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): FEBRUARY 5, 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 (Commission (IRS Employer
Jurisdiction of Incorporation) File Number) 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
(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
February 5, 2002.
ITEM 9. REGULATION FD DISCLOSURE
On February 5, 2002, United Auto Group, Inc. issued a press release announcing
that it proposes to file a registration statement with the Securities and
Exchange Commission for an underwritten public offering of up to $150 million of
its common stock, par value $.0001 per share, of which the Company expects to
sell $75 million of newly-issued shares of common stock and selling stockholders
expect to sell the remaining shares in the offering. The Company also announced
a proposed private offering of up to $200 million aggregate principal amount of
senior subordinated notes pursuant to Regulation S and Rule 144A of the
Securities Act of 1933, as amended. 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: February 5, 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 SEQUENTIAL
NUMBER OF EXHIBIT PAGE NUMBER
EXHIBIT 99.1 Press Release of United
Auto Group, Inc., dated
February 5, 2002