Asbury Automotive Group’s $581 Million Common Stock Offering

Jones Day represented Asbury, while Latham & Watkins represented the underwriters in the offering.

Asbury Automotive Group, Inc. (NYSE: ABG), one of the largest US-based franchised automotive retailers, executed its public offering of 3,300,000 shares of its common stock at US$182 per share, all of which will be sold by Asbury. Additionally, Asbury has granted the underwriters in the offering an option for a period of 30 days to purchase up to 495,000 additional shares of its common stock. The offering is expected to close on November 5, 2021, subject to customary closing conditions.

Asbury intends to use the proceeds of the offering, together with the proceeds of the concurrent offering of Senior Notes due 2029 and Senior Notes due 2032, additional borrowings and cash on hand, to fund, if consummated, the acquisition of all of the equity interests of, and the real property related to, the businesses of the Larry H. Miller dealerships and Total Care Auto, Powered by Landcar and pay fees and expenses in connection therewith and to use the balance of the proceeds, if any, for general corporate purposes, including other dealership acquisitions or capital investments.

J.P. Morgan Securities LLC, BofA Securities, Inc., Wells Fargo Securities, LLC, BTIG, LLC, Comerica Securities, Inc. and Santander Investment Securities Inc. acted as underwriters for the offering.

Latham & Watkins represented the underwriters in the offering with a capital markets team led by partners Stelios Saffos (Picture) and Andrew Baker, with counsel Michael Saliba and associates Paul Rafla and Egzone Sulejmani. Advice was also provided on tax matters by partner Jiyeon Lee-Lim, with associate Claire Park; on environment, land & resources matters by partner Gary Gengel, with associate Ben Einhouse; and on real estate matters by counsel Betsy Mukamal, with associate Karen Ritter.

Involved fees earner: Andrew Baker – Latham & Watkins; Benjamin Einhouse – Latham & Watkins; Gary Gengel – Latham & Watkins; Jiyeon Lee-Lim – Latham & Watkins; Betsy Mukamal – Latham & Watkins; Paul Rafla – Latham & Watkins; Karen Ritter – Latham & Watkins; Stelios Saffos – Latham & Watkins; Michael Saliba – Latham & Watkins; Egzon Sulejmani – Latham & Watkins;

Law Firms: Latham & Watkins;

Clients: Bank of America Securities; BTIG, LLC; Comerica Securities, Inc.; J.P. Morgan Securities LLC; Santander Investment Securities Inc.; Wells Fargo Securities;