2013
HOUSTON, Jan. 24, 2013 /PRNewswire/ --Group 1 Automotive, Inc.(NYSE: GPI), a
Fortune 500 automotive retailer, today announced that it has entered into a
definitive agreement to purchase 100 percent of the outstanding shares of UAB
Motors Participacoes S.A., one of Brazil's largest automotive retailers, for
approximately $47.4 million cash, 1.45 million shares of Group 1 common stock
and the assumption of approximately $62 million of net non-floorplan debt.
Upon closing, Group 1 will assume ownership of 100 percent interest in 18
dealerships – two Toyota, four Nissan, two BMW, two BMW/MINI, three Renault,
three Peugeot, one Land Rover and one Land Rover/Jaguar. The dealerships, that
include 21 franchises representing eight major brands in the Sao Paulo market
and key metropolitan markets in the neighboring state of Parana, are expected
to generate approximately $650 million in estimated annual revenues.
Group 1 expects the pending transaction to be modestly accretive,
approximately $0.03 to $0.05, to earnings per diluted common share in 2013
excluding any associated deal costs. The acquisition is targeted to close on
or about Feb. 28, 2013, and is subject to customary closing conditions,
including approval from various manufacturers.
Group 1 anticipates that it will report pretax deal costs associated with this
acquisition of approximately $1.5 million in its fourth-quarter 2012 results.
Based in Sao Paulo, Brazil, UAB's operations include 18 dealerships with 21
franchises, as well as five collision centers, located in the Sao Paulo metro
market and the adjacent state of Parana. The franchises include current Group
1 brands Toyota, Nissan, BMW and MINI, and will add four new brands – Renault,
Peugeot, Land Rover and Jaguar – to Group 1's portfolio. In Brazil, UAB is one
of the largest sellers of Nissan and Peugeot vehicles and is a top five
retailer of BMW, MINI and Land Rover vehicles. The business will continue to
be operated by the current management team, with UAB's chairman, Lincoln da
Cunha Pereira Filho, reporting directly to Earl J. Hesterberg, Group 1's
president and chief executive officer. As part of the transaction, Group 1
will appoint Pereira to its board of directors, expanding its membership to
Brazil is the fourth largest new vehicle market in the world, with annual
sales of 3.8 million units in 2012. Brazil also has one of the lowest
vehicle-to-population ratios among the developing markets, providing a strong
foundation for future growth in the market.
"Group 1 is delighted by the opportunity of expanding into Brazil, a
fast-growing automotive market, by adding these great brands and the
successful UAB operating team to our company," said Earl J. Hesterberg, Group
1's president and chief executive officer. "To enter one of the largest auto
markets in the world with a well-established retail infrastructure and
management team provides Group 1 and our shareholders with an incredible
growth opportunity. We are also excited to further expand our relationships
with some of our key manufacturer partners to the Brazilian market. As this
market continues to evolve, we are confident that we can add value in the area
of used vehicles, parts, service and the overall application of technology and
Barclays acted as the exclusive advisor to Group 1 on this transaction. Jones
Day and Mattos Filho acted as legal counsel to Group 1 on this transaction.
Group 1's senior management will host a conference callonFriday, Jan. 25,at
10:00 a.m. ET to discuss the pending acquisition transaction.
The conference call will be simulcast live on the Internet at
www.group1auto.com, then click on 'Investor Relations' and then 'Events' or
through this link: http://www.group1corp.com/news/events.aspx. A replay will
be available for seven days. A slide presentation will also be posted to the
Events page prior to the call.
The conference call will also be available live by dialing in 10 minutes prior
to the start of the call at:
Conference ID: 10023894
A telephonic replay will be available following the call through Feb. 4 at 9
a.m. ET by dialing:
Conference ID: 10023894
About Group 1 Automotive, Inc.
Group 1 owns and operates 121 automotive dealerships, 157 franchises, and 31
collision centers in the United States and the United Kingdom that offer 31
brands of automobiles. Through its dealerships, the company sells new and used
cars and light trucks; arranges related vehicle financing, service and
insurance contracts; provides automotive maintenance and repair services; and
sells vehicle parts.
Group 1 Automotive can be reached on the Internet at www.group1auto.com.
This press release contains "forward-looking statements" within the meaning of
the Private Securities Litigation Reform Act of 1995, which are statements
related to future, not past, events and are based on our current expectations
and assumptions regarding our business, the economy and other future
conditions. In this context, the forward-looking statements often include
statements regarding our goals, plans, projections and guidance regarding our
financial position, results of operations, market position, pending and
potential future acquisitions and business strategy, and often contain words
such as "expects," "anticipates," "intends," "plans," "believes," "seeks,"
"should," "foresee," "may" or "will" and similar expressions. While management
believes that these forward-looking statements are reasonable as and when
made, there can be no assurance that future developments affecting us will be
those that we anticipate. Any such forward-looking statements are not
assurances of future performance and involve risks and uncertainties that may
cause actual results to differ materially from those set forth in the
statements. These risks and uncertainties include, among other things, (a)
general economic and business conditions, (b) the level of manufacturer
incentives, (c) the future regulatory environment, (d) our ability to obtain
an inventory of desirable new and used vehicles, (e) our relationship with our
automobile manufacturers and the willingness of manufacturers to approve
future acquisitions, (f) our cost of financing and the availability of credit
for consumers, (g) our ability to complete acquisitions and dispositions and
the risks associated therewith, (h) foreign exchange controls and currency
fluctuations, and (i) our ability to retain key personnel. For additional
information regarding known material factors that could cause our actual
results to differ from our projected results, please see our filings with the
SEC, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q
and Current Reports on Form 8-K. Readers are cautioned not to place undue
reliance on forward-looking statements, which speak only as of the date
hereof. We undertake no obligation to publicly update or revise any
forward-looking statements after the date they are made, whether as a result
of new information, future events or otherwise.
Kim Paper Canning
Manager, Investor Relations
Group 1 Automotive, Inc.
713-647-5741 | firstname.lastname@example.org
V.P. Financial Services and Manufacturer Relations
Group 1 Automotive, Inc.
713-647-5770 | email@example.com
Pierpont Communications, Inc.
713-627-2223 | firstname.lastname@example.org
SOURCE Group 1 Automotive, Inc.
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