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QUARTERLY UPDATE Q3 2019 DEALERSHIP INDUSTRY

DEALERSHIP INDUSTRY QUARTERLY UPDATE Q3 2019...Q3 2019 passenger vehicle sales fell short of Q3 2018 by 27,468 units and was the lowest Q3 in five years. The net decrease in units

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Page 1: DEALERSHIP INDUSTRY QUARTERLY UPDATE Q3 2019...Q3 2019 passenger vehicle sales fell short of Q3 2018 by 27,468 units and was the lowest Q3 in five years. The net decrease in units

QUARTERLY UPDATE Q3 2019

DEALERSHIP INDUSTRY

Page 2: DEALERSHIP INDUSTRY QUARTERLY UPDATE Q3 2019...Q3 2019 passenger vehicle sales fell short of Q3 2018 by 27,468 units and was the lowest Q3 in five years. The net decrease in units

Page 2

$979 M

$2,211 M

$1,128 M$915 M

$1,353 M$1,069 M

$323 M-

10

20

30

40

50

60

70

80

-

500 M

1,000 M

1,500 M

2,000 M

2013 2014 2015 2016 2017 2018 Q3 2019

Tran

sact

ion

Volu

me (

Num

ber

of D

eals

)

Tran

sact

ion

Valu

e (C

AD M

illio

ns)

PUBLICLY DISCLOSED DEALERSHIP TRANSACTIONS (NORTH AMERICA)1

Transaction Value Transaction Volume

INDUSTRY OVERVIEW

1: Capital IQ. Data as of September 30, 2019; SEC Filings via Haig Report.2: https://www.desrosiers.ca/3: https://www.todaystrucking.com/

• Continued consolidation in the industry by independents, multi-store groups and carve-outsfrom larger multi-location groups.

• Location, brand and strength of management are playing increasingly important roles invaluation as industries continue to consolidate.

• Passenger car sales decreased 4% in the first three quarters of 2019, much of which isattributable to the compact car segment. Overall light truck sales increased 2% in the firstthree quarters of 2019.2

• AutoCanada has not made any publicly disclosed acquisitions since 2018.

• Fragmented marketplace presents an opportunity for merger and acquisition (M&A) activity.• Canadians buyers accounted for 2,607 Class 8 truck sales in August, bringing year-to-date

totals up to 22,295 units. The numbers essentially match the 22,301 Class 8 trucks sold byAugust 2018.3

• Weak Canadian dollar is impairing margin and performance of Canadian-based dealershipsthat source from the U.S. Trade dispute concerns continue to linger.

• Continued consolidation and interest of remaining independent dealerships with buyer poolshrinking may balance out valuation multiples to fall in line with historical averages.

• Accelerated consolidation amongst Case-IH and New Holland dealers, with a push at theoriginal equipment manufacturer (OEM) level for independents to sell.

• Cervus’ and Rocky Mountain Equipment’s Q2 2019 revenues were below Q2 2018 (Cervusdeclined 20%, Rocky Mountain Equipment declined 36%).

• A few years of difficult crop seasons have pinched farm cash receipts and adversely impacteddealer performance.

AUTOMOTIVE

HEAVY TRUCK

AGRICULTURE IMPLEMENT

M&A TRANSACTIONS & PERFORMANCE

Page 3: DEALERSHIP INDUSTRY QUARTERLY UPDATE Q3 2019...Q3 2019 passenger vehicle sales fell short of Q3 2018 by 27,468 units and was the lowest Q3 in five years. The net decrease in units

Page 3

(63.9%)

21.8%

5.2%3.9%

13.1%

37.3%

(70%)

(50%)

(30%)

(10%)

10%

30%

50%

Q3 2016 Q3 2017 Q3 2018 Q3 2019

Three-Year Index Performance2

AutoCanada Inc. US Dealership Peers Domestic OEM PeersForeign OEM Peers TSX S&P 500

-

10%

20%

30%

40%

50%

60%

70%

Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3-

100,000

200,000

300,000

400,000

500,000

600,000

700,000

800,000

Pass

enge

r Veh

icle

Sal

es (U

nits

)

CANADIAN PASSENGER VEHICLE SALES1

Cars Light Truck (includes SUVs and crossovers) Domestic (%) Foreign (%)

Q3 2019 passenger vehicle sales fell short of Q3 2018 by 27,468 units and was the lowest Q3 in five years. The netdecrease in units sold from Q3 2018 was comprised of a decrease of 27,468 cars and an increase of 20,296 light trucks.The split in domestic vs. foreign sales from Q1 2019 to Q3 2019 has remained fairly consistent, although the marketremains foreign-vehicle dominated. Overall vehicle sales were comprised of 76% light truck sales in Q3 2019, up from 71%in Q3 2018.

INDUSTRY SNAPSHOT

1: Desrosiers Automotive Consultants monthly reports, October 2015 – September 2019.2: Capital IQ. Data as of September 30, 2019.3: U.S. Dealership Peers: AutoNation, Group 1 Automotive, Asbury Automotive, Sonic Automotive, Lithia Motors and Penske Automotive. Domestic OEMPeers: General Motors, Ford, and Fiat Chrysler. Foreign OEM Peers: Toyota, Honda and Nissan.Note: “LTM” refers to last 12 months.

2018201720162015

AUTOMOTIVE

Q3 2019LTM

-30.40%-41.38%

AutoCanada Inc. – Canada’s only publicly traded automotive dealership group – continues to experience heavy pressureon share price falling 41% in the last 12 months. The domestic and foreign OEM peer groups have experienced modestincreases in share price from 2016, lagging just slightly behind the TSX and S&P 500. Meanwhile, the U.S. dealership peergroup has seen large growth in share price over the past two quarters, in sharp contrast to AutoCanada.

AutoCanada Inc.

3 3

3

2019

Page 4: DEALERSHIP INDUSTRY QUARTERLY UPDATE Q3 2019...Q3 2019 passenger vehicle sales fell short of Q3 2018 by 27,468 units and was the lowest Q3 in five years. The net decrease in units

Page 4

5 Year AutoCanada Disclosed

M&A Glance1

Total Deal Value ($CAD)

$399 millionTotal Number of Transactions

22Average Transaction Value

$18.1 million

133.6m

63.8m

24.9m 17.0m

159.7m

--

25 M

50 M

75 M

100 M

125 M

150 M

175 M

200 M

2014 2015 2016 2017 2018 Q3 2019

Tran

sact

ion

Valu

e (CA

D M

illio

ns)

AUTOCANADA INC. DISCLOSED ACQUISITION VALUES1

Publicly Disclosed Transaction Values

AUTOCANADA INC. M&A REVIEW1

• The only publicly traded automotive dealership in Canada isAutoCanada Inc. and is, therefore, the closest publicly availablecomparable to a privately-owned car dealership group.

• AutoCanada is one of Canada’s largest multi-location automobiledealership groups, operating 64 franchised dealerships in Canada andthe U.S. AutoCanada offers 27 brands of vehicles in Canada and theU.S.

• AutoCanada had a $111 million transaction in March 2018, wherethey acquired a dealership group of eight locations in the U.S., makingup the bulk of their deal activity in 2018.

• AutoCanada has completed the sale and leaseback of several of itsdealership properties over the past year.

• There have been no publicly disclosed acquisitions by AutoCanada in2019.

1: Capital IQ. Data as of September 30, 2019. M&A summary data is based on publicly disclosed transactions. Not all transactions have disclosedfinancial information. Currency in CAD.

AUTOMOTIVE

INDUSTRY SNAPSHOT

None

Page 5: DEALERSHIP INDUSTRY QUARTERLY UPDATE Q3 2019...Q3 2019 passenger vehicle sales fell short of Q3 2018 by 27,468 units and was the lowest Q3 in five years. The net decrease in units

Page 5

(1.9%)

(28.2%)

(10.3%)

13.1%

37.3%

64.3%

(30%)

(10%)

10%

30%

50%

70%

90%

110%

Q3 2016 Q3 2017 Q3 2018 Q3 2019

Three-Year Index Performance1

Penske Automotive Group, Inc. Cervus Equipment Corporation Rush Enterprises, Inc.

OEM Peers TSX S&P 500

-6%

-4%

-2%

-

2%

4%

6%

Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2-

100 M

200 M

300 M

400 M

500 M

Net

Prof

it Be

fore

Tax

(% o

f Rev

enue

)

Heav

y Tr

uck

Sale

s ($C

mill

ions

)

PENSKE & CERVUS HEAVY TRUCK DIVISION PERFORMANCE1

Penske Heavy Truck Sales ($) Cervus Heavy Truck Sales ($)Penske Heavy Truck Net Profit (%) Cervus Heavy Truck Net Profit (%)

Q3 2019LTM

-31.55%-39.08%

2

Penske Automotive Group is a publicly traded, global dealership group. While their focus is on automotive, Penske alsohas a heavy truck division. Cervus Equipment Corporation is a global agricultural, construction and heavy truck dealershipgroup. While agriculturally focused, Cervus generates approximately 25% of its sales from its Peterbilt heavy truckdivision. Heavy truck revenues and net profit margins from these two publicly comparable companies have been isolatedin order to gauge divisional performance as a metric for the industry in general.

1: Capital IQ. Data as of September 30, 2019.2: Penske Automotive Group and Cervus Equipment Corporation are both diversified companies, therefore the share price performances shown aboveare not inherently related to the performance of their heavy truck divisions.3: Rush Enterprises is a retailer of commercial vehicles, which primarily includes new and used heavy trucks.4: OEM Peers: Daimler AG (Freightliner, Western Star), AB Volvo (Volvo, Mack), Navistar (International) and PACCAR Inc. (Kenworth, Peterbilt).

Penske Automotive Group has seen high volatility in share price over the past three years, yet sits just 2% below its sharepricing of Q3 2016. Cervus Equipment has experienced a very volatile trend since Q2 2016, culminating with a very steepdecline in Q3 2019 of close to 32%. Rush Enterprises doubled its share price from Q3 2016 to Q3 2017, but has sincesettled at 64% above its pricing of three years ago. The heavy truck OEM peer group has declined dramatically over thepast two years. Both peer groups are lagging behind the S&P 500 and TSX.

HEAVY TRUCK

INDUSTRY SNAPSHOT

20172016

3

Cervus Equipment

Q3 2019LTM

-0.04%-0.23%

Penske Automotive

2

2018 2019

3

Q3 2019LTM

8.18%0.10%

Rush Enterprises

Page 6: DEALERSHIP INDUSTRY QUARTERLY UPDATE Q3 2019...Q3 2019 passenger vehicle sales fell short of Q3 2018 by 27,468 units and was the lowest Q3 in five years. The net decrease in units

Page 6

2.1%

49.0%

13.1%

37.3%

-

20%

40%

60%

80%

100%

Q3 2016 Q3 2017 Q3 2018 Q3 2019

Three-Year Index Performance1

Dealership Peers OEM Peers TSX S&P 500

-

2 B

4 B

6 B

8 B

10 B

12 B

100 M

150 M

200 M

250 M

300 M

350 M

400 M

450 M

Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2

Farm

Cas

h Re

ceip

ts

($C

billi

ons)

Reve

nue

($C

mill

ions

)

REVENUE1 VS. FARM CASH RECEIPTS2 PER QUARTER

Rocky Mountain Equipment Cervus Equipment Farm Cash Receipts (AB, SK, MB)

Farm cash receipts display a defined pattern of drastic annual fluctuations, as cash receipts are a lagging indicator ofagriculture equipment sales. Farm cash receipts have been relatively steady this past year, with the Q1 2019 being justabove 2018 levels. Cervus’ and Rocky Mountain Equipment’s Q2 2019 revenues were below Q2 2018 (Cervus declined20%, Rocky Mountain Equipment declined 36%).

The dealership peer group has underperformed the OEM peer group from Q3 2016 to Q3 2019. The dealership peergroup had a challenging Q3 2019, decreasing in share price by more than 27%, compared to a 7% decline by the OEMpeer group. The agricultural implement / construction OEM peer group has seen significant TSX index out-performanceover the past three years.

1: Capital IQ. Data as of September 30, 2019.2: Farm product prices, crops and livestock – Statistics Canada.3: Dealership Peers: Rocky Mountain Equipment, Cervus and Titan Machinery. OEM Peers: Deere & Company (John Deere), CNH Industrial (Case IH, NewHolland), Kuboto Corp., Caterpillar Inc. (CAT) and AGCO Corporation (Massey Ferguson).

2017201620152014

AGRICULTURAL IMPLEMENT

INDUSTRY SNAPSHOT

Q3 2019LTM

-27.30%-21.51%

Dealership Peers

Q3 2019LTM

-4.07%-7.36%

OEM Peers

3 3

2018 2019

Page 7: DEALERSHIP INDUSTRY QUARTERLY UPDATE Q3 2019...Q3 2019 passenger vehicle sales fell short of Q3 2018 by 27,468 units and was the lowest Q3 in five years. The net decrease in units

Page 7

MACROECONOMIC INDICATORS

-

1.00%

2.00%

3.00%

4.00%

5.00%

%

PRIME INTEREST RATE2

95

98

101

104

107

110

113

116

119

Inde

x

CONSUMER CONFIDENCE INDEX1

25,000

26,500

28,000

29,500

31,000

32,500

34,000

CAD

PER CAPITA DISPOSABLE INCOME1

1.80

1.85

1.90

1.95

2.00

2.05

2.10

2.15

CAD

Mill

ions

NEW VEHICLE SALES1

The key external drivers affecting the various dealership industries in Canada include: new vehicle sales, per capitadisposal income, consumer confidence index, prime interest rate, gross domestic product, farm cash receipts and cropcommodity prices. In general, most key industry drivers point toward a positive industry outlook. The Bank of Canadainterest rate increased in 2018 to 1.75% (prime rate of 3.95%), but in their 2019 reports alluded to a long-term holdingpattern. It is unlikely rate increases in 2018 would have a material impact on vehicle purchases, despite the slightly highercosts associated with leasing and dealership profitability due to higher carrying costs of floor plan financing. Recent tradewars and higher consumer borrowing costs may erode consumer confidence.

1: IBISWorld Industry Reports2: Bank of CanadaNote: “F” indicates forecast.

Rates expected to slightly decline in

2020, and then hold

Strong Outlook In Industry Drivers

*** Forecasted flat year in 2019 after drop in 2018 from 2017

***

Expected improvements after three years of declines

Page 8: DEALERSHIP INDUSTRY QUARTERLY UPDATE Q3 2019...Q3 2019 passenger vehicle sales fell short of Q3 2018 by 27,468 units and was the lowest Q3 in five years. The net decrease in units

Page 8

MACROECONOMIC INDICATORS

-

2 B

4 B

6 B

8 B

10 B

12 B

14 B

16 B

CAD

Billi

ons

FARM CASH RECEIPTS (AB, SK, MB)2

1.3 T

1.6 T

1.9 T

2.2 T

2.5 T

CAD

Trill

ions

GDP - CANADA1

106

108

110

112

114

116

118

-

100

200

300

400

500

600

700

Aug-17 Feb-18 Aug-18 Feb-19 Aug-19

Farm

Inpu

t Pric

e In

dex

CAD/

MT

CROP COMMODITY PRICES2

Wheat - excl. durum Durum Barley Soybeans Grain corn

Flaxseed Canola Lentils Dry peas Farm input price index

1: IBISWorld Industry Reports2: Farm product prices, crops and livestock – Statistics Canada.

Page 9: DEALERSHIP INDUSTRY QUARTERLY UPDATE Q3 2019...Q3 2019 passenger vehicle sales fell short of Q3 2018 by 27,468 units and was the lowest Q3 in five years. The net decrease in units

Page 9

SELECT RECENT M&A TRANSACTIONS

Location Ohio

Date September 2019

• Foundation Automotive Corp announced the purchaseof Motorcars Honda located in Cleveland Heights, Ohio,the first carbon-neutral dealership in the world.

acquired

Location Ontario

Date July 2019

• Jim Rose, owner of the 401 Auto RV Group in Canada,has acquired Simcoe Volkswagen in Simcoe, Ontariofrom Jason Chow.

• With locations all across Ontario, the 401 Auto RVGroup is one of Canada's fastest growing dealer groups.

acquired

Location Illinois

Date August 2019

• AutoCanada has rebranded its nine U.S. locations as theLeader Automotive Group under a turnaround plan thatincludes selling underperforming stores.

• AutoCanada, which in April 2018 acquired nine storesfrom the Grossinger Auto Group, said in a news releasedetailing second-quarter earnings that it also plans tosell four of its U.S. dealerships. It did not specify thelocations.

is divesting of four of its U.S.

dealership properties

• Integrity Wheels Ltd. is a Hyundaidealer based out of Lethbridge,Alberta.

• This transaction provides Renfrewwith its third location,complementing their existingdealerships: Renfrew Chrysler inCalgary and Lloydminster Nissan inLloydminster.

acquiredLocation Alberta

Date October 2019

Page 10: DEALERSHIP INDUSTRY QUARTERLY UPDATE Q3 2019...Q3 2019 passenger vehicle sales fell short of Q3 2018 by 27,468 units and was the lowest Q3 in five years. The net decrease in units

Page 10

PUBLIC COMPARABLE ANALYSISGROWTH, MARGINS & MULTIPLES

13%

10%

8%

4%

4%

4%

- 2% 4% 6% 8% 10% 12% 14%

Agriculture Implement / Construction OEMs

Heavy Trucks OEMs

Automobile OEMs

Agriculture Implement / Construction Dealerships

Heavy Truck Dealerships

Automotive Dealerships

Median EBITDA Margin (LTM)1

2%

(10%)

0%

2%

(2%)

6%

-12% -10% -8% -6% -4% -2% - 2% 4% 6% 8%

Agriculture Implement / Construction OEMs

Heavy Trucks OEMs

Automobile OEMs

Agriculture Implement / Construction Dealerships

Heavy Truck Dealerships

Automotive Dealerships

Median Revenue Growth (NTM)1

7%

16%

1%

(3%)

(1%)

(0%)

- 5% 10% 15% 20%

Agriculture Implement / Construction OEMs

Heavy Trucks OEMs

Automobile OEMs

Agriculture Implement / Construction Dealerships

Heavy Truck Dealerships

Automotive Dealerships

Median Revenue Growth (LTM)1

3%

0%

7%

1: Capital IQ. Data as of Septmeber 30, 2019Note: “LTM” refers to last 12 months. “NTM” refers to next 12 months.

Page 11: DEALERSHIP INDUSTRY QUARTERLY UPDATE Q3 2019...Q3 2019 passenger vehicle sales fell short of Q3 2018 by 27,468 units and was the lowest Q3 in five years. The net decrease in units

Page 11

PUBLIC COMPARABLE ANALYSISGROWTH, MARGINS & MULTIPLES

9.8x

10.0x

10.6x

14.5x

9.6x

12.5x

- 2.0x 4.0x 6.0x 8.0x 10.0x 12.0x 14.0x 16.0x

Agriculture Implement / Construction OEMs

Heavy Trucks OEMs

Automobile OEMs

Agriculture Implement / Construction Dealerships

Heavy Truck Dealerships

Automotive Dealerships

Median EV/EBITDA (NTM)1

9.7x

8.5x

9.7x

16.1x

9.0x

11.8x

- 2.0x 4.0x 6.0x 8.0x 10.0x 12.0x 14.0x 16.0x 18.0x

Agriculture Implement / Construction OEMs

Heavy Trucks OEMs

Automobile OEMs

Agriculture Implement / Construction Dealerships

Heavy Truck Dealerships

Automotive Dealerships

Median EV/EBITDA (LTM)1

14%

11%

10%

4%

5%

4%

- 2% 4% 6% 8% 10% 12% 14% 16%

Agriculture Implement / Construction OEMs

Heavy Trucks OEMs

Automobile OEMs

Agriculture Implement / Construction Dealerships

Heavy Truck Dealerships

Automotive Dealerships

Median EBITDA Margin (NTM)1

8%

10.8x

11.2x

1: Capital IQ. Data as of September 30, 2019.Note: “LTM” refers to last 12 months. “NTM” refers to next 12 months. EV/EBITDA multiples may include real estate.

Page 12: DEALERSHIP INDUSTRY QUARTERLY UPDATE Q3 2019...Q3 2019 passenger vehicle sales fell short of Q3 2018 by 27,468 units and was the lowest Q3 in five years. The net decrease in units

Page 12

PUBLIC COMPARABLE ANALYSISTRADING MULTIPLES AND OPERATING STATISTICS

CAD Millions

CompanyMarket

CapitalizationEnterprise

Value RevenueRevenue Growth EBITDA

EBITDA Margin

Revenue Growth

EBITDA Margin

NTM EV/EBITDA

LTM EV/EBITDA LTM EV/REV

Automotive DealershipsAutoCanada Inc. $219 $1,608 $3,335 8.7% $74 2.2% 3.4% 3.6% 12.9x 21.8x .5xAutoNation, Inc. $5,979 $14,543 $27,583 (3.1%) $1,224 4.4% 2.5% 4.5% 11.5x 11.7x .5xGroup 1 Automotive, Inc. $2,183 $6,301 $15,189 (1.1%) $598 3.9% 3.5% 3.6% 11.2x 10.4x .4xAsbury Automotive Group, Inc. $2,621 $5,260 $9,177 6.2% $475 5.2% 5.6% 4.6% 12.0x 10.9x .6xSonic Automotive, Inc. $1,793 $5,327 $13,144 (0.3%) $447 3.4% 5.6% 3.1% 12.5x 11.8x .4xLi thia Motors , Inc. $4,068 $8,960 $15,876 9.0% $724 4.6% 6.7% 4.3% 12.5x 12.2x .6xPenske Automotive Group, Inc. $5,138 $16,266 $29,324 (0.8%) $1,157 3.9% 7.6% 3.3% 15.5x 13.9x .5xMedian $2,621 $6,301 $15,189 (0.3%) $598 3.9% 5.6% 3.6% 12.5x 11.8x .5xMean $3,143 $8,324 $16,233 2.6% $671 4.0% 5.0% 3.9% 12.6x 13.2x .5xHeavy Truck DealershipsPenske Automotive Group, Inc. $5,138 $16,266 $29,324 (0.8%) $1,157 3.9% 7.6% 3.3% 15.5x 13.9x .5xRush Enterprises , Inc. $1,871 $4,348 $7,599 14.9% $515 6.8% (5.5%) 6.3% 9.6x 8.3x .6xCervus Equipment Corporation $127 $472 $1,255 (2.7%) $53 4.2% (1.7%) 4.9% 7.7x 9.0x .4xMedian $1,871 $4,348 $7,599 (0.8%) $515 4.2% (1.7%) 4.9% 9.6x 9.0x .5xMean $2,379 $7,029 $12,726 3.8% $575 5.0% 0.1% 4.9% 11.0x 10.4x .5xAgriculture Implement / Construction DealershipsRocky Mounta in Dealerships Inc. $138 $659 $901 (12.9%) $40 4.5% 2.4% 3.5% 20.4x 16.3x .7xCervus Equipment Corporation $127 $472 $1,255 (2.7%) $53 4.2% (1.7%) 4.9% 7.7x 9.0x .4xTi tan Machinery Inc. $417 $1,148 $1,727 9.4% $71 4.1% 4.6% 4.4% 14.5x 16.1x .7xMedian $138 $659 $1,255 (2.7%) $53 4.2% 2.4% 4.4% 14.5x 16.1x .7xMean $228 $759 $1,294 (2.1%) $55 4.3% 1.7% 4.3% 14.2x 13.8x .6xAutomobile OEMsGenera l Motors Company $70,840 $192,297 $189,838 0.6% $19,684 10.4% 2.0% 15.9% 6.2x 9.7x 1.0xFiat Chrys ler Automobi les N.V. $26,861 $25,725 $160,891 2.0% $13,201 8.2% 0.5% 11.3% 1.4x 2.0x .2xFord Motor Company $48,382 $224,347 $207,531 (0.0%) $15,722 7.6% (6.9%) 8.5% 13.5x 14.1x 1.1xDaimler AG $70,452 $268,255 $251,803 2.6% $16,070 6.4% 0.5% 9.5% 11.4x 17.2x 1.1xHonda Motor Co., Ltd. $60,331 $120,279 $192,485 1.2% $17,594 9.1% (1.2%) 9.7% 6.6x 6.8x .6xNissan Motor Co., Ltd. $32,306 $116,674 $136,287 (5.7%) $9,614 7.1% 0.3% 5.0% 17.2x 12.0x .8xToyota Motor Corporation $246,489 $426,057 $370,255 2.7% $56,519 15.3% 1.2% 10.9% 10.6x 7.5x 1.1xMedian $60,331 $192,297 $192,485 1.2% $16,070 8.2% 0.5% 9.7% 10.6x 9.7x 1.0xMean $79,380 $196,233 $215,584 0.5% $21,201 9.1% (0.5%) 10.1% 9.6x 9.9x .8xHeavy Trucks OEMsAB Volvo (publ ) $37,860 $53,595 $60,016 18.1% $7,033 11.7% (10.5%) 14.1% 7.0x 8.0x .9xNavis tar International Corporation $3,692 $9,112 $15,494 23.7% $1,214 7.8% (8.6%) 7.6% 8.6x 7.4x .6xPACCAR Inc $32,102 $40,738 $32,901 14.5% $4,505 13.7% (11.3%) 12.3% 11.5x 8.9x 1.2xDaimler AG $70,452 $268,255 $251,803 2.6% $16,070 6.4% 0.5% 9.5% 11.4x 17.2x 1.1xMedian $34,981 $47,166 $46,458 16.3% $5,769 9.8% (9.5%) 10.9% 10.0x 8.5x 1.0xMean $36,027 $92,925 $90,053 14.7% $7,206 9.9% (7.4%) 10.8% 9.6x 10.4x 1.0xAgriculture Implement / Construction OEMsDeere & Company $70,313 $126,689 $51,102 8.9% $8,148 15.9% (9.1%) 16.2% 17.0x 15.5x 2.5xCNH Industria l N.V. $18,151 $46,722 $35,226 (2.8%) $3,600 10.2% 10.0% 8.4% 14.4x 12.8x 1.3xKubota Corporation $24,434 $32,607 $23,240 5.8% $3,129 13.5% 3.4% 13.7% 10.0x 10.3x 1.4xCaterpi l lar Inc. $94,073 $134,488 $72,925 8.9% $14,489 19.9% 0.4% 19.0% 9.6x 9.2x 1.8xAGCO Corporation $7,640 $10,087 $12,067 1.8% $1,148 9.5% 4.7% 9.6% 8.4x 8.7x .8xAB Volvo (publ ) $37,860 $53,595 $60,016 18.1% $7,033 11.7% (10.5%) 14.1% 7.0x 8.0x .9xMedian $31,147 $50,158 $43,164 7.3% $5,317 12.6% 1.9% 13.9% 9.8x 9.7x 1.4xMean $42,079 $67,365 $42,429 6.8% $6,258 13.5% (0.2%) 13.5% 11.1x 10.7x 1.5x

(Figures In CAD Millions, except percentages and ratios)1

LTM Operating Figures NTM Consensus Estimates Valuation

1: Capital IQ. Data as of September 30, 2019.Note: LTM refers to last twelve months. NTM refers to next twelve months. EV/EBITDA multiples may include real estate.

Page 13: DEALERSHIP INDUSTRY QUARTERLY UPDATE Q3 2019...Q3 2019 passenger vehicle sales fell short of Q3 2018 by 27,468 units and was the lowest Q3 in five years. The net decrease in units

Page 13

MNPCF – LEADERSHIP TEAM

DUE DILIGENCE LEADERSHIP

TRANSACTION LEADERSHIP

Aleem BandaliManaging Director

[email protected]

Dale AntonsenManaging Director

[email protected]

John CaggianielloManaging Director

[email protected] 416.513.4177

Brett FranklinPresident

[email protected]

Mike ReynoldsManaging Director

[email protected]

Johnny EarlManaging Director

[email protected] 604.637.1514

Dan PorterManaging Director

[email protected]

Stephen ShawManaging Director

[email protected]

Kevin TremblayManaging Director

[email protected]

Mark RegehrManaging Director

[email protected]

Craig MaloneyManaging Director

[email protected]

Patrick KhouzamManaging Director

[email protected]

Jason BurgessManaging Director

[email protected]

Erik St-HilaireManaging Director

[email protected]

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MNPCF – RECENTLY CLOSED DEALS

NATIONAL