Latham & Watkins Advises on Asbury Automotive Group’s Senior Notes Offerings

Asbury Automotive Group, Inc. has announced that it has priced its previously announced private placement of senior notes, consisting of US$800 million aggregate principal amount of 4.625% Senior Notes due 2029 (the 2029 Notes) and US$600 million aggregate principal amount of 5% Senior Notes due 2032 (the 2032 Notes and, together with the 2029 Notes, the Notes). The Notes priced at par. The offering will be exempt from the registration requirements of the Securities Act of 1933. The offering of the Notes of each series is expected to close on November 19, 2021, subject to customary closing conditions. Asbury intends to use the proceeds of the offering of Notes, together with the proceeds of the concurrent offering of common stock, additional borrowings, and cash on hand, to fund, if consummated, the acquisition of all of the equity interests of, and the real property related to, the businesses of the Larry H. Miller Dealerships and Total Care Auto, Powered by Landcar, and the payment of fees and expenses related to the foregoing, and to use the balance of the net proceeds, if any, for general corporate purposes, including other dealership acquisitions or capital investments.

Latham & Watkins LLP represents the initial purchasers in the offering with a capital markets team led by partners Stelios Saffos and Andrew Baker, with counsel Michael Saliba and associates Paul Rafla and Egzone Sulejmani. Advice was also provided on tax matters by partner Jiyeon Lee-Lim, with associate Claire Park; on environment, land & resources matters by partner Gary Gengel, with associate Ben Einhouse; and on real estate matters by counsel Betsy Mukamal, with associate Karen Ritter.