UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OF 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
August 26, 1999 (Date of earliest event reported)
UGLY DUCKLING CORPORATION
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 000-20841 86-0721358
(State or Other (Commission (IRS Employer
Jurisdiction File Number) Identification No.)
of Incorporation)
2525 East Camelback Road, Suite 500, Phoenix, Arizona 85016
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (602) 852-6600
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
Attached hereto as Exhibit 99.1 is a copy of Ugly Duckling
Corporation's press release dated August 26, 1999 titled "Ugly Duckling
Corporation Acquires Florida Dealerships and Finance Company Portfolio" which
describes the Company's acquistion of 4 buy-her pay-here locations in the
Orlando Florida area, and related inventory and loan portfolio.
(c) Exhibits
EXHIBIT
NUMBER DESCRIPTION
- -------- -----------
99.1 Ugly Duckling Corporation Press Release Dated August 26, 1999
Titled "Ugly Duckling Corporation Acquires Florida Dealerships
and Finance Company Portfolio"
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SIGNATURES
Pursuant to the requirements of the Securities and 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
(Registrant)
By /s/ JON D. EHLINGER
-----------------------------
(Signature)
Jon D. Ehlinger
Secretary
Date August 26, 1999
CONTACTS: Steven T. Darak
Senior Vice President and Chief Financial Officer
(602) 852-6600
Investor Relations
Ugly Duckling Corporation
[email protected]
For Immediate Release
UGLY DUCKLING CORPORATION ACQUIRES FLORIDA DEALERSHIPS AND
FINANCE COMPANY PORTFOLIO
PHOENIX, Arizona (August 26, 1999) - Ugly Duckling Corporation (NASDAQ NM: UGLY)
announced today that it has closed the acquisition of certain assets of DCT of
Ocala Corporation, a Florida based sub-prime automobile sales and finance
company doing business under the name Best Chance. The assets acquired include
four used car dealerships operating in the greater Orlando market area, vehicle
inventory and a loan portfolio of approximately $15 million. The terms of the
transaction were not disclosed.
The acquisition brings to 66 the number of dealerships operated by Ugly
Duckling, more than any "buy-here pay-here" dealership in the United States.
Ugly Duckling currently operates 9 dealerships in the Tampa-St. Petersburg
market. The Company also operates dealerships in Arizona, Nevada, Georgia,
California, Texas and New Mexico.
Greg Sullivan, Ugly Duckling's President and Chief Executive Officer
stated: "We are excited about this acquisition and our entry into the Orlando
market, which we believe will be an excellent market for us. We expect these
four dealerships and the loan portfolio will contribute immediately to our
earning asset base and used car sales."
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"This is our first acquisition of a multi-location dealer and portfolio
in nearly two years," continued Mr. Sullivan. "Now that we have behind us our
conversion to a single software system for our accounting, dealership and
servicing activities, and have completed our Y2K software remediation and
testing, we feel we are able to efficiently take on acquisition opportunities.
AS part of our growth strategy, we will continue to seek out additional
strategic opportunities to expand our operations."
Headquartered in Phoenix, Arizona, Ugly Duckling Corporation is a used
car sales and finance company that operates the nation's largest chain of used
car dealerships focused exclusively on the sub-prime market. The Company
underwrites, finances and services sub-prime contracts generated at its 66 Ugly
Duckling dealerships. Cygnet Dealer Finance provides operating lines of credit
and other financing arrangements for non-affiliated used car dealers. The
Company also services sub-prime auto loans for third parties.
This press release may include statements that constitute
forward-looking statements, usually containing the words "believe," "estimate,"
"project," "expects" or similar expressions. These statements are made pursuant
to the safe harbor provisions of the Private 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. Specifically, the statements in the press release relating to the
Company's expectations regarding Y2K compliance and acquisition opportunities
are forward looking in nature and involve risks and uncertainties. Factors that
could cause or contribute to material differences, include, but are not limited
to: (1) the Company may find in actual operation that its significant software
based systems are wholly or partially noncompliant, or that its remediation
efforts created yet unknown problems with these systems; (2) there is no
assurance that the Company's significant suppliers, vendors and business
partners will be Y2K compliant on time which, if they were not, could have a
material adverse effect on the Company; (3) the acquisition could prove
unsuccessful for a variety of reasons, including our possible inability to
successfully integrate it with our operations and our lack of experience in the
Orlando market; and (4) the Company may not pursue acquisitions in the future
for several reasons, including access to capital, failure to obtain required
approvals, liquidity needs, adverse economic conditions or a further tightening
of credit in the subprime industry. Other factors that could cause or contribute
to such differences include factors detailed in the section entitled
"Management's Discussion and Analysis of Financial Condition and Results of
Operations -- Risks Factors," in Ugly Duckling Corporation's most recent reports
on Form 10-K and Form 10-Q (including Exhibit 99 to any such Form 10-Q), and
elsewhere in Ugly Duckling Corporation's Securities and Exchange Commission
filings. By making these forward-looking statements, the Company undertakes no
obligation to update these statements for revisions or changes after the date of
this press release.
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