Lithia Announces Proposed Senior Notes Offering
September 29 2020 - 4:05PM
Business Wire
Lithia Motors, Inc. (NYSE: LAD) today announced that we intend
to offer, subject to market and other conditions, $500 million in
aggregate principal amount of senior notes due 2031 (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"). Lithia intends to use the net
proceeds of the Private Offering for general corporate purposes,
which may include financing possible acquisitions, repaying or
refinancing debt, working capital and capital expenditures.
In addition, today we concurrently announced our intention to
offer $700 million of shares of our Class A common stock (the
“common stock”) in a registered public offering ($805 million of
shares if the underwriters in the common stock offering exercise in
full their option to purchase additional shares). This press
release is neither an offer to sell nor a solicitation of an offer
to buy shares of our common stock.
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 a growth company powered by people and
innovation with a 5-year plan to profitably consolidate the largest
retail sector in our country. They are a leading provider of
personal transportation solutions in the United States and are
among the fastest-growing companies in the Fortune 500 (#6 on
10-Year EPS Growth, #4 10-Year TSR in 2020). By providing a wide
array of products throughout the entire lifecycle of the consumer's
vehicle ownership experience, they build magnetic brand loyalty.
Operational excellence is achieved by focusing the business on
convenient and transparent consumer experiences supported by
proprietary data science to increase market share, consumer loyalty
and team performance. Lithia's omni-channel strategy will continue
to pragmatically disrupt the industry by leveraging experienced
teams, vast owned inventories, technology, and physical network. By
purchasing strong businesses, they further strengthen this network,
leveraging their national digital home channel Driveway and
building upon their massive regenerating capital engine. Together,
these endeavors create a unique and compelling high-growth strategy
that provides transportation solutions wherever, whenever and
however consumers desire.
Forward-Looking Statements
Certain statements in this press release, and at times made by
our officers and representatives, constitute forward-looking
statements within the meaning of the "Safe Harbor" provisions of
the Private Securities Litigation Reform Act of 1995. Generally,
you can identify forward-looking statements by terms such as
"project", "outlook", "target", "may", "will", "would", "should",
"seek", "expect", "plan", "intend", "forecast", "anticipate",
"believe", "estimate", "predict", "potential", "likely", "goal",
"strategy", "future", "maintain", and "continue" or the negative of
these terms or other comparable terms. Examples of forward-looking
statements in this press release include, among others, statements
regarding the Private Offering and our concurrent public offering
of common stock.
Because forward-looking statements relate to the future, they
are subject to inherent uncertainties, risks and changes in
circumstances that are difficult to predict and many of which are
outside of our control. 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. Therefore, you should not rely on any of these
forward-looking statements. 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), including as a result of the COVID-19 pandemic;
- 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);
- The adequacy of our cash flow and earnings and other conditions
which may affect our ability to pay our quarterly dividend at the
planned level;
- Disruptions to our technology network including computer
systems and software, as well as natural events such as severe
weather, fires, floods and earthquakes or man-made or other
disruptions of our operating systems, structures, facilities or
equipment; and
- Government regulations and legislation, and other risks 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, “Part II, Item 1A. Risk Factors” of our Quarterly Report
on Form 10-Q filed on July 24, 2020, and from time to time in our
other filings with the SEC.
Any forward-looking statement made by us in this press release
is based only on information currently available to us and speaks
only as of the date on which it is made. We undertake no obligation
to publicly update any forward-looking statement, whether written
or oral, that may be made from time to time, whether as a result of
new information, future developments or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20200929006079/en/
Eric Pitt Vice President, Investor Relations & Treasurer
Lithia Motors, Inc. epitt@lithia.com 541-864-1748
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