Houston – September 12, 2026 -- Group 1 Automotive, Inc. (NYSE: GPI) has priced $1.25 billion in senior unsecured notes to fund its acquisition of Hennessy Automobile Companies' dealership assets and real estate.
Group 1 splits offering into two tranches maturing in 2032 and 2035
The Fortune 250 automotive retailer priced $625.0 million of 6.250% senior unsecured notes due 2032 and $625.0 million of 6.625% senior unsecured notes due 2035. The private placement, sold under Rule 144A and Regulation S exemptions, is expected to close on September 22, 2026, subject to customary conditions.
Net proceeds will bridge the Hennessy dealership acquisition
Group 1 intends to combine net proceeds with cash on hand to fund the purchase price for its previously announced acquisition of certain dealership assets and related real estate from Hennessy Automobile Companies, Inc. and its affiliates. Because the Hennessy Acquisition is expected to close after the notes offering, the company will initially use proceeds to repay borrowings under the acquisition line of its revolving credit facility, then reborrow at closing to fund a portion of the purchase price.
Special mandatory redemption clause protects noteholders if the deal collapses
If the Hennessy Acquisition is not completed by January 6, 2027, or by any later date to which that deadline is extended under the purchase agreement, Group 1 must redeem all outstanding 2032 Notes at 100% of the initial issue price plus accrued interest. The same trigger applies if the purchase agreement is terminated before that outside date. In either scenario, unused proceeds would instead repay revolver borrowings and support general corporate purposes.
The transaction adds leverage to a 249-dealership retail network
Group 1 operates 249 automotive dealerships, 310 franchises and 32 collision centers across the United States and United Kingdom, representing 37 vehicle brands. The notes have not been registered under the Securities Act of 1933 and were offered only to qualified institutional buyers and non-U.S. persons outside the United States.