Thomson Snell & Passmore advises the Motorline Group on multi-million pound sale to Marshall Motor Holdings plc

Leading South East Law firm Thomson Snell & Passmore, has advised long-term client the Motorline Group (Motorline) on its sale to Marshall Motor Holdings plc (Marshall), in a multi-disciplinary and complex M&A transaction which involved the acquisition of the entire share capital of Motorline for a cash consideration of £64.5million. Marshall has also separately acquired a related freehold property for £2.9million and has the option to acquire two additional strategic freehold properties in the future for £24.9million.

Founded in 1972, Motorline is a leading multi-franchise dealer group currently headquartered in Canterbury and operating across Kent, West Sussex, Surrey, Berkshire, Bristol, South Wales and the West Midlands. It represents nine brands through 48 operating franchises including Toyota, Lexus, Hyundai, Volkswagen, Audi, ŠKODA, Nissan, Peugeot, and Maserati. In addition, it operates four Volkswagen Group Trade Parts Specialist (TPS) businesses and five used car centres.

Motorline’s consolidated revenues for the year ending 31 December 2020 were £695.2million with profit before tax of £6.1million (which included a one-off profit on the disposal of freehold property and other one-off items of in aggregate c£4.0million). Motorline’s consolidated shareholder funds at completion are c£30million.

Marshall is one of the UK’s leading automotive retail groups. Following the acquisition its businesses have a total of 164 franchises covering 27 brands across 37 counties in England and Wales. Its acquisition of Motorline is in line with its strategy, which includes growing scale with its chosen brand partners. Marshall’s annual revenues are expected to exceed £3billion.

Joanne Gallagher, Partner and Head of the Corporate team at Thomson Snell & Passmore, and her colleague Joanne Wright, a Partner in the Commercial Property team, jointly led on the sale for Motorline. They were supported by Faye Cook and Rachel Macmillan in the Corporate team and Richard Ellard, Joanna Wooller and Alex Lewsley in the Commercial Property team, amongst others.

Due to the nature of the transaction, the deal necessitated a wider project team which included Katya Batchelor advising on Banking and Finance matters, Ben Stepney on Employment, Nitzan Cohen advising on Tax, Poh-Leng Devare on Commercial matters, and Mathew Boyle on Pensions.

Commenting on the transaction, Joanne Gallagher at Thomson Snell & Passmore says: “We are delighted that this complex deal, which has taken many months of careful planning, has now come to fruition for our long-standing client. We are pleased to have been able to advise the sellers on this important transaction, to help complete this transaction successfully.”

Glen Obee, Chairman at Motorline adds: “Following a period of almost 50 years from when our father founded Motorline in 1972 and having worked within our family business for over 40 years, my brother Thomas and I have decided to retire from the industry that we have enjoyed working within throughout our careers. We would like to pay tribute to the hard work and commitment of our employees and to our brand partners for their support and contribution to the outstanding success Motorline has been able to achieve.

“Under the excellent leadership of Daksh Gupta and his management team, the newly expanded Marshall Motor Group will be even better placed to embrace the future dynamics of the changing motor sector.

“I would like to thank our solicitors Thomson Snell & Passmore LLP for their hard work and guidance in helping us deliver this complex sale on behalf of Motorline Holdings Limited, including the associated and sizable property transaction on behalf of GGT Estates Limited.

“In addition, thank you to David Kendrick of UHY Hacker Young for his advice and help in concluding the negotiations through to completion.”

Daksh Gupta, Group Chief Executive, commented:

“We are delighted to announce the acquisition of Motorline which is in line with our strategy which includes growing both further scale with existing brand partners and developing scaled relationships with selected new brand partners.

“Motorline is an extremely well-respected, long-standing business. The Obee family have overseen a significant expansion of the business in recent years and have invested in a market- leading property portfolio.

“The acquisition has been funded from existing cash resources and is expected to generate attractive financial returns for our Group.

“We are delighted to begin new and significant partnerships with Toyota/Lexus and Hyundai. These brands, with a combined market share in the UK of over 11%, have been a target for the Group for some time and the acquisition of Motorline provides immediate scale with each of them. I would like to thank each of them for their support for this acquisition and very much look forward to working with them over the coming years to develop a mutually successful partnership.

“I would also like to take the opportunity to thank our existing brand partners for their continued support for the further growth and development of the Group for which we are extremely grateful.

“Finally, and most importantly, I would like to welcome our 1,500 new Motorline colleagues to the Group. I look forward to meeting you soon and to working with you over the coming years.”

Additional support included:

UHY Hacker Young: Corporate finance

Dentons: Corporate lawyers for Marshall Motor Holdings plc

Greenwoods GRM: Real estate lawyers for Marshall Motor Holdings plc

RSM: Auditors for Motorline

PWC: Advised Marshall Motor Holdings plc on financial and tax due diligence.

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