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October 18 th -20 th , 2015 The Bellagio Hotel, Las Vegas In Buffett’s Crosshairs: Revolutionizing Automotive Retailing Brad Mewes, Principal Supplement Financial Insight for the Automotive Aftermarket

Consolidation in Auto Retail (dealerships)

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Page 1: Consolidation in Auto Retail (dealerships)

October 18th-20th, 2015The Bellagio Hotel, Las Vegas

In Buffett’s Crosshairs:Revolutionizing Automotive Retailing

Brad Mewes, PrincipalSupplementFinancial Insight for the Automotive Aftermarket

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Warren Loves Cars

The Consolidation Curve

Inorganic Growth

What Not to Do

Pricing Trends and Valuation Methods

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WARREN LOVES CARSThe Current State of the Industry and WhyConsolidation Will Likely Continue

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Welcome to the car business, WarrenMike Jackson, CEO Auto Nation

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Why Invest in Auto Retail

Source: YCharts

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Why Invest in Auto Retail

Source: NADA, The Haig Report, 2015

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Why Invest in Auto Retail

Source: The Haig Report, 2015

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Page 9: Consolidation in Auto Retail (dealerships)

What is Private Equity???

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What does Warren see inAutomotive Retail?

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“In business, I look for economiccastles protected by unbreachable

‘moats’”

--Warren Buffett, BerkshireHathaway

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“There are about 17,000dealerships in the country, andownership transfers alwaysrequire approval by the relevantauto manufacturer. Berkshire's jobis to perform in a manner that willcause manufacturers to welcomefurther purchases by us.”

--Warren Buffett, BerkshireHathaway

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“I fully expect we’ll buy a lot moredealerships over time.

We will hear, I predict, fromhundreds of dealerships in thenext year.”

--Warren Buffett, BerkshireHathaway

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Did Buffett miscalculate?

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CONSOLIDATION CURVEThe big get bigger. How industry lifecycles impactcompetition and consolidation.

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"In the future -- I don'tknow how far in thefuture -- the smallergroups will be similar toours: a billion dollars insales.”

--Rick Case, Rick CaseAutomotive Group

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"There's a hugeopportunity forconsolidation in autodealerships…

How big is big really?”

--Larry Van Tuyl,Berkshire Automotive

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Stage 1:Fragmentation

Stage 2:Acquisitions

Stage 3:Expansion

Stage 4:Maturity

Market Share 10% - 30% 15% - 45% 35% - 70% 70% - 90%

GrowthOne-Off

AcquisitionsPlatform

AcquisitionsMega Deals &Greenfields

Defense &Maintenance

StrategyBuild

Revenues andBrand

M&A andIntegration

Profitability &Scale

ManageRegulatory

Environment

Stages of Consolidation

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Economies of Scale:

The reduction in average and marginal costs arising from anincrease in size of an operating unit.

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Source: Roland Berger

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InvestmentInvestment

CompetitiveAdvantage

CompetitiveAdvantage

RetainedEarningsRetainedEarnings

Acquisitions,Scale,

Barriers toEntry

Acquisitions,Scale,

Barriers toEntry

BusinessAttracts

AdditionalCapital

BusinessAttracts

AdditionalCapital

The Virtuous Cycleof

Investment

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Stand Pat: Operational Excellence

Grow: Develop Scale

Sell: Realize Value Now

Options

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INORGANIC GROWTHBuild and Execute an Inorganic Growth Strategy

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Source: The Banks Report, Author’s Calculations

0

5

10

15

20

25

30

35

40

45

50

Deal

ersh

ips

Acqu

ired

Most Acquisitive Dealer Groups2013 to June 2015

(Excluding Berkshire)

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Source: The Banks Report, Author’s Calculations

0

5

10

15

20

25

Num

ber o

f Dea

lers

hips

Acq

uire

dMost Acquisitive Private Dealer Groups

Since 2013

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Start with the end in mind

Build a team; both internally andexternally

A proactive acquisition strategy

Develop non-auction deal flow

Evaluate your alternatives

Five Inorganic Growth Success Factors

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Start with the End in Mind

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Build a Team,

Internally and Externally

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Proactive

Acquisition Strategy

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Non-AuctionDeal Flow

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Evaluate Your

Investment Alternatives

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WHAT NOT TO DOIdentify and avoid common buy side pitfalls

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Over-optimistic Projections

Lack of Focus

It Really Is All About the People

Post Deal Integration

Ignore the Advisors

Five Common Acquisition Mistakes

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Over-optimistic Projections

Lack of Focus

It Really Is All About the People

Post Deal Integration

Ignore the Advisors

Five Common Acquisition Mistakes

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Over-optimistic Projections

Lack of Focus

It Really Is All About the People

Post Deal Integration

Ignore the Advisors

Five Common Acquisition Mistakes

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Over-optimistic Projections

Worst Case Scenarios Cash Flow vs Profit Working Capital Needs Under Capitalized / Insufficient

Funding Deals take on a life of their own

Five Common Acquisition Mistakes

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Over-optimistic Projections

Lack of Focus

It Really Is All About the People

Post Deal Integration

Ignore the Advisors

Five Common Acquisition Mistakes

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Lack of Focus

Strategic Drift Diligent Due Diligence Existing Team Bandwidth

Five Common Acquisition Mistakes

Overworked Team`

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Over-optimistic Projections

Lack of Focus

It Really Is All About the People

Post Deal Integration

Ignore the Advisors

Five Common Acquisition Mistakes

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It Really Is All About the People

Ego Culture New Team Integration Who’s Responsible for What?

Five Common Acquisition Mistakes

Overworked Team`

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Over-optimistic Projections

Lack of Focus

It Really Is All About the People

Post Deal Integration

Ignore the Advisors

Five Common Acquisition Mistakes

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Post Deal Integration

Cost Synergies Cash Needs OEM Integration IT, HR, Accounting, Shared

Services, etc.

Five Common Acquisition Mistakes

Overworked Team`

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Over-optimistic Projections

Lack of Focus

It Really Is All About the People

Post Deal Integration

Ignore the Advisors

Five Common Acquisition Mistakes

Page 52: Consolidation in Auto Retail (dealerships)

Over-optimistic Projections

Lack of Focus

It Really Is All About the People

Post Deal Integration

Ignore the Advisors

Five Common Acquisition Mistakes

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WHAT IS IT WORTH?Dealer Pricing Trends and Valuation Methods

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Tangible Net Assets + Blue Sky

DCF, IRR & Hurdle Rates

Multiples & Comps

Strategic vs Financial

Control & Liquidity Premiums

A Primer on Valuation

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Brand

Location / Market

Management Team

Facility

Operational Excellence

Non Financial Premiums

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Recent Comps

Source: The Haig Report, 2015

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October 18th-20th, 2015The Bellagio Hotel, Las Vegas

Thank You!Please take a moment torate my presentation inthe DSES mobile app!

Brad MewesPrincipal, SupplementFinancial Insight for the Automotive [email protected]