FORT LAUDERDALE, Fla., March 10 /PRNewswire-FirstCall/ -- AutoNation, Inc.
(NYSE: AN), America's largest automotive retailer, announced today that it has
commenced an offer to purchase for cash any and all of its outstanding 9%
senior notes due 2008 in an aggregate principal amount of $323.5 million. In
connection with the offer, holders of the notes are being solicited to provide
consents to certain amendments to the indenture for the notes that would
eliminate most of the restrictive covenants and events of default contained in
the indenture. The Company previously announced its intention to commence the
offer on March 7, 2006.
The consent solicitation will expire at 5:00 p.m., New York City time, on
March 24, 2006 (the "Consent Deadline"), and the offer will expire at
10:00 a.m., New York City time, on April 12, 2006, in each case unless
extended by the Company.
As described in more detail in the offer to purchase and consent
solicitation that will be distributed to note holders promptly, the total
consideration for each $1,000 principal amount of notes validly tendered and
accepted for purchase by AutoNation will be calculated, in accordance with
standard market practice, five business days prior to the expiration of the
offer based upon a fixed spread of 50 basis points over the bid side yield on
the 4.125% U.S. Treasury Note due August 15, 2008. The foregoing total
consideration for the notes includes a consent payment equal to $30 per
$1,000 principal amount of notes tendered. Holders must validly tender their
notes on or before the Consent Deadline in order to be eligible to receive the
total consideration, which includes the consent payment. Holders who validly
tender their notes after the Consent Deadline and before the expiration of the
offer will only be eligible to receive an amount equal to the total
consideration minus the consent payment. Additionally, holders whose notes are
purchased pursuant to the offer will receive any accrued but unpaid interest
up to but not including the payment date for the notes.
Completion of the offer and consent solicitation is subject to the
satisfaction of certain conditions, including, but not limited to, receipt of
valid tenders and consents from at least a majority in principal amount of
outstanding notes and receipt of debt financing in an amount that, with
existing cash, will be sufficient to purchase the notes tendered in the offer
and the shares tendered in the concurrent cash tender offer to purchase
50 million shares of the Company's common stock at a price of $23 per share.
The offer and consent solicitation may be amended, extended or, under certain
conditions, terminated.
The information agent for the offer and consent solicitation is Innisfree
M&A Incorporated. The depositary for the offer is Wells Fargo Bank, N.A. The
dealer managers for the offer are J.P. Morgan Securities, Inc.
((212) 270-7407, call collect) and Wachovia Securities ((704) 715-8341, call
collect).
The offer to purchase and consent solicitation statement, letter of
transmittal and consent and related documents will be distributed to
noteholders promptly. Noteholders with questions or who would like additional
copies of the offer documents may call the information agent, Innisfree M&A
Incorporated, toll-free at (877) 825-8631. (Banks and brokers may call
collect at (212) 750-5833.)
AutoNation, Inc., headquartered in Fort Lauderdale, Fla., is America's
largest automotive retailer and a component of the Standard and Poor's
500 Index. AutoNation has approximately 27,000 full-time employees and owns
and operates 346 new vehicle franchises in 17 states.
This press release is for informational purposes only and does not
constitute an offer to buy or the solicitation of an offer to sell the
Company's 9% senior notes due 2008. The offer and the consent solicitation are
being made only pursuant to the offer to purchase and consent solicitation
statement, letter of transmittal and consent and related materials that the
Company will be distributing to noteholders promptly. Noteholders and
investors should read carefully the offer to purchase and consent solicitation
statement, letter of transmittal and consent and related materials because
they contain important information, including the various terms of and
conditions to, the offer and the consent solicitation.
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 long-term growth targets.
SOURCE AutoNation, Inc.
-0- 03/10/2006
/CONTACT: Marc Cannon, AutoNation, Inc., +1-954-769-3146, or
cannonm@autonation.com/
/Photo: http://www.newscom.com/cgi-bin/prnh/20001017/AUTONATIONLOGO
AP Archive: http://photoarchive.ap.org
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/Web site: http://corp.autonation.com /
(AN)
CO: AutoNation, Inc.
ST: Florida
IN: AUT FIN
SU: OFR
AC-CF
-- FLF006 --
1561 03/10/2006 08:30 EST http://www.prnewswire.com