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
April 14, 2000 (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 April 14, 2000 titled "Ugly Duckling Announces Successful
Completion of Exchange Offer" which describes the expiration of the Company's
recently completed exchange offer.
(c) Exhibits
EXHIBIT
NUMBER DESCRIPTION
- -------- -----------
99.1 Ugly Duckling Corporation Press Release Dated April 14, 2000
Titled "Ugly Duckling Announces Successful Completion of Exchange
Offer"
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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 April 14, 2000
FOR IMMEDIATE RELEASE
April 14, 2000
UGLY DUCKLING ANNOUNCES SUCCESSFUL COMPLETION OF EXCHANGE OFFER
PHOENIX, April 14, 2000 - Ugly Duckling Corporation (Nasdaq NM: UGLY), the
largest and fastest growing used car sales company focused exclusively on the
sub-prime market, reported the completion of its previously announced exchange
offer as of April 13th, 5:00 p.m. New York City time.
The company announced that as of the close of business yesterday, the exchange
agent reported that a total of 1,085,415 shares of common stock were tendered to
the company. The company is pleased to report that this number of shares exceeds
the minimum number of shares the company required under the exchange offer. The
total reported by the exchange agent includes 294,500 shares tendered by Mr.
Ernest Garcia II, the company's chairman, consistent with the company's previous
announcement of his level of participation. The final total of tendered shares
will be subject to certain guaranteed delivery procedures and Ugly Duckling's
review and acceptance of all shares validly tendered. The company plans to
deliver debentures in exchange for shares in accordance with the exchange offer
as soon as practicable after the expiration of the guaranteed delivery period.
The exchange offer enabled stockholders to exchange up to 2.5 million of their
shares in the company for 11%, seven year subordinated debentures. Under the
terms of the offer, each share of stock was exchangeable for $11.00 principal
amount of debentures.
Headquartered in Phoenix, Arizona, Ugly Duckling Corporation is the largest and
fastest growing operator of used car dealerships focused exclusively on the
sub-prime market. The company underwrites, finances and services sub-prime
contracts generated at its 75 Ugly Duckling dealerships, located in 11
metropolitan areas in eight states.
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(This press release includes statements that constitute forward-looking
statements. Forward-looking statements are often characterized by the words
"believes," "estimates," "projects," "expects" or similar expressions. Factors
that could cause or contribute to differences from these forward-looking
statements are detailed in the sections entitled "Management's Discussion and
Analysis of Financial Condition and Results of Operations -- Risk Factors,"
"Factors That May Affect Future Results and Financial Condition" and "Factors
That May Affect Future Stock Performance" 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. References to Ugly Duckling Corporation as
the largest and fastest growing operator of used car dealerships focused
exclusively on the sub-prime market is management's belief based upon its
knowledge of the industry and not on any current independent third party study.)
For more information on Ugly Duckling, please dial
1-800-PRO-INFO and enter company ticker symbol UGLY
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