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Issuer Purchases of Equity Securities
+Added: The following table sets forth information with respect to shares of common stock repurchased by us during the three months ended March 31, 2022:
+Added: Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)
+Added: Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (in millions) (1)
+Added: January 1, 2022 — January 31, 2022 — $ — — $ 74.3
+Added: February 1, 2022 — February 28, 2022 295,893 $ 175.43 295,893 $ 166.6
+Added: March 1, 2022 — March 31, 2022 342,803 $ 184.51 342,803 $ 103.3
+Added: Total 638,696 638,696
(1) Our Board of Directors from time to time authorizes the repurchase of shares of our common stock up to a certain monetary limit.
−Removed: On October 5, 2020, our Board of Directors approved a $200.0 million share repurchase authorization.
+Added: On February 16, 2022, our Board of Directors increased the share repurchase authorization by $144.2 million to $200.0 million.
Our share repurchase authorization does not have an expiration date.
−Removed: During the three months ended September 30, 2021, we did not repurchase any shares of our common stock.
−Removed: As of September 30, 2021, we had $150.1 million available under our current share repurchase authorization.
Future share repurchases are subject to the business judgment of our Board of Directors, taking into consideration our historical and projected results of operations, financial condition, cash flows, capital requirements, covenant compliance, current economic environment and other factors considered relevant.
+Added: As of March 31, 2022, we had $103.3 million available under our current stock repurchase authorization.
The exhibits required to be filed or furnished by Item 601 of Regulation S-K are listed below.
EXHIBIT INDEX
−Removed: — Purchase Agreement, dated as of September 12, 2021, by and among Group 1 Automotive, Inc., GPB Portfolio Automotive, LLC, Capstone Automotive Group, LLC, Capstone Automotive Group II, LLC, Automile Parent Holdings, LLC, Automile TY Holdings, LLC and Prime Real Estate Holdings, LLC
+Added: — Purchase Agreement, dated as of September 12, 2021, by and among Group 1 Automotive, Inc., GPB Portfolio Automotive, LLC, Capstone Automotive Group, LLC, Capstone Automotive Group II, LLC, Automile Parent Holdings, LLC, Automile TY Holdings, LLC and Prime Real Estate Holdings, LLC (incorporated by reference to Exhibit 2.1 of Group 1 Automotive, Inc.’s Quarterly Report on Form 10-Q (File No.
+Added: 001-13461) for the quarter ended September 30, 2021)
+Added: — Share Repurchase Agreement, dated November 12, 2021, by and between Group 1 Automotive, Inc., Buyer and UAB as intervening party (English translation) (incorporated by reference to Exhibit 2.1 of Group 1 Automotive Inc.’s Current Report on Form 8-K (File No.
+Added: 001-13461) filed on November 15, 2021)
— Amended and Restated Certificate of Incorporation of Group 1 Automotive, Inc.
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001-13461) filed April 6, 2017)
−Removed: — Commitment Letter, dated as of September 12, 2021, by and among Group 1 Automotive, Inc.
−Removed: and Wells Fargo Bank, National Association
+Added: — Twelfth Amended and Restated Revolving Credit Agreement, dated effective as of March 9, 2022 (incorporated by reference to Exhibit 10.1 of Group 1 Automotive, Inc.’s Current Report on Form 8-K (File No.
+Added: 001-13461) filed on March 10, 2022)
— Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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* Filed or furnished herewith
−Removed: † Management contract or compensatory plan or arrangement
−Removed: # The exhibits and schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K and will be provided to the Securities and Exchange Commission upon request.
+Added: # The exhibits and schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K and will be provided to the SEC upon request.
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.
−Removed: November 4, 2021 By:
+Added: May 5, 2022 By:
/s/ Daniel J.
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.