Precision Auto Care Announces Chairman Lou Brown Now Owns 51%

November 21, 2011



Precision Auto Care, Inc. (OTCPink: PACI.PK) announced that it and its Chairman of the Board, Lou Brown, entered into a Stock Purchase Agreement with the Keller Family Charitable Lead Annuity Trust for the purchase and sale of 10,897,210 shares of common stock of Precision Auto Care.  Under the Agreement, Lou Brown purchased 7,425,000 shares of the stock at $0.43 per share and the the company gave the Keller Family Charitable Lead Annuity Trust a put option for the remaining 3,472,210.

Under the terms of the put option, the company has a conditional obligation to purchase the put shares at the price of $0.293 per share.  The put option is exercisable after January 13, 2014 and before April 14, 2014.  The company will not be required to purchase the put shares if the transaction is not allowed under the requirements of Section 13.1-653.C of the Virginia Stock Corporation Act which requires that the board of directors establish that, after making such a repurchase of shares the company will be able to pay its debts as they become due in the normal course of business and that the company’s total assets will not be less than the sum of its total liabilities plus any amount necessary to satisfy preferential rights.

As a result of this transaction, Lou Brown will become the company’s largest shareholder.  Lou Brown will now own 11,596,004 share of the company’s common stock representing approximately 51% of the issued and outstanding shares.

Source: Precision Auto Care, Inc.


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