-----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, He4AyCMccm6rddTX/G7+xSay175bd2pQFy6RYmpzQHGC56KX4kovFsTuzJnzCxLa 6RibzrYXWwNad5ICkAqjyA== 0001193125-03-084994.txt : 20031121 0001193125-03-084994.hdr.sgml : 20031121 20031121114353 ACCESSION NUMBER: 0001193125-03-084994 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031121 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20031121 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SONIC AUTOMOTIVE INC CENTRAL INDEX KEY: 0001043509 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] IRS NUMBER: 562010790 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13395 FILM NUMBER: 031017127 BUSINESS ADDRESS: STREET 1: 5401 EAST INDEPENDENCE BLVD STREET 2: PO BOX 18747 CITY: CHARLOTTE STATE: NC ZIP: 28212 BUSINESS PHONE: 7045323354 MAIL ADDRESS: STREET 1: 5401 EAST INDEPENDENCE BLVD CITY: CHARLOTTE STATE: NC ZIP: 28212 8-K 1 d8k.htm FORM 8-K Form 8-K

 

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 21, 2003

 


 

SONIC AUTOMOTIVE, INC.

(Exact Name of Registrant as Specified in Charter)

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

1-13395   56-201079
(Commission File Number)   (I.R.S. Employer Indentification No.)

 

5401 E. Independence Boulevard, Charlotte, North Carolina   28212
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (704) 566-2400

 



Item 9.   Regulation FD Disclosure

 

On November 21, 2003, we issued a press release announcing the completion of a private offering of $75.0 million aggregate principal amount of 8  5/8% Senior Subordinated Notes due 2013.

 

A copy of the press release is attached hereto as Exhibit 99.1.

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this current report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

 

SONIC AUTOMOTIVE, INC.

By:  

/s/    Stephen K. Coss        

 
   

Stephen K. Coss

Vice President and General Counsel

 

Dated: November 21, 2003

 

2

EX-99.1 3 dex991.htm PRESS RELEASE Press Release

Exhibit 99.1

 

FOR IMMEDIATE RELEASE

 

Sonic Automotive Completes Private Offering of $75 Million in Senior Subordinated Notes

 

CHARLOTTE, NC (November 21, 2003) – Sonic Automotive, Inc. (NYSE: SAH) announced today that it completed the previously announced private placement of $75 million of 8  5/8% senior subordinated notes due 2013 to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Act”) and to other eligible purchasers in offshore transactions pursuant to Regulation S under the Act. The notes were issued at 105% of par with an 8  5/8% coupon, to yield 7  9/10%. The net proceeds of the offering were used to repay a portion of indebtedness outstanding under the existing revolving credit facility which may be reborrowed for general corporate purposes, including to fund previously announced acquisitions that are expected to close in 2004.

 

This announcement is neither an offer to sell nor a solicitation of an offer to buy any of the senior subordinated notes due 2013 or any other security of the Company. The senior subordinated notes due 2013 that were issued on November 19, 2003 have not been registered under the Act or applicable state securities laws, and were offered to qualified institutional buyers in reliance on the exemption from registration provided by Rule 144A and other eligible purchasers pursuant to offers and sales that occurred outside the United States within the meaning of Regulation S under the Act. Unless so registered, the senior subordinated notes due 2013 issued may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Act and applicable state securities laws.

 

Included herein are forward-looking statements, including statements with respect to anticipated acquisitions. There are many factors that affect management’s views about future events and trends of the Company’s business. These factors involve risk and uncertainties that could cause actual results or trends to differ materially from management’s view, including without limitation, economic conditions, risks associated with acquisitions and the risk factors described in Exhibit 99.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2003 filed with the Securities and Exchange Commission. The Company does not undertake any obligation to update forward-looking information.

 

Contact:   

E. Lee Wyatt, Chief Financial Officer of Sonic Automotive, Inc., (704) 566-2415.

J. Todd Atenhan, Investor Relations of Sonic Automotive, Inc., (888) 766-4218.

Bill Steers, Media Relations of Sonic Automotive, Inc., (888) 766-4219.

 

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