Item 1.01 Entry into a Material Definitive Agreement.
On
Affiliates of certain of the underwriters act as agents and/or lenders under the
revolving credit facility under the Company's credit agreement. In addition,
certain affiliates of the underwriters act as agents or lenders for certain of
the Company's vehicle floorplan facilities. An affiliate of
The Notes were issued under a senior indenture, dated as of
The 2028 Notes will mature on
The Underwriting Agreement, the Base Indenture, and the Supplemental Indenture (which includes forms of the Global Notes) are filed as exhibits hereto, and each is incorporated herein by reference. The descriptions of the provisions of the Underwriting Agreement, Indenture and the Notes are summary in nature and are qualified in their entirety by reference to the provisions of such agreements.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information provided in Item 1.01 with respect to the Company's issuance of the Notes is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit Number Description 1.1 Underwriting Agreement, datedJuly 26, 2021 , by and between the Company andBofA Securities, Inc. ,J.P. Morgan Securities LLC ,Truist Securities, Inc. andWells Fargo Securities, LLC , as representatives of the several underwriters listed in Schedule A thereto.
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4.1 Indenture, dated as ofApril 14, 2010 , by and betweenAutoNation, Inc. andWells Fargo Bank, National Association (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed onApril 15, 2010 ). 4.2 Supplemental Indenture, dated as ofJuly 29, 2021 , by and betweenAutoNation, Inc. andWells Fargo Bank, National Association . 4.3 Form of Global 2028 Note (included in Exhibit 4.2). 4.4 Form of Global 2031 Note (included in Exhibit 4.2). 5.1 Opinion ofSkadden, Arps, Slate, Meagher & Flom LLP . 23.1 Consent ofSkadden, Arps, Slate, Meagher & Flom LLP (included in Exhibit 5.1). 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
The exhibits included with this Form 8-K contain various representations,
warranties, and covenants of the Company and the other parties thereto. They are
not intended to provide any factual information about any of the parties
thereto. The assertions embodied in those representations, warranties, and
covenants were made for purposes of such agreements, solely for the benefit of
the parties thereto. In addition, certain representations and warranties were
made as of a specific date, may be subject to a contractual standard of
materiality different from what a security holder might view as material, or may
have been made for purposes of allocating contractual risk among the parties
rather than establishing matters as facts. Investors should not view the
representations, warranties, and covenants in the agreements (or any description
thereof) as disclosures with respect to the actual state of facts concerning the
business, operations, or condition of any of the parties to the agreements and
should not rely on them as such. In addition, information in any such
representations, warranties, or covenants may change after the dates covered by
such provisions, which subsequent information may or may not be fully reflected
in the public disclosures of the parties. In any event, investors should read
the agreements together with the other information concerning the Company
contained in reports and statements that it files with the
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