Nottingham-based Pendragon has received a further unsolicited proposal from shareholder Hedin and PAG International to jointly acquire its entire issued and to be issued share capital.
The Board is considering the proposal, which offers 32 pence per share, in cash, upgraded from a 28 pence per share offer last week.
When rejecting the previous proposal Pendragon said: “The Board carefully considered the proposal, including taking advice from its advisers, and concluded that it fundamentally undervalues the company and is therefore not in the best interests of shareholders or other stakeholders.”
The news comes after Pendragon announced that it had agreed the terms of a proposed sale of the entire issued share capital of Pendragon NewCo 2 Limited (Pendragon NewCo) which will hold, either directly or indirectly through its wholly-owned subsidiaries, the company’s entire UK motor business and leasing business, to Lithia UK Holding Limited (Lithia), a wholly-owned subsidiary of Lithia Motors, Inc. for a gross aggregate consideration of £250 million.
Lithia Motors is one of the largest automotive retailers in North America.
Pendragon and Lithia Motors, Inc. have also agreed the terms of a strategic partnership with Lithia, including the rollout of Pinewood, the company’s dealer management software (DMS) business, to Lithia’s existing 50 UK sites and the creation of a joint venture to accelerate Pinewood’s entry into the highly attractive North American DMS market.
As part of the transaction, Pendragon’s Pinewood division, which operates the company’s proprietary DMS business, would become a standalone entity, retaining Pendragon’s existing listing on the London Stock Exchange and creating a pure play Software as a Service (SaaS) business with an accelerated growth plan.
