PENSKE AUTOMOTIVE GROUP, INC. (PAG) Form 8-K — Oct 15, 2026
Penske Automotive Group (NYSE: PAG) has agreed to be acquired and taken private at $212.00 per share in cash by Motown Acquisition Corp., a buyer owned by Penske Corporation and Mitsui & Co. The special committee of independent directors unanimously approved the deal, with a fairness opinion from Moelis & Company, and the transaction requires approval from both a majority of outstanding shares and a majority of disinterested stockholders. The buyer group holds support agreements covering approximately 72.6% of outstanding shares, making stockholder approval highly likely.
Key figures
- Outside Date
- October 15, 2027
- Debt Financing
- up to $1.8 billion
- Equity Financing
- $2.2 billion
- Shares Outstanding
- 65,662,873 shares of Company Common Stock (as of June 30, 2026)
- Post Close Ownership
- {"Mitsui":"approximately 36%","PenskeCorporation":"approximately 64%"}
- Buyer Termination Fee
- $488.0 million
- Company Termination Fee
- $383.0 million
- Credit Agreement Maturity
- September 30, 2029
- Merger Consideration Per Share
- 212
- Credit Facility Increase Option
- up to $900.0 million, from $1.5 billion to up to $2.4 billion
- Revolving Borrowings Outstanding
- approximately $606.0 million (as of October 12, 2026)
- Supporting Stockholders Ownership
- approximately 72.6%
AI analysis
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