The Multi-Billion-Dollar Tech-Enabled Automotive Roll-Up

PRIVATE & CONFIDENTIALSEPTEMBER 2026


OUR ADVANTAGE

Why Stevens: The Operator-Founder-Investor Advantage

Stevens Automotive Partners sits at the intersection of operating expertise, technology entrepreneurship, and institutional capital.

Operating Heritage

Three generations in automotive operations; OEM-approved Dealer Principal standing.

Technology Entrepreneurship

Proven record building and scaling tech companies (e.g., Yodle, OpCity), now applied to automotive retail.

Institutional Capital Discipline

Purpose-built balance sheet and platform to acquire, modernize, and scale dealerships.

MARKET OPPORTUNITY

A Large, Fragmented Market Ripe for Consolidation

18,000+

U.S. franchised dealerships

~90%

Independently owned (family or small groups)

$1.2T+

Annual U.S. automotive retail revenue

Fragmented Mom & Pop Dealerships

Aging, independent, family-owned dealerships dominate the $1.2T market — a large acquisition universe PE can't easily penetrate.

Retiring Owners

Thousands of long-time Baby Boomer owners will reach retirement, creating a large supply of high-quality, cash-flowing businesses needing new ownership.

The Tech Deficit

Incumbents lack modern software, AI and marketing tools, leaving substantial cash flow trapped inside legacy showrooms.

The Arbitrage Spread

The multiple expansion across this platform is a documented, peer-comparable spread from entry to exit that requires no heroic assumptions.

Valuation Stage

EBITDA Multiple

Entry — Mom-and-Pop (Distressed / Succession)

5x

Baseline Public Multiple (Penske / Lithia Upper End)

12x

Tech-Enabled Ceiling (Carvana Comparable)

37x

Entry Multiple: 4.0x – 6.0x EBITDA

Mom-and-pop dealerships acquired from distressed or succession situations.

Baseline Public Multiple: 10.0x – 12.0x EBITDA

Upper end of public retail groups like Penske and Lithia, via institutional governance.

Tech-Enabled Ceiling: Up to 37x EBITDA

Proprietary AI lead routing, sales coaching and automated customer acquisition, benchmarked against Carvana.

Net Multiple Expansion: 3x – 9x on Day-One EBITDA

Reclassifying the asset from fragmented retail to a scaled, AI-enabled platform.

GROWTH STRATEGY

The Trojan Horse Strategy: OpCo as the TechCo Beachhead

We operate dealerships as a captive, real-world environment to develop, validate and scale our technology — then distribute it across the global automotive retail ecosystem.

Owned OpCo Rooftops

Captive customers & proof points

OEM Networks

Expand within manufacturer ecosystems

North America

Scale across U.S. & Canada

Global

Tens of thousands of dealerships worldwide

CORPORATE STRUCTURE

The Three-Sisters Corporate Architecture

Three legally and economically distinct entities, each optimized for its own capital market, valuation framework, and exit pathway — eliminating conglomerate discounts.

Parent Holding Company

TechCo

SOFTWARE ENGINE

Proprietary AI, CRM and real-time lead routing IP. Licenses tools to OpCo; positioned for a high-multiple software spin-off.

OpCo

RETAIL OPERATIONS

Holds franchise agreements (Ford, Lincoln, Chevrolet, Nissan, Toyota, Jeep). Capital-light, built for cash generation and high-velocity M&A.

PropCo

REAL ESTATE

Owns the underlying commercial real estate. Structured for bond-like NNN lease yields and a future sale-leaseback or REIT spin-off.

EXECUTION & RESULTS

Proof of Concept (The Operational Playbook)

STEVENS FORD OF MILFORD | MILFORD, CONNECTICUT

Documented results at Stevens Ford of Milford validate the playbook and technology stack.

Centralized Financial Management

New ERP, consolidated reporting, expense rationalization, data-driven management.

Sales Technology & AI Development

AI-assisted lead conversion, inventory and pricing intelligence, modern CRM; per-unit vehicle margin up 54%.

Fixed Operations Margin Enhancement

Service AI scheduling, higher hours per RO, improved labor & parts markup, selective OEM parts programs.

$800K

Earnings at Acquisition, Q4 2022

$2.74M

June 2026 Annualized Earnings Run Rate

3.4x

Earnings Run-Rate Growth

Significant Upside Remaining

Further technology deployment and optimization.

The Platform Flywheel: A Compounding Automotive Ecosystem

The three businesses are mutually reinforcing: each dealership acquisition makes the entire platform stronger.

Acquire Dealerships

Sound businesses at sensible valuations.

Install Operating Playbook

Centralize shared services; improve fixed ops, sales, F&I.

Deploy Proprietary Technology

TechCo tools increase revenue, productivity, and EBITDA.

Generate Cash Flow

Compound cash flow and acquire real estate (PropCo).

Grow Data & Technology Adoption

Each rooftop improves TechCo ROI proof points.

Increase Purchasing Power

Reduce unit costs, improve acquisition capacity.

Expand OEM Relationships

More credibility, pipeline, and rooftops.

Acquire More Dealerships

Repeat with increasingly mature infrastructure.

Why Scale Matters

More Revenue & EBITDA

More Technology Leverage

More OEM Relationships

More Real Estate Opportunities

EXIT STRATEGY

The Exit & Value Realization Strategy

The Three-Sisters architecture enables a multi-pathway exit — each entity monetized independently at its optimal multiple.

Sum-of-the-Parts Value

Separate retail cash flow from software IP; value each entity by its peer group.

The OpCo Listing

Take the scaled retail group public as a premier consolidator at Penske/Lithia-level multiples.

The TechCo Spin-Off

Spin off or sell standalone to capture SaaS-level multiples — the highest-value exit.

Exit Pathway by Entity

Entity

Exit Vehicle

Valuation Framework

OpCo

IPO / Strategic Sale

8.0x – 12.0x EBITDA (Public Retail)

PropCo

Sale-Leaseback / REIT Spin

Cap Rate Compression / NAV

TechCo

Software Spin-Off / M&A

15.0x – 37.0x EBITDA (SaaS/Tech)

REAL ESTATE STRATEGY

The PropCo Thesis

Every acquisition creates two assets: a retail business and a commercial real estate holding. PropCo captures, protects and monetizes both independently — a hard-asset floor beneath every dollar of equity.

Structural Asset Separation

At closing, OpCo is separated from the real estate (PropCo) under long-term NNN leases.

Downside Capital Protection

Hard real estate in prime demographic corridors with long-term NNN tenants insulates against volatility.

Clean OpCo Balance Sheet

No mortgage debt keeps OpCo asset-light and optimized for public market multiples.

Capital Extraction Event

At 15 to 30+ rooftops, a sale-leaseback or independent public REIT spin-off returns significant capital ahead of the tech and operating exits.

Acquisition Closing

Real estate bifurcated into PropCo.

Portfolio Assembly

15–30+ rooftops in prime corridors.

Capital Extraction

Sale-leaseback or REIT spin-off.

OpCo & TechCo Exits

Each valued at its peer-group multiple.

INVESTMENT PHILOSOPHY

The Investment Principle & Long-Term Vision

We do not need heroic assumptions, every acquisition to become a technology company, or public-market multiple expansion. Each dealership is underwritten as an automotive operating business; real estate, technology and public-market valuation are added layers of value.

Our Capital Allocation Hierarchy

Buy good businesses at sensible prices.

Improve their operations.

Compound the resulting cash flow through additional acquisitions.

Capture real-estate value where attractive.

Use the network to develop and commercialize proprietary technology.

Allow scale and the capital markets to determine the optimal ultimate structure.

The Long-Term Vision

Automotive Operations

Cash flow and distribution foundation; scaled national retailer.

Real Estate

Hard-asset value and financing capacity; can be held, refinanced, or monetized separately.

Technology & Data

Operating leverage and market growth; standalone platform with strategic separation optionality.



TRANSACTION PIPELINE


Example Near-Term Acquisition Opportunities


Multiple actionable opportunities with strong brands, attractive markets, and operational upside.


Opportunity / Deal Name


Location


Approx. Target Price


Deal Structure


Current Status


Barberino Nissan

Nissan Franchise


Wallingford, CT


$15,000,000


100% Dealership & Property


Due Diligence


Chevy of Milford

Chevrolet Single Store


Milford, CT


$10,000,000


100% Dealership (3-5 yr RE option)


APA / Active Pipeline


Country Club Auto Group

3 Dealerships + Real Estate


Oneonta, NY


$8,000,000


100% Group & Land Acquisition


NDA Signed / Financial Audit


Lincoln of Milford

Standalone Black Label +3,572 SF


Milford, CT


$2.65M - $3.5M


100% Construction & Expansion


SBA Loan Application


I-95 Nissan

Nissan Dealership & RE


Riviera Beach, FL


$4,500,000


33% Out-of-State RE Stake


Under Negotiation


Stamford Kia

Kia Franchise


Stamford, CT


[TBD]


100% Dealership & Property


Active Pipeline


Hiller Company

Chrysler Dodge Jeep Ram


Marion, MA


[TBD]


100% Dealership & RE


Under Evaluation


APPENDIX


The Global TAM: 17 Deals in pipeline … 109,000+ Brand Points Worldwide



OpCo provides TechCo with an initial captive customer base. But the ultimate addressable market extends far beyond the dealerships we own. The United States alone has approximately 17,000 unique franchised new-vehicle dealership rooftops — and the global
franchised automotive ecosystem encompasses tens of thousands of dealer locations across North America, Europe, and the rest of the world.

01


02



Owned OpCo Rooftops


Captive development, testing, and distribution environment



OEM Networks


Credentialed access to 6,000+ GM/Ford domestic rooftops


03



North America


~34,700 brand points across U.S. and Canada


04



Global Automotive Retail


~109,000 brand points worldwide




















OEM / Brand Group

U.S.

Canada

North America

Europe

Rest of World

Approx. Global

~6,700

~1,400

~8,100

~200

~3,400

~11,700

~3,400

~520

~3,920

~2,800

~2,050

~8,800

~2,600

~500

~3,100

~5,500

~3,500

~12,100

~1,500

~285

~1,785

~3,350

~4,200

~9,300

~1,340

~290

~1,630

~1,000

~3,850

~6,500

~1,750

~470

~2,220

~4,100

~5,700

~12,000

~1,200

~250

~1,450

~7,000

~8,000

~16,500

~500

~80

~580

~2,500

~3,200

~6,300

General Motors
(Chevrolet, GMC,
Buick, Cadillac)
Ford Motor Co. (Ford,
Lincoln)
Stellantis (Jeep, Ram,
Dodge, Chrysler, Alfa
Romeo, Fiat, Maserati)
Toyota Motor (Toyota,
Lexus)
Honda Motor (Honda,
Acura)
Hyundai Motor Group
(Hyundai, Kia,
Genesis)
Volkswagen Group
(VW, Audi, Porsche,
Bentley, Lamborghini)
BMW Group (BMW,
MINI, Rolls-Royce)
TOTAL — Major OEM
Brand Points

~29,000

~5,700

~34,700

~27,000

~47,000

~109,000