Sytner Group’s parent Penske Automotive Group has agreed to go private under the full ownership of existing shareholders Penske Corporation and Mitsui.
The transaction values the international dealership business at approximately $16.3 billion (£12.2bn), including debt, and is expected to complete in early 2027.
For the AM100 topping UK dealer group, the agreement would consolidate ownership of its parent with its existing backers.
No changes to Sytner’s management, dealership network or UK investment plans have been announced.
What does the agreement mean for Sytner?
Sytner has been part of Penske Automotive Group since 2002.
Under the agreement, its parent would become privately held and its shares would cease trading on the New York Stock Exchange.
Penske Corporation will retain majority ownership, with approximately 64% of the business, while Japanese trading group Mitsui will hold 36%.
Mitsui’s statement puts their existing holdings at approximately 52.1% and 20.3% respectively, based on shares outstanding on July 16. Both investors would therefore increase their stakes through the transaction.
Roger Penske, chairman and chief executive of Penske Automotive Group, highlighted opportunities for further expansion with Mitsui, although no specific UK projects were identified.
He said: “This transaction marks an important next chapter for PAG. Mitsui has been a shareholder for 25 years, and we have had a productive relationship over the past quarter-century.
“Together with Mitsui, we will build on PAG’s operational excellence and draw on our combined capabilities and networks to drive innovation and expand PAG’s business through new opportunities and collaborative projects.”
Agreement follows July proposal
The deal follows an initial approach in July, when Penske Corporation and Mitsui offered $210 (£158) per share for the shares they and their affiliates did not already own.
That offer has now increased to $212 (£159) per share in cash, payable to shareholders outside the investor group through jointly owned acquisition company Motown Acquisition Corp.
The earlier proposal put the estimated cost of acquiring the outstanding shares at $3.8bn (£2.85bn). That figure covered the shares being purchased, while the latest $16.3bn (£12.2bn) enterprise valuation covers the whole group, including debt.
The agreed share price represents an 8.84% premium to Penske Automotive Group’s closing price on October 14, the day before the agreement was announced.
An independent special committee established to assess the proposal unanimously recommended the transaction, which was subsequently approved by the board.
David Hoogendoorn, Penske Automotive Group board member and special committee chairman, said: “The Special Committee thoroughly reviewed the proposal and considered the benefits of the transaction as compared to continuing as a public company, and determined that this transaction provided the greatest value for the company’s minority shareholders.”
Completion of the deal is expected in in Q1 2027, subject to regulatory and shareholder approvals.