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): February 19, 2009
Group 1 Automotive, Inc.
(Exact name of Registrant as specified in its charter)
| |
|
|
|
|
Delaware
(State or other jurisdiction of
incorporation or organization)
|
|
1-13461
(Commission File Number)
|
|
76-0506313
(I.R.S. Employer
Identification No.) |
800 Gessner, Suite 500
Houston, Texas 77024
(Address of principal executive offices) (Zip code)
(713) 647-5700
(Registrant’s telephone number including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
| o |
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
| |
| o |
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
| o |
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
40.14d-2(b)) |
| |
| o |
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
Item 2.02. Results of Operations and Financial Condition.
On February 19, 2009, Group 1 Automotive, Inc., a Delaware corporation, issued a press release
announcing its financial results for the three months and year ended December 31, 2008. A copy of
the press release is attached hereto as Exhibit 99.1, the
contents of which (other than the portion entitled
“Dividend”) are incorporated in this Item 2.02. by reference.
As provided in General Instruction B.2. of Form 8-K, the information in this Item 2.02 (including
the press release attached as Exhibit 99.1 incorporated by reference in this Item 2.02) shall not
be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall
such information be deemed incorporated by reference in any filing under the Securities Act of
1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set
forth by specific reference in such a filing.
Item 8.01.
Other Events.
On
February 19, 2009, Group 1 announced that its board of directors suspended the Company’s quarterly dividend,
effective immediately, as further described in Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
| 99.1 |
|
Press Release of Group 1 Automotive, Inc., dated as of February 19, 2009 |
SIGNATURES
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, thereunto duly authorized.
| |
|
|
|
|
|
| |
|
Group 1 Automotive, Inc.
|
|
| February 19, 2009 |
|
By: |
/s/ John C. Rickel
|
|
| Date |
|
|
John C. Rickel, Senior Vice President |
|
| |
|
|
and Chief Financial Officer |
|