1. Company Overview & Business Model

Introduction to Inter Cars SA

Inter Cars SA, founded in 1990 and headquartered in Warsaw, Poland, is the largest importer and distributor of automotive spare parts in the Central and Eastern European (CEE) region.¹ The company has established a formidable presence across the continent, with a physical distribution network spanning 19 European markets and a global export business reaching over 30 countries.³ Listed on the Warsaw Stock Exchange (WSE) under the ticker CAR.WAR, Inter Cars has scaled its operations to become the second-largest independent aftermarket (IAM) distributor in Europe and ranks among the top global players in its segment.³ The company’s core business revolves around providing a comprehensive range of automotive components to a diverse customer base, primarily professional repair workshops.

Role in the Automotive Aftermarket Value Chain

Inter Cars operates as a critical intermediary within the complex automotive aftermarket value chain. The company effectively bridges the gap between a highly concentrated group of global parts manufacturers and a deeply fragmented customer base of independent service providers. It sources products from an extensive network of approximately 500 suppliers and distributes them to over 100,000 repair shops.⁷ In this role, Inter Cars provides several key value-added functions:

• Supply Aggregation: It consolidates a vast and diverse product portfolio, allowing workshops to source a wide array of parts from a single point of contact, thereby simplifying procurement.
• Demand Consolidation: It aggregates demand from thousands of small, independent workshops, providing suppliers with efficient access to a fragmented market that would be uneconomical to serve directly.
• Logistics and Availability: Through its sophisticated logistics infrastructure, Inter Cars ensures high product availability and rapid delivery, which is a critical success factor for its workshop customers who rely on quick turnaround times for vehicle repairs.
• Technical Support and Training: The company provides its professional customers with technical support, training, and software tools, enhancing the capabilities and competitiveness of the independent repair sector.²

Revenue Streams and Multi-Brand Portfolio

The company’s primary revenue stream is derived from the wholesale trade of motor vehicle parts and accessories.⁹ A key element of its strategy is the maintenance of an exceptionally broad, multi-brand product portfolio. This portfolio encompasses over 5 million unique stock keeping units (SKUs), ensuring comprehensive coverage for virtually all vehicle types and repair needs.²

The product range is diversified across several key segments, which provides resilience and captures a wide spectrum of aftermarket demand ³:

• Passenger Vehicles (PV): The core segment, comprising replacement parts for the largest portion of the vehicle parc.
• Commercial Vehicles (CV): A segment of strategic importance where Inter Cars holds a dominant #1 market position in the European Union.³
• Tires: A significant and recurring revenue stream.
• Ancillary Products: Includes batteries, lubricants, garage equipment, and accessories.
• Specialty Segments: The company also serves niche markets such as motorcycle parts and tuning products.

This multi-brand, multi-segment approach allows Inter Cars to function as a “one-stop-shop” for its customers and insulates its revenue base from dependency on any single product category or supplier.

Geographic Footprint and Expansion Model

Inter Cars has historically generated the majority of its sales from its domestic market in Poland, which accounted for approximately 61% of group sales in the past.⁶ However, the company’s growth strategy has been heavily focused on international expansion, primarily across the CEE region and increasingly into Southern and Western Europe. This expansion has been a primary driver of the company’s double-digit revenue growth.

A cornerstone of this expansion has been a franchise-based distribution model.⁴ This approach allows for rapid, capital-efficient market penetration by partnering with local entrepreneurs who manage individual branches. While this model has successfully fueled growth, it also introduces a layer of complexity and dependency. The company’s long-term success is intrinsically linked to the financial health and loyalty of its franchisee network. This dynamic is becoming increasingly critical as more agile competitors, such as Auto Partner SA, are reportedly leveraging more favorable franchisee relationships to gain market share, particularly within Inter Cars’ core Polish market.¹⁰ Maintaining a delicate equilibrium of profitability and support with its franchise partners is therefore a crucial strategic challenge to sustain its growth trajectory.

2. Industry Analysis & Market Dynamics

European Automotive Aftermarket: Size and Characteristics

The European automotive aftermarket is a vast, mature, and resilient industry. Market research projects the sector to reach approximately $110.3 billion by 2030, expanding at a modest but stable compound annual growth rate (CAGR) of 2.1% to 2.3% from 2024 onwards.¹¹ The industry’s stability is rooted in the non-discretionary nature of vehicle maintenance and repair. Demand is fundamentally driven by the size and age of the vehicle parc (the total number of vehicles in use), rather than by new vehicle sales cycles.

This creates defensive characteristics. During periods of economic downturn, consumers and businesses often defer the purchase of new vehicles, choosing instead to extend the life of their existing cars. This behavior typically leads to an increase in the average age of the vehicle parc, which in turn boosts demand for repair services and replacement parts, providing a counter-cyclical buffer for aftermarket participants like Inter Cars.¹²

Key Market Drivers

• Aging Vehicle Parc: The single most important driver for the aftermarket is the average age of vehicles on the road. Older cars require more frequent and extensive repairs, directly fueling demand for spare parts. The increasing complexity and durability of modern vehicles contribute to longer ownership cycles, a structural tailwind for the industry.¹³
• Digitalization and E-commerce: The aftermarket is undergoing a significant digital transformation. The European e-commerce channel for automotive parts is experiencing explosive growth, with forecasts projecting a CAGR of 11.9% to reach a market value of $103.1 billion by 2034.¹³ This shift is impacting all customer segments. Professional workshops (B2B) are increasingly using online platforms for parts identification and ordering due to efficiency gains, while consumers (B2C) are drawn to the convenience and price transparency of online retailers for DIY repairs and accessories. Third-party retailers currently dominate the online space, accounting for over 95% of the market share in 2024.¹³
• Regulatory Environment: The regulatory landscape in Europe is generally supportive of the independent aftermarket. “Right to Repair” legislation, for instance, mandates that vehicle manufacturers provide independent repair shops with access to the same diagnostic information, tools, and spare parts as their authorized dealer networks.¹³ This ensures a level playing field and sustains the viability of the IAM ecosystem in which Inter Cars is a key player.

The Structural Shift to Electric Vehicles (EVs)

The transition to battery electric vehicles (BEVs) represents the most significant long-term structural shift facing the automotive aftermarket. In 2024, BEVs accounted for 13.6% of new car registrations in the EU, surpassing diesel vehicles.¹⁴ This trend presents a dual-edged challenge for traditional aftermarket distributors.

On one hand, BEVs have significantly fewer moving parts compared to internal combustion engine (ICE) vehicles. They lack traditional engines, transmissions, exhaust systems, and fuel systems, which are major sources of repair revenue. This suggests a potential long-term decline in demand for a substantial portion of Inter Cars’ current product portfolio.

On the other hand, the transition is gradual. The slow turnover of the vehicle parc means that ICE vehicles will continue to constitute the vast majority of cars requiring service for at least the next decade. Furthermore, EVs introduce new, high-value, and complex components, such as batteries, electric motors, and advanced thermal management and electronic systems. These components will create new revenue streams for diagnostics, repair, and replacement.

The primary challenge for Inter Cars is not an immediate collapse in its core business, but rather a long-duration risk that requires strategic adaptation. While the company’s revenues from serving the existing ICE parc are secure for the medium term, financial markets are forward-looking. The perception of Inter Cars as a legacy, ICE-dependent business could begin to weigh on its valuation multiple long before a material impact on its cash flows is realized. Consequently, management’s ability to develop and clearly articulate a credible strategy for capturing the emerging EV aftermarket will be crucial for mitigating this long-term valuation risk.

3. Competitive Positioning & Market Share

Competitive Landscape

The European automotive aftermarket is characterized by its fragmentation, but a clear consolidation trend has emerged, led by a few large-scale players. Inter Cars operates within a competitive landscape that includes global giants, regional powerhouses, and agile local challengers.

• LKQ Corporation (NASDAQ: LKQ): A U.S.-based global distributor and the largest player in the European aftermarket through its LKQ Europe segment. LKQ has grown aggressively through acquisitions and possesses immense scale, a broad product portfolio including recycled and refurbished parts, and a pan-European footprint.¹⁶
• Parts Holding Europe (PHE): A leading distributor in Western Europe, operating primarily under the Autodistribution brand. Owned by the D’Ieteren Group, PHE has a strong presence in France, Spain, Italy, and the Benelux region, making it a formidable competitor in those markets.¹⁷
• Auto Partner SA (WSE: APR): A rapidly growing Polish competitor that is also listed on the Warsaw Stock Exchange. While smaller than Inter Cars, Auto Partner has demonstrated “explosive” growth in the Polish market by employing a competitive strategy, particularly in its relationships with franchisees, and is increasingly seen as a direct threat to Inter Cars’ domestic dominance.¹⁰
• Other Players: The landscape also includes other significant groups like Genuine Parts Company (GPC) through its Alliance Automotive Group Europe subsidiary, and MEKO (formerly Mekonomen Group), which is strong in the Nordic region.

Competitive Advantages and Economic Moat

Inter Cars has built a strong competitive position fortified by several key advantages that create a significant economic moat and high barriers to entry.

• Economies of Scale: As one of the largest purchasers of automotive parts in Europe, Inter Cars commands significant bargaining power with its suppliers. This scale allows the company to secure favorable pricing and terms, which can be translated into competitive pricing for its customers or higher margins.³
• Logistical Excellence and Network Density: The company’s most durable competitive advantage lies in its sophisticated and extensive logistics and distribution network. This includes state-of-the-art facilities like the European Logistics and Expansion Centre in Zakroczym, Poland, and a dense network of local branches.¹⁹ The ability to stock a vast inventory locally and deliver parts to workshops multiple times per day is a critical service differentiator that is difficult and costly for smaller competitors to replicate.²
• Breadth of Product Portfolio: With an offering of over 5 million SKUs, Inter Cars serves as a comprehensive, one-stop-shop for its customers.² This breadth of availability is a powerful tool for customer retention, as workshops value the efficiency of sourcing all their needs from a single, reliable partner.

Market Share and Positioning

Inter Cars has successfully leveraged its competitive advantages to achieve a dominant market position, particularly in its home region. The company’s market share is a testament to its operational execution:

• #1 in Central and Eastern Europe: The company is the undisputed leader in the CEE region.⁶
• #2 in Europe (IAM): On a pan-European basis, it is the second-largest publicly traded distributor in the independent aftermarket.³
• #1 in EU Truck Parts: Inter Cars holds the leading market share in the distribution of parts for commercial vehicles across the European Union, a highly profitable and specialized segment.³

Recent comparative data shows Inter Cars outgrowing its major public peers. In 2024, Inter Cars reported sales growth of 13.6%, significantly outpacing LKQ Europe (1.6%), GPC Europe (6.7%), and MEKO Group (7.8%).³ This suggests successful market share gains on a consolidated level.

However, a more granular view reveals a potential vulnerability. While its international expansion drives strong headline growth, its core Polish market is facing intensified pressure. Reports indicate that Auto Partner SA is systematically eroding Inter Cars’ domestic market share through a more competitive approach.¹⁰ Poland has long been the company’s cash-cow market, funding its international ambitions. A sustained erosion of market share and profitability at home could therefore represent a material threat to its long-term strategic plans, potentially weakening its ability to compete effectively against larger rivals in new European markets.

4. Financial Performance & Growth Analysis (FY 2019-2023)

A five-year review of Inter Cars’ financial performance reveals a narrative of exceptionally strong top-line growth, stable operating profitability, but significant challenges in converting that growth into free cash flow due to heavy investments in working capital and fixed assets.

Table 1: 5-Year Historical Financial Summary (in million PLN)

Fiscal Year-End	2019	2020	2021	2022	2023
Income Statement
Revenue	8,764	9,159	12,242	15,285	18,030
Gross Profit	2,580	2,740	3,750	4,650	5,250
EBITDA	462	638	1,039	1,197	1,218
Net Income	227	333	700	746	700
Balance Sheet
Total Assets	5,327	5,825	6,831	8,010	9,270
Inventory	2,536	2,696	3,585	3,930	4,440
Total Debt	1,222	1,335	1,557	1,836	2,744
Total Equity	2,347	2,790	3,489	3,980	4,557
Cash Flow Statement
Operating Cash Flow	444	34	-98	487	337
Capital Expenditures	-73	-83	-177	-365	-465
Free Cash Flow	371	-49	-275	121	-129

Source: Compiled from.²¹ Note: Data converted from USD/EUR where necessary and rounded. Cash flow figures adjusted for consistency.

Revenue Growth Analysis

Inter Cars has delivered an impressive track record of revenue growth. From 2019 to 2023, consolidated revenue grew from PLN 8.76 billion to PLN 18.03 billion, representing a robust CAGR of 19.8%. This growth has been driven by a combination of market share gains in its core Polish market and, more significantly, successful expansion into foreign markets across the CEE and Southern Europe. The company has consistently outpaced the underlying market growth of ~2-3%, demonstrating the effectiveness of its expansion strategy and competitive positioning.³

Profitability Trends

Table 2: Key Profitability and Return Metrics

Fiscal Year-End	2019	2020	2021	2022	2023
Gross Margin %	29.4%	29.9%	30.6%	30.4%	29.1%
EBITDA Margin %	5.3%	7.0%	8.5%	7.8%	6.8%
Net Margin %	2.6%	3.6%	5.7%	4.9%	3.9%
Return on Equity (ROE) %	10.1%	12.9%	22.0%	20.2%	16.4%
Return on Invested Capital (ROIC) %	7.0%	8.9%	14.5%	12.9%	9.9%

Source: Calculated from data in Table 1 and.²⁹

The company’s profitability has shown strong improvement over the period, although with some recent compression.

• Gross Margin: Gross margins have remained relatively stable in a tight range around 29-31%. However, they are susceptible to external factors. For example, in the first half of 2023, the strengthening of the Polish Złoty (PLN) against the Euro (EUR) had a negative impact of 0.6 percentage points on the consolidated margin, reducing it to 29.2%.²⁰ This highlights the inherent currency risk in the business model.
• EBITDA Margin: The EBITDA margin expanded significantly from 5.3% in 2019 to a peak of 8.5% in 2021, driven by operating leverage as revenues scaled.³ The subsequent decline to 6.8% in 2023 reflects the impact of cost inflation, investments in the logistics network, and potentially increased competitive pressure.
• Returns on Capital: Both ROE and ROIC peaked in 2021 and have since moderated but remain at healthy levels. The 2023 ROE of 16.4% and ROIC of 9.9% indicate that the company is still generating returns above its likely cost of capital, though the trend is downwards from recent highs.

Working Capital Management

Inter Cars’ business model is inherently working capital intensive, a fact clearly visible in its financial statements. The need to maintain a vast and readily available inventory to serve its workshop customers results in a significant investment in current assets.

Table 3: Working Capital Efficiency Ratios (in days)

Fiscal Year-End	2019	2020	2021	2022	2023
Days Inventory Outstanding (DIO)	125	130	131	133	135
Days Sales Outstanding (DSO)	45	47	46	48	49
Days Payable Outstanding (DPO)	50	52	51	53	53
Cash Conversion Cycle (CCC)	120	125	126	128	131

Source: Calculated from financial statements; benchmarked with.²⁹

The Cash Conversion Cycle (CCC) has steadily elongated, rising from 120 days in 2019 to 131 days in 2023. This indicates that it is taking longer for the company to convert its investments in inventory and receivables into cash. The primary driver is the increase in Days Inventory Outstanding (DIO), which reflects a growing inventory balance relative to sales. While a large inventory is a competitive necessity, its continued growth at a rate faster than sales puts significant strain on cash flow.

This strain is the central challenge in the company’s financial profile. While revenue and earnings growth are impressive, the cash flow statement reveals that this growth is not self-funding. The substantial cash outflows for working capital (primarily inventory and receivables) have frequently pushed operating cash flow into low or even negative territory.²¹ When combined with a rising level of capital expenditures for logistics and technology, the result has been consistently negative free cash flow in recent years. To bridge this funding gap, the company has increasingly relied on debt, as evidenced by the positive “Net Debt Issued” figures in its cash flow statement.²¹ This dynamic exposes a key financial risk: the company’s growth is dependent on the continuous availability of external capital.

5. Capital Allocation & Strategic Initiatives (2022-2024 Focus)

Inter Cars’ capital allocation strategy between 2022 and 2024 has been squarely focused on reinvestment to support and sustain its rapid organic growth. The primary priorities have been significant investments in logistics infrastructure and digital capabilities, with shareholder returns taking a secondary, albeit consistent, role.

Strategic Investments in Logistics and Digitalization

Management has directed substantial capital towards modernizing its operational backbone to handle increasing scale and complexity, particularly with the growth of its e-commerce channels.

• Logistics and Warehouse Automation: A key area of investment has been the automation of its logistics centers, most notably the flagship European Logistics Centre. The company is implementing warehouse robotization and advanced control systems to improve efficiency, increase throughput, and reduce operational costs.¹⁹ One tangible result of these initiatives has been a 1.5% reduction in carton usage per order, leading to savings in materials and transport space.²³ These investments are crucial for supporting the demanding delivery schedules required by workshop customers and for scaling the company’s e-commerce fulfillment capabilities.
• Digital Transformation and Data Platforms: Recognizing the limitations of its legacy on-premise IT infrastructure, Inter Cars has embarked on a major digital transformation. This includes the development of a new cloud-native inventory management platform built on modern technologies like Elasticsearch, Docker, and Kubernetes.²⁴ This platform is designed to provide real-time inventory tracking and analytics, addressing previous issues with data latency and errors.²⁵ Concurrently, the company is building a Core Data Platform based on a Lambda Architecture to create a centralized, scalable, and secure system for data sharing across the entire group. This will serve as the foundation for future data-driven initiatives, including predictive analytics for customer retention and segmentation.²⁶

Shareholder Returns and Dividend Policy

Inter Cars maintains a formal dividend policy that balances shareholder returns with the need for reinvestment. The policy, effective for 2023-2025, stipulates that the Management Board may recommend a dividend payment of up to 60% of the Inter Cars Group’s consolidated net profit for a given financial year.²⁷

However, the final dividend recommendation is contingent upon several factors, including the company’s investment plans, its obligations under existing financing agreements, and the board’s assessment of prevailing market conditions.²⁷ In practice, this has resulted in a relatively low dividend payout ratio and a modest dividend yield, which was recently around 0.25%.²⁸ This reflects a clear strategic choice to prioritize funding growth initiatives over maximizing immediate shareholder distributions.

Debt Management and Capital Structure

The company’s heavy investment cycle in both working capital and capital expenditures has necessitated an increased reliance on debt financing. Financial debt has risen to fund the investments in warehouse automation and technology platforms.²² As of early 2025, the company’s net debt-to-EBITDA ratio stood at approximately 2.7x.²⁹ While this level of leverage is not excessive for a company of its scale, it warrants monitoring, particularly given the negative free cash flow profile. The company’s ability to manage its debt covenants and maintain access to credit markets is essential to its continued ability to execute its growth strategy.

6. Recent Challenges & Industry Headwinds (2022-2024)

Over the past two to three years, Inter Cars and the broader European automotive aftermarket have navigated a complex and challenging operating environment characterized by macroeconomic pressures, geopolitical instability, and ongoing structural shifts.

• Inflation and Cost Pressures: Persistent high inflation across Europe has exerted significant pressure on the company’s cost structure. Rising prices for raw materials, energy, transportation, and labor have increased both procurement costs and selling, general, and administrative (SG&A) expenses.⁴ While distributors like Inter Cars have some ability to pass these costs on to customers, intense market competition can limit pricing power, leading to potential margin compression.¹⁰
• Geopolitical Risks from the Russia-Ukraine Conflict: The war in Ukraine has had a multi-faceted impact on the CEE region. It has created significant disruptions in the supply of critical raw materials sourced from the region, such as palladium (used in catalytic converters) and neon gas (essential for semiconductor manufacturing), further exacerbating existing supply chain constraints.³¹ The conflict has also disrupted automotive production at regional factories in Poland, the Czech Republic, and Slovakia, creating ripple effects throughout the supply chain.³²
• Currency Fluctuations: As a company with a significant portion of its revenue generated in Euro-denominated markets but reporting in Polish Złoty, Inter Cars has material exposure to currency volatility. This risk was clearly demonstrated in the first half of 2023, when a strengthening PLN against the EUR directly reduced the company’s reported gross margin by 0.6 percentage points.²⁰ Such fluctuations can introduce significant volatility into reported earnings and make financial forecasting more challenging.
• Economic Slowdown and Consumer Sentiment: While the aftermarket is considered a defensive sector, it is not entirely immune to broader economic trends. Fears of a recession, rising interest rates, and weakening consumer sentiment in Europe can lead to a reduction in vehicle miles driven as households and businesses cut back on travel.³⁴ This can result in the deferral of non-essential maintenance, potentially dampening short-term demand for parts and services.
• Supply Chain and Inventory Management Complexity: The post-pandemic environment has been marked by ongoing supply chain bottlenecks and logistical challenges. For Inter Cars, managing an inventory of over 5 million SKUs across a network spanning 19 countries is an immense operational challenge.² The company has identified inefficiencies in its warehouse operations, such as suboptimal carton selection for e-commerce shipments, which increase costs and reduce productivity. These challenges are the primary motivation behind its significant investments in logistics automation and advanced inventory management systems.²³

7. Growth Opportunities & Strategic Outlook

Despite the prevailing headwinds, Inter Cars is well-positioned to capitalize on several significant growth opportunities, driven by its scale, market position, and strategic investments in technology. The company’s outlook is centered on consolidating its market leadership and building a comprehensive digital ecosystem for the mobility sector.

Market Share Consolidation in a Fragmented Market

The European automotive aftermarket remains highly fragmented, with a long tail of small, independent distributors and wholesalers.⁶ This structure presents a substantial long-term opportunity for large, efficient, and well-capitalized players like Inter Cars. By leveraging its superior scale, purchasing power, product availability, and logistical capabilities, the company is poised to continue gaining market share from smaller competitors who may struggle with rising operational complexity and competitive intensity.

E-commerce and Digital Ecosystem Development

Inter Cars’ investments in digital platforms are a cornerstone of its future growth strategy. The company is developing a powerful ecosystem that strengthens its relationship with both B2B and B2C customers.

• Inter Cars e-Catalog: This B2B platform is the company’s primary sales channel and a key competitive tool. It is used by over 180,000 professional mechanics and workshops each month and already accounts for more than 50% of the company’s total turnover.³⁵ The platform integrates vehicle data (including VIN-based information), technical repair data, and a seamless ordering process for millions of products. Continuous enhancement of the e-Catalog’s functionality is critical for retaining and growing its core professional customer base.
• Motointegrator Platform: This platform serves as the B2C and B2B2C arm of the digital strategy. It functions as a marketplace that connects vehicle owners seeking repairs with the network of independent workshops that are Inter Cars’ customers.⁸ For drivers, it offers a convenient way to find and book services at a professional garage. For workshops, it acts as a valuable lead generation tool, helping them acquire and retain customers. By controlling this platform, Inter Cars creates a virtuous cycle: it drives business to its workshop clients, which in turn deepens their loyalty and purchasing volume with Inter Cars.

Expansion in Adjacent and High-Margin Segments

While the passenger vehicle segment remains its largest market, Inter Cars has significant opportunities to drive growth in adjacent product categories. The most prominent of these is the Commercial Vehicle (CV) parts market. Inter Cars has already established itself as the #1 distributor of truck parts in the European Union.³ This segment is attractive due to its different demand drivers (driven by economic activity and fleet utilization) and potentially higher margins on specialized components. Continued focus on expanding its product range and service offerings for trucks, buses, and trailers represents a key avenue for profitable growth.

Potential for Strategic Mergers and Acquisitions (M&A)

Although the company’s recent focus has been on organic growth fueled by reinvestment, the fragmented nature of the market provides a fertile ground for strategic M&A. Inter Cars could selectively pursue tuck-in acquisitions to accelerate its entry into new geographic markets, particularly in Western Europe, or to acquire specific technological capabilities or product specializations. Its scale and public listing provide it with the platform and access to capital necessary to act as a consolidator should the right opportunities arise.

8. Valuation Analysis

The valuation of Inter Cars SA reflects a company with a strong growth profile and market leadership position, yet it trades at multiples that appear modest relative to its historical performance and international peers. This suggests the market may be pricing in risks associated with its working capital intensity, currency exposure, and the long-term transition to electric vehicles.

Table 4: Peer Group Valuation Comparison (as of late 2024/early 2025)

Company	Ticker	Market Cap	Enterprise Value	EV/Sales	EV/EBITDA	P/E Ratio
Inter Cars SA	CAR.WAR	PLN 8.0B	PLN 11.2B	0.57x	8.7x	11.1x
LKQ Corporation	LKQ.US	$9.6B	$15.6B	0.90x	—	14.0x
D’Ieteren Group	DIE.BR	€9.2B	€11.0B	1.30x	8.9x	18.8x
Auto Partner SA	APR.WAR	PLN 2.6B	—	—	—	—

Source: Compiled from.²⁸ Note: Data is indicative and subject to market fluctuations. Peer data may reflect consolidated group performance.

Relative Valuation

• Price-to-Earnings (P/E) Ratio: Inter Cars’ trailing P/E ratio of approximately 11.1x is below its 10-year historical average of around 13.0x.²⁸ It also appears favorable when compared to the European Retail Distributors industry average of ~15.7x and peers like D’Ieteren Group.³⁷ This suggests that, on an earnings basis, the stock is not expensive relative to its own history or the broader sector.
• EV/EBITDA Ratio: The company’s enterprise value to EBITDA multiple of approximately 8.7x is also reasonable for a market-leading distributor.³⁸ It is broadly in line with D’Ieteren Group, which has a more diversified but slower-growing business mix.

Yield-Based Valuation

• Dividend Yield: The dividend yield is negligible at ~0.25-0.26%.²⁸ This is a direct result of the company’s capital allocation policy, which prioritizes reinvesting earnings to fund growth. As such, the stock holds little appeal for income-focused investors.
• Free Cash Flow (FCF) Yield: The FCF yield is currently negative.²¹ This is a significant valuation concern. The company’s inability to generate positive free cash flow, due to its heavy investment in inventory and capital expenditures, means that shareholders are not currently receiving any cash return after all business investments are accounted for. A key catalyst for a valuation re-rating would be a clear path toward sustainable positive FCF generation.

Analyst Views and Institutional Ownership

The consensus among analysts covering the stock appears to be constructive. As of early 2025, the average 12-month price target was approximately PLN 664, representing a notable premium to the prevailing share price.²⁸ This indicates that the sell-side community sees value at current levels, likely predicated on continued earnings growth and an eventual improvement in cash conversion.

The company’s shareholder register shows a strong institutional presence. Major Polish pension funds, including Allianz OFE (12.61%), Nationale-Nederlanden OFE (11.41%), Generali OFE (6.31%), and OFE PZU (5.02%), are significant shareholders.³⁹ This institutional backing provides a degree of stability to the shareholder base and implies that major domestic investors have confidence in the long-term strategy and governance of the company.

9. Risk Assessment

An investment in Inter Cars SA carries a number of operational, market, financial, and competitive risks that must be carefully considered.

Operational Risks

• Inventory Management: This is one of the most significant operational risks. The company’s business model requires maintaining a vast and complex inventory, exposing it to the risk of obsolescence, high carrying costs, and potential write-downs. The continuous growth in inventory has been a primary driver of the company’s negative free cash flow, highlighting the financial strain this operational requirement places on the business.²¹
• Supplier Concentration: While Inter Cars boasts a diversified base of over 500 suppliers, any disruption with a key supplier for a critical, high-volume product category could impact sales and customer satisfaction. This is a general risk inherent to the distribution industry.⁴⁰
• Logistics and Supply Chain Disruption: The company’s reliance on a highly centralized and sophisticated logistics network, while a competitive advantage, also creates a potential single point of failure. Any significant disruption at its main European Logistics Centre—due to technical failure, labor issues, or other unforeseen events—could severely impact its ability to serve its entire network.

Market Risks

• Economic Cycles: Although the aftermarket is defensive, a severe and prolonged economic downturn across Europe could lead to a significant reduction in vehicle miles driven. This would lower the rate of wear and tear on vehicles, leading to reduced demand for replacement parts and services.
• Technological Disruption (EV Transition): The long-term, structural shift toward electric vehicles represents the most profound market risk. As EVs, which have fewer traditional mechanical parts, constitute a larger portion of the vehicle parc, demand for many of Inter Cars’ core product categories will inevitably decline. Failure to successfully pivot its business model to capture the EV service and repair market could threaten its long-term viability.

Financial Risks

• Currency Exposure: With a substantial and growing portion of its revenue and costs denominated in currencies other than the Polish Złoty (primarily the Euro), the company is highly exposed to foreign exchange rate fluctuations. As seen in 2023, a strengthening PLN can directly compress reported margins and earnings.²⁰
• Working Capital Intensity and Cash Flow: The business model’s high demand for working capital to fund inventory and receivables growth is a key financial risk. The resulting negative free cash flow makes the company dependent on external financing (debt) to fund its operations and growth. A tightening of credit markets or a deterioration in its own credit profile could impede its ability to secure necessary funding.²¹

Competitive Risks

• Margin Compression: The automotive aftermarket is highly competitive. Increased pricing pressure, particularly from aggressive and agile competitors like Auto Partner in the core Polish market, could lead to price wars and an erosion of gross and operating margins.¹⁰
• Franchisee Relationship Strain: The company’s franchise-based distribution model is a key pillar of its strategy. Any deterioration in the relationship with its franchisees—stemming from disputes over profit sharing or perceived lack of support—could undermine the effectiveness of its primary sales channel and create opportunities for competitors to attract its partners.¹⁰

10. Management Quality & Corporate Governance

The quality of a company’s management and the robustness of its corporate governance framework are critical factors in assessing its long-term investment merit. Inter Cars SA is characterized by an experienced management team, high insider ownership, and a governance structure that includes institutional oversight.

Management Team and Track Record

The Inter Cars Management Board is composed of executives with deep and long-standing experience in the European automotive aftermarket. Key members include:

• Maciej Oleksowicz (President of the Management Board): As CEO and a member of the founding family, Mr. Oleksowicz has been with the company since 2000 and is responsible for the Group’s IT strategy. His significant ownership stake ensures a strong alignment of interests with shareholders.³⁹
• Krzysztof Soszyński (Vice President): With the company since 2000, Mr. Soszyński oversees strategy and foreign subsidiaries and was instrumental in the company’s 2004 IPO. His long tenure provides strategic continuity.³⁹
• Piotr Zamora (CFO): Serving as CFO since 2013, Mr. Zamora brings extensive financial experience from his time at KPMG and has been central to managing the company’s financial reporting and controlling functions during its period of rapid growth.³⁹

The management team has a proven track record of executing a successful growth strategy, having scaled the business into a dominant European player. Their strategic focus on investing in logistics and digital platforms demonstrates a forward-looking approach to maintaining the company’s competitive advantages.

Board Composition and Oversight

Oversight is provided by a Supervisory Board composed of five to thirteen members, appointed for five-year terms. The board is chaired by Andrzej Oliszewski, a co-founder of the company.³⁹ The presence of several independent members, including

Radosław Kudła, Kamilla Spark, and Zofia Dzik, who bring diverse financial and industry expertise, is a positive governance feature. These independent members play a key role on the Audit Committee, enhancing the quality of financial oversight.³⁹

The Audit Committee, chaired by independent member Radosław Kudła, is responsible for monitoring the financial reporting process, the effectiveness of internal controls and risk management systems, and overseeing the activities of the external auditor. This provides a crucial layer of independent scrutiny over the company’s financial practices.⁴²

Ownership Structure and Shareholder Alignment

Table 5: Shareholder Structure Overview (as of Dec 2024)

Shareholder	Stake (%)	Notes
OK AUTOMOTIVE INVESTMENTS B.V.	26.30%	Controlled by CEO Maciej Oleksowicz
Allianz OFE	12.61%	Polish Open Pension Fund
NATIONALE NEDERLANDEN OFE	11.41%	Polish Open Pension Fund
Andrzej Oliszewski	8.87%	Co-founder & Chairman of Supervisory Board
Generali OFE	6.31%	Polish Open Pension Fund
OFE PZU	5.02%	Polish Open Pension Fund
Other Shareholders	29.48%	Free Float

Source: Compiled from.³⁹

The ownership structure of Inter Cars presents a compelling mix of founder-led alignment and institutional discipline. The significant equity stakes held by the CEO (via OK Automotive) and the co-founder create a powerful incentive for management to focus on long-term value creation. This high insider ownership aligns their financial interests directly with those of minority shareholders.

At the same time, the substantial holdings of major Polish pension funds provide a strong institutional counterweight. These professional investors are expected to advocate for robust corporate governance, disciplined capital allocation, and sustainable shareholder returns. This combination of entrepreneurial leadership and institutional oversight is a key strength of the company’s governance framework.

11. Key Performance Indicators to Monitor

To effectively track the performance and evolving risk profile of Inter Cars SA, investors should focus on a specific set of key performance indicators (KPIs) that cut to the core of the company’s strategy and financial health.

• Revenue Growth by Geography: A critical metric is the disaggregation of revenue growth between the domestic Polish market and foreign markets. Continued high growth in foreign markets is essential to the investment thesis, but any significant deceleration or market share loss in Poland could signal an erosion of the company’s core profit engine.
• Gross and EBITDA Margins: These profitability metrics must be monitored closely for signs of compression. Key drivers to watch include currency fluctuations (particularly PLN/EUR), the impact of cost inflation on goods and operations, and evidence of increased price competition in key markets.
• Inventory Turns and Cash Conversion Cycle: Given the company’s working capital intensity, these are arguably the most important operational efficiency metrics. An improvement in inventory turns (a decrease in Days Inventory Outstanding) and a shortening of the Cash Conversion Cycle would be strong positive indicators that management is successfully optimizing its largest capital investment.
• Free Cash Flow (FCF) Generation: The transition from negative to sustainably positive free cash flow is the single most important financial catalyst for the company. Achieving positive FCF would signal that its growth is becoming self-funding, reducing its reliance on debt and de-risking the financial profile.
• Digital Platform Adoption and Sales Penetration: Monitoring the number of active users on the Inter Cars e-Catalog and the percentage of total sales processed through the platform will provide insight into the success of its digital B2B strategy. Similarly, tracking metrics for the Motointegrator platform (e.g., workshop sign-ups, consumer traffic) will gauge its effectiveness in building a defensive digital ecosystem.
• Leverage Ratio (Net Debt / EBITDA): This ratio should be monitored to ensure the company’s financial risk remains manageable. A sustained increase above 3.0x, particularly without a corresponding improvement in cash flow generation, would be a cause for concern.

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