SPECIAL COMMITTEE OF PENSKE AUTOMOTIVE GROUP RETAINS FINANCIAL AND LEGAL ADVISORS IN CONNECTION WITH TAKE PRIVATE PROPOSAL
Rhea-AI Summary
Penske Automotive Group (NYSE: PAG) announced that a Special Committee of independent, disinterested directors has retained Moelis & Company LLC as independent financial advisor and Paul, Weiss, Rifkind, Wharton & Garrison LLP as independent legal counsel. The Special Committee is reviewing an unsolicited, preliminary, non-binding proposal received on July 22, 2026 from Penske Corporation and Mitsui & Co., Ltd. to acquire all PAG common shares not already owned by them and their affiliates for $210 in cash per share. According to the company, there is no assurance any agreement will be reached or that a transaction will occur, and shareholders are not required to take any action at this time.
Positive
- Special Committee formed and advised by independent firms Moelis and Paul Weiss
- Unsolicited take-private proposal at cash price of $210 per PAG share
- Proposal targets all PAG shares not owned by Penske Corporation and Mitsui affiliates
Negative
- Proposal is unsolicited, preliminary and non-binding with no assurance of any agreement
- Company states shareholders face uncertainty as transaction may not be pursued, approved or consummated
- Company does not intend to provide further updates on the proposal unless deemed appropriate or required
AI-generated analysis. How Rhea-AI works. Not financial advice.
As previously announced, the Board established the Special Committee to review and consider the unsolicited, preliminary and non-binding proposal received by the Board on July 22, 2026 from Penske Corporation and Mitsui & Co., Ltd. to acquire the remaining shares of the Company's common stock that they and their affiliates do not currently own for cash consideration of
There can be no assurance as to whether an agreement relating to the Proposal or any proposed transaction will be reached or as to the terms thereof if an agreement is reached. The Company does not intend to comment further or disclose any developments regarding the Proposal unless and until it deems further disclosure is appropriate or required. The Company's shareholders do not need to take any action at this time.
About Penske Automotive
Penske Automotive Group, Inc. (NYSE: PAG), headquartered in Bloomfield Hills, Michigan, is a diversified international transportation services company and one of the world's premier automotive and commercial truck retailers. PAG operates dealerships in the United States, the United Kingdom, Canada, Germany, Italy, Japan, and Australia and is one of the largest retailers of commercial trucks in North America for Freightliner. PAG also distributes and retails commercial vehicles, diesel and gas engines, power systems, and related parts and services principally in Australia and New Zealand. PAG employs over 28,600 people worldwide. Additionally, PAG owns
Caution Concerning Forward Looking Statements
Statements in this press release may involve forward-looking statements, including forward-looking statements regarding Penske Automotive Group, Inc.'s financial performance, expectations, and future plans. Actual results may vary materially because of risks and uncertainties that are difficult to predict. These risks and uncertainties include, among others, whether and on what terms any transaction will be consummated, those related to macro-economic, geo-political and industry conditions and events, including their impact on sales of new and used vehicles, service and parts, and repair and maintenance services, the availability of consumer credit, changes in consumer demand, consumer confidence levels, fuel prices, demand for trucks to move freight with respect to Penske Transportation Solutions ("PTS") and Premier Truck Group, and other freight metrics such as spot rates or miles driven, personal discretionary spending levels, interest rates, foreign currency exchange rates, and unemployment rates; our ability to obtain vehicles and parts from our manufacturers, especially in light of supply chain disruptions due to natural disasters, tariffs and non-tariff trade barriers, any shortages of vehicle components, international conflicts, challenges in sourcing labor, labor strikes, work stoppages, or other disruptions; the control our manufacturer partners can exert over our operations and our reliance on them for various aspects of our business; risks to our reputation and those of our manufacturer partners; changes in the retail model from direct sales by manufacturers, a transition to an agency model of sales, sales by online competitors, or from the expansion of electric vehicles; disruptions to the security and availability of our information technology systems and those of our third party providers, which systems are increasingly threatened by ransomware and other cyber-attacks; the effects of a pandemic on the global economy, including our ability to react effectively to changing business conditions in light of any pandemic; the impact of tariffs targeting imported vehicles and parts, as well as changes or increases in tariffs, trade restrictions, trade disputes, or non-tariff trade barriers; the rate of inflation, including its impact on vehicle affordability; our ability to consummate, integrate, and realize returns on our acquisitions; with respect to PTS, changes in the financial health of its customers, labor strikes, or work stoppages by its employees, a reduction in PTS' asset utilization rates, the cost of acquiring and the continued availability from truck manufacturers and suppliers of vehicles and parts for its fleet, including with respect to the effect of various regulations concerning its vehicle fleet, changes in values of used trucks which affects PTS' profitability on truck sales and regulatory risks and related compliance costs, our ability to realize returns on our significant capital investments in new and upgraded dealership facilities; our ability to navigate a rapidly changing automotive and truck landscape; our ability to respond to new or enhanced regulations in both our domestic and international markets relating to dealerships and vehicle sales, including those related to the sales process, emissions standards, or electrification; the success of our distribution of commercial vehicles, engines, and power systems; natural disasters; recall initiatives or other disruptions that interrupt the supply of vehicles or parts to us; risks and uncertainties relating to an unsolicited, preliminary and non-binding take private proposal received from Penske Corporation and Mitsui & Co., Ltd. and their affiliates to acquire all of the shares of the Company not already owned by them, including the possibility that any such transaction may not be pursued, approved, or consummated on the proposed terms, within any anticipated timeframe, or at all; the outcome of legal and administrative matters and other factors over which management has limited control. These forward-looking statements should be evaluated together with additional information about Penske Automotive Group's business, markets, conditions, risks, and other uncertainties, which could affect Penske Automotive Group's future performance. The risks and uncertainties discussed above are not exhaustive and additional risks and uncertainties are addressed in Penske Automotive Group's Annual Report on Form 10-K for the year ended December 31, 2025, its Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 2026 and June 30, 2026, and its other filings with the Securities and Exchange Commission. This press release speaks only as of its date, and Penske Automotive Group disclaims any duty to update the information herein.
Inquiries should contact: | |||||
Shelley Hulgrave | Anthony Pordon | ||||
Executive Vice President and | Executive Vice President Investor Relations | ||||
Chief Financial Officer | and Corporate Development | ||||
Penske Automotive Group, Inc. | Penske Automotive Group, Inc. | ||||
248-648-2812 | 248-648-2540 | ||||
shulgrave@penskeautomotive.com | tpordon@penskeautomotive.com | ||||
View original content to download multimedia:https://www.prnewswire.com/news-releases/special-committee-of-penske-automotive-group-retains-financial-and-legal-advisors-in-connection-with-take-private-proposal-302847446.html
SOURCE Penske Automotive Group, Inc.