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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
AMENDMENT NO. 1
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date to earliest event reported): July 9, 1998
SONIC AUTOMOTIVE, INC.
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(Exact name of registrant as Specified in Charter)
Delaware 1-13395 56-2010790
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(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
5401 East Independence Boulevard
P.O. Box 18747
Charlotte, North Carolina 28026
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (704) 532-3320
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(A) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED. Incorporated by reference to
exhibit 99.2 to the Company's Form 8-K filed July 9, 1998 (the "July 9, 1998
Form 8-K").
(B) PRO FORMA FINANCIAL INFORMATION. Attached as an exhibit to this report on
Form 8-K are the following:
UNAUDITED PRO FORMA FINANCIAL STATEMENTS REFLECTING THE BUSINESS COMBINATION
OF SONIC AUTOMOTIVE, INC. AND HATFIELD DEALERSHIPS
Pro Forma Statement of Income for the Year Ended December 31, 1997
(Unaudited) and Notes thereto.
Pro Forma Statement of Income for the Three Months Ended March 31, 1998
(Unaudited) and Notes thereto.
Pro Forma Balance Sheet at March 31, 1998 (Unaudited) and Notes thereto.
(C) EXHIBITS
Exhibit Number Description
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99.1* Asset Purchase Agreement dated as of February 4, 1998
between Sonic Automotive, Inc., as buyer, Hatfield
Jeep Eagle, Inc., Hatfield Lincoln Mercury, Inc.,
Trader Bud's Westside Dodge, Inc., Toyota West, Inc.,
and Hatfield Hyundai, Inc. as sellers, and Bud C.
Hatfield, Dan E. Hatfield and Dan E. Hatfield, as
trustee of The Bud C. Hatfield, Sr. Special
Irrevocable Trust, as shareholders of the sellers
(incorporated by reference to Exhibit 10.3 to the
Company's Quarterly Report on Form 10-Q for the
quarter ended March 31, 1998 (the "March 31, 1998 Form
10-Q")).
99.2* Amendment No. 1 and Supplement to Asset Purchase
Agreement dated as of May 28, 1998 between Sonic
Automotive, Inc., Hatfield Jeep Eagle, Inc., Hatfield
Lincoln Mercury, Inc., Trader Bud's Westside Dodge,
Inc., Toyota West, Inc., and Hatfield Hyundai, Inc.,
Bud C. Hatfield, Dan E. Hatfield and Dan E. Hatfield,
as trustee of The Bud C. Hatfield, Sr. Special
Irrevocable Trust (incorporated by reference to
Exhibit 99.6 to the July 9, 1998 Form 8-K).
99.3* Amendment No. 2 and Supplement to Asset Purchase
Agreement dated as of July 8, 1998 between Sonic
Automotive, Inc., Hatfield Jeep Eagle, Inc., Hatfield
Lincoln Mercury, Inc., and Hatfield Hyundai, Inc., Bud
C. Hatfield, Dan E. Hatfield and Dan E. Hatfield, as
trustee of The Bud C. Hatfield, Sr. Special
Irrevocable Trust (incorporated by reference to
Exhibit 99.9 to the Company's Form 8-K filed July 24,
1998 (the "July 24, 1998 Form 8-K")).
99.4* Combined Financial Statements of the Hatfield
Automotive Group as of December 31, 1996 and 1997 and
for each of the three years in the period ending
December 31, 1997 (Audited) and as of March 31, 1998
and for the three months then ended (Unaudited)
(incorporated by reference to Exhibit 99.2 to the
July 9, 1998 Form 8-K).
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99.5 Unaudited Pro Forma Financial Statements Reflecting
the Business Combination of Sonic Automotive, Inc. and
Hatfield Dealerships for the year ended December 31,
1997 and as of March 31, 1998 and for the three months
then ended.
99.6* Press Release dated July 9, 1998 (incorporated by
reference to Exhibit 99.6 to the July 24, 1998 Form
8-K).
99.7* Strategic Alliance Agreement and Agreement for the
Mutual Referral of Acquisition Opportunities dated
July 9, 1998, between Sonic Automotive, Inc. and Mar
Mar Realty, L.P. (incorporate by reference to Exhibit
99.7 to the July 24, 1998 Form 8-K).
*Filed Previously
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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 hereunto duly authorized.
SONIC AUTOMOTIVE, INC.
Date: August 20, 1998 By: /s/ Theodore M. Wright
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Theodore M. Wright
Chief Financial
Officer, Vice
President-Finance,
Treasurer, Secretary
and Director
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