8-K 1 h01392e8vk.txt GROUP 1 AUTOMOTIVE, INC. - DATED 11/14/2002 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): NOVEMBER 14, 2002 GROUP 1 AUTOMOTIVE, INC. (Exact name of registrant as specified in its charter) DELAWARE 001-13461 76-0506313 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 950 ECHO LANE, SUITE 100 HOUSTON, TEXAS 77024 (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (713) 647-5700 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits 99.1 Press Release of Group 1 Automotive, Inc. dated as of November 14, 2002, announcing the authorization of an increase of its stock repurchase program. ITEM 9. REGULATION FD DISCLOSURE On November 14, 2002, the Company issued a press release announcing authorization by the Board of Directors to increase the Company's common stock repurchase up to $42.7 million. Subject to market conditions, repurchases may be effected from time to time through solicited or unsolicited transactions in the market or in privately negotiated transactions. No limit was placed on the duration of the repurchase program. Subject to applicable securities laws, purchase decisions will be made by management of the Company based upon market conditions and other factors. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. In accordance with General Instruction B.2. of Form 8-K, the information contained in such press releases shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such a filing. 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. Group 1 Automotive, Inc. November 14, 2002 By: /s/Scott L. Thompson ------------------------- -------------------------------------------- Date Scott L. Thompson, Executive Vice President Chief Financial Officer and Treasurer INDEX TO EXHIBITS
Exhibit No. Description ----------- ----------- 99.1 Press Release of Group 1 Automotive, Inc. dated as of November 14, 2002, announcing the authorization of an increase of its stock repurchase program.