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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 11, 1997
Ugly Duckling Corporation
(Exact name of registrant as specified in its charter)
Delaware 20841 86-0721358
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
2525 East Camelback Road, Suite 1150, Phoenix, Arizona 85016
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (602) 852-6600
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Not applicable
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(Former name or former address, if changed since last report.)
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ITEM 5. OTHER EVENTS.
On February 11, 1997, the Company announced the private placement of
5,075,500 shares of Common Stock at $18.625 per share to institutional
investors. The offering consisted of a private placement of 5,000,000 shares,
and concurrent exercise of an over-allotment option for an additional 75,500
shares. No further exercise of the over-allotment option will be made. The
Company estimates the net proceeds of the offering after expenses, commissions
and discounts to be $88,854,628. The offering is more fully described in the
press release included herein as Exhibit 99.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
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Exhibit
Number Description Page
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99 Press Release issued on February 11, 1997 Filed herewith
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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 hereunto duly authorized.
UGLY DUCKLING CORPORATION
/s/ Steven T. Darak
Date: February 11, 1997 -------------------------------
Steven T. Darak
Senior Vice President and Chief
Financial Officer
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[UGLY DUCKLING CORPORATION LETTERHEAD]
Contacts: Steve T. Darak, Senior Vice President & Chief Financial Officer
(602) 852-6600
Eugene Heller/Lori Parks
Silverman Heller Associates
(310) 208-2550
FOR IMMEDIATE RELEASE
UGLY DUCKLING CORPORATION COMPLETES PRIVATE PLACEMENT
OF 5,000,000 SHARES OF COMMON STOCK TO INSTITUTIONAL INVESTORS
PHOENIX, ARIZONA (February 11, 1997) -- Ugly Duckling Corporation today
announced that it completed the placement of 5,000,000 shares of common stock at
$18.625 per share to institutional investors in a private placement. The common
stock of Ugly Duckling Corporation is traded on the NASDAQ National Market
under the symbol "UGLY".
The proceeds of the offering will be used to facilitate the Company's
growth strategy, which may include the acquisition or development of car
dealerships and finance operations, expansion of the Company's contract
portfolio, which may include bulk purchases, and development or acquisition of
new products and services. Initially, a portion of the proceeds will be used to
pay down the Company's revolving credit facility.
Headquartered in Phoenix, Arizona, Ugly Duckling Corporation operates
one of the largest chains 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.
*****
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, not shall there be any sale of these
securities in any state in which such offer, solicitation, or sale would be
unlawful under the securities laws of any such state.
The securities to be sold in connection with the private placement
discussed herein have not been registered under the Securities Act of 1933 and
may not be offered or sold absent registration or an applicable exemption from
the registration requirements.
*****
This press release includes statements which may constitute forward
looking statements made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. This information may 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 Ugly Duckling
Corporation's Securities and Exchange Commission filings.
