Valuation Update With 7 Day Price Move • Jul 03
Investor sentiment improves as stock rises 15% After last week's 15% share price gain to UK£3.05, the stock trades at a trailing P/E ratio of 7x. Average forward P/E is 19x in the Software industry in the United Kingdom. Total returns to shareholders of 127% over the past three years. Announcement • May 27
Pinewood Technologies Group PLC, Annual General Meeting, Jun 24, 2026 Pinewood Technologies Group PLC, Annual General Meeting, Jun 24, 2026. Valuation Update With 7 Day Price Move • May 05
Investor sentiment improves as stock rises 19% After last week's 19% share price gain to UK£2.80, the stock trades at a trailing P/E ratio of 6.4x. Average forward P/E is 17x in the Software industry in the United Kingdom. Total returns to shareholders of 112% over the past three years. Major Estimate Revision • Apr 29
Consensus EPS estimates have been downgraded. The consensus outlook for earnings per share (EPS) in fiscal year 2026 has deteriorated. 2026 revenue forecast decreased from UK£57.8m to UK£56.4m. Now expected to report a loss of UK£0.029 per share instead of UK£0.061 per share profit previously forecast. Software industry in the United Kingdom expected to see average net income growth of 20% next year. Consensus price target of UK£5.85 unchanged from last update. Share price fell 2.5% to UK£2.36 over the past week. Price Target Changed • Apr 26
Price target decreased by 15% to UK£5.85 Down from UK£6.89, the current price target is an average from 2 analysts. New target price is 139% above last closing price of UK£2.45. Stock is down 22% over the past year. The company is forecast to post a net loss per share of UK£0.0035 compared to earnings per share of UK£0.48 last year. New Risk • Apr 22
New major risk - Revenue and earnings growth Earnings are forecast to decline by an average of 23% per year for the foreseeable future. This is considered a major risk. Ultimately, shareholders want to see a good return on their investment and that generally comes from sharing in the company's profits. If profits are expected to decline, then in most cases the share price will decline over time as well. In addition, if the company pays dividends it will also likely need to reduce or cut them, striking a dual blow to total shareholder returns. Currently, the following risks have been identified for the company: Major Risks Share price has been highly volatile over the past 3 months (13% average weekly change). Earnings are forecast to decline by an average of 23% per year for the foreseeable future. High level of non-cash earnings (55% accrual ratio). Price Target Changed • Mar 25
Price target decreased by 8.4% to UK£6.54 Down from UK£7.14, the current price target is an average from 3 analysts. New target price is 206% above last closing price of UK£2.14. Stock is down 36% over the past year. The company is forecast to post earnings per share of UK£0.041 for next year compared to UK£0.056 last year. Valuation Update With 7 Day Price Move • Mar 25
Investor sentiment deteriorates as stock falls 17% After last week's 17% share price decline to UK£2.14, the stock trades at a forward P/E ratio of 52x. Average forward P/E is 17x in the Software industry in the United Kingdom. Total returns to shareholders of 91% over the past three years. Simply Wall St's valuation model estimates the intrinsic value at UK£4.06 per share. Announcement • Mar 25
Pinewood Technologies Group PLC to Report Fiscal Year 2025 Results on Apr 22, 2026 Pinewood Technologies Group PLC announced that they will report fiscal year 2025 results at 8:00 AM, GMT Standard Time on Apr 22, 2026 Recent Insider Transactions • Feb 17
CFO, Company Secretary & Director recently bought UK£77k worth of stock On the 16th of February, Oliver Mann bought around 25k shares on-market at roughly UK£3.07 per share. This transaction amounted to 51% of their direct individual holding at the time of the trade. This was the largest purchase by an insider in the last 3 months. Oliver has been a buyer over the last 12 months, purchasing a net total of UK£153k worth in shares. Valuation Update With 7 Day Price Move • Feb 16
Investor sentiment deteriorates as stock falls 35% After last week's 35% share price decline to UK£2.94, the stock trades at a forward P/E ratio of 226x. Average forward P/E is 22x in the Software industry in the United Kingdom. Total returns to shareholders of 99% over the past three years. Announcement • Feb 14
Apax Partners Confirms It Does Not Intend to Make an Offer for Pinewood Technologies Group PLC On 29 January 2026, Pinewood.AI (Pinewood Technologies Group PLC (LSE:PINE)) announced a possible cash offer for Pinewood.AI by Apax Partners LLP ("Apax"). In light of the prevailing challenging market conditions, Apax confirms that it does not intend to make an offer for the Company. Accordingly, Apax and any person acting in concert with it, except with the consent of the Panel on Takeovers and Mergers (the "Panel"), is bound by the restrictions under Rule 2.8 of the Code. Apax, and any person acting in concert with Apax, reserves the right to announce an offer or possible offer for the Company or make or participate in an offer or possible offer for the Company and/or take any other action otherwise precluded under Rule 2.8 of the Code within six months of the date of this announcement in the following circumstances: (i) with the agreement of the Board of Pinewood.AI; (ii) if a third party announces a firm intention to make an offer for Pinewood.AI; (iii) if Pinewood.AI announces a Rule 9 waiver proposal or a reverse takeover (as defined in the Code); and/or (iv) if there has been a material change of circumstances (as determined by the Takeover Panel). Announcement • Feb 04
Pinewood.Ai Debuts New Ai Agent for Automated Dealership Tasks Pinewood.AI announced the debut of its industry-first solution code-named Project Intelligence (Pi), an autonomous AI agent designed to execute operational work across dealership and OEM systems. Debut at NADA 2026, Pi represents a new category of intelligence for automotive retail that will move beyond chatbots and vehicle recommendations to automatically carry out complex digital tasks on behalf of dealership teams. Developed by Seez, Pinewood.AI's automotive AI division, Pi operates natively within the Pinewood Automotive Intelligence™? Platform and works directly through existing browser-based systems. Like a human, Pi can log into portals, navigate workflows, complete forms, extract data, and make decisions across disconnected platforms, only faster, continuously, and without manual error. Pi allows dealers to perform autonomously: Task execution across dealership and OEM systems, including logins, navigation, form completion, and multi-step workflows; Cross-system coordination without APIs or custom integrations, operating directly through existing browser interfaces; Real-time decision-making that adapts to changing screens, prompts, and workflows as tasks progress; Reduced operational friction by eliminating manual data entry and repetitive back-and-forth between connected platforms. Built with a multi-agent architecture and LLM-powered reasoning, Pi will continuously perceive on-screen context, determine the next best action, and execute tasks in real time until objectives are complete. For added control, the solution will include human in the loop oversight, allowing staff to monitor progress or take over instantly when needed. Deuting at NADA and soon to be available to customers, Pi,will support independent dealers, dealer groups, and OEMs by addressing some of the most time-consuming operational bottlenecks in automotive retail. Working directly within the Pinewood.AI Platform, deployment will not require changes to dealer infrastructure or workflows. New Risk • Jan 30
New minor risk - Financial data availability The company's latest financial reports are more than 6 months old. Last reported fiscal period ended December 2024. This is considered a minor risk. If the company has not reported its earnings on time, it may have been delayed due to audit problems or it may be finding it difficult to reconcile its accounts. Currently, the following risks have been identified for the company: Major Risk Shareholders have been substantially diluted in the past year (33% increase in shares outstanding). Minor Risks Latest financial reports are more than 6 months old (reported December 2024 fiscal period end). Large one-off items impacting financial results. Announcement • Jan 30
Pinewood Confirms Discussions with Apax Partners Regarding A Possible Cash Offer The Board of Pinewood.AI (Pinewood Technologies Group PLC (LSE:PINE)) noted the recent press speculation regarding Pinewood.AI and confirmed that it has entered into discussions with Apax Partners LLP ("Apax") regarding a possible cash offer of 500 pence per share for the entire issued and to be issued share capital of Pinewood.AI (the "Possible Offer") by Apax. As an alternative to receiving cash, the Possible Offer will include an unlisted partial share alternative. This Possible Offer follows a number of earlier approaches from Apax to the Board regarding a possible cash offer for Pinewood.AI. Having carefully considered the terms of the Possible Offer together with its advisers, the Board of Pinewood.AI has concluded that the Possible Offer is at a value that it would be minded to recommend to Pinewood.AI shareholders should a firm intention to make an offer pursuant to Rule 2.7 of the Code be announced on such financial terms, subject to agreement of all other terms and conditions of an offer and completion by Apax of confirmatory due diligence. There can be no certainty that any firm offer will be made. A further announcement will be made if and when appropriate. In accordance with Rule 2.6(a) of the Code, Apax is required, by not later than 5.00 p.m. (London time) on 26 February 2026, to do one of the following: (i) announce a firm intention to make an offer for Pinewood.AI in accordance with Rule 2.7 of the Code; or (ii) announce that it does not intend to make an offer for Pinewood.AI, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline can only be extended with the consent of the Panel on Takeovers and Mergers in accordance with Rule 2.6(c) of the Code. In accordance with Rule 2.5(a) of the Code, Apax reserves the right to introduce other forms of consideration and/or vary the mix or composition of consideration of any offer. In addition, Apax reserves the right to make an offer for Pinewood.AI at a lower value or on less favourable terms than the Possible Offer: (i) with the agreement or recommendation of the Board of Pinewood.AI; (ii) if a third party announces a firm intention to make an offer for Pinewood.AI which, at that date, is of a value less than the value of the Possible Offer; or (iii) following the announcement by Pinewood.AI of a Rule 9 waiver transaction pursuant to Appendix 1 of the Code or a reverse takeover. If Pinewood.AI declares, makes or pays any dividend or distribution or other return of value or payment to its shareholders, Apax reserves the right to make an equivalent reduction to the Possible Offer. New Risk • Dec 19
New major risk - Shareholder dilution The company's shareholders have been substantially diluted in the past year. Increase in shares outstanding: 33% This is considered a major risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risk Shareholders have been substantially diluted in the past year (33% increase in shares outstanding). Minor Risk Large one-off items impacting financial results. Board Change • Nov 02
High number of new directors There are 5 new directors who have joined the board in the last 3 years. Independent Non-Executive Director Robert Plant was the last director to join the board, commencing their role in 2025. The company’s lack of board continuity is considered a risk according to the Simply Wall St Risk Model. Announcement • Oct 14
Pinewood Technologies Group PLC Announces Directorate Changes Pinewood Technologies Group PLC announced the appointments of two Independent Non-Executive Directors to the Board. Shruthi Chindalur and Dr Robert Plant will join the Board with effect from 14 October 2025. Shruthi and Robert will both serve on the Company's Nomination Committee. Shruthi has 25 years' experience across technology, commercial and go-to-market strategy. She previously held senior leadership roles at Oracle, LinkedIn and Criteo, where she led commercial strategy, international expansion and business transformation across EMEA and the Americas. She most recently held a Non-Executive Director role at The Access Group for four years and is currently a Non-Executive Director at Bytes Technology Group plc and Kainos Group plc, in addition to her role as an Advisory Board Member at FirstParty Capital. Robert has over three decades of experience spanning technology, strategy and education. He is the founding Chair of the Department of Business Technology at the University of Miami and an associate professor at the University of Miami's Herbert Business School. His innovative work is focused on AI. He has advised global firms including Polen Capital, the global asset manager, and currently serves on the advisory board of Arreva, a fundraising and donor management software business. He has taught executive MBAs across the world and is a frequent contributor on technology issues to publications including the Financial Times, Forbes Insights and Harvard Business Review. Major Estimate Revision • Sep 25
Consensus EPS estimates fall by 22% The consensus outlook for earnings per share (EPS) in fiscal year 2025 has deteriorated. 2025 revenue forecast decreased from UK£45.9m to UK£43.5m. EPS estimate also fell from UK£0.087 per share to UK£0.068 per share. Net income forecast to shrink 25% next year vs 14% growth forecast for Software industry in the United Kingdom . Consensus price target up from UK£5.95 to UK£7.14. Share price fell 22% to UK£4.35 over the past week. Price Target Changed • Sep 24
Price target increased by 10% to UK£6.50 Up from UK£5.88, the current price target is an average from 3 analysts. New target price is 44% above last closing price of UK£4.50. Stock is up 28% over the past year. The company is forecast to post earnings per share of UK£0.068 for next year compared to UK£0.056 last year. Valuation Update With 7 Day Price Move • Sep 24
Investor sentiment deteriorates as stock falls 18% After last week's 18% share price decline to UK£4.50, the stock trades at a forward P/E ratio of 66x. Average forward P/E is 26x in the Software industry in the United Kingdom. Total returns to shareholders of 121% over the past three years. Simply Wall St's valuation model estimates the intrinsic value at UK£7.81 per share. Announcement • Aug 04
Pinewood Technologies Group PLC to Report Q2, 2025 Results on Sep 24, 2025 Pinewood Technologies Group PLC announced that they will report Q2, 2025 results on Sep 24, 2025 Announcement • Aug 01
Pinewood Technologies Group PLC (LSE:PINE) completed the acquisition of 51% stake in Pinewood North America LLC from Lithia Uk Holding Limited. Pinewood Technologies Group PLC (LSE:PINE) agreed to acquire remaining 51% stake in Pinewood North America LLC from Lithia Uk Holding Limited for $78.7 million on June 6, 2025. The consideration consists of issuance of 14,560,691 shares. The acquisition values the Joint Venture at $150 million in total, which is supported by the independent valuation work performed by Kroll, LLC. Pinewood.AI is also delighted to announce that, subject to completion of the Acquisition, it will enter into a five year contract with Lithia to roll-out Pinewood AI's software to all of Lithia's current and future sites across the US and Canada by the end of 2028 at the latest.
For the period ending December 31, 2024, Pinewood North America LLC reported operating loss of £1.7 million ($2.12 million) and total assets of £19.6 million ($24.53 million). Following Completion, Bill Berman, Chief Executive Officer of Pinewood.AI, Ollie Mann, Chief Financial Officer of Pinewood.AI and Dietmar Exler, Senior Independent Non-executive Director of Pinewood.AI will remain in office as directors and key individuals of the Joint Venture. The transaction is subject to approval of offer by target shareholders and is expected to be complete in Q3, 2025. On July 30, 2025, Pinewood.AI submitted an application for the admission of new shares on the stock exchange, which are to be issued to Lithia UK Holding Limited as payment.
Philip Noblet, Thomas Bective, Harry Spooner and Eleanor McDonald of Jefferies International Limited acted as financial advisor for Pinewood Technologies Group PLC. James Parkes, Kate Badr, and Jacqueline Vallat of CMS acted as legal advisors for Pinewood Technologies.
Pinewood Technologies Group PLC (LSE:PINE) completed the acquisition of 51% stake in Pinewood North America LLC from Lithia Uk Holding Limited on July 31, 2025. Pinewood.AI is pleased to announce that the New Ordinary Shares issued to the Seller in connection with the Acquisition were admitted to the equity shares (commercial companies) category of the Official List of the FCA and to trading on the main market for listed securities of London Stock Exchange plc (together, "Admission"), with effect from 8.00 a.m. (London time) today. Following Admission, all conditions to completion of the Acquisition have been satisfied. Announcement • Jul 08
Pinewood Technologies Group PLC (LSE:PINE) agreed to acquire Pinewood Dealer Management System from Motify Group (Pty) Ltd for £2.5 million. Pinewood Technologies Group PLC (LSE:PINE) agreed to acquire Pinewood Dealer Management System from Motify Group (Pty) Ltd for £2.5 million on July 7, 2025. The transaction will deliver immediate commercial benefits and is expected to add approximately £0.5 million to £0.7 million in incremental annual EBITDA.
The expected completion of the transaction is August 1, 2025. Announcement • Jun 07
Pinewood Technologies Group PLC, Annual General Meeting, Jun 30, 2025 Pinewood Technologies Group PLC, Annual General Meeting, Jun 30, 2025. Location: radisson hotel and conference centre, building a, bath rd, heathrow blvd, west drayton ub7 0du, sipson United Kingdom Valuation Update With 7 Day Price Move • May 01
Investor sentiment improves as stock rises 23% After last week's 23% share price gain to UK£3.83, the stock trades at a forward P/E ratio of 46x. Average forward P/E is 24x in the Software industry in the United Kingdom. Total returns to shareholders of 119% over the past three years. Simply Wall St's valuation model estimates the intrinsic value at UK£4.17 per share. New Risk • Apr 08
New minor risk - Earnings quality The company has large one-off items impacting its financial results. One-off items were 21% of the size of the rest of the company's trailing 12-month earnings before tax. This is considered a minor risk. One-off items are incomes or expenses that the company does not expect to repeat in future periods. Examples include profits from the sale of a business or expenses from a restructuring or legal settlements. If the company's reported statutory earnings include a large proportion of one-off items it means they may be an unreliable indicator of its true business performance as the earnings were skewed by these incomes or expenses. Currently, the following risks have been identified for the company: Major Risk Shareholders have been substantially diluted in the past year (39% increase in shares outstanding). Minor Risk Large one-off items impacting financial results. New Risk • Mar 30
New major risk - Shareholder dilution The company's shareholders have been substantially diluted in the past year. Increase in shares outstanding: 39% This is considered a major risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. This is currently the only risk that has been identified for the company. Price Target Changed • Feb 26
Price target increased by 7.5% to UK£5.57 Up from UK£5.18, the current price target is an average from 3 analysts. New target price is 52% above last closing price of UK£3.67. Stock is down 50% over the past year. The company posted earnings per share of UK£0.11 last year. Announcement • Feb 22
Pinewood Technologies Group PLC (LSE:PINE) agreed to acquire remaining 90.90% stake in Seez, FZ for $42.1 million. Pinewood Technologies Group PLC (LSE:PINE) agreed to acquire remaining 90.90% stake in Seez, FZ for $42.1 million on February 20, 2025. The consideration is to be comprised of the Cash Consideration $28.8 million, the Cash Cancellation Amount $4.9 million, each payable in cash, and $8.33 million payable in Seez Consideration Shares. Upon completion, Pinewood Technologies Group PLC will own 100% stake in Seez, FZ. Inclusive of Pinewood's initial investment, the total aggregate consideration paid to acquire 100% of Seez is $46.2 million. The transaction is conditional on the admission of the placing shares to be issued pursuant to the proposed equity fundraise which is to be announced today.
The expected completion of the transaction is March 19, 2025. Recent Insider Transactions • Nov 24
CFO & Director recently bought UK£102k worth of stock On the 21st of November, Ollie Mann bought around 31k shares on-market at roughly UK£3.25 per share. This transaction increased Ollie's direct individual holding by 25x at the time of the trade. This was the largest purchase by an insider in the last 3 months. This was Ollie's only on-market trade for the last 12 months. Valuation Update With 7 Day Price Move • Oct 28
Investor sentiment improves as stock rises 17% After last week's 17% share price gain to UK£3.38, the stock trades at a forward P/E ratio of 49x. Average forward P/E is 21x in the Software industry in the United Kingdom. Total loss to shareholders of 11% over the past three years. Simply Wall St's valuation model estimates the intrinsic value at UK£3.24 per share. Price Target Changed • Oct 22
Price target increased by 7.9% to UK£5.01 Up from UK£4.65, the current price target is an average from 3 analysts. New target price is 73% above last closing price of UK£2.90. Stock is down 53% over the past year. The company is forecast to post earnings per share of UK£0.066 for next year compared to UK£0.11 last year. Valuation Update With 7 Day Price Move • Oct 08
Investor sentiment deteriorates as stock falls 15% After last week's 15% share price decline to UK£3.06, the stock trades at a forward P/E ratio of 42x. Average forward P/E is 25x in the Software industry in the United Kingdom. Total returns to shareholders of 114% over the past three years. Simply Wall St's valuation model estimates the intrinsic value at UK£2.28 per share. Announcement • Aug 21
Pinewood Technologies Group PLC to Report First Half, 2024 Results on Oct 02, 2024 Pinewood Technologies Group PLC announced that they will report first half, 2024 results on Oct 02, 2024 Announcement • Jun 05
Pinewood Technologies Group PLC, Annual General Meeting, Jun 26, 2024 Pinewood Technologies Group PLC, Annual General Meeting, Jun 26, 2024. Location: the offices of cms cameron mckenna, nabarro olswang llp, cannon place, 78 cannon street, ec4n 6af, london United Kingdom Board Change • Apr 26
Less than half of directors are independent Following the recent departure of a director, there are only 4 independent directors on the board. The company's board is composed of: 4 independent directors. 5 non-independent directors. Independent Non-Executive Director Jemima Bird was the last independent director to join the board, commencing their role in 2023. The company's minority of independent directors is a risk according to the Simply Wall St Risk Model. Price Target Changed • Apr 25
Price target decreased by 15% to UK£6.61 Down from UK£7.74, the current price target is an average from 4 analysts. New target price is 111% above last closing price of UK£3.13. The company is forecast to post earnings per share of UK£0.12 for next year compared to UK£0.65 last year. Valuation Update With 7 Day Price Move • Apr 24
Investor sentiment deteriorates as stock falls 61% After last week's 61% share price decline to UK£3.05, the stock trades at a forward P/E ratio of 677x. Average forward P/E is 12x in the Specialty Retail industry in the United Kingdom. Total returns to shareholders of 109% over the past three years. Simply Wall St's valuation model estimates the intrinsic value at UK£1.93 per share. Announcement • Apr 23
Pinewood Technologies Group PLC to Report 13 Months Period Ending Jan 31, 2024 Results on Apr 25, 2024 Pinewood Technologies Group PLC announced that they will report 13 months, period ending Jan 31, 2024 results on Apr 25, 2024 New Risk • Apr 19
New minor risk - Shareholder dilution The company's shareholders have been diluted in the past year. Increase in shares outstanding: 20% This is considered a minor risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risk Earnings are forecast to decline by an average of 40% per year for the foreseeable future. Minor Risks Profit margins are more than 30% lower than last year (1.2% net profit margin). Shareholders have been diluted in the past year (20% increase in shares outstanding). Significant insider selling over the past 3 months (UK£510k sold). Upcoming Dividend • Apr 16
Upcoming dividend of UK£0.24 per share Eligible shareholders must have bought the stock before 23 April 2024. Payment date: 07 May 2024. The company last paid an ordinary dividend in August 2013. The average dividend yield among industry peers is 3.5%. Announcement • Apr 05
Pinewood Technologies Group plc Proposes Special Dividend, Payable on 7 May 2024 Pinewood Technologies Group PLC at the General Meeting to be held on 22 April 2024, setting out the details of a proposal to return approximately £358 million in cash to Shareholders by way of a special dividend of 24.5 pence per existing ordinary share (the Transaction Dividend) has been published and will be posted to Shareholders. Subject to the approval of the Resolutions by Shareholders at the General Meeting, the Transaction Dividend is expected to be paid on 7 May 2024 to those Shareholders on the register at 6.00 p.m. on 22 April 2024. Price Target Changed • Apr 04
Price target increased by 17% to UK£0.39 Up from UK£0.33, the current price target is an average from 4 analysts. New target price is approximately in line with last closing price of UK£0.38. The company is forecast to post earnings per share of UK£0.0055 for next year compared to UK£0.033 last year. New Risk • Mar 07
New major risk - Revenue and earnings growth Earnings are forecast to decline by an average of 37% per year for the foreseeable future. This is considered a major risk. Ultimately, shareholders want to see a good return on their investment and that generally comes from sharing in the company's profits. If profits are expected to decline, then in most cases the share price will decline over time as well. In addition, if the company pays dividends it will also likely need to reduce or cut them, striking a dual blow to total shareholder returns. Currently, the following risks have been identified for the company: Major Risk Earnings are forecast to decline by an average of 37% per year for the foreseeable future. Minor Risks Profit margins are more than 30% lower than last year (1.2% net profit margin). Significant insider selling over the past 3 months (UK£510k sold). Recent Insider Transactions • Feb 23
CEO, COO & Director recently bought UK£510k worth of stock On the 19th of February, William Berman bought around 1m shares on-market at roughly UK£0.35 per share. This transaction amounted to less than 1% of their direct individual holding at the time of the trade. This was the largest purchase by an insider in the last 3 months. This was William's only on-market trade for the last 12 months. Recent Insider Transactions Derivative • Feb 08
CEO, COO & Director exercised options and sold UK£6.4m worth of stock On the 31st of January, William Berman exercised options to acquire 18m shares at no cost and sold these for an average price of UK£0.35 per share. This trade did not impact their existing holding. For the year to December 2019, William's total compensation was 42% salary and 58% other compensation. This indicates that these sales could comprise a meaningful part of their income for the year. Since June 2023, William has owned 1.46m shares directly. Company insiders have collectively sold UK£9.9m more than they bought, via options and on-market transactions in the last 12 months. Announcement • Feb 01
Lithia Motors, Inc. completed the acquisition of UK Motor Business and Leasing Business from Pendragon PLC. Lithia Motors, Inc. agreed to acquire UK Motor Business and Leasing Business from Pendragon PLC for approximately £250 million on September 18, 2023. The consideration is subject to certain financial adjustments. Lithia to assume all existing Pendragon net bank debt and pension obligations, leaving the Continuing Group with no indebtedness, legacy pension liabilities, or retained liabilities from the UK motor business and leasing business. In a related transaction, Pendragon and Lithia Motors, Inc. have also agreed the terms of a strategic partnership with Lithia, including the rollout of Pinewood, the Company's dealer management software business, to Lithia's existing 50 UK sites and the creation of a joint venture to accelerate Pinewood's entry into the highly attractive North American DMS market, underpinned by a subscription by Lithia for 279,388,880 new Ordinary Shares in the Company for an aggregate subscription price of £30 million. The acquisition is subject to customary conditions, including Pendragon shareholder approval; the CMA Condition; the Reorganisation Condition; the FCA Conditions; the Pensions Condition; and the OEM Condition. Subject to satisfaction of the conditions to the Transaction, completion is expected to occur in Q4 2023. James Thomlinson, Thomas Bective and Jordan Cameron of Jefferies International Limited acted as financial advisor, sponsor and Joint Corporate Broker; and James Parkes and Kieran O'Brien of CMS Cameron McKenna Nabarro Olswang LLP acted as legal advisor to Pendragon PLC. As of October 2, 2023, the UK Financial Conduct Authority (FCA) has approved a supplementary circular in relation to the Transaction. Completion of the Transaction is conditional on, among other things, the approval of Pendragon's shareholders at the General Meeting, which will be held on October 25, 2023. As of October 25, 2023, The shareholders of Pendragon has approved the transaction on October 25, 2023.
Lithia Motors, Inc. completed the acquisition of UK Motor Business and Leasing Business from Pendragon PLC for approximately £370 million on January 31, 2024. Price Target Changed • Jan 17
Price target increased by 7.2% to UK£0.34 Up from UK£0.31, the current price target is an average from 4 analysts. New target price is approximately in line with last closing price of UK£0.33. The company is forecast to post earnings per share of UK£0.029 for next year compared to UK£0.033 last year. Announcement • Oct 19
AutoNation, Inc. (NYSE:AN) cancelled the acquisition of Pendragon PLC (LSE:PDG). AutoNation, Inc. (NYSE:AN) submitted a non-binding, preliminary proposal to acquire Pendragon PLC (LSE:PDG) for approximately £450 million on September 26, 2023. The offer per share is 32 pence in cash. The Proposal remains subject to a number of pre-conditions, including the completion of due diligence. The Board will consider the AutoNation Proposal and will consult with its shareholders and provide an update in due course. The transaction is subject to approval of Pendragon shareholders. As on October 9, 2023, UK Financial Conduct Authority has approved the transaction.Philip Noblet, James Thomlinson, Thomas Bective and Jordan Cameron of Jefferies International Limited acted as financial advisor to Pendragon PLC.AutoNation, Inc. (NYSE:AN) cancelled the acquisition of Pendragon PLC (LSE:PDG) on October 17, 2023. Announcement • Oct 06
Hedin Mobility Group AB (publ) and PAG International Limited cancelled the offer to acquire an unknown stake in Pendragon PLC (LSE:PDG). Hedin Mobility Group AB (publ) and PAG International Limited made an unsolicited proposal to acquire an unknown stake in Pendragon PLC (LSE:PDG) on September 20, 2023. The offer price is 28 pence cash per share. As of September 22, 2023, the offer price has been increased to 32 pence cash per share. Pursuant to the transaction, PAG and Hedin will acquire all remaining shares in Pendragon, which are not already held by Hedin. The Board of Directors of Pendragon unanimously rejected the offer due to inadequate offer, which undervalued Pendragon. 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 of Pendragon will consider the revised proposal and will consult with its shareholders and provide an update in due course. Hedin and PAG had until October 18, 2023, to make a firm offer. Philip Noblet, James Thomlinson, Thomas Bective and Jordan Cameron of Jefferies acted as financial advisor of Pendragon.
Hedin Mobility Group AB (publ) and PAG International Limited cancelled the offer to acquire an unknown stake in Pendragon PLC (LSE:PDG) on October 4, 2023. As on October 4, 2023, Hedin and PAG confirm that they do not intend to make an offer for Pendragon. Announcement • Oct 05
Hedin, PAG International to Drop Bid for Pendragon Hedin Mobility Group AB (publ) and U.S.-based PAG International Limited said on October 4, 2023 they will not make an offer for British automotive retailer Pendragon PLC (LSE:PDG), just a fortnight after sweetening their takeover proposal. Hedin, which holds a 27.6% stake in Pendragon and is the top shareholder, and PAG had sweetened a proposal to buy the company for 32 pence per share last month. The London-listed retailer had earlier rejected a proposal of 28 pence per share. Shares of Pendragon were down 6.2% at 33 pence at 1328 GMT. Reported Earnings • Sep 28
First half 2023 earnings released: EPS: UK£0.019 (vs UK£0.019 in 1H 2022) First half 2023 results: EPS: UK£0.019 (in line with 1H 2022). Revenue: UK£2.09b (up 13% from 1H 2022). Net income: UK£26.9m (up 1.9% from 1H 2022). Profit margin: 1.3% (down from 1.4% in 1H 2022). The decrease in margin was driven by higher expenses. Revenue is forecast to grow 4.7% p.a. on average during the next 3 years, compared to a 5.9% growth forecast for the Specialty Retail industry in the United Kingdom. Over the last 3 years on average, earnings per share has increased by 65% per year whereas the company’s share price has increased by 62% per year. Announcement • Sep 27
Pendragon Confirms Receipt of Proposal from AutoNation The Board of Directors of Pendragon PLC (LSE:PDG) (the "Board") confirmed that it has received an unsolicited proposal from AutoNation Inc. ("AutoNation") to acquire the entire issued and to be issued share capital of Pendragon for 32 pence per share, in cash (the "AutoNation Proposal"). The AutoNation Proposal remains subject to a number of pre-conditions, including the completion of due diligence. The Board will consider the AutoNation Proposal and will consult with its shareholders and provide an update in due course. 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. As required by Rule 2.6(a) of the Code, AutoNation is required, by not later than 5.00 p.m. on 24 October 2023, either to announce a firm intention to make an offer for the Company in accordance with Rule 2.7 of the Code or to announce that it does not intend to make an offer, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline may be extended with the consent of the Takeover Panel in accordance with Rule 2.6(c) of the Code. The person responsible for arranging for the release of this announcement on behalf of Pendragon is Richard Maloney, Group General Counsel and Group Company Secretary. This announcement is made without the consent of AutoNation. Announcement • Sep 19
Lithia Motors, Inc. agreed to acquire UK Motor Business and Leasing Business from Pendragon PLC for approximately £250 million. Lithia Motors, Inc. agreed to acquire UK Motor Business and Leasing Business from Pendragon PLC for approximately £250 million on September 18, 2023. The consideration is subject to certain financial adjustments. Lithia to assume all existing Pendragon net bank debt and pension obligations, leaving the Continuing Group with no indebtedness, legacy pension liabilities, or retained liabilities from the UK motor business and leasing business. In a related transaction, Pendragon and Lithia Motors, Inc. have also agreed the terms of a strategic partnership with Lithia, including the rollout of Pinewood, the Company's dealer management software business, to Lithia's existing 50 UK sites and the creation of a joint venture to accelerate Pinewood's entry into the highly attractive North American DMS market, underpinned by a subscription by Lithia for 279,388,880 new Ordinary Shares in the Company for an aggregate subscription price of £30 million. The acquisition is subject to customary conditions, including Pendragon shareholder approval; the CMA Condition; the Reorganisation Condition; the FCA Conditions; the Pensions Condition; and the OEM Condition. Subject to satisfaction of the conditions to the Transaction, completion is expected to occur in Q4 2023. James Thomlinson, Thomas Bective and Jordan Cameron of Jefferies International Limited acted as financial advisor, sponsor and Joint Corporate Broker; and CMS Cameron McKenna Nabarro Olswang LLP acted as legal advisor to Pendragon PLC. Announcement • Jul 22
Pendragon PLC to Report First Half, 2023 Results on Sep 27, 2023 Pendragon PLC announced that they will report first half, 2023 results on Sep 27, 2023 Announcement • Jul 12
Pendragon plc Appoints Jemima Bird as Independent Non-Executive Director and Chair of the Remuneration Committee Pendragon PLC announced that Jemima Bird, Independent Non-Executive Director and Chair of the Remuneration Committee of the Headlam Group plc, has been appointed as an Independent Non-Executive Director and Chair of the Remuneration Committee of the company. Announcement • Jul 08
Pendragon PLC Announces Resignation of Martin Casha as Chief Operating Officer, Effective 7 November 2023 Pendragon PLC announced that Martin Casha, who has held the role of Chief Operating Officer since 2001, will be standing down from the company to take up a position as CEO of Marshall Motor Group. In order to simplify the Company's organisational structure, Martin's role will not be replaced and his reporting lines will be re-distributed across the senior leadership team. Martin will continue in his role as Chief Operating Officer and as a director until 7 November 2023, ensuring a smooth and orderly transition. Announcement • Jun 30
Pendragon plc Announces Resignation of Ian Filby as Non-Executive Chairman Pendragon PLC announced that Non-executive Chairman Ian Filby has informed the Board that he intends to step down to pursue other interests. The Nomination Committee, led by Senior Independent Director Dietmar Exler, will commence the process to identify and appoint Ian's successor, and is being supported by external consultants. Ian will continue in his role until this process is complete. Buying Opportunity • Jun 27
Now 21% undervalued Over the last 90 days, the stock is up 18%. The fair value is estimated to be UK£0.22, however this is not to be taken as a buy recommendation but rather should be used as a guide only. Revenue has been flat over the last 3 years. Meanwhile, the company has become profitable. For the next 3 years, revenue is forecast to grow by 5.8% per annum. Earnings is also forecast to grow by 1.3% per annum over the same time period. Announcement • May 31
Pendragon PLC, Annual General Meeting, Jun 30, 2023 Pendragon PLC, Annual General Meeting, Jun 30, 2023, at 13:30 Coordinated Universal Time. Location: CMS Cameron McKenna Nabarro Olswang LLP, Cannon Place, 78 Cannon Street London: United Kingdom Agenda: To consider Annual report and accounts; to approve the annual report on directors' remuneration; to approve the directors' remuneration policy; to adopt a new share option plan; to re-appoint directors or re-elect directors; to approve the Appointment and remuneration of auditors; and to consider other matters. Buying Opportunity • May 12
Now 21% undervalued after recent price drop Over the last 90 days, the stock is down 9.2%. The fair value is estimated to be UK£0.22, however this is not to be taken as a buy recommendation but rather should be used as a guide only. Revenue has been flat over the last 3 years. Meanwhile, the company has become profitable. For the next 3 years, revenue is forecast to grow by 5.8% per annum. Earnings is also forecast to grow by 1.3% per annum over the same time period. Buying Opportunity • Apr 26
Now 21% undervalued after recent price drop Over the last 90 days, the stock is down 11%. The fair value is estimated to be UK£0.22, however this is not to be taken as a buy recommendation but rather should be used as a guide only. Revenue has been flat over the last 3 years. Meanwhile, the company has become profitable. For the next 3 years, revenue is forecast to grow by 5.8% per annum. Earnings is also forecast to grow by 1.3% per annum over the same time period. Major Estimate Revision • Apr 20
Consensus EPS estimates increase by 11% The consensus outlook for earnings per share (EPS) in fiscal year 2023 has improved. 2023 revenue forecast increased from UK£3.89b to UK£3.93b. EPS estimate increased from UK£0.026 to UK£0.029 per share. Net income forecast to shrink 9.1% next year vs 0.9% decline forecast for Specialty Retail industry in the United Kingdom. Consensus price target broadly unchanged at UK£0.31. Share price was steady at UK£0.18 over the past week. Reported Earnings • Mar 22
Full year 2022 earnings: EPS and revenues miss analyst expectations Full year 2022 results: EPS: UK£0.033 (down from UK£0.047 in FY 2021). Revenue: UK£3.62b (up 5.8% from FY 2021). Net income: UK£45.5m (down 31% from FY 2021). Profit margin: 1.3% (down from 1.9% in FY 2021). The decrease in margin was driven by higher expenses. Revenue missed analyst estimates by 1.6%. Earnings per share (EPS) also missed analyst estimates by 1.6%. Revenue is forecast to grow 5.3% p.a. on average during the next 3 years, compared to a 6.3% growth forecast for the Specialty Retail industry in the United Kingdom. Over the last 3 years on average, earnings per share has increased by 111% per year but the company’s share price has only increased by 42% per year, which means it is significantly lagging earnings growth. Announcement • Jan 25
Pendragon PLC to Report Fiscal Year 2022 Results on Mar 22, 2023 Pendragon PLC announced that they will report fiscal year 2022 results on Mar 22, 2023 Price Target Changed • Jan 17
Price target decreased to UK£0.33 Down from UK£0.36, the current price target is an average from 4 analysts. New target price is 70% above last closing price of UK£0.19. Stock is down 16% over the past year. The company is forecast to post earnings per share of UK£0.031 for next year compared to UK£0.047 last year. Board Change • Nov 16
Less than half of directors are independent Following the recent departure of a director, there are only 3 independent directors on the board. The company's board is composed of: 3 independent directors. 4 non-independent directors. Senior Independent Director Dietmar Exler was the last independent director to join the board, commencing their role in 2020. The company's minority of independent directors is a risk according to the Simply Wall St Risk Model. Board Change • Nov 05
Less than half of directors are independent Following the recent departure of a director, there are only 3 independent directors on the board. The company's board is composed of: 3 independent directors. 4 non-independent directors. Senior Independent Director Dietmar Exler was the last independent director to join the board, commencing their role in 2020. The company's minority of independent directors is a risk according to the Simply Wall St Risk Model. Board Change • Jun 09
Less than half of directors are independent Following the recent departure of a director, there are only 3 independent directors on the board. The company's board is composed of: 3 independent directors. 4 non-independent directors. Senior Independent Director Dietmar Exler was the last independent director to join the board, commencing their role in 2020. The company's minority of independent directors is a risk according to the Simply Wall St Risk Model. Board Change • May 31
High number of new directors Non-Executive Chairman Ian Filby was the last director to join the board, commencing their role in 2021. Reported Earnings • Apr 27
Full year 2021 earnings: EPS and revenues miss analyst expectations Full year 2021 results: EPS: UK£0.047 (up from UK£0.016 loss in FY 2020). Revenue: UK£3.42b (up 24% from FY 2020). Net income: UK£65.5m (up UK£87.1m from FY 2020). Profit margin: 1.9% (up from net loss in FY 2020). The move to profitability was driven by higher revenue. Like-for-like sales growth: 27.1% vs FY 2020 Revenue missed analyst estimates by 6.6%. Earnings per share (EPS) also missed analyst estimates by 4.4%. Over the next year, revenue is forecast to grow 8.1%, compared to a 12% growth forecast for the retail industry in the United Kingdom. Over the last 3 years on average, earnings per share has increased by 85% per year but the company’s share price has fallen by 1% per year, which means it is significantly lagging earnings. Board Change • Apr 27
High number of new directors Non-Executive Chairman Ian Filby was the last director to join the board, commencing their role in 2021. 
