UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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77024 |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company.
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events.
On April 7, 2020, Group 1 Automotive, Inc., a Delaware corporation (the “Company”), announced that due to the dramatic impact of the COVID-19 pandemic on the automotive retail market, and the displacement of so many of its employees, the Company is suspending its cash dividend and canceling its prior share repurchase authorization effective immediately, along with significantly reducing planned capital spending.
A copy of the press release announcing the suspension and cancellation is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits
Exhibit Index
Exhibit Number |
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Description |
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99.1 |
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Press Release of Group 1 Automotive, Inc., dated as of April 7, 2020. |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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 thereunto duly authorized.
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Group 1 Automotive, Inc. |
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Date: April 9, 2020 |
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By: |
/s/ Darryl M. Burman |
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Name: Darryl M. Burman |
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Title: Sr. Vice President |
Exhibit 99.1
FOR IMMEDIATE RELEASE
Group 1 Automotive Announces Additional Crisis Response Actions
Board Suspends Cash Dividend and Cancels Share Repurchase Authorization
HOUSTON, April 7, 2020 — Group 1 Automotive, Inc. (NYSE: GPI), (“Group 1” or the “Company”), an international, Fortune 500 automotive retailer, today announced that effective immediately, it is suspending its cash dividend and canceling its prior share repurchase authorization.
“Due to the dramatic impact of the COV-ID 19 pandemic on the auto retail market and the associated temporary displacement of so many of our valued employees, the Group 1 Automotive Board of Directors has decided to suspend the quarterly dividend and cancel our existing share repurchase authorization at this time,” said Earl J. Hesterberg, Group 1’s president and chief executive officer. “In addition, we have reviewed our planned capital expenditures and are making significant reductions to this year’s planned spending. These actions will further strengthen our balance sheet and provide additional resources during this period of market disruption,” added Hesterberg.
About Group 1 Automotive, Inc.
Group 1 owns and operates 186 automotive dealerships, 242 franchises, and 49 collision centers in the United States, the United Kingdom and Brazil that offer 31 brands of automobiles. Through its dealerships, the Company sells new and used cars and light trucks; arranges related vehicle financing; sells service contracts; provides automotive maintenance and repair services; and sells vehicle parts.
Investors please visit www.group1corp.com, www.group1auto.com, www.group1collision.com, www.facebook.com/group1auto, and www.twitter.com/group1auto, where Group 1 discloses additional information about the Company, its business, and its results of operations.
FORWARD-LOOKING STATEMENTS
This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, which are statements related to future, not past, events and are based on our current expectations and assumptions regarding our business, the economy and other future conditions. In this context, the forward-looking statements often include statements regarding our goals, plans, projections and guidance regarding our financial position, results of operations, market position, pending and potential future acquisitions and business strategy, and often contain words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “should,” “foresee,” “may” or “will” and similar expressions. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting us will be those that we anticipate. Any such forward-looking statements are not assurances of future performance and involve risks and uncertainties that may cause actual results to differ materially from those set forth in the statements. These risks and uncertainties include, among other things, (a) general economic and business conditions, (b) the level of manufacturer incentives, (c) the future regulatory environment, (d) our ability to obtain an inventory of desirable new and used vehicles, (e) our relationship with our automobile manufacturers and the willingness of manufacturers to approve future acquisitions, (f) our cost of financing and the availability of credit for consumers, (g) our ability to complete acquisitions and dispositions and the risks associated therewith, (h) foreign exchange controls and currency fluctuations, and (i) our ability to retain key personnel. For additional information regarding known material factors that could cause our actual results to differ from our projected results, please see our filings with the SEC, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. We
Page 1 of 2
Group 1 Automotive, Inc.
undertake no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise.
SOURCE: Group 1 Automotive, Inc.
Investor contacts:
Sheila Roth
Manager, Investor Relations
Group 1 Automotive, Inc.
713-647-5741 | sroth@group1auto.com
Media contacts:
Pete DeLongchamps
Senior V.P. Manufacturer Relations, Financial Services and Public Affairs
Group 1 Automotive, Inc.
713-647-5770 | pdelongchamps@group1auto.com
or
Clint Woods
Pierpont Communications, Inc.
713-627-2223 | cwoods@piercom.com
Page 2 of 2
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Document And Entity Information |
Apr. 07, 2020 |
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Cover [Abstract] | |
Document Type | 8-K |
Amendment Flag | false |
Document Period End Date | Apr. 07, 2020 |
Entity Registrant Name | Group 1 Automotive, Inc |
Entity Central Index Key | 0001031203 |
Entity Emerging Growth Company | false |
Entity File Number | 1-13461 |
Entity Incorporation, State or Country Code | DE |
Entity Tax Identification Number | 76-0506313 |
Entity Address, Address Line One | 800 Gessner |
Entity Address, Address Line Two | Suite 500 |
Entity Address, City or Town | Houston |
Entity Address, State or Province | TX |
Entity Address, Postal Zip Code | 77024 |
City Area Code | 713 |
Local Phone Number | 647-5700 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Title of each class | Common Stock, par value $0.01 per share |
Trading Symbol | GPI |
Name of each exchange on which registered | NYSE |