-----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, G7h4PZU3qo2TBmud4XP1d4rSjPyEiOAFx5iFHstr0q5efxFtTzgJON+4nljohR4L Wkt2QMmgXGEdVc4U5jFIzQ== 0000950144-99-014019.txt : 19991215 0000950144-99-014019.hdr.sgml : 19991215 ACCESSION NUMBER: 0000950144-99-014019 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991213 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19991214 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AUTONATION INC /FL CENTRAL INDEX KEY: 0000350698 STANDARD INDUSTRIAL CLASSIFICATION: REFUSE SYSTEMS [4953] IRS NUMBER: 731105145 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-13107 FILM NUMBER: 99773786 BUSINESS ADDRESS: STREET 1: 110 SE 6TH ST CITY: FT LAUDERDALE STATE: FL ZIP: 33301 BUSINESS PHONE: 9547696000 MAIL ADDRESS: STREET 1: 110 SE 6TH ST CITY: FT LAUDERDALE STATE: FL ZIP: 33301 FORMER COMPANY: FORMER CONFORMED NAME: REPUBLIC INDUSTRIES INC DATE OF NAME CHANGE: 19951215 FORMER COMPANY: FORMER CONFORMED NAME: REPUBLIC WASTE INDUSTRIES INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: REPUBLIC RESOURCES CORP DATE OF NAME CHANGE: 19900226 8-K 1 AUTONATION, INC. 1 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) December 13, 1999 ----------------- AUTONATION, INC. ---------------- (Exact name of registrant as specified in its charter) Delaware -------- (State or other jurisdiction of incorporation) 1-13107 73-1105145 ------- ---------- (Commission (IRS Employer File Number) Identification No.) 110 SE 6th Street 33301 Ft. Lauderdale, FL ----- ------------------------ (Zip Code) (Address of principal executive offices) Registrant's telephone number, including area code (954) 769-6000 -------------- N.A. ------------------------------------------------------------ (Former name or former address, if changed since last report) 2 ITEM 5. OTHER EVENTS. On December 13, 1999, AutoNation, Inc. (the "Company") issued a press release announcing the Company's decision to exit the used vehicle megastore category by immediately closing 23 of its used vehicle megastores and integrating six others with new vehicle franchises. The Company also announced that the costs associated with the store closures along with previously announced workforce reductions and other corporate restructuring would result in a $430 to $490 million pre-tax charge to earnings to be recorded in the fourth quarter. The Company also commented on its expected fourth quarter results of operations. The Company also announced that the Board of Directors authorized the repurchase of an additional $500 million of the Company's common stock pursuant to the Company's share repurchase program. A copy of the press release is attached to this Form 8-K as Exhibit 99.1 and is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (a) Not applicable (b) Not applicable (c) Exhibits. EXHIBIT NO. DESCRIPTION ----------- ----------- 99.1 Press Release of the Company dated December 13, 1999 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. AUTONATION, INC. Date: December 13, 1999 /s/ MICHAEL J. JACKSON -------------------------- Michael J. Jackson, Chief Executive Officer 4 INDEX OF EXHIBITS EXHIBIT NUMBER EXHIBIT DESCRIPTION - -------------- ------------------- 99.1 Press Release of the Company dated December 13, 1999 2 EX-99.1 2 PRESS RELEASE DATED 12/13/1999 1 EXHIBIT 99.1 AUTONATION TO CLOSE USED VEHICLE MEGASTORES; COMPANY TO TAKE $430-$490 MILLION PRE-TAX CHARGE IN FOURTH QUARTER Board Approves Additional $500 Million Share Repurchase FORT LAUDERDALE, Fla., Dec. 13 /PRNewswire/ -- AutoNation, Inc. (NYSE: AN - news) today announced that it will exit the used vehicle megastore category by immediately closing 23 of its megastores and integrating six others with new vehicle franchises. Eight megastores have already been integrated with new vehicle franchises. AutoNation said the megastore closures will result in the elimination of approximately 1,800 positions. The Company said the costs associated with the megastore closures, a previously announced workforce reduction at its corporate headquarters, and other corporate restructuring, will result in a pre-tax charge to earnings of between $430 and $490 million, which the Company will record in the fourth quarter. AutoNation also announced that it expects 1999 fourth quarter earnings from continuing operations, before the pre-tax charge, to be approximately $0.10 per share, versus analysts' consensus estimate of $0.19 for the quarter. The shortfall in the quarter is attributed to poor performance at the Company's used vehicle megastores, and higher selling, general, and administrative expenses. AutoNation Chief Executive Officer Michael J. Jackson, said, "Our focus now is on improving our operating margins and on creating a unique and branded customer experience in our new vehicle franchises, which are now AutoNation's sole business focus. By closing the megastores and implementing SG&A reductions, we have taken the necessary steps to ensure the long-term success of AutoNation." Mr. Jackson emphasized that AutoNation's 409 automotive retail franchises, which sell new and used vehicles under a wide range of regional brand names, are not impacted by the decision to close the 23 megastores. He added that AutoNation will continue to honor its warranty and service obligations for AutoNation megastore customers by welcoming them into the company's automotive retail franchises. He said the company is sending specific information in this regard to each of its megastore customers. The Company also announced that its Board of Directors today authorized the repurchase of an additional $500 million of common stock under the Company's share repurchase program. The Company has repurchased approximately $1.2 billion of its common stock since August, 1998. The Company also said it expects to set a record date in January, 2000 as it relates to the tax-free dividend of shares of ANC Rental Corporation. The Company said it expects the distribution will be completed by the end of February, 2000, and that the distribution will be at a ratio of one share of ANC Rental Corporation for every six to eight shares of AutoNation. AutoNation, Inc. is America's largest automotive retailer, with 409 automotive retail franchises in 19 states. AutoNation also operates more than 270 websites, including AutoNationDirect.com offering the Internet's largest selection of new and used vehicles for sale. The Company also owns and operates the National, Alamo and CarTemps USA automotive rental brands, which it plans to spin off in a tax-free dividend of ANC Rental Corporation shares. 2 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, performances, or achievements expressed or implied in such forward-looking statements. Additional discussion factors that could cause actual results to differ materially from management's projections, forecasts, estimates and expectations are contained in the Company's SEC filings. AUTONATION USA MEGASTORES TO BE CLOSED, INTEGRATED Megastores to be closed (23): 1. Irvine, Calif. (Los Angeles), 21 Auto Center Drive 2. Rancho Cucamonga, Calif., 9629 Buffalo Ave. 3. Downer's Grove, Ill. (Chicago), 3300 Finley Road 4. Coconut Creek, Fla., 4401 West Sample Road 5. Long Beach, Calif., 7200 E Carson Street 6. Fishers, Ind. (Indianapolis), 9820 Kincaid Drive 7. Stafford, Texas, 12053 SW Freeway 8. Forest Park (Cincinnati), 12105 Omniplex Court 9. South Bay (Los Angeles), 19503 Normandie Ave, Torrance 10. Oxnard, Calif., 2001 Lockwood Street 11. San Antonio, Texas, 5611 UTSA Blvd. 12. Canton, Mich., 39600 Ford Road 13. Mesquite, Texas (Dallas), 1919 Oates Drive 14. Dallas, 11990 N. Central Expressway 15. Morrow, Ga. (South Atlanta), 6850 Mount Zion Blvd. 16. Beaver Creek, Ohio (Dayton), 3725 Colonel Glenn Hwy 17. West Palm Beach, Fla., 6500 Okeechobee Rd. 18. Sterling Heights, Mich., 36250 Van Dyke 19. Almeda, Texas (South Houston), 12800 Gulf Freeway 20. Henderson, Nev. (Las Vegas), 1000 W. Warm Springs, Road 21. Houston (Truck Center), 10777 N. Freeway 22. Lewisville, Texas, 601 Waters Ridge 23. Chandler, Ariz. (Phoenix), 7450 W. Orchid Lane Megastores Already Integrated (8): 1. Perrine, Fla. (AutoNation Nissan), 17305 S. Dixie Hwy. 2. Douglasville, Ga. (AutoNation Chrysler Plymouth), 1000 Blairs Bridge Rd., Lithia Springs 3. Sanford, Fla. (Seminole Ford), 4911 Wayside Drive 4. Grand Prairie, Texas (AutoNation Dodge), 2615 Interstate 20 5. Irving, Texas (AutoNation Dodge), 1251 E. Airport Freeway 6. Clearwater, Fla. (AutoNation Nissan), 13600 Icot Boulevard 7. Stone Mountain, Ga. (AutoNation Dodge), 4550 Greer Circle 8. North Phoenix (AutoNation Dodge), 16406 N 26 Ave. Megastores To Be Integrated (6): 1. Dublin, Calif., 4600 Dublin Blvd. 2. Alpharetta, Ga., 1575 Mansell Road, Suite 200 3. Pembroke Pines, Fla., 13601 Pines Boulevard 4. North Houston, 17510 N. Freeway 5. Jacksonville, Fla., 7155 Bonneval Road 6. Tampa, Fla., 3738 Autoway Drive -----END PRIVACY-ENHANCED MESSAGE-----