TrueCar, Inc. (NASDAQ: TRUE) announced that its shareholders voted to approve the previously announced acquisition by Fair Holdings, Inc., the holding company of TrueCar founder Scott Painter, at a special meeting held on December 22, 2025. The vote was reported on December 23, 2025, confirming the transaction’s approval.
Under the terms of the agreement, TrueCar shareholders will receive $2.55 in cash for each share of TrueCar owned, a 72% premium over the company’s closing price on October 14, 2025. The all‑cash deal is valued at approximately $227 million and is expected to close in January 2026, subject to customary closing conditions.
The transaction will take TrueCar private, ending its Nasdaq listing. Scott Painter will return as CEO upon closing, replacing current CEO Jantoon Reigersman. The move is intended to give the company flexibility to restructure, invest in long‑term growth, and leverage its extensive dealer network without the pressures of public market scrutiny.
TrueCar’s financial performance has been volatile. In Q3 2025 the company posted a net income of $5.0 million ($0.06 per share), a turnaround from a $7.6 million loss ($0.09 per share) in Q2 2025 and a $5.8 million loss ($0.06 per share) in Q3 2024. Revenue in Q3 2025 was $46.21 million, slightly below the $47.30 million consensus estimate, reflecting modest demand weakness in the automotive marketplace.
The acquisition rationale centers on TrueCar’s strong dealer network of 8,500 franchised and independent dealers and its reputation for transparent pricing. Management cited persistent profitability and cash‑flow challenges, despite revenue growth, as key drivers for the sale. The deal provides shareholders with a premium and gives the company access to capital and operational expertise from Fair Holdings’ syndicate of investors.
Analysts reacted to the transaction with mixed signals. BTIG downgraded TrueCar from Buy to Neutral, citing the company’s historical volatility, while JPMorgan upgraded from Underweight to Neutral, highlighting the premium and the potential for operational improvements under Painter’s leadership.
CEO Jantoon Reigersman said the approval “is a pivotal moment for TrueCar” and that the transaction “provides a compelling premium to shareholders and a clear path to build on the company’s trusted platform.” Painter added that the acquisition “leverages the strength of our dealer network and the mission of transparency in car shopping,” underscoring the strategic focus on long‑term value creation.
The content on BeyondSPX is for informational purposes only and should not be construed as financial or investment advice. We are not financial advisors. Consult with a qualified professional before making any investment decisions. Any actions you take based on information from this site are solely at your own risk.