AutoNation, Inc. UNDERWRITING AGREEMENT dated September 16, 2015 Merrill Lynch, Pierce, Fenner & Smith Incorporated Wells Fargo Securities, LLC SunTrust Robinson Humphrey, Inc.Underwriting Agreement • September 21st, 2015 • Autonation, Inc. • Retail-auto dealers & gasoline stations • New York
Introductory. AutoNation, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, $300,000,000 principal amount of its 3.350% Senior Notes due 2021 (the “2021 Notes”) and $450,000,000 principal amount of its 4.500% Senior Notes due 2025 (the “2025 Notes” and, together with the 2021 Notes, the “Notes”). The Notes will be guaranteed (collectively, the “Guarantees”) 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 April 14, 2010 (as defined in Section 4 hereof) (the “Base Indenture”), among the Company, the Guarantors and Wells Fargo Bank, N.A., as trustee (the “Trustee”). Certain terms of the Securities will be established pursuant to supplemen
