Lithia Motors, Inc. (NYSE: LAD) today announced the pricing of its
previously announced $300 million in aggregate principal amount of its
5.25% senior notes due 2025 (the "Notes") in a private offering (the
"Private Offering") that is exempt from the registration requirements of
the Securities Act of 1933, as amended (the "Securities Act"). The
Private Offering is expected to close on July 24, 2017, subject to
customary closing conditions.
Lithia intends to use the net proceeds of the Private Offering for
general corporate purposes, which may include funding acquisitions,
capital expenditures and debt repayment. Pending final application, all
or a portion of the net proceeds of the Private Offering will be applied
to reduce indebtedness, including under Lithia's used vehicle floor plan
and revolving credit facilities.
The Notes will be offered and sold only to persons reasonably believed
to be qualified institutional buyers in the United States pursuant to
Rule 144A under the Securities Act and outside the United States
pursuant to Regulation S under the Securities Act. The Notes have not
been, and will not be, registered under the Securities Act, or any state
securities laws, and may not be offered or sold in the United States
absent registration or an applicable exemption from, or in a transaction
not subject to, the registration requirements of the Securities Act and
the rules promulgated thereunder.
This press release is being issued pursuant to Rule 135c under the
Securities Act, and is neither an offer to sell nor a solicitation of an
offer to buy the Notes or any other securities and shall not constitute
an offer to sell or a solicitation of an offer to buy, or a sale of, the
Notes or any other securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
About Lithia
Lithia Motors, Inc. is one of the largest automotive retailers in the
United States and is among the fastest growing companies in the Fortune
500. Lithia sells 30 brands of new vehicles and all brands of used
vehicles at 160 stores in 18 states. Lithia also arranges finance,
warranty, and credit insurance contracts. In addition, Lithia provides
vehicle parts, maintenance and repair services at all of its locations.
Forward-Looking Statements
This press release includes "forward-looking statements" within the
meaning of the "Safe-Harbor" provisions of the Private Securities
Litigation Reform Act of 1995. Forward looking statements include
statements regarding our goals, plans, projections and guidance
regarding our financial position, results of operations, market
position, pending and potential future acquisitions and business
strategy, and often contain words such as "project," "outlook,"
"expect," "anticipate," "intend," "plan," "believe," "estimate," "may,"
"seek," "would," "should," "likely," "goal," "strategy," "future,"
"maintain," "continue," "remain," "target" or "will" and similar
references to future periods.
By their nature, forward-looking statements involve risks and
uncertainties because they relate to events that depend on circumstances
that may or may not occur in the future. Forward-looking statements are
not guarantees of future performance, and our actual results of
operations, financial condition and liquidity and development of the
industry in which we operate may differ materially from those made in or
suggested by the forward-looking statements in this press release. The
risks and uncertainties that could cause actual results to differ
materially from estimated or projected results include, without
limitation, future economic and financial conditions (both nationally
and locally), changes in customer demand, our relationship with, and the
financial and operational stability of, vehicle manufacturers and other
suppliers, risks associated with our indebtedness (including available
borrowing capacity, compliance with financial covenants and ability to
refinance or repay indebtedness on favorable terms), government
regulations, legislation and others set forth throughout "Part II, Item
7. Management's Discussion and Analysis of Financial Condition and
Results of Operations" and in "Part I, Item 1A. Risk Factors" of our
most recent Annual Report on Form 10-K, and from time to time in our
other filings with the SEC. We urge you to carefully consider this
information and not place undue reliance on forward-looking statements.
We undertake no duty to update our forward-looking statements, including
our earnings outlook, which are made as of the date of this press
release.
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Lithia Motors, Inc.
John North, 541-618-5748
Senior Vice
President and Chief Financial Officer