-----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, BqUrZd3ueSB9slloxW1NUcbvLxw7E585yMwH5vrD2itYsO80LPw7Ytvn0qmwHkzv kasfHoNyCrZ33JuEViCnBA== 0001362310-07-003270.txt : 20071206 0001362310-07-003270.hdr.sgml : 20071206 20071206163053 ACCESSION NUMBER: 0001362310-07-003270 CONFORMED SUBMISSION TYPE: 424B7 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20071206 DATE AS OF CHANGE: 20071206 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PENSKE AUTOMOTIVE GROUP, INC. CENTRAL INDEX KEY: 0001019849 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] IRS NUMBER: 223086739 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B7 SEC ACT: 1933 Act SEC FILE NUMBER: 333-134170 FILM NUMBER: 071289833 BUSINESS ADDRESS: STREET 1: 2555 TELEGRAPH RD CITY: BLOOMFIELD HILLS STATE: MI ZIP: 48302-0954 BUSINESS PHONE: 248-648-2500 MAIL ADDRESS: STREET 1: 2555 TELEGRAPH RD CITY: BLOOMFIELD HILLS STATE: MI ZIP: 48302-0954 FORMER COMPANY: FORMER CONFORMED NAME: UNITED AUTO GROUP INC DATE OF NAME CHANGE: 19960726 424B7 1 c71735e424b7.htm 424(B)(7) Filed by Bowne Pure Compliance
 

     
PROSPECTUS SUPPLEMENT NO. 7
  Filed Pursuant to Rule 424(b)(7)
(TO PROSPECTUS DATED MAY 16, 2006)
  Registration No. 333-134170
$375,000,000
PENSKE AUTOMOTIVE GROUP, INC.
3.5% CONVERTIBLE SENIOR SUBORDINATED NOTES DUE 2026
SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION OF THE NOTES
This prospectus supplement no. 7 supplements and amends the prospectus dated May 16, 2006 (as so supplemented and amended, the “prospectus”), relating to the resale from time to time by certain selling security holders of our 3.5% Convertible Senior Subordinated Notes due 2026 and shares of our common stock issuable upon conversion of the notes.
This prospectus supplement should be read in conjunction with and accompanied by the prospectus and is qualified by reference to the prospectus, except to the extent that the information in this prospectus supplement supersedes the information contained in the prospectus.
The information appearing in the table below, which is based on information provided by or on behalf of the named selling security holders, supplements and amends the information in the table appearing under the heading “Selling Security Holders” in the prospectus. The percentage of notes outstanding beneficially owned by each selling security holder is based on $375,000,000 aggregate initial principal amount of notes outstanding. The number of shares of common stock owned prior to the offering excludes shares of common stock issuable upon conversion of the notes.
                                 
    Convertible Notes     Common Stock  
    Principal Amount of                    
    Convertible Notes     Percentage of     Number of     Number of  
    Beneficially Owned     Notes     Shares     Shares  
    and Offered Hereby     Outstanding     Owned     Offered  
Scott & Stringfellow, Inc.
  $ 125,000       *       0       0 **
*   Less than one percent of the notes outstanding.
 
**   The number of shares of common stock offered hereby is calculable based on the conversion rate applicable to the notes at a point in time and is presently equivalent to 42.2052 shares of common stock per $1,000 principal amount of notes and a cash payment in lieu of any fractional share.
Investing in the notes and the underlying shares of common stock involves significant risks. See “Risk Factors” beginning on page 2 of the prospectus.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the accuracy or adequacy of this prospectus supplement or the prospectus. Any representation to the contrary is a criminal offense.
The date of this prospectus supplement is December 6, 2007.

 

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