LONDON, UK: Vertu Motors, a leading UK automotive retail Group, has agreed to acquire Helston Garages Group, a predominantly premium manufacturer automotive retail group based in the South West of England.

Vertu has acquired 28 franchised sales outlets, adding significant scale and geographic coverage to the Helston Garages Group’s existing footprint of 160 franchised outlets.

Total consideration of £117 million, net of cash and cash equivalents of £65 million, has been financed through a combination of re-negotiated and new debt facilities.

The acquisition of Helston is a continuation of the long-term strategy of the Group to drive scale, expand into new and attractive regions and introduce new Manufacturer Partners. Helston radically enhances the Group’s scale and reach into the South West of England. Following the acquisition, Vertu will have 32 sales outlets in the region, up from the current four.

The Group has an established track record of integrating new businesses and will leverage this expertise to ensure systems and operational processes are integrated by the end of March 2023.

The Integration Management Office will focus on systems, processes, training and procurement functions. The integration of these should drive synergies over time, with at least £3.2m annual benefit to be delivered by FY25 against 2019 base.

The Group will introduce its innovative Click2Drive digital platform, including its award-winning websites, to the acquired dealerships and rebrand the acquired sites (except for Ferrari) using the Vertu Motors and Bristol Street Motors brands.

Vertu has strong relationships with its Manufacturer partners, and the addition of Helston into the Group will further strengthen relationships with key partners such as BMW, MINI, Stellantis and Jaguar Land Rover. Volvo and Ferrari will join the Manufacturers represented by the Group. The Group has received strong support from Manufacturer partners for the transaction.

The transaction is expected to have a limited impact on the Group’s underlying profit before tax for financial year to 28 February 2023 (FY23) due to the timing of the transaction in relation to Vertu’s financial year end. One-time deal related costs of £2.5m are anticipated and will be included in non-underlying costs for FY23.

The first full year of contribution from the acquisition will be FY24 (to 28 February 2024), with anticipated double digit EPS accretion.

The Group expects one-off capex of £7m in FY24 to redevelop two key locations within the Helston portfolio. Ongoing maintenance capex for the newly acquired dealerships is expected to be around £3m p.a. Post capex and incremental cost of debt, the acquisition is expected to deliver positive FCF from FY25. The acquisition is anticipated to deliver a return on investment ahead of Group WACC and IRR above Group hurdle rates.

Helston Garages has been a family run business for over 60 years, building up a network of high-quality dealerships across Dorset, Somerset, Devon and Cornwall, operating under several brands including Westerly, Carrs and Truscotts. In the year ended 31 December 2021, the businesses Vertu has acquired generated revenues of £498.9m, an underlying4 trading pre-tax profit of £17.9m and underlying EBITDA of £20.6m.

For the year ended 31 December 2019, the acquired assets delivered revenues of £522.5m, underlying trading profits before tax of £9.0m and an underlying EBITDA of £13.5m. Of the 28 sales outlets acquired, the majority are with premium automotive Manufacturers: 4 Land Rover, 5 BMW, 1 BMW Motorrad, 5 MINI, 3 Jaguar, 5 Volvo, 1 Ferrari, and 4 Peugeot.

Robert Forrester, Chief Executive Officer of Vertu Motors, said: “We are delighted that Vertu Motors has agreed to acquire Helston and 28 dealerships, further evidence of the execution of our long-term strategy to build scale, geographic coverage and deepen our relationships with our key automotive Manufacturers. We are particularly pleased that we have received strong support for the acquisition from our Manufacturer Partners and our lending banks to support the deal. Volvo and Ferrari are introduced to our portfolio, which is a very proud moment for the Group.

Helston Garages has a long track record of delivering strong profitability and we have admired the Group for a long time. The acquisition will be both financially and strategically accretive for Vertu Motors, delivering long term value creation for our shareholders. We now have 32 dealerships in the South West, which becomes a core region.

I am delighted to welcome so many new colleagues to the Group and look forward to integrating Helston and the team into Vertu Motors, particularly introducing our digital expertise.

While there is uncertainty in the UK economy today, we continue to invest for the long-term and remain excited about the future for Vertu Motors.”