SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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):
July 19, 2004
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Asbury Automotive Group, Inc.
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
5511 01-0609375
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(Commission File Number) (IRS Employer Identification No.)
622 Third Avenue, 37th Floor 10017
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(Address of principal executive offices) (Zip Code)
(212) 885-2500
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(Registrant's telephone number, including area code)
None
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(Former name or former address, if changed since last report)
Item 5. Other Events and Regulation FD Disclosure
The registrant hereby files the press release attached hereto as
Exhibit 99.1.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
Exhibit No. Description
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99.1 Press Release dated July 19, 2004.
The registrant issued a press release on July 19, 2004, announcing that it would
not proceed with the proposed secondary offering of the registrant's common
stock previously announced on January 22, 2004, and that the registrant has
withdrawn the registration statement relating to such proposed secondary
offering, originally filed with the Securities and Exchange Commission on
January 22, 2004, which press release is attached hereto as Exhibit 99.1.
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.
ASBURY AUTOMOTIVE GROUP, INC.
Date: July 19, 2004 By: /s/ Kenneth B. Gilman
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Name: Kenneth B. Gilman
Title: President and Chief Executive Officer
EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release dated July 19, 2004
Investors May Contact:
Stacey Yonkus
Director, Investor Relations
(212) 885-2512
syonkus@asburyauto.com
Reporters May Contact:
David Shein
RFBinder Partners
(212) 994-7514
david.shein@rfbinder.com
Asbury Automotive Group Withdraws Secondary Stock Offering
New York, NY, July 19, 2004 - Asbury Automotive Group, Inc. (NYSE: ABG), one of
the largest automotive retail and service companies in the U.S., today announced
that it would not proceed with a proposed secondary offering of its common
stock. The Company has withdrawn the registration statement that it filed with
the Securities and Exchange Commission.
In the offering, a majority of the shares were to have been sold by Asbury
Automotive Holdings L.L.C., a controlled affiliate of Ripplewood Investments
L.L.C., with the remainder offered by certain other stockholders. The Company
would not have received any proceeds from the offering.
President and CEO Kenneth B. Gilman said, "In light of the current valuation of
Asbury's common stock, the selling shareholders have decided against an offering
at this time. Based on expectations for the remainder of the year, with Asbury
trading at a multiple of only seven times the current year consensus earnings
estimate, the selling shareholders believe present valuation levels do not
reflect the inherent growth potential the business affords."
About Asbury Automotive Group
Asbury Automotive Group, Inc., headquartered in New York City, is one of the
largest automobile retailers in the U.S., with 2003 revenues of $4.8 billion.
Built through a combination of organic growth and a series of strategic
acquisitions, Asbury now operates through nine geographically concentrated,
individually branded "platforms." These platforms currently operate 100 retail
auto stores, encompassing 139 franchises for the sale and servicing of 36
different brands of American, European and Asian automobiles. Asbury believes
that its product mix contains a higher proportion of the more desirable luxury
and mid-line import brands than most public automotive retailers. The Company
offers customers an extensive range of automotive products and services,
including new and used vehicle sales and related financing and insurance,
vehicle maintenance and repair services, replacement parts and service
contracts.
Forward Looking Statements
This press release contains "forward-looking statements" as that term is defined
in the Private Securities Litigation Reform Act of 1995. The forward-looking
statements include statements relating to goals, plans, projections and guidance
regarding the Company's financial position, results of operations, market
position, product development, pending and potential future acquisitions and
business strategy. These statements are based on management's current
expectations and involve significant risks and uncertainties that may cause
results to differ materially from those set forth in the statements. These risks
and uncertainties include, among other things, market factors, the Company's
relationships with vehicle manufacturers and other suppliers which could cause,
among other things, acquisitions under contract or letters of intent to fail,
risks associated with the Company's substantial indebtedness, risks related to
pending and potential future acquisitions, general economic conditions both
nationally and locally and governmental regulations and legislation. There can
be no guarantees that the Company's plans for future operations will be
successfully implemented or that they will prove to be commercially successful.
These and other risk factors are discussed in the Company's annual report on
Form 10-K and in its other filings with the Securities and Exchange Commission.
We undertake no obligation to publicly update any forward-looking statement,
whether as a result of new information, future events or otherwise.