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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) November 7, 1996
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REPUBLIC INDUSTRIES, INC.
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
0-9787 73-1105145
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(Commission (IRS Employer
File Number) Identification No.)
200 East Las Olas Boulevard
Suite 1400
Ft. Lauderdale, FL 33301
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (954) 627-6000
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N.A.
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
On November 7, 1996 Republic Industries, Inc. (the "Registrant") announced
that it had entered into a definitive agreement (the "Agreement") to acquire
Alamo Rent-A-Car, Inc. and certain of its affiliates (collectively, "Alamo").
Under the terms of the Agreement, Alamo shareholders will receive an aggregate
of 22,123,893 shares of Registrant's common stock, $0.01 par value per share,
and Alamo will become a wholly-owned subsidiary of the Registrant.
The transaction will be accounted for as a pooling of interests business
combination. Consummation of the transactions contemplated by the Agreement
is subject to, among other things, obtaining all necessary third party consents
and other customary conditions, including receipt of regulatory approvals.
The descriptions contained herein of the Agreement and the transactions
contemplated thereunder are qualified in their entirety by reference to the
Press Release, dated November 7, 1996, attached hereto as Exhibit 99, which is
incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits.
The Exhibits to this Report are listed in the Exhibit Index set
forth elsewhere herein.
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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.
REPUBLIC INDUSTRIES, INC.
By: /s/ Richard L. Handley
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Richard L. Handley
Senior Vice President
Date: November 19, 1996
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REPUBLIC INDUSTRIES, INC.
EXHIBIT INDEX
Number and
Description of Exhibit
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1. None
2. None
4. None
16. None
17. None
21. None
23. None
24. None
27. None
99. Press Release, dated November 7, 1996.
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EXHIBIT 99
REPUBLIC INDUSTRIES, INC.
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200 East Las Olas Boulevard
Suite 1400
Fort Lauderdale, Florida 33301
954-627-6000
954-779-3884 FAX
FOR IMMEDIATE RELEASE CONTACT: J. Ronald Castell
- --------------------- (954) 627-6061
Michael S. Karsner
(954) 627-6027
REPUBLIC INDUSTRIES TO MERGE WITH ALAMO RENT-A-CAR
Fort Lauderdale, Florida, (November 7, 1996) -- Republic Industries,
Inc. (NASDAQ:RWIN) and Alamo Rent-A-Car, Inc. jointly announced today that they
have signed a definitive agreement for the merger of the two companies.
H. Wayne Huizenga, Chairman and Co-Chief Executive Officer of Republic,
stated that "Alamo is one of the country's largest rental car companies.
Leisure travel is a fast growing segment of the automobile rental industry and
Alamo's innovative leadership in this growth sector of the automobile rental
marketplace is consistent with our strategy of building consumer-oriented,
service related businesses with recognized brand names and strong management".
According to Mr. Huizenga, "The combination of Alamo with Republic's
"like-new" automobile retailing concept is an exceptional fit that will enable
AutoNation USA to accelerate its business plan and create a unique, dedicated
and predictable source of inventory for our Megastore distribution system. In
addition, we will be able to benefit from Alamo's strong relationships with
manufacturers and other suppliers of vehicles."
"Over the past 20 years, we have built a successful and widely
respected brand name that's synonymous with value throughout the travel
industry", said Michael S. Egan, Chairman and founder of Alamo.
"All of us at Alamo are very excited about our future. Our talents,
coupled with those of Wayne Huizenga, Steve Berrard and their talented staff,
will enable us to continue to grow and prosper", Egan added.
Following the merger, Mr. Egan will continue with his responsibilities
as Chairman of Alamo.
The completion of this transaction, which is valued at $625 million, is
subject to customary conditions including the receipt of all required
regulatory approvals. The transaction will be accounted for under the pooling
of interests method of accounting.
Alamo is the fourth largest rental car company in the U.S. and operates
a fleet of approximately 130,000 vehicles. Alamo operates in 42 states in the
U.S. and has operations in 10 European countries and Canada.
Republic is a diversified company operating in the solid waste,
automotive, electronic security services and out-of-home media industries.
