Penske Automotive Group, Inc. (PAG)

Penske Automotive Group reported third-quarter 2026 revenue up 5 percent to $8.4 billion on 28 October, with net income for common stockholders of $220.8 million 1. Earnings per share were $3.36, after $6.3 million of costs tied to the take-private deal 1.

The same release was the first since the company agreed, on 15 October, to be taken private by Motown Acquisition Corp., an entity owned by Penske Corporation and Mitsui & Co., Ltd 13. Afterward Penske Corporation would own about 64 percent and Mitsui about 36 percent 1.

The company puts the deal at an enterprise value of about $16.3 billion, which counts debt as well as shares, and it expects the sale to close in the first quarter of 2027 4. It held no earnings call because of the deal 1.

Roger Penske, the chair and chief executive, said that as a private company the business would have "greater flexibility in how we invest our resources and balance short- and long-term priorities" 5. The deal still needs two shareholder votes, a federal antitrust waiting period to end and other regulatory approvals 3.

Underneath, car showrooms grew slowly and truck dealers grew faster 1. Total retail automotive revenue rose 1 percent to $7.0 billion, while retail commercial truck dealerships retailed 6,779 units against 5,108 a year earlier 1.

The business was founded in 1990 as United Auto Group, went public in 1996 and was acquired by Penske Corporation in 1999, DBusiness reported 8. It took the name Penske Automotive Group in 2007 8.

Mitsui, the Japanese trading house, first invested in the company in 2001, and Roger Penske called the relationship a productive one over the past quarter-century 54.

Before the pandemic, revenue was $23,179.4 million in 2019 11. In 2020 it fell to $20.4 billion, because showrooms closed under shelter-in-place orders, and the company furloughed about 15,000 employees in April and May 1011.

Profit per car held up in 2020 because plants shut and cars were scarce 10. New and used gross profit per unit, the profit on each vehicle sold, rose 17.1 percent and 29.3 percent 10. The company also disposed of seventeen franchises that year 10.

Revenue rebounded to $25.6 billion in 2021, up 25 percent (computed) from $20.4 billion 1110. Same-store new-vehicle revenue rose 21.6 percent and same-store used-vehicle revenue rose 31.8 percent, helped by selling prices that were $4,686 higher per new car 11.

Growth continued, to $27,814.8 million in 2022 and $29.5 billion in 2023, as first filed 12. In 2023 the company closed seven U.S. locations and five U.K. locations, and in January 2024 it acquired Rybrook Group, which held 16 U.K. franchises 12.

Since then growth has stalled 2. Revenue was $31,864.8 million in 2024 and $31,808.5 million in 2025, and net income for common stockholders slipped from $968.9 million to $935.4 million 2.

The company blames the new-car decline mostly on the U.K., where new premium-brand registrations fell 6.8 percent in 2025 amid inflation, higher taxes on high-emission cars and rising Chinese brands 2. New retail units fell 3.9 percent to 215,536 2.

Used units fell 11.3 percent to 226,301, partly because the U.K. CarShop locations became Sytner Select dealerships that sell fewer cars 2. Service and parts revenue grew 6.1 percent, as vehicles stayed on the road longer 2.

On 19 November 2025 the company bought Penske Motor Group, four dealerships in California and Texas, from entities tied to the Penske family, for $519.4 million 2. The deal was treated as a transaction between companies under common control 2.

On 22 July 2026 Penske Corporation and Mitsui, owners of 72.6 percent together, sent the board an unsolicited proposal to buy the rest, and the board formed a special committee 6. Auto Remarketing noted that the company went from offer to merger agreement in roughly three months 9.

Retail automotive dealerships

The core is car showrooms 2. As of 31 December 2025 the company operated 365 franchised dealerships, 148 in the U.S. and 217 abroad, mostly in the U.K., plus 15 used-vehicle dealerships 2.

It sells over 40 brands 2. Premium names such as Audi, BMW, Land Rover, Lexus, Mercedes-Benz and Porsche bring 71 percent of franchised dealership revenue, and volume brands such as Toyota and Honda 23 percent 2.

Retail automotive brought in $27.5 billion in 2025, 86.4 percent of revenue 2. In 2025 it retailed 259,502 new vehicles, counting agency units, and 226,301 used vehicles 2.

Service and parts, meaning repairs and replacement parts, was 10.6 percent of 2025 revenue but 37.8 percent of gross profit, which is revenue minus the cost of what was sold 2. Finance and insurance commissions were 2.6 percent of revenue and 15.7 percent of gross profit 2.

In the U.K. and parts of Europe some dealerships use an agency model, where the maker sells the car and the dealer earns only a fee 2. In the third quarter of 2026 new units delivered fell 2 percent and used units rose 2 percent 1.

Commercial truck dealerships

Premier Truck Group sells and services mainly Freightliner and Western Star trucks, both Daimler brands, at 45 locations across 10 U.S. states and two Canadian provinces 2. It retailed and wholesaled 19,239 trucks in 2025 on revenue of $3.4 billion 2.

About 68 percent of its gross profit comes from service and parts, against about 44 percent at the car dealerships 2. North American sales of heavy and medium trucks fell 15.5 percent in 2025 to 399,796 units, which the company links to a long freight slump 2.

In the third quarter of 2026 the unit earned $59.6 million before taxes on $1.1 billion of revenue, up from $41.5 million a year earlier 1.

Penske Australia and power systems

Penske Australia is the exclusive importer and distributor of Western Star heavy trucks, MAN trucks and buses, and Dennis Eagle refuse trucks across Australia, New Zealand and parts of the Pacific 2. It also distributes engines and power systems from MTU, Detroit Diesel, Allison Transmission and Bergen Engines 2.

Commercial vehicle distribution revenue was $922.6 million in 2025 against $777.9 million in 2024 2. The company reported significant 2025 orders for defense and energy systems, including standby power for data systems customers 2.

People, places and rivals

The company employs about 28,900 people and runs dealerships in the U.S., U.K., Canada, Germany, Italy, Japan and Australia 1. It owns its Bloomfield Hills, Michigan, headquarters and leases many other sites for initial terms of 5 to 20 years 2.

Roger Penske is chair and chief executive of both the company and Penske Corporation 2. President Robert Kurnick Jr is also vice chair of Penske Corporation, and Bud Denker, executive vice president of human resources, is president of Penske Corporation 2.

The annual report compares the company with Asbury, AutoNation, Group 1, Lithia and Sonic, and names Carvana as an online rival in used cars 2. A dealer-advisory executive told WardsAuto that Penske has "probably the best brand mix in the U.S. market" 7.

Current problems

The annual report says tariffs remain fluid after the Supreme Court ruled in February 2026 that tariffs under IEEPA were unconstitutional 2. It also cites the U.K. rule that 33 percent of new cars sold in 2026 be electric 2.

The company reports no legal proceedings expected to have a material effect, but warns that shareholder lawsuits over the deal could delay it 21.

The umbrella, in words

The brands it sells include Audi, BMW, Mercedes-Benz, Porsche, Toyota and Lexus 2. Its own names are CarShop for U.S. used cars, Sytner Select for U.K. used cars, Penske Select in Australia, and Premier Truck Group for trucks 2.

Its subsidiaries exhibit lists, among others, Sytner Group Limited in England and Wales, Penske Australia Pty Ltd., Penske Commercial Vehicles US, LLC, Penske Motor Group, LLC and Rybrook Automotive Ltd. 13. It omits 39 U.S. automotive retail subsidiaries 13.

The company owns 28.9 percent of Penske Truck Leasing Co., L.P., the parent of Penske Transportation Solutions, as an equity-method investment; Penske Corporation owns 41.1 percent and Mitsui 30.0 percent 2. It booked $192.8 million of earnings from the stake in 2025 and received $98.7 million in distributions 2.

For the first nine months of 2026 it recorded $167.0 million of earnings from the stake, and the leasing business reported over 373,600 vehicles under contract 1.

Control sits with the Penske family's company and Mitsui 2. The latest annual report put Penske Corporation at about 52 percent and Mitsui at about 20 percent, and a stockholders agreement runs to 26 March 2030 2.

The agreement has the Penske companies vote for two Mitsui directors while Mitsui holds more than 20 percent 2. The 22 July proposal letter counted the two together at 72.6 percent 6.

Sellers of Penske Motor Group were a Penske Corporation subsidiary (25.65 percent) and an entity controlled by an affiliate of vice chair Greg Penske, Roger Penske's son (69.35 percent) 2.

The company expects the take-private deal to close in the first quarter of 2027 4. Either side may end the agreement if it has not closed by 15 October 2027 3.

The company says it still has to file a preliminary proxy statement for a special meeting and, with the buyer, a going-private transaction statement on Schedule 13E-3 3. Two approvals are required: a majority of all outstanding shares, and a majority of votes cast by disinterested stockholders 3.

Buyer expects to pay with up to $2.2 billion of equity from Penske Corporation and Mitsui and up to $1.8 billion of debt from JPMorgan, Bank of America and Wells Fargo 3. The deal has no financing condition 4.

The company must pay a $383.0 million termination fee in some cases, such as taking a better offer, and the buyer owes $488.0 million if it breaches or fails to close when required 3.

After closing, the shares would leave the New York Stock Exchange and stop trading publicly 3. Until then the company plans regular dividends, and in October its board raised the quarterly dividend 1.4 percent to $1.46 per share, payable 1 December 2026 1.

The merger agreement limits share buybacks, and the company does not expect more under its $221.2 million remaining authority while the deal is pending 1.

On operations, the annual report says the company expects lower U.S. electric-vehicle sales in 2026 after tax credits ended, and strong demand for service and parts 2. It expects a challenging U.K. economy and a trucking market that stays difficult in the first half of 2026 2.

It also expects the truck leasing business to shrink its rental fleets through 2026 because of weak demand 2. Roger Penske said that with Mitsui the company would "expand PAG's business through new opportunities and collaborative projects" 4.