Different geographies, different OEMs, different structural answers. The three cases below have been anonymized but each is built from a Coussa Group cross-border engagement. They illustrate how the tax, regulatory, and OEM-friction mechanics described elsewhere in this section play out in practice.
Each case below starts with a different problem and ends with a different structure. The common thread is that single-country advisors would have left material value on the table in each one.
A New England-based multi-store group with a six-rooftop platform acquires a single Toyota dealership in suburban Montreal. Bilateral OEM panel, ICA notification, LCGE-shaped seller proceeds.
A Quebec-headquartered Stellantis platform acquires a three-rooftop Chrysler-Dodge-Jeep-Ram cluster in metro Atlanta. Unified OEM approval, FIRPTA management, section 754 buyer election.
A retiring Quebec dealer principal with two children resident in California. Succession planning that survives cross-border estate-tax exposure.
None of these transactions is structurally exotic. The work is keeping all four workstreams (tax, regulatory, OEM, commercial) coordinated — not solving any one in isolation.
A New England-based multi-store group operating six rooftops across Massachusetts and Vermont approaches Coussa Group with interest in acquiring a single Toyota dealership in the South Shore of Montreal. The seller is a second-generation Quebec dealer principal in his early 60s, exploring an unsolicited approach.
Structured as a share sale of the Quebec operating company through a US-based Canadian holding subsidiary the buyer formed for the purpose. Section 88 bump preserved the buyer's ability to access stepped-up basis on the goodwill in the underlying Canadian assets. Seller fully utilized $2M of LCGE (spouse co-shareholder), shielded approximately $740K of tax. TCI approval came in 78 days — faster than average for first-time Canadian-market buyers. Close occurred 8 months after engagement, with the Quebec language compliance plan agreed pre-closing.
A Quebec-based dealer group running 11 Stellantis-brand rooftops across Quebec and Ontario approaches Coussa Group with a thesis: the southeastern US is the most fragmented and least competed regional dealership market in North America. They identify a three-rooftop Chrysler-Dodge-Jeep-Ram cluster in metropolitan Atlanta as the target.
Structured as an asset purchase by a newly-formed Delaware LLC owned by the Canadian parent. Section 754 election made; estimated $2.8M of buyer-side tax benefit over 15-year amortization. CFIUS voluntary filing cleared in 32 days. Stellantis approval came in 71 days, expedited by existing buyer relationship. Total close: 9 months from engagement. The Quebec group is now actively evaluating a fourth rooftop in the same Atlanta market.
A retiring Quebec dealer principal, late 60s, owner of a single Honda dealership in the Eastern Townships. Two adult children, both resident in California for the last 15 years (one in tech, one in healthcare). Neither child interested in operating the dealership. The principal's estate plan, drafted by his Quebec notary, contemplates straightforward share transfer to the children at death.
The Quebec estate plan is materially incomplete. At the principal's death:
Coussa Group recommended pre-mortem sale rather than estate transfer. Engaged a buyer 18 months pre-sale to allow LCGE eligibility maintenance (24-month holding period preserved). Structured as share sale with $1.016M LCGE per individual. Estate plan revised post-sale to handle after-tax proceeds rather than business assets, simplifying cross-border probate dramatically. Honda Canada approval was a non-event — the buyer had two existing Honda rooftops in adjacent markets. Seller closed at age 69, redirected proceeds into US-listed dividend portfolio that aligns better with children's eventual inheritance needs.
Coussa Group runs the full lifecycle — valuation, NDA-bound buyer process, regulatory review, OEM consent on both sides — as a single coordinated workstream.
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