0001019849-17-000016 Sample Contracts
PENSKE AUTOMOTIVE GROUP, INC.Underwriting Agreement • August 2nd, 2017 • Penske Automotive Group, Inc. • Retail-auto dealers & gasoline stations • New York
Introductory. Penske Automotive Group, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A hereto (the “Underwriters”), for whom J.P. Morgan Securities LLC (the “Representative”) is acting as representative, $300,000,000 principal amount of its 3.75% Senior Subordinated Notes due 2020 (the “Notes”). The Notes will be guaranteed (collectively, the “Guarantees”), jointly and severally, by each of the subsidiary guarantors named in Schedule B hereto (the “Guarantors”). The Notes and the Guarantees are collectively referred to herein as the “Securities.” The Securities will be issued pursuant to an indenture dated as of November 21, 2014 (the “Base Indenture”), among the Company, the Guarantors and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”). The Notes will be issued only in book-entry form in the name of Cede & Co., as nominee of The Depository Trust Company (the “Depositary”) pursuant to
