Asbury Automotive Amends 8-K for Acquisition Details
Ticker: ABG · Form: 8-K/A · Filed: Feb 23, 2024 · CIK: 1144980
Sentiment: neutral
Topics: acquisition, amendment, financial-statements
TL;DR
**Asbury Automotive filed an 8-K/A with updated financials for a recent acquisition, so keep an eye on the details.**
AI Summary
Asbury Automotive Group, Inc. filed an 8-K/A Amendment No. 1 on February 23, 2024, to update its previous filing regarding the completion of an acquisition or disposition of assets. The amendment provides additional financial statements and exhibits related to the transaction. The company, incorporated in Delaware, maintains its principal executive offices at 2905 Premiere Parkway NW, Suite 300, Duluth, GA 30097.
Why It Matters
This amendment provides updated financial information regarding a completed acquisition or disposition, which is crucial for investors to understand the company's financial health and future prospects.
Risk Assessment
Risk Level: low — This is an amendment to a previous filing, primarily providing additional financial details, which typically carries low risk.
Key Players & Entities
- Asbury Automotive Group, Inc. (company) — Registrant
- Delaware (company) — State of incorporation
- February 23, 2024 (date) — Date of report
- 2905 Premiere Parkway NW, Suite 300, Duluth, GA 30097 (company) — Principal executive offices
FAQ
What is the purpose of this 8-K/A filing by Asbury Automotive Group, Inc.?
The purpose of this 8-K/A filing (Amendment No. 1) is to provide additional financial statements and exhibits related to the completion of an acquisition or disposition of assets, as initially reported on February 23, 2024.
When was the earliest event reported in this filing?
The earliest event reported in this filing was on February 23, 2024.
What is the full business address of Asbury Automotive Group, Inc.?
The business address of Asbury Automotive Group, Inc. is 2905 Premiere Parkway NW, Suite 300, Duluth, GA 30097.
What is the Commission File Number for Asbury Automotive Group, Inc.?
The Commission File Number for Asbury Automotive Group, Inc. is 001-31262.
In which state is Asbury Automotive Group, Inc. incorporated?
Asbury Automotive Group, Inc. is incorporated in Delaware.
Filing Stats: 788 words · 3 min read · ~3 pages · Grade level 12.7 · Accepted 2024-02-23 17:04:02
Key Financial Figures
- $0.01 — nge on which registered Common stock, $0.01 par value per share ABG New York St
Filing Documents
- tm247113d1_8ka.htm (8-K/A) — 30KB
- tm247113d1_ex23-1.htm (EX-23.1) — 2KB
- tm247113d1_ex99-1.htm (EX-99.1) — 259KB
- tm247113d1_ex99-2.htm (EX-99.2) — 160KB
- 0001104659-24-027098.txt ( ) — 672KB
- abg-20240223.xsd (EX-101.SCH) — 3KB
- abg-20240223_lab.xml (EX-101.LAB) — 33KB
- abg-20240223_pre.xml (EX-101.PRE) — 22KB
- tm247113d1_8ka_htm.xml (XML) — 4KB
01 Completion of Acquisition or Disposition of Assets
Item 2.01 Completion of Acquisition or Disposition of Assets. On December 11, 2023, Asbury Automotive Group, Inc. (the "Company") filed a Current Report on Form 8-K (the "Initial Report") with the Securities and Exchange Commission (the "SEC") to report the completion of the acquisition by Asbury Automotive Group, LLC ("Purchaser"), a Delaware limited liability company and a wholly-owned subsidiary of Asbury Automotive Group, Inc., a Delaware corporation (the "Company"), of substantially all of the assets, including all real property and businesses of the Jim Koons Dealerships (collectively, the "Businesses") pursuant to a Purchase and Sale Agreement with various entities that comprise the Jim Koons automotive dealerships group (the "Transaction"). In order to comply with the rules and regulations promulgated by the Securities and Exchange Commission under the Securities Exchange Act of 1934 and the Securities Act of 1933, the Company hereby amends Item 9.01 of our Initial Report for the purpose of filing the financial statements of the Jim Koons Organization and the related pro forma financial information in accordance with Article 11 of Regulation S-X, which were not previously filed with the Initial Form 8-K and are permitted to be filed by amendment no later than 71 calendar days after the date the Initial Form 8-K was required to be filed with the SEC.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (a) Financial statements of businesses acquired. The audited combined and consolidated financial together with the notes thereto and the independent auditors' report thereon are filed as Exhibit 99.1 hereto. (b) Pro forma financial information. The unaudited pro forma condensed combined balance sheet of the Company as of September 30, 2023, and unaudited pro forma condensed combined statement of income of the Company for the period from January 1, 2023 through September 30, 2023 are filed as Exhibit 99.2 hereto. (d) Exhibits. The following exhibits are furnished as part of this report. Exhibit No. Description 23.1 Consent of Baker Tilly US, LLP 99.1 Audited combined and consolidated financial statements of the Jim Koons Organization as of September 30, 2023 and for the period from January 1, 2023 through September 30 (with independent auditors' report thereon) 99.2 Unaudited pro forma combined and consolidated balance sheet of the Company as of September 30, 2023, and unaudited pro forma combined 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE 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 hereunto duly authorized. ASBURY AUTOMOTIVE GROUP, INC. Date: February 23, 2024 By: /s/ Michael D. Welch Name: Michael D. Welch Title: Senior Vice President and Chief Financial Officer