REPUBLIC INDUSTRIES INC
8-K, 1998-08-28
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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)     August 25, 1998
                                                 ----------------------- 

                            REPUBLIC INDUSTRIES, INC.
- -------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                                    DELAWARE
- -------------------------------------------------------------------------------
                 (State or other jurisdiction of incorporation)

             1-13107                                     73-1105145
    -----------------------                   --------------------------------
    (Commission File Number)                  (IRS Employer Identification No.)

                               110 S.E. 6TH STREET
                          FT. LAUDERDALE, FLORIDA 33301
- -------------------------------------------------------------------------------
          (Address of principal executive offices, including Zip Code)

Registrant's telephone number, including area code (954)769-6000
                                                  ---------------
                                       N/A
- -------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)

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ITEM 5.           OTHER EVENTS

         On August 25, 1998, Republic Industries, Inc., (the "Company"), issued
a press release to announce that the Company's Board of Directors had authorized
the repurchase of up to $500 million of the Company's Common Stock over the next
12 months. Such repurchases will be effected through open market purchases
pursuant to Rule 10b-18 of the Securities Exchange Act of 1934, as amended, or 
in privately negotiated transactions.

         Reference is made to the press release filed as Exhibit 99 hereto. The
information set forth in Exhibit 99 is hereby incorporated by reference herein.








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ITEM 7.       FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION 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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<PAGE>   4






                                   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/ James O. Cole
                                                  -----------------------------
                                                  James O. Cole
                                                  Senior Vice President,
                                                  General Counsel and Secretary

Dated: August 28, 1998



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                                INDEX TO EXHIBITS


      EXHIBIT                        EXHIBIT
       NUMBER                      DESCRIPTION
      -------                      ----------- 
         99           Press Release dated August 25, 1998.







                                        1

<PAGE>   1
EXHIBIT 99





          REPUBLIC INDUSTRIES, INC. ANNOUNCES STOCK REPURCHASE PROGRAM


FOR IMMEDIATE RELEASE                          

Media Inquiries: Jim Donahue (954) 769-7208
Investor Inquiries: Sheila Stuewe (954) 769-7342


         FORT LAUDERDALE, FLORIDA (AUGUST 25, 1998)---REPUBLIC INDUSTRIES, INC.
(NYSE:RII) today announced that its Board of Directors has authorized the
repurchase of up to $500 million of the Company's common stock. The stock
repurchase program will be conducted over the next 12 months. 

         Republic said it would repurchase its common stock, from time to time,
through open market purchases or in negotiated private transactions. The
Company said it will be base repurchase decisions on such factors as the stock
price, general economic and market conditions, and the status of the Company's
on-going acquisition strategy. Merrill Lynch & Company will administer the
repurchase program.

         Commenting on the repurchase program, Republic's President and 
Co-Chief Executive Officer Steven R. Berrard, said "The Board of Directors and
the senior management team of Republic Industries believe that this announcement
reinforces our confidence in the financial strength of the Company and our
ability to provide value for the shareholders."

         Republic Industries, Inc. operates susbisidiaries in the automotive
retailing, automotive rental and solid waste industries. The Company owns the
nation's largest group of franchised automotive dealerships and operates the
AutoNation USA used vehicle megastore chain. Republic also owns and operates
National Car Rental Systems, Inc., Alamo Rent-A-Car, and CarTemps USA. 


          Certain statements and information included in this release constitute
"forward-looking statements" within the meaning of the Federal Private
Securities Litigation Reform Act of 1995. Such forward-looking statements
involve known and unknown risks, uncertainties and other factors which may cause
the actual results, performance, or achievements of the Company to be materially
different from any future results, performance, or achievements expressed or
implied in such forward-looking statements. Additional discussion of factors
that could cause actual results to differ materially from management's
projections, forecasts, estimates and expectations is contained in the Company's
SEC filings.


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