SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): APRIL 21, 1997
UGLY DUCKLING CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 20841 86-0721358
(STATE OR OTHER (COMMISSION (IRS EMPLOYER
JURISDICTION OF FILE NUMBER) IDENTIFICATION NUMBER)
INCORPORATION)
2525 EAST CAMELBACK ROAD, SUITE 1150, PHOENIX, AZ 85016
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (602) 852-6600
NONE
(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
<PAGE>
ITEM 5. OTHER EVENTS.
On April 21, 1997, Ugly Duckling Corporation (Nasdaq NM: "UGLY")
announced that it has completed the registration of 5,413,144 shares of common
stock. Of those shares, 5,075,500 were originally sold in February 1997 to
institutional investors in a private placement, and 337,644 were previously
sold to an institutional investor. Since the registration statement covers
the resale of shares previously issued by the Company, the Company will
receive no proceeds.
A copy of the Prospectus may be obtained from the offices of Ugly Duckling
Corporation, 2525 East Camelback Road, Suite 1150, Phoenix, AZ 85016, (602)
852-6600.
Headquartered in Phoenix, Arizona, Ugly Duckling Corporation operates the
largest publicly held chain of "buy-here/pay-here" used car dealerships in the
United States and underwrites, finances, and services retail installment
contracts generated from the sale of used cars by its dealerships and by third
party used car dealers located in selected markets throughout the country.
*****
The above narrative includes statements which may constitute forward
looking statements made pursuant to the safe harbor provisions of the Privates
Securities Litigation Reform Act of 1995. Forward looking statements
inherently involve risks and uncertainties that could cause actual results to
differ materially from the forward looking statements. Factors that would
cause or contribute to such differences include, but are not limited to,
factors detailed in the section entitled "Risk Factors" and elsewhere in the
Company's Prospectus dated April 21, 1997 and in Ugly Duckling Corporation's
other Securities and Exchange Commission filings.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
UGLY DUCKLING CORPORATION
(Registrant)
Dated: April 21, 1997 By: /s/ Steven T. Darak
---------------------------------
Steven T. Darak
Chief Financial Officer,
Senior Vice President, and
Treasurer