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): July 15, 2004
GROUP 1 AUTOMOTIVE, INC.
(Exact name of Registrant as specified in its charter)
Delaware 76-0506313
(State or other jurisdiction of 1-13461 (I.R.S. Employer
incorporation or organization) (Commission File Number) Identification No.)
950 Echo Lane, Suite 100
Houston, Texas 77024
(Address of principal executive offices) (Zip code)
(713) 647-5700
(Registrant's telephone number including area code)
ITEM 5. OTHER EVENTS
On July 15, 2004, Group 1 Automotive, Inc., a Delaware corporation,
announced the completion of the acquisition of three dealerships. A copy of the
press release is attached hereto as Exhibit 99.1. The portion of the press
release entitled "Group 1 Completes Acquisitions in Texas and California" is
incorporated in this Item 5 by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
99.1 Press Release of Group 1 Automotive, Inc. dated as of July 15,
2004.
ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On July 15, 2004, Group 1 Automotive, Inc. issued a press released
announcing revised outlook for 2004 and its expected earnings per diluted shares
for the second quarter ended June 30, 2004.
A copy of the press release is attached hereto as Exhibit 99.1. The
press release (other than the portion of the press release entitled "Group 1
Completes Acquisitions in Texas and California") is incorporated in this Item 12
by reference.
As provided in General Instructions B.6 of Form 8-K, the information in
this Item 12 (including the portion of the press release attached hereto as
Exhibit 99.1 incorporated by reference in this Item 12) shall not be deemed to
be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), or otherwise subject to the liabilities of that
section, nor shall such information be deemed incorporated by reference in any
filing under the Securities Act of 1933, as amended, or the Exchange Act, except
as shall be expressly set forth by specific reference in such a filing.
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, thereunto duly authorized.
Group 1 Automotive, Inc.
July 15, 2004 By: /s/ Robert T. Ray
------------------------------- -------------------------------------
Date Robert T. Ray, Senior Vice President,
Chief Financial Officer and Treasurer
INDEX TO EXHIBITS
Exhibits
Number Description
-------- -----------
99.1 Press Release of Group 1 Automotive, Inc. dated as of July 15, 2004.