SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): MARCH 13, 2002
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UNITED AUTO GROUP, INC.
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(Exact Name of Registrant as Specified in its Charter)
DELAWARE 1-12297 22-3086739
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(State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification Number)
13400 OUTER DRIVE WEST 48239
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DETROIT, MI (Including Zip Code)
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(Address of Principal Executive Offices)
313-592-7311
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(Registrant's Telephone Number, Including Area Code)
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
EXHIBIT 99.1 - Press Release of United Auto Group, Inc. (the "Company"), dated
March 13, 2002.
ITEM 9. REGULATION FD DISCLOSURE
On March 13, 2002, United Auto Group, Inc. issued a press release announcing
that after the close of business on March 12, 2002, it commenced a public
offering of 6,000,000 shares of its common stock, par value $0.0001 per share,
at $22.00 per share. Of the shares being offered, three million will be sold by
the Company and three million will be sold by certain selling stockholders, some
of whom have also granted the underwriters an option to purchase up to an
additional 900,000 shares of common stock to cover over-allotments, if any. The
Company also announced that it completed the sale, in a private placement
pursuant to Rule 144A and Regulation S under the Securities Act of 1933, of $300
million of Senior Subordinated Notes due 2012. The Notes carry a coupon rate of
9 5/8 percent and have been rated B3 by Moody's Investor Service and B by
Standard & Poor's. A copy of the press release is attached hereto as Exhibit
99.1 and incorporated by reference herein.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: March 13, 2002 UNITED AUTO GROUP, INC.
By: /s/ Robert H. Kurnick, Jr.
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ROBERT H. KURNICK, JR.
Its: EXECUTIVE VICE PRESIDENT
EXHIBIT INDEX
EXHIBIT DESCRIPTION OF EXHIBIT SEQUENTIAL PAGE
NUMBER NUMBER
EXHIBIT 99.1 Press Release of United
Auto Group, Inc., dated
March 13, 2002