-----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, HHIdUtCZMSpDB1QOmHsUZbyy50q4lb8UVEiNKrh/5fAdtFTNMUzaXM/OcyrIx3S3 kBu6iVVIw94pGoz7TqJk7g== 0001116502-02-001570.txt : 20021025 0001116502-02-001570.hdr.sgml : 20021025 20021024175506 ACCESSION NUMBER: 0001116502-02-001570 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20021024 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20021025 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AUTONATION INC /FL CENTRAL INDEX KEY: 0000350698 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] IRS NUMBER: 731105145 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13107 FILM NUMBER: 02797812 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 RESOURCES CORP DATE OF NAME CHANGE: 19900226 FORMER COMPANY: FORMER CONFORMED NAME: REPUBLIC WASTE INDUSTRIES INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: REPUBLIC INDUSTRIES INC DATE OF NAME CHANGE: 19951215 8-K 1 autonation-8k.txt CURRENT REPORT 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) October 24, 2002 ---------------- AUTONATION, INC. ---------------------------------------------------- (Exact Name Of Registrant As Specified In Its Charter) DELAWARE 1-13107 73-1105145 ----------------------------------------------------------------- (State Or Other Jurisdiction (Commission (IRS Employer Of Incorporation) File Number) Identification No.) 110 S.E. 6th Street Ft. Lauderdale, Florida 33301 ----------------------------------------------------------- (Address Of Principal Executive Offices, Including Zip Code) Registrant's Telephone Number, Including Area Code (954) 769-6000 -------------- ---------------------------------------------------- (Former Name Or Former Address, If Changed Since Last Report) ITEM 5. Other Events. On October 24, 2002, AutoNation, Inc. (the "Company") issued a press release announcing that it has commenced a consent solicitation from holders of its $450,000,000 of 9% Senior Notes due 2008 (the "Notes") to amend the Indenture governing the Notes. The purpose of the proposed amendment is to increase by $400 million the Company's capacity to make restricted payments under the terms of the Indenture, including payments for the repurchase of the Company's common stock. A copy of the press release is attached as an exhibit hereto and incorporated herein by reference. ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits 99.1 Press Release of AutoNation, Inc., dated October 24, 2002. 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. AUTONATION, INC. ------------------ (Registrant) By: /s/ Jonathan P. Ferrando -------------------------------------- Jonathan P. Ferrando Senior Vice President, General Counsel and Secretary Dated: October 24, 2002 INDEX TO EXHIBITS Exhibit Exhibit Number Description - ------ ----------- 99.1 Press Release of AutoNation, Inc., dated October 24, 2002. EX-99.1 3 press-release.txt PRESS RELEASE EXHIBIT 99.1 FOR IMMEDIATE RELEASE CONTACT: OSCAR SURIS (954) 769-3576 SURISO@AUTONATION.COM AUTONATION ANNOUNCES COMMENCEMENT OF CONSENT SOLICITATION TO SEEK AMENDMENT TO TERMS OF ITS 9% SENIOR NOTES DUE 2008 FORT LAUDERDALE, FLA. (OCTOBER 24, 2002) --- AUTONATION, INC. (NYSE: AN), America's largest retailer of both new and used vehicles, announced today it has commenced the solicitation of consents from holders of its $450,000,000 of 9% Senior Notes due 2008 (the "Notes") to amend the Indenture governing the Notes. The purpose of the proposed amendment is to increase by $400 million the Company's capacity to make restricted payments under the terms of the Indenture, including payments for the repurchase of the Company's common stock. For a complete statement of the terms and conditions of the consent solicitation and of the proposed amendment to the Indenture, holders of the Notes should refer to the Consent Solicitation Statement dated October 24, 2002, which is being sent by the Company to all holders of the Notes as of October 23, 2002, the record date for the solicitation. The consent solicitation is conditioned on the receipt of consents from holders of at least a majority in aggregate principal amount of the outstanding Notes and other customary conditions. The consent solicitation will expire at 5 p.m., Eastern Time, on November 6, 2002, unless extended. Serving as Lead Solicitation Agent is Banc of America Securities LLC ("BAS"), along with J.P. Morgan Securities Inc. and Wachovia Securities serving as Co-Solicitation Agents. Questions regarding the consent solicitation may be directed to BAS at 888-292-0070 (toll free) or 704-388-4813 (collect). Innisfree M&A Incorporated is serving as Information Agent in connection with the consent solicitation. Requests for assistance in delivering consents or for additional copies of the Consent Solicitation Statement should be directed to the Information Agent at 888-750-5834 (toll free for Note holders) or 212-750-5833 (banks and brokers call collect). Wells Fargo Bank Minnesota, National Association, is serving as Tabulation Agent for the consent solicitation. ABOUT AUTONATION, INC. - ---------------------- AutoNation, Inc., headquartered in Fort Lauderdale, Fla., is America's largest retailer of both new and used vehicles. Ranked #101 on the 2002 Fortune 500, AutoNation employs approximately 30,000 people and owns and operates 372 new vehicle franchises in 17 states. Additional information is available in the "About AutoNation, Inc." section of www.AutoNation.com, where consumers can find more than 88,000 vehicles available for sale, or at corp.AutoNation.com. --MORE-- CONSENT SOLICITATION PAGE TWO FORWARD-LOOKING STATEMENTS - -------------------------- Certain statements and information included in this release constitute "forward-looking statements" within the meaning of the Federal Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied in such forward-looking statements. Additional discussion of factors that could cause actual results to differ materially from management's projections, estimates and expectations is contained in the Company's SEC filings. The Company undertakes no duty to update its forward-looking statements, including its earnings outlook. # -----END PRIVACY-ENHANCED MESSAGE-----