Disposal of Hornburg Jaguar and Land Rover, SMCA

Pendragon PLC

("Pendragon" or the "Company")

Disposal of Hornburg Jaguar and Hornburg Land Rover, Santa Monica, California

Pendragon announces that it agreed on 14 December 2020 to dispose of the trade and assets of its Jaguar and Land Rover motor vehicle dealership located in Santa Monica, California (the "Transaction").

In relation to the Transaction, the purchaser of the business is Redwood Automotive LLC  ("Redwood"), the operator of a privately owned dealership group. The consideration for the Transaction is expected to be approximately £11.8 million, subject to completion adjustments, to be satisfied entirely in cash payable at completion, with the precise amount being determined following the preparation of completion accounts in respect of the Transaction.  As at 31 December 2019, the gross assets that are the subject of the Transaction amounted to £36.7 million and the profit prior to central costs amounted to £858k.  The proceeds of the Transaction will be used for general corporate purposes.  Completion of the Transaction is subject to a number of conditions, including, inter alia, the purchaser obtaining OEM approval.

Upon the agreement that has been entered into in respect of the Transaction becoming unconditional, Jaguar Land Rover ("JLR"), as the OEM, will have a right of first refusal over the trade and assets that are the subject of the Transaction. In the event that such right is exercised in respect of the Transaction, JLR will nominate a replacement to the current purchaser, who will otherwise acquire the relevant trade and assets on the same terms.

The Company will make a further announcement upon completion of the Transaction or earlier in the event that the Transaction will not proceed to completion.