The holding company that owns the majority of Prime Automotive Group’s assets reaped more than $57 million from the sale of five Prime dealerships and related real estate this year, new public financial documents show.
But some previous dealership divestitures by GPB Automotive Portfolio limited partnership, the holding company, during the past few years have been money-losers.
GPB Capital Holdings, the partnership’s general partner and majority owner of Prime Automotive, one of the largest dealership groups in the country, this month filed three years of overdue audited financial statements for GPB Automotive Portfolio with the U.S. Securities and Exchange Commission as part of a required registration statement.
The partnership includes thousands of investors who raised $682.9 million, the regulatory filing shows. GPB used money raised from the investors to buy dealerships. Investors were promised 8 percent annual returns, but distributions stopped in late 2018.
In February, a federal judge in New York ordered the appointment of an independent monitor to oversee GPB Capital, an alternative asset management firm, after the company and former CEO David Gentile were accused of securities and other fraud by the SEC in a civil case. Gentile and others also face criminal charges on allegations of defrauding investors through what regulators called “a Ponzi-like scheme.”
The sales of the five dealerships this year, all in Massachusetts, had been in process since last summer.
Prime Automotive, of Westwood, Mass., in March sold Prime Toyota – Boston in West Roxbury to Terry Taylor for $10.6 million, according to the filing.
It also sold Hyannis Toyota and Orleans Toyota to Group 1 Automotive Inc. for $23.8 million, plus the stores’ related real estate for $16.6 million.
And last month, Prime sold Prime Subaru Hyannis and Prime Chevrolet Hyannis on Cape Cod to Copeland Automotive Group for $6.6 million.
The partnership, in the filing, said it used proceeds from the those dealership sales to repay outstanding debt related to those stores.
It wasn’t clear whether those dealership and related real estate sales generated profits for the partnership. A spokesman for GPB Capital declined to comment on the net gain or loss from the sale of any individual store. GPB Capital also said none of Prime’s remaining 31 dealerships are listed for sale.
The spokesman said the partnership in 2018, under previous Prime management, took “significant asset impairment charges” but that “the new management team at Prime has generated consecutive years of growth in operating income, profitability, and cash flow.”
The partnership also divested 14 stores in 2020 for $49.5 million as Prime shifted its focus to concentrate on its core Northeast markets. But many of those stores were sold for a loss, the regulatory filing shows.
Three Ron Carter Autoland stores and real estate in Houston were sold to ZT Motors for $40.2 million, but the filing said the partnership posted a $2.9 million net loss on the sale of the dealerships and an $800,000 gain on the real estate.
Four F.X. Caprara stores and real estate in New York were sold to Bob Johnson Auto Group for $7.2 million, but the partnership lost a combined $1.6 million on the deal, according to the filing.
The partnership also lost money when Prime sold four Kenny Ross Auto Group stores in Pennsylvania to Atlantic Coast Automotive for $59.4 million. The filing said it posted a net loss of $8.8 million for divesting the dealerships and related real estate. The audit also said the partnership this month sold remaining Kenny Ross real estate for $11.8 million, but it didn’t indicate a profit or loss for that transaction.
The partnership also sold its White River Subaru store in White River Junction, Vt., to former Prime Automotive CEO David Rosenberg and a partner for $17.8 million, including real estate, according to the filing. The net of the sale was nearly a wash, with the partnership gaining $1.3 million on the dealership but losing $1.1 million on the real estate.
In 2018 and 2019, the partnership said it lost money on the sale of three dealerships. A Subaru dealership in Hudson, N.H., was sold in 2018 for a loss of $700,000. F.X. Caprara Chrysler-Dodge-Jeep-Ram in Alexandria Bay, N.Y., was sold in 2019 for a $600,000 loss. And F.X. Caprara Imports of Watertown, a Kia dealership in New York, was sold in 2019, also for a loss of $600,000.
In 2019, the partnership bought six Boston-area stores from Gallery Automotive Group for $106.5 million, according to the filing.
Prime ranks No. 18 on Automotive News‘ list of the top 150 dealership groups based in the U.S., with retail sales of 31,529 new vehicles in 2020.