-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Ik0F9S2X6S625nyXn8DJ2DZ5oTLZm8E3fjlZO/8G5hzgOiF2J8bWGrxKLlW7lyNY qwEIiX0SmOhAz6fxV7WOgw== 0000950144-01-503423.txt : 20010612 0000950144-01-503423.hdr.sgml : 20010612 ACCESSION NUMBER: 0000950144-01-503423 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010611 GROUP MEMBERS: HUIZENGA H WAYNE GROUP MEMBERS: HUIZENGA INVESTMENTS, INC GROUP MEMBERS: HUIZENGA INVSTMTS. LTD. PRTNSH SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AUTONATION INC /FL CENTRAL INDEX KEY: 0000350698 STANDARD INDUSTRIAL CLASSIFICATION: REFUSE SYSTEMS [4953] IRS NUMBER: 731105145 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-40342 FILM NUMBER: 1658789 BUSINESS ADDRESS: STREET 1: 110 SE 6TH ST CITY: FT LAUDERDALE STATE: FL ZIP: 33301 BUSINESS PHONE: 9547696000 MAIL ADDRESS: STREET 1: 110 SE 6TH ST CITY: FT LAUDERDALE STATE: FL ZIP: 33301 FORMER COMPANY: FORMER CONFORMED NAME: REPUBLIC INDUSTRIES INC DATE OF NAME CHANGE: 19951215 FORMER COMPANY: FORMER CONFORMED NAME: REPUBLIC WASTE INDUSTRIES INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: REPUBLIC RESOURCES CORP DATE OF NAME CHANGE: 19900226 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HUIZENGA H WAYNE CENTRAL INDEX KEY: 0000917702 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 2215 YORK RD STREET 2: SUITE 600 CITY: OAKBROOK STATE: IL ZIP: 60521 BUSINESS PHONE: 6309902100 MAIL ADDRESS: STREET 1: 2215 YORK RD STREET 2: SUITE 600 CITY: OAKBROOK STATE: IL ZIP: 60521 SC 13D/A 1 g69169a5sc13da.txt AUTONATION, INC. AMENDMENT #5 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 5)* AutoNation, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, $.01 par value - -------------------------------------------------------------------------------- (Title of Class of Securities) 05329W102 -------------- (CUSIP Number) Jonathan L. Awner, Esq. Akerman, Senterfitt & Eidson, P.A. One Southeast Third Avenue Miami, Florida 33131 Tel. No. (305) 374-5600 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) May 7, 2001 ---------------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this statement because of Rule 13d-1(b)(3) or (4), check the following box: [ ] (Continued on following pages) 2 SCHEDULE 13D CUSIP NO. 05329W102 Page 2 of 12 Pages - ---------------------------- --------------------------- NAME OF REPORTING PERSONS/ 1 I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS H. Wayne Huizenga - -------------------------------------------------------------------------------- CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)[ ] 2 (b)[ ] - -------------------------------------------------------------------------------- SEC USE ONLY 3 - -------------------------------------------------------------------------------- SOURCE OF FUNDS 4 BK, OO - -------------------------------------------------------------------------------- CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED 5 PURSUANT TO ITEMS 2(d) or 2(e) [ ] - -------------------------------------------------------------------------------- CITIZENSHIP OR PLACE OF ORGANIZATION 6 United States of America - -------------------------------------------------------------------------------- SOLE VOTING POWER 7 NUMBER OF 32,141,482 SHARES -------------------------------------------- BENEFICIALLY SHARED VOTING POWER OWNED BY 8 EACH -0- REPORTING -------------------------------------------- PERSON SOLE DISPOSITIVE POWER WITH 9 32,141,482 -------------------------------------------- SHARED DISPOSITIVE POWER 10 -0- - -------------------------------------------------------------------------------- AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11 32,141,482 - -------------------------------------------------------------------------------- CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN 12 SHARES [ ] - -------------------------------------------------------------------------------- PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13 9.4% - -------------------------------------------------------------------------------- TYPE OF REPORTING PERSON* 14 IN - -------------------------------------------------------------------------------- 3 SCHEDULE 13D CUSIP NO. 05329W102 Page 3 of 12 Pages - ---------------------------- --------------------------- NAME OF REPORTING PERSONS 1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS Huizenga Investments Limited Partnership - -------------------------------------------------------------------------------- CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)[ ] 2 (b)[ ] - -------------------------------------------------------------------------------- SEC USE ONLY 3 - -------------------------------------------------------------------------------- SOURCE OF FUNDS* 4 BK, OO - -------------------------------------------------------------------------------- CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED 5 PURSUANT TO ITEMS 2(d) or 2(e) [ ] - -------------------------------------------------------------------------------- CITIZENSHIP OR PLACE OF ORGANIZATION 6 Nevada - -------------------------------------------------------------------------------- SOLE VOTING POWER 7 NUMBER OF 24,894,219 SHARES -------------------------------------------- BENEFICIALLY SHARED VOTING POWER OWNED BY 8 EACH -0- REPORTING -------------------------------------------- PERSON SOLE DISPOSITIVE POWER WITH 9 24,894,219 -------------------------------------------- SHARED DISPOSITIVE POWER 10 -0- - -------------------------------------------------------------------------------- AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11 24,894,219 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] - -------------------------------------------------------------------------------- PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13 7.4% - -------------------------------------------------------------------------------- TYPE OF REPORTING PERSON* 14 PN - -------------------------------------------------------------------------------- 4 SCHEDULE 13D CUSIP NO. 05329W102 Page 4 of 12 Pages - ---------------------------- --------------------------- NAME OF REPORTING PERSONS 1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS Huizenga Investments, Inc. - -------------------------------------------------------------------------------- CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)[ ] 2 (b)[ ] - -------------------------------------------------------------------------------- SEC USE ONLY 3 - -------------------------------------------------------------------------------- SOURCE OF FUNDS* 4 BK, OO - -------------------------------------------------------------------------------- CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED 5 PURSUANT TO ITEMS 2(d) or 2(e) [ ] - -------------------------------------------------------------------------------- CITIZENSHIP OR PLACE OF ORGANIZATION 6 Nevada - -------------------------------------------------------------------------------- SOLE VOTING POWER 7 NUMBER OF 24,894,219 SHARES -------------------------------------------- BENEFICIALLY SHARED VOTING POWER OWNED BY 8 EACH -0- REPORTING -------------------------------------------- PERSON SOLE DISPOSITIVE POWER WITH 9 24,894,219 -------------------------------------------- SHARED DISPOSITIVE POWER 10 -0- - -------------------------------------------------------------------------------- AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11 24,894,219 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] - -------------------------------------------------------------------------------- PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13 7.4% - -------------------------------------------------------------------------------- TYPE OF REPORTING PERSON* 14 CO - -------------------------------------------------------------------------------- 5 The Reporting Persons listed on the cover pages to this Schedule 13D hereby make the following statement (this "Statement") pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations promulgated thereunder. This Statement is an amendment to the Schedule 13D filed by H. Wayne Huizenga dated May 21, 1995, as amended by Amendment No. 1 dated July 17, 1995, as amended by Amendment No. 2 dated August 3, 1995, as amended by Amendment No. 3 dated October 27, 1995, as amended by Amendment No. 4 dated January 16, 1997 (taken together, the "Original Schedule 13D"). For further information regarding any of the items amended herein, reference is made to the Original Schedule 13D. Capitalized terms used herein and not defined have the meanings ascribed to them in the Original Schedule 13D. This Amendment No. 5 is filed to report a change in the percentage of Common Stock beneficially owned by the Reporting Persons, which has resulted primarily from changes in the aggregate outstanding Common Stock of the Issuer. There has been no material change in the aggregate amount of shares of Common Stock beneficially owned by the Reporting Persons as a result of acquisitions or dispositions by any of them. ITEM 2. IDENTITY AND BACKGROUND. The first paragraph of Item 2 of the Original Schedule 13D is hereby amended in its entirety as follows: This Statement is being filed jointly by H. Wayne Huizenga ("Mr. Huizenga"), Huizenga Investments Limited Partnership, a Nevada limited partnership ("HILP"), and Huizenga Investments, Inc., a Nevada corporation ("HII"). Mr. Huizenga's business address is 450 East Las Olas Blvd., Suite 1500, Fort Lauderdale, Florida 33301 and the business address of HILP and HII is P.O. Box 50102 Hendersen, Nevada 89016. Mr. Huizenga is the Chairman of the Board of the Issuer, which is the largest automotive retailer in the United States and which is headquartered at 110 S.E. 6th Street, Fort Lauderdale, Florida 33301. Mr. Huizenga is the sole shareholder of HII. HII's principal business is to serve as the sole general partner of HILP. HILP's principal business is to make, hold and manage certain of Mr. Huizenga's investments in publicly traded and other companies. Mr. Huizenga is a citizen of the United States of America. Page 5 of 12 Pages 6 ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. Item 3 of the Original Schedule 13D is hereby amended by adding the following paragraph: As a result of certain issuances of shares of Common Stock and a share repurchase program, both initiated by the Issuer, the total number of shares of Common Stock outstanding has fluctuated since Amendment No. 4 to Schedule 13D dated January 16, 1997, such that the Reporting Persons' percentage ownership has decreased. This Statement is being filed solely to report this change in the Reporting Persons' current percentage ownership. ITEM 4. PURPOSE OF TRANSACTION. Item 4 of the Original Schedule 13D is hereby amended by replacing the paragraph added to Item 4 in Amendment No. 4 with the following paragraph: See Item 3 for an explanation of the filing of this Schedule 13D amendment. None of the Reporting Persons or, to their knowledge, any other person named in Item 2, have any plans or proposals which relate to or would result in any of the events or transactions described in Item 4(a)-(j) of Schedule 13D. Page 6 of 12 Pages 7 ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. Item 5 of the Original Schedule 13D is hereby amended in its entirety as follows: (a) and (b) As of May 30, 2001, Mr. Huizenga may be deemed to beneficially own 32,141,482 shares of Common Stock, which includes 24,894,219 shares of Common Stock beneficially owned by HILP described below and 7,244,334 shares of Common Stock issuable to Mr. Huizenga upon exercise of employee stock options, representing in total approximately 9.4% of the outstanding shares of Common Stock, calculated in accordance with Rule 13d-3 under the Exchange Act (based on 335,710,073 shares of Common Stock issued and outstanding as of May 7, 2001, as reported by the Issuer in its Form 10-Q for the quarterly period ended March 31, 2001, filed with the Commission on May 14, 2001 plus the 7,244,334 issuable upon exercise of employee stock options which Mr. Huizenga may be deemed to beneficially own and which are deemed outstanding for purposes of this computation). Mr. Huizenga has the sole power to vote and the sole power to dispose of the 32,141,482 shares of Common Stock which he may be deemed to beneficially own. As of May 30, 2001, HILP may be deemed to beneficially own 24,894,219 shares of Common Stock, representing approximately 7.4% of the outstanding shares of Common Stock, calculated in accordance with Rule 13d-3 under the Exchange Act (based on 335,710,073 shares of Common Stock issued and outstanding as of May 7, 2001). HILP has the sole power to vote and the sole power to dispose of the 24,894,219 shares of Common Stock which it may be deemed to beneficially own. As of May 30, 2001, HII may be deemed to beneficially own the 24,894,219 shares of Common Stock beneficially owned by HILP described above. HII has the sole power to vote and the sole power to dispose of the 24,894,219 shares of Common Stock which it may be deemed to beneficially own. Page 7 of 12 Pages 8 Except as described below, as of May 30, 2001, none of the persons listed in Item 2 above (other than the Reporting Persons), individually or in the aggregate, beneficially owns more than 1% of the outstanding shares of Common Stock. Because the persons listed in Item 2 above (other than the reporting persons) are either officers or directors of HII, they each may be deemed, pursuant to Rule 13d-3 under the Exchange Act, to be the beneficial owner of the 24,894,219 shares of Common Stock beneficially owned by HILP and HII described above. Each of such persons disclaims beneficial ownership of any of the 24,894,219 shares of Common Stock owned by HILP and HII. (c) There have been no transactions in any securities of the Issuer affected by Mr. Huizenga, HII, HILP or, to the knowledge of the Reporting Persons, any other person listed in Item 2, during the past 60 days. Page 8 of 12 Pages 9 SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. /s/ H. Wayne Huizenga --------------------------------------------- H. WAYNE HUIZENGA Dated: June 11, 2001 Page 9 of 12 Pages 10 SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. HUIZENGA INVESTMENTS LIMITED PARTNERSHIP, a Nevada limited partnership By: Huizenga Investments, Inc., a Nevada corporation, as general partner By:/s/ Cris V. Branden ------------------------------------- Cris V. Branden Authorized Officer Dated: June 11, 2001 Page 10 of 12 Pages 11 SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. HUIZENGA INVESTMENTS, INC., a Nevada corporation By: /s/ Cris V. Branden ---------------------------------------- Cris V. Branden Authorized Officer Dated: June 11, 2001 Page 11 of 12 Pages 12 INDEX TO EXHIBITS NUMBER EXHIBIT - ------ ------- 1* Joint Filing Agreement among Mr. H. Wayne Huizenga, Huizenga Investments Limited Partnership and Huizenga Investments, Inc. - --------------------------- * previously filed Page 12 of 12 Pages -----END PRIVACY-ENHANCED MESSAGE-----