BLOOMFIELD HILLS, Mich.--(BUSINESS WIRE)--Aug. 14, 2012--
Penske Automotive Group, Inc. (NYSE: PAG), an international automotive
retailer, today announced that it intends to offer $400.0 million
aggregate principal amount of fixed rate Senior Subordinated Notes due
2022 (the “2022 Notes”) in a private offering to qualified institutional
buyers in the United States pursuant to Rule 144A, and outside the
United States pursuant to Regulation S, under the Securities Act of 1933
(the “Securities Act”), as amended.
The Company intends to use the net proceeds of this offering to purchase
any and all of the Company's $375.0 million in principal amount of 7.75%
Senior Subordinated Notes due 2016 (the “2016 Notes”) tendered in
connection with the Company’s concurrent tender offer for the 2016 Notes
and consent solicitation, and to pay fees and expenses in connection
with the offering. The remaining proceeds from this offering will be
used to repay amounts currently outstanding under the Company’s U.S.
credit agreement and, if additional funds are remaining, its U.S. floor
The 2022 Notes offered have not been registered under the Securities Act
or the securities laws of any other jurisdictions, and may not be
offered or sold in the United States absent registration or an
applicable exemption from registration requirements. This press release
shall not constitute an offer to sell or the solicitation of an offer to
buy any of the 2022 Notes or the 2016 Notes, nor shall it constitute an
offer, solicitation or sale in any jurisdiction in which such offer,
solicitation or sale is unlawful.
Safe Harbor Statement
This press release contains forward-looking statements regarding the
Company’s proposed offering of the 2022 Notes. The forward-looking
statements in this release are based on information available at the
time the statements are made and/or management’s belief as of that time
with respect to future events and involve risks and uncertainties that
could cause actual results and outcomes to be materially different.
These factors include the Company’s ability to consummate its tender
offer for the 2016 Notes, as well as its proposed offering of the 2022
Notes, which is subject to numerous uncertainties, including but not
limited to successful negotiation of definitive documentation for the
financing arrangement and satisfaction or waiver of all conditions to
closing. The consummation of the transaction may also be impacted by the
other risks and uncertainties detailed in the Company’s filings with the
Securities and Exchange Commission. While the Company may elect to
update forward-looking statements in the future, it specifically
disclaims any obligation to do so, and therefore, you should not rely on
these forward-looking statements as representing our views as of any
date subsequent to today.
About Penske Automotive
Automotive Group, Inc., headquartered in Bloomfield Hills, Michigan,
operates 340 retail automotive franchises, representing 41 different
brands and 30 collision repair centers. Penske Automotive, which sells
new and previously owned vehicles, finance and insurance products and
replacement parts, and offers maintenance and repair services on all
brands it represents, has 170 franchises in 17 states and Puerto Rico
and 170 franchises located outside the United States, primarily in the United
Kingdom. Penske Automotive is a member of the Fortune 500 and
Russell 2000 and has approximately 16,000 employees.
Source: Penske Automotive Group, Inc.
Penske Automotive Group, Inc.
David K. Jones, 248-648-2800
Vice President and Chief Financial Officer
R. Pordon, 248-648-2540
Executive Vice President Investor Relations
and Corporate Development