BLOOMFIELD HILLS, Mich., Jan 23, 2006 (BUSINESS WIRE) -- United Auto Group, Inc. (NYSE: UAG) today announced that
it intends to offer $250 million aggregate principal amount of fixed
rate convertible senior subordinated notes due 2026 (the "Convertible
Notes") in a private offering to qualified institutional buyers under
Rule 144A of the Securities Act of 1933, subject to market and other
conditions. The Convertible Notes will be convertible into shares of
UnitedAuto common stock, all or a portion of which will be settled in
cash. UnitedAuto expects to grant an over-allotment option to the
initial purchasers for an additional $50 million aggregate principal
amount of Convertible Notes. The Convertible Notes are expected to be
redeemable by the Company on or after April 6, 2011. Holders of the
Convertible Notes are expected to be able to require UnitedAuto to
repurchase their Convertible Notes on April 1, 2011, or each
subsequent five year anniversary until April 1, 2026, or upon the
occurrence of certain events.
The Company intends to use the net proceeds from the Convertible
Notes to repay existing long term debt under its U.S. revolving senior
credit facility, which may be re-borrowed, and to purchase
simultaneously with the offering up to 500,000 shares of its common
This press release is neither an offer to sell nor a solicitation
of an offer to buy the Convertible Notes, nor shall there be any sale
of these notes in any state or jurisdiction in which such an offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such state or
The securities offered and the common stock issuable upon
conversion of the Convertible Notes have not been registered under the
Securities Act, or the securities laws of any other jurisdiction and
may not be offered or sold in the United States absent registration or
an applicable exemption from registration requirements. The offering
is being made to qualified institutional buyers pursuant to Rule 144A
under the Securities Act.
United Auto Group, Inc., headquartered in Bloomfield Hills,
Michigan, operates 278 retail automotive franchises, representing 40
different brands, and 27 collision repair centers. UnitedAuto, 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 171 franchises in 19 states
and Puerto Rico and 107 franchises located internationally, primarily
in the United Kingdom. UnitedAuto is a member of the Fortune 500 and
Russell 2000, and has approximately 13,800 employees.
Statements in this press release involve forward-looking
statements, including forward-looking statements pertaining to
completion of the proposed transaction on the terms described above.
Actual results may vary materially because of risks and uncertainties,
including external factors such as interest rate fluctuations, changes
in consumer spending, economic conditions and other factors over which
management has no control. These forward-looking statements should be
evaluated together with additional information about UnitedAuto's
business, markets, conditions and other uncertainties which could
affect UnitedAuto's future performance, which is contained in
UnitedAuto's Form 10-K for the year ended December 31, 2004, its Form
8-K filed on the date hereof and its other filings with the Securities
and Exchange Commission. This press release speaks only as of its date
and UnitedAuto disclaims any duty to update the information herein.
SOURCE: United Auto Group, Inc.
United Auto Group, Inc.
Jim Davidson, 201-325-3303
Tony Pordon, 248-648-2540