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|UnitedAuto Group Commences Change of Control Offer for Notes|
|New York, NY, April 19, 2000 - UnitedAuto Group, Inc. (NYSE: UAG) announced today the commencement of a change of control offer to purchase any and all of its outstanding 11% Senior Subordinated Notes due 2007, and 11% Senior Subordinated Notes due 2007 (Series B). The Bank of New York is acting on behalf of UnitedAuto as agent for the change of control offer. The price to be paid for the Notes purchased in the offer will be 101% of the aggregate principal amount thereof plus accrued and unpaid interest.|
Under the terms of the Notes, UnitedAuto is required to make a change of control offer in the event that any person's beneficial ownership of UnitedAuto voting stock increases above 40%. Due to UnitedAuto's previously announced stock repurchase program, Penske Capital Partners' beneficial ownership has increased above 40%.
The terms and conditions of the change of control offer are set forth in a Notice of Change of Control and Offer to Purchase dated April 19, 2000, and related Letter of Transmittal. The change of control repurchase offer will expire at 5:00 p.m., Eastern Standard Time, on May 24, 2000 unless extended. This announcement is neither an offer to purchase, nor a solicitation of an offer to sell these securities. The change of control offer will be made only by a Change of Control Notice and Offer to Purchase and related Letter of Transmittal.
UnitedAuto, which has pursued a strategy based on internal growth from its existing dealerships, as well as from strategic acquisitions, operates 110 franchises in 16 states and Puerto Rico. UnitedAuto dealerships sell new and used vehicles and market a complete line of aftermarket automotive products and services.
This press release contains forward-looking information, and actual results may materially vary from those expressed or implied herein. Factors, including economic conditions, manufacturer approvals, and acquisition risks that could affect these results, are described in reports and documents filed by UnitedAuto with the Securities and Exchange Commission.