Pendragon confirms receipt of revised proposal from Penske, Hedin

The board of directors of Pendragon (PDGNF) confirmed hat it has received a further unsolicited proposal from Hedin Mobility Group AB and PAG International Ltd. (PAG) to jointly acquire the entire issued and to be issued share capital of Pendragon for 32 pence per share, in cash. The Revised Proposal remains subject to a number of pre-conditions, including the completion of due diligence, antitrust approvals and external debt financing. The board will consider the Revised Proposal and will consult with its shareholders and provide an update in due course. The board confirms that under the binding legal agreement that it has entered into with Lithia Motors (LAD) in relation to, amongst others things, the disposal by the company of its UK motor and leasing business it is required to hold the shareholder meeting to approve the Lithia Transaction on 6 October 2023. Shareholders representing 402,105,727 shares, equivalent to approximately 28.8% of the current issued share capital of Pendragon, have irrevocably committed to vote in favour of the Lithia Transaction. In the event that there is an announcement by a third party of a firm offer for the company that the board has indicated it will recommend, shareholders holding approximately 11.5% of the current issued share capital of Pendragon will cease to be bound by the terms of their irrevocable undertaking to vote in favour of the Lithia Transaction. There can be no certainty that any firm offer will be made, nor to the terms of any such offer. Shareholders are advised to take no action at this time.