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Subscribers | 2003 |
Exchange and Registration Rights Agreement
Exchange and Registration Rights Agreement (131K)
Doc #2006475: Click preview link for longer preview.
GROUP 1 AUTOMOTIVE, INC.
8.25% SENIOR SUBORDINATED NOTES DUE AUGUST 15, 2013
EXCHANGE AND REGISTRATION RIGHTS AGREEMENT
August 13, 2003
Goldman, Sachs & Co.,
As Representative of the several Purchasers
Named in Schedule I to the Purchase Agreement
c/o Goldman, Sachs & Co.
85 Broad Street
New York, New York 10004
Ladies and Gentlemen:
Group 1 Automotive, Inc., a Delaware corporation (the "Company"), . . .
2006475
|
Group 1
As referenced in this Exchange and Registration Rights Agreement:
GROUP 1 AUTOMOTIVE, INC. – {DOCUMENT}
{TYPE}EX-4.8
{SEQUENCE}5
{FILENAME}h08987exv4w8.txt
{DESCRIPTION}REGISTRATION RIGHTS AGREEMENT
{TEXT}
{PAGE}
EXHIBIT 4.8
GROUP 1 AUTOMOTIVE, INC.
8.25% SENIOR SUBORDINATED NOTES DUE AUGUST 15, 2013
EXCHANGE AND REGISTRATION RIGHTS AGREEMENT
August 13, 2003
Goldman, Sachs & Co.,
As Representative of the several Purchasers
Named in Schedule
_____________
Group 1 Automotive, Inc. – As Representative of the several Purchasers
Named in Schedule I to the Purchase Agreement
c/o Goldman, Sachs & Co.
85 Broad Street
New York, New York 10004
Ladies and Gentlemen:
Group 1 Automotive, Inc. , a Delaware corporation (the "Company"),
proposes to issue and sell to the Purchasers (as defined herein) upon the terms
set forth in the Purchase Agreement (as defined herein) its
_____________
Group 1 Automotive,
Inc. – two days after being deposited in the mail (registered or
certified mail, postage prepaid, return receipt requested) as follows: If
to any of the Company or the Subsidiary Guarantors, to Group 1 Automotive,
Inc. , 950 Echo Lane, Suite 100, Houston, Texas 77024, Attention: Chief
Financial Officer, and if to a holder, to the address of such holder set
forth in the security register
_____________
GROUP 1 AUTOMOTIVE, INC. – which shall be submitted to the
Company for examination upon request, but without warranty on your part as to
the authority of the signers thereof.
Very truly yours,
THE COMPANY:
GROUP 1 AUTOMOTIVE, INC.
By: /s/ Scott L. Thompson
----------------------------------
Name: Scott L. Thompson
Title: Executive Vice President, Chief
Financial Officer and Treasurer
SUBSIDIARY GUARANTORS:
GROUP 1 REALTY, INC.
GROUP 1 FL HOLDINGS, INC.
_____________
GROUP 1 AUTOMOTIVE, INC. – C.
GROUP 1 HOLDINGS-H, L.L.C.
GROUP 1 HOLDINGS-N, L.L.C.
GROUP 1 HOLDINGS-S, L.L.C.
GROUP 1 HOLDINGS-T, L.L.C.
By: GROUP 1 AUTOMOTIVE, INC. ,
as sole member
By: /s/ Scott L. Thompson
----------------------------------
Name: Scott L. Thompson
Title: Executive Vice President
24
{PAGE}
EXECUTION COPY
COURTESY FORD, LLC
GULF BREEZE FORD, LLC
KEY FORD,
_____________
dt 1445098
;
Group 1
As referenced in this Exchange and Registration Rights Agreement:
GROUP 1 AUTOMOTIVE, INC. – {DOCUMENT}
{TYPE}EX-4.8
{SEQUENCE}5
{FILENAME}h08987exv4w8.txt
{DESCRIPTION}REGISTRATION RIGHTS AGREEMENT
{TEXT}
{PAGE}
EXHIBIT 4.8
GROUP 1 AUTOMOTIVE, INC.
8.25% SENIOR SUBORDINATED NOTES DUE AUGUST 15, 2013
EXCHANGE AND REGISTRATION RIGHTS AGREEMENT
August 13, 2003
Goldman, Sachs & Co.,
As Representative of the several Purchasers
Named in Schedule
_____________
Group 1 Automotive, Inc. – As Representative of the several Purchasers
Named in Schedule I to the Purchase Agreement
c/o Goldman, Sachs & Co.
85 Broad Street
New York, New York 10004
Ladies and Gentlemen:
Group 1 Automotive, Inc. , a Delaware corporation (the "Company"),
proposes to issue and sell to the Purchasers (as defined herein) upon the terms
set forth in the Purchase Agreement (as defined herein) its
_____________
Group 1 Automotive,
Inc. – two days after being deposited in the mail (registered or
certified mail, postage prepaid, return receipt requested) as follows: If
to any of the Company or the Subsidiary Guarantors, to Group 1 Automotive,
Inc. , 950 Echo Lane, Suite 100, Houston, Texas 77024, Attention: Chief
Financial Officer, and if to a holder, to the address of such holder set
forth in the security register
_____________
GROUP 1 AUTOMOTIVE, INC. – which shall be submitted to the
Company for examination upon request, but without warranty on your part as to
the authority of the signers thereof.
Very truly yours,
THE COMPANY:
GROUP 1 AUTOMOTIVE, INC.
By: /s/ Scott L. Thompson
----------------------------------
Name: Scott L. Thompson
Title: Executive Vice President, Chief
Financial Officer and Treasurer
SUBSIDIARY GUARANTORS:
GROUP 1 REALTY, INC.
GROUP 1 FL HOLDINGS, INC.
_____________
GROUP 1 AUTOMOTIVE, INC. – C.
GROUP 1 HOLDINGS-H, L.L.C.
GROUP 1 HOLDINGS-N, L.L.C.
GROUP 1 HOLDINGS-S, L.L.C.
GROUP 1 HOLDINGS-T, L.L.C.
By: GROUP 1 AUTOMOTIVE, INC. ,
as sole member
By: /s/ Scott L. Thompson
----------------------------------
Name: Scott L. Thompson
Title: Executive Vice President
24
{PAGE}
EXECUTION COPY
COURTESY FORD, LLC
GULF BREEZE FORD, LLC
KEY FORD,
_____________
dt 1509698
;
|
 Banc One Capital
As referenced in this Exchange and Registration Rights Agreement:
BANC ONE CAPITAL MARKETS, INC – sole member
By: /s/ Mathew J. Baer
____________________________________
Name: Mathew J. Baer
Title: President and Secretary
Accepted as of the date hereof:
GOLDMAN, SACHS & CO.
J.P. MORGAN SECURITIES INC.
BANC ONE CAPITAL MARKETS, INC .
By: /s/ GOLDMAN, SACHS & CO.
_______________________________________
(GOLDMAN, SACHS & CO.)
On behalf of each of the Purchasers
27
{PAGE}
EXECUTION COPY
EXHIBIT A
Group 1 Automotive, Inc.
INSTRUCTION TO DTC
_____________
dt 1395762
;
Goldman, Sachs
As referenced in this Exchange and Registration Rights Agreement:
Goldman, Sachs & Co. – DESCRIPTION}REGISTRATION RIGHTS AGREEMENT
{TEXT}
{PAGE}
EXHIBIT 4.8
GROUP 1 AUTOMOTIVE, INC.
8.25% SENIOR SUBORDINATED NOTES DUE AUGUST 15, 2013
EXCHANGE AND REGISTRATION RIGHTS AGREEMENT
August 13, 2003
Goldman, Sachs & Co. ,
As Representative of the several Purchasers
Named in Schedule I to the Purchase Agreement
c/o Goldman, Sachs & Co.
85 Broad Street
New York, New York 10004
Ladies and
_____________
Goldman, Sachs & Co. – AUGUST 15, 2013
EXCHANGE AND REGISTRATION RIGHTS AGREEMENT
August 13, 2003
Goldman, Sachs & Co.,
As Representative of the several Purchasers
Named in Schedule I to the Purchase Agreement
c/o Goldman, Sachs & Co.
85 Broad Street
New York, New York 10004
Ladies and Gentlemen:
Group 1 Automotive, Inc., a Delaware corporation (the "Company"),
proposes to issue and sell to the Purchasers (as
_____________
GOLDMAN, SACHS & CO. – By: GROUP 1 LP INTERESTS-T, INC.,
as sole member
By: /s/ Mathew J. Baer
____________________________________
Name: Mathew J. Baer
Title: President and Secretary
Accepted as of the date hereof:
GOLDMAN, SACHS & CO.
J.P. MORGAN SECURITIES INC.
BANC ONE CAPITAL MARKETS, INC.
By: /s/ GOLDMAN, SACHS & CO.
_______________________________________
(GOLDMAN, SACHS & CO.)
On behalf of each of the Purchasers
27
{PAGE}
EXECUTION
_____________
GOLDMAN, SACHS & CO. – ____________________________________
Name: Mathew J. Baer
Title: President and Secretary
Accepted as of the date hereof:
GOLDMAN, SACHS & CO.
J.P. MORGAN SECURITIES INC.
BANC ONE CAPITAL MARKETS, INC.
By: /s/ GOLDMAN, SACHS & CO.
_______________________________________
(GOLDMAN, SACHS & CO.)
On behalf of each of the Purchasers
27
{PAGE}
EXECUTION COPY
EXHIBIT A
Group 1 Automotive, Inc.
INSTRUCTION TO DTC PARTICIPANTS
(Date of Mailing)
URGENT -
_____________
(GOLDMAN, SACHS & CO. – Baer
Title: President and Secretary
Accepted as of the date hereof:
GOLDMAN, SACHS & CO.
J.P. MORGAN SECURITIES INC.
BANC ONE CAPITAL MARKETS, INC.
By: /s/ GOLDMAN, SACHS & CO.
_______________________________________
(GOLDMAN, SACHS & CO. )
On behalf of each of the Purchasers
27
{PAGE}
EXECUTION COPY
EXHIBIT A
Group 1 Automotive, Inc.
INSTRUCTION TO DTC PARTICIPANTS
(Date of Mailing)
URGENT - IMMEDIATE ATTENTION REQUESTED
DEADLINE
_____________
dt 1489730
;
More... |
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Subscribers | 2003 |
First Supplemental Indenture
First Supplemental Indenture (277K)
Doc #2006474: Click preview link for longer preview.
Group 1 Automotive, Inc.,
as Issuer
and
The Subsidiary Guarantors named herein,
as Subsidiary Guarantors
to
Wells Fargo Bank, N.A.
Trustee
----------------------
FIRST SUPPLEMENTAL INDENTURE
Dated as of August 13, 2003
. . .
2006474
|
Group 1
As referenced in this First Supplemental Indenture:
Group 1 Automotive, Inc. – {DOCUMENT}
{TYPE}EX-4.7
{SEQUENCE}4
{FILENAME}h08987exv4w7.txt
{DESCRIPTION}FIRST SUPPLEMENTAL INDENTURE
{TEXT}
{PAGE}
EXHIBIT 4.7
================================================================================
Group 1 Automotive, Inc. ,
as Issuer
and
The Subsidiary Guarantors named herein,
as Subsidiary Guarantors
to
Wells Fargo Bank, N.A.
Trustee
----------------------
FIRST SUPPLEMENTAL INDENTURE
Dated as of August 13, 2003
----------------------
================================================================================
{PAGE}
TABLE
_____________
Group 1 Automotive, Inc. – 1
EXHIBIT A Form of Exchange Note or Private Exchange Note.................... A-1
{/TABLE}
ii
{PAGE}
THIS FIRST SUPPLEMENTAL INDENTURE (this "Supplemental
Indenture"), dated as of August 13, 2003, among Group 1 Automotive, Inc. , a
corporation duly organized and existing under the laws of the State of Delaware
(the "Company"), each of the Subsidiary Guarantors named herein and Wells Fargo
Bank, N.A.,
_____________
GROUP 1 AUTOMOTIVE, INC. – instrument.
41
{PAGE}
IN WITNESS WHEREOF, the parties hereto have caused this
Supplemental Indenture to be duly executed, all as of the day and year first
above written.
THE COMPANY:
GROUP 1 AUTOMOTIVE, INC.
By: /s/ Scott L. Thompson
________________________________
Name: Scott L. Thompson
Title: Executive Vice President
SUBSIDIARY GUARANTORS:
GROUP 1 REALTY, INC.
GROUP 1 FL HOLDINGS, INC.
By: /s/ Scott L.
_____________
GROUP 1 AUTOMOTIVE, INC. – C.
GROUP 1 HOLDINGS-H, L.L.C.
GROUP 1 HOLDINGS-N, L.L.C.
GROUP 1 HOLDINGS-S, L.L.C.
GROUP 1 HOLDINGS-T, L.L.C.
By: GROUP 1 AUTOMOTIVE, INC. ,
as sole member
By: /s/ Scott L. Thompson
________________________________
Name: Scott L. Thompson
Title: Executive Vice President
COURTESY FORD, LLC
GULF BREEZE FORD, LLC
KEY FORD, LLC
KOONS FORD,
_____________
GROUP 1 AUTOMOTIVE, INC. – OUT OF INFORMATION
FURNISHED IN WRITING BY THE HOLDER OF THIS NOTE FOR INCLUSION IN ANY SHELF
REGISTRATION STATEMENT UNDER THE CIRCUMSTANCES CONTEMPLATED BY THE REGISTRATION
RIGHTS AGREEMENT.
2
{PAGE}
GROUP 1 AUTOMOTIVE, INC.
No. $
CUSIP No.
ISIN No.
8.25% Senior Subordinated Note due August 15, 2013
Group 1 Automotive, Inc., a Delaware corporation, promises to pay to
__________, or registered assigns,
_____________
dt 1445097
;
Group 1
As referenced in this First Supplemental Indenture:
Group 1 Automotive, Inc. – {DOCUMENT}
{TYPE}EX-4.7
{SEQUENCE}4
{FILENAME}h08987exv4w7.txt
{DESCRIPTION}FIRST SUPPLEMENTAL INDENTURE
{TEXT}
{PAGE}
EXHIBIT 4.7
================================================================================
Group 1 Automotive, Inc. ,
as Issuer
and
The Subsidiary Guarantors named herein,
as Subsidiary Guarantors
to
Wells Fargo Bank, N.A.
Trustee
----------------------
FIRST SUPPLEMENTAL INDENTURE
Dated as of August 13, 2003
----------------------
================================================================================
{PAGE}
TABLE
_____________
Group 1 Automotive, Inc. – 1
EXHIBIT A Form of Exchange Note or Private Exchange Note.................... A-1
{/TABLE}
ii
{PAGE}
THIS FIRST SUPPLEMENTAL INDENTURE (this "Supplemental
Indenture"), dated as of August 13, 2003, among Group 1 Automotive, Inc. , a
corporation duly organized and existing under the laws of the State of Delaware
(the "Company"), each of the Subsidiary Guarantors named herein and Wells Fargo
Bank, N.A.,
_____________
GROUP 1 AUTOMOTIVE, INC. – instrument.
41
{PAGE}
IN WITNESS WHEREOF, the parties hereto have caused this
Supplemental Indenture to be duly executed, all as of the day and year first
above written.
THE COMPANY:
GROUP 1 AUTOMOTIVE, INC.
By: /s/ Scott L. Thompson
________________________________
Name: Scott L. Thompson
Title: Executive Vice President
SUBSIDIARY GUARANTORS:
GROUP 1 REALTY, INC.
GROUP 1 FL HOLDINGS, INC.
By: /s/ Scott L.
_____________
GROUP 1 AUTOMOTIVE, INC. – C.
GROUP 1 HOLDINGS-H, L.L.C.
GROUP 1 HOLDINGS-N, L.L.C.
GROUP 1 HOLDINGS-S, L.L.C.
GROUP 1 HOLDINGS-T, L.L.C.
By: GROUP 1 AUTOMOTIVE, INC. ,
as sole member
By: /s/ Scott L. Thompson
________________________________
Name: Scott L. Thompson
Title: Executive Vice President
COURTESY FORD, LLC
GULF BREEZE FORD, LLC
KEY FORD, LLC
KOONS FORD,
_____________
GROUP 1 AUTOMOTIVE, INC. – OUT OF INFORMATION
FURNISHED IN WRITING BY THE HOLDER OF THIS NOTE FOR INCLUSION IN ANY SHELF
REGISTRATION STATEMENT UNDER THE CIRCUMSTANCES CONTEMPLATED BY THE REGISTRATION
RIGHTS AGREEMENT.
2
{PAGE}
GROUP 1 AUTOMOTIVE, INC.
No. $
CUSIP No.
ISIN No.
8.25% Senior Subordinated Note due August 15, 2013
Group 1 Automotive, Inc., a Delaware corporation, promises to pay to
__________, or registered assigns,
_____________
dt 1509697
;
|
McGraw-Hill Companies
As referenced in this First Supplemental Indenture:
McGraw-Hill Companies, Inc – of the Company,
whether existing on or after the Closing Date, unless such Subsidiary is an
Unrestricted Subsidiary.
"S&P" means Standard & Poor's Ratings Services, a division of
The McGraw-Hill Companies, Inc ., and its successors.
"Sale and Leaseback Transaction" of any Person means an
agreement with any lender or investor or to which such lender or investor is a
party providing
_____________
dt 1519542
;
Banc One Capital
As referenced in this First Supplemental Indenture:
Banc
One Capital Markets, Inc – the SEC
under the Securities Act.
"Initial Purchasers" means (1) with respect to the Initial Notes issued
on the Closing Date, Goldman, Sachs & Co., J.P. Morgan Securities Inc. and Banc
One Capital Markets, Inc . and (2) with respect to each issuance of Additional
Notes, the Persons purchasing such Additional Notes under the related Purchase
Agreement.
"Initial Notes" means (1) $150 million aggregate principal
_____________
dt 1395761
;
More... |
| Preview
Subscribers | 2002 |
Senior Indenture
Senior Indenture (312K)
Doc #2006484: Click preview link for longer preview.
Group 1 Automotive, Inc.,
as Issuer
and
The Subsidiary Guarantors named herein,
as Subsidiary Guarantors
to
-------------------------------,
as Trustee
--------------
SENIOR INDENTURE
Dated as of , 200
. . .
2006484
|
Group 1
As referenced in this Senior Indenture:
Group 1 Automotive, Inc. – {DOCUMENT}
{TYPE}EX-4.5
{SEQUENCE}3
{FILENAME}h93564a1ex4-5.txt
{DESCRIPTION}FORM OF SENIOR INDENTURE
{TEXT}
{PAGE}
EXHIBIT 4.5
================================================================================
Group 1 Automotive, Inc. ,
as Issuer
and
The Subsidiary Guarantors named herein,
as Subsidiary Guarantors
to
-------------------------------,
as Trustee
--------------
SENIOR INDENTURE
Dated as of , 200
------------ --
--------------
================================================================================
{PAGE}
TABLE OF CONTENTS
{Table}
{Caption}
PAGE
----
{S} {C} {
_____________
GROUP 1 AUTOMOTIVE, INC. – 1708. Company to Provide Stock......................................................76
SECTION 1709. Disclaimer of Responsibility for Certain Matters..............................77
SECTION 1710. Return of Funds Deposited for Redemption of Converted Securities..............77
{/Table}
-vi-
{PAGE}
GROUP 1 AUTOMOTIVE, INC.
CERTAIN SECTIONS OF THIS INDENTURE RELATING TO SECTIONS 310 THROUGH 318,
INCLUSIVE, OF THE TRUST INDENTURE ACT OF 1939:
{Table}
{Caption}
TRUST INDENTURE
ACT SECTION INDENTURE SECTION
{S} {C}
_____________
Group 1 Automotive,
Inc. – 107
{/Table}
----------
NOTE: This reconciliation and tie shall not, for any purpose, be deemed to be a
part of the Indenture.
-vii-
{PAGE}
INDENTURE, dated as of ____________, 200__, among Group 1 Automotive,
Inc. , a corporation duly organized and existing under the laws of the State of
Delaware (herein called the "Company"), having its principal office at 950 Echo
Lane, Suite 100, Houston,
_____________
Group 1 Automotive, Inc. – such Securities, as evidenced by their execution of
such Securities.
SECTION 202. Form of Face of Security.
[Insert any legend required by the Internal Revenue Code and the
regulations thereunder.]
Group 1 Automotive, Inc.
----------
No. $
--------- -----------
Group 1 Automotive, Inc., a corporation duly organized and existing
under the laws of Delaware (herein called the "Company", which term includes any
successor Person under the Indenture
_____________
Group 1 Automotive, Inc. – their execution of
such Securities.
SECTION 202. Form of Face of Security.
[Insert any legend required by the Internal Revenue Code and the
regulations thereunder.]
Group 1 Automotive, Inc.
----------
No. $
--------- -----------
Group 1 Automotive, Inc. , a corporation duly organized and existing
under the laws of Delaware (herein called the "Company", which term includes any
successor Person under the Indenture hereinafter referred to), for value
_____________
dt 1610545
;
|
Group 1
As referenced in this Senior Indenture:
Group 1 Automotive, Inc. – {DOCUMENT}
{TYPE}EX-4.5
{SEQUENCE}3
{FILENAME}h93564a1ex4-5.txt
{DESCRIPTION}FORM OF SENIOR INDENTURE
{TEXT}
{PAGE}
EXHIBIT 4.5
================================================================================
Group 1 Automotive, Inc. ,
as Issuer
and
The Subsidiary Guarantors named herein,
as Subsidiary Guarantors
to
-------------------------------,
as Trustee
--------------
SENIOR INDENTURE
Dated as of , 200
------------ --
--------------
================================================================================
{PAGE}
TABLE OF CONTENTS
{Table}
{Caption}
PAGE
----
{S} {C} {
_____________
GROUP 1 AUTOMOTIVE, INC. – 1708. Company to Provide Stock......................................................76
SECTION 1709. Disclaimer of Responsibility for Certain Matters..............................77
SECTION 1710. Return of Funds Deposited for Redemption of Converted Securities..............77
{/Table}
-vi-
{PAGE}
GROUP 1 AUTOMOTIVE, INC.
CERTAIN SECTIONS OF THIS INDENTURE RELATING TO SECTIONS 310 THROUGH 318,
INCLUSIVE, OF THE TRUST INDENTURE ACT OF 1939:
{Table}
{Caption}
TRUST INDENTURE
ACT SECTION INDENTURE SECTION
{S} {C}
_____________
Group 1 Automotive,
Inc. – 107
{/Table}
----------
NOTE: This reconciliation and tie shall not, for any purpose, be deemed to be a
part of the Indenture.
-vii-
{PAGE}
INDENTURE, dated as of ____________, 200__, among Group 1 Automotive,
Inc. , a corporation duly organized and existing under the laws of the State of
Delaware (herein called the "Company"), having its principal office at 950 Echo
Lane, Suite 100, Houston,
_____________
Group 1 Automotive, Inc. – such Securities, as evidenced by their execution of
such Securities.
SECTION 202. Form of Face of Security.
[Insert any legend required by the Internal Revenue Code and the
regulations thereunder.]
Group 1 Automotive, Inc.
----------
No. $
--------- -----------
Group 1 Automotive, Inc., a corporation duly organized and existing
under the laws of Delaware (herein called the "Company", which term includes any
successor Person under the Indenture
_____________
Group 1 Automotive, Inc. – their execution of
such Securities.
SECTION 202. Form of Face of Security.
[Insert any legend required by the Internal Revenue Code and the
regulations thereunder.]
Group 1 Automotive, Inc.
----------
No. $
--------- -----------
Group 1 Automotive, Inc. , a corporation duly organized and existing
under the laws of Delaware (herein called the "Company", which term includes any
successor Person under the Indenture hereinafter referred to), for value
_____________
dt 1622591
|
| Preview
Subscribers | 2003 |
Subordinated Indenture
Subordinated Indenture (336K)
Doc #2006473: Click preview link for longer preview.
GROUP 1 AUTOMOTIVE, INC.,
AS ISSUER
AND
THE SUBSIDIARY GUARANTORS NAMED HEREIN,
AS SUBSIDIARY GUARANTORS
TO
WELLS FARGO BANK, N.A.,
AS TRUSTEE
----------
SUBORDINATED INDENTURE
DATED AS OF AUGUST 13, 2003
. . .
2006473
|
Group 1
As referenced in this Subordinated Indenture:
GROUP 1 AUTOMOTIVE, INC. – {DOCUMENT}
{TYPE}EX-4.6
{SEQUENCE}3
{FILENAME}h08987exv4w6.txt
{DESCRIPTION}INDENTURE DATED AS OF AUGUST 13, 2003
{TEXT}
{PAGE}
EXHIBIT 4.6
================================================================================
GROUP 1 AUTOMOTIVE, INC. ,
AS ISSUER
AND
THE SUBSIDIARY GUARANTORS NAMED HEREIN,
AS SUBSIDIARY GUARANTORS
TO
WELLS FARGO BANK, N.A.,
AS TRUSTEE
----------
SUBORDINATED INDENTURE
DATED AS OF AUGUST 13, 2003
----------
================================================================================
{PAGE}
TABLE
_____________
GROUP 1 AUTOMOTIVE, INC. – Article...................................................................................... 79
SECTION 1602. Satisfaction of Sinking Fund Payments with Securities......................................................... 80
SECTION 1603. Redemption of Securities for Sinking Fund..................................................................... 80
SIGNATURES.................................................................................................................. 80
SCHEDULE I.................................................................................................................. I-1
{/TABLE}
vi
{PAGE}
GROUP 1 AUTOMOTIVE, INC.
CERTAIN SECTIONS OF THIS INDENTURE RELATING TO SECTIONS 310
THROUGH 318, INCLUSIVE, OF THE TRUST INDENTURE ACT OF 1939:
{TABLE}
{CAPTION}
TRUST INDENTURE
ACT SECTION INDENTURE SECTION
--------------- -----------------
{S} {C}
_____________
Group 1 Automotive, Inc. – TABLE}
NOTE: This reconciliation and tie shall not, for any purpose, be deemed to be
a part of the Indenture.
viii
{PAGE}
INDENTURE, dated as of August 13, 2003, among Group 1 Automotive, Inc. ,
a corporation duly organized and existing under the laws of the State of
Delaware (herein called the "Company"), having its principal office at 950 Echo
Lane, Houston, Texas, each
_____________
Group 1 Automotive, Inc. – such Securities, as evidenced by their execution of
such Securities.
SECTION 202. Form of Face of Security.
[Insert any legend required by the Internal Revenue Code and the regulations
thereunder.]
Group 1 Automotive, Inc.
________________________
No. __________ $ ________
Group 1 Automotive, Inc., a corporation duly organized and existing
under the laws of Delaware (herein called the "Company," which term includes any
successor Person
_____________
Group 1 Automotive, Inc. – such Securities.
SECTION 202. Form of Face of Security.
[Insert any legend required by the Internal Revenue Code and the regulations
thereunder.]
Group 1 Automotive, Inc.
________________________
No. __________ $ ________
Group 1 Automotive, Inc. , a corporation duly organized and existing
under the laws of Delaware (herein called the "Company," which term includes any
successor Person under the Indenture hereinafter referred to), for value
_____________
dt 1610544
;
|
Group 1
As referenced in this Subordinated Indenture:
GROUP 1 AUTOMOTIVE, INC. – {DOCUMENT}
{TYPE}EX-4.6
{SEQUENCE}3
{FILENAME}h08987exv4w6.txt
{DESCRIPTION}INDENTURE DATED AS OF AUGUST 13, 2003
{TEXT}
{PAGE}
EXHIBIT 4.6
================================================================================
GROUP 1 AUTOMOTIVE, INC. ,
AS ISSUER
AND
THE SUBSIDIARY GUARANTORS NAMED HEREIN,
AS SUBSIDIARY GUARANTORS
TO
WELLS FARGO BANK, N.A.,
AS TRUSTEE
----------
SUBORDINATED INDENTURE
DATED AS OF AUGUST 13, 2003
----------
================================================================================
{PAGE}
TABLE
_____________
GROUP 1 AUTOMOTIVE, INC. – Article...................................................................................... 79
SECTION 1602. Satisfaction of Sinking Fund Payments with Securities......................................................... 80
SECTION 1603. Redemption of Securities for Sinking Fund..................................................................... 80
SIGNATURES.................................................................................................................. 80
SCHEDULE I.................................................................................................................. I-1
{/TABLE}
vi
{PAGE}
GROUP 1 AUTOMOTIVE, INC.
CERTAIN SECTIONS OF THIS INDENTURE RELATING TO SECTIONS 310
THROUGH 318, INCLUSIVE, OF THE TRUST INDENTURE ACT OF 1939:
{TABLE}
{CAPTION}
TRUST INDENTURE
ACT SECTION INDENTURE SECTION
--------------- -----------------
{S} {C}
_____________
Group 1 Automotive, Inc. – TABLE}
NOTE: This reconciliation and tie shall not, for any purpose, be deemed to be
a part of the Indenture.
viii
{PAGE}
INDENTURE, dated as of August 13, 2003, among Group 1 Automotive, Inc. ,
a corporation duly organized and existing under the laws of the State of
Delaware (herein called the "Company"), having its principal office at 950 Echo
Lane, Houston, Texas, each
_____________
Group 1 Automotive, Inc. – such Securities, as evidenced by their execution of
such Securities.
SECTION 202. Form of Face of Security.
[Insert any legend required by the Internal Revenue Code and the regulations
thereunder.]
Group 1 Automotive, Inc.
________________________
No. __________ $ ________
Group 1 Automotive, Inc., a corporation duly organized and existing
under the laws of Delaware (herein called the "Company," which term includes any
successor Person
_____________
Group 1 Automotive, Inc. – such Securities.
SECTION 202. Form of Face of Security.
[Insert any legend required by the Internal Revenue Code and the regulations
thereunder.]
Group 1 Automotive, Inc.
________________________
No. __________ $ ________
Group 1 Automotive, Inc. , a corporation duly organized and existing
under the laws of Delaware (herein called the "Company," which term includes any
successor Person under the Indenture hereinafter referred to), for value
_____________
dt 1622590
;
Wells Fargo Bank
As referenced in this Subordinated Indenture:
WELLS FARGO BANK, N – txt
{DESCRIPTION}INDENTURE DATED AS OF AUGUST 13, 2003
{TEXT}
{PAGE}
EXHIBIT 4.6
================================================================================
GROUP 1 AUTOMOTIVE, INC.,
AS ISSUER
AND
THE SUBSIDIARY GUARANTORS NAMED HEREIN,
AS SUBSIDIARY GUARANTORS
TO
WELLS FARGO BANK, N .A.,
AS TRUSTEE
----------
SUBORDINATED INDENTURE
DATED AS OF AUGUST 13, 2003
----------
================================================================================
{PAGE}
TABLE OF CONTENTS
{TABLE}
{CAPTION}
PAGE
----
{S} {C}
PARTIES..................................................................................................................... 1
RECITALS OF THE COMPANY AND THE SUBSIDIARY
_____________
Wells Fargo Bank, N – the laws of the State of
Delaware (herein called the "Company"), having its principal office at 950 Echo
Lane, Houston, Texas, each of the Subsidiary Guarantors (as hereinafter defined)
and Wells Fargo Bank, N .A., a national association duly organized and existing
under the laws of the United States, as Trustee (herein called the "Trustee").
RECITALS OF THE COMPANY AND THE SUBSIDIARY GUARANTORS
_____________
Wells Fargo Bank, N – every purpose hereunder if
made, given, furnished or filed in writing in the English language to
or with the Trustee at its Corporate Trust Office, Attention: with a
copy to Wells Fargo Bank, N .A., 45 Broadway, 12th Floor, New York, NY
10002, Attention: Corporate Trust MAC T5415-030 or
10
{PAGE}
(2) the Company or any Subsidiary Guarantor by the
Trustee or
_____________
Wells Fargo Bank, N – August 13, 2003 (herein called the
"Indenture", which term shall have the meaning assigned to it in such
instrument), among the Company, the Subsidiary Guarantors named therein
14
{PAGE}
and Wells Fargo Bank, N .A., as Trustee (herein called the "Trustee", which term
includes any successor trustee under the Indenture), and reference is hereby
made to the Indenture for a statement of the
_____________
Wells Fargo Bank, N – Trustee's certificates of authentication shall be in substantially
the following form:
This is one of the Securities of the series designated therein referred
to in the within-mentioned Indenture.
Wells Fargo Bank, N .A.
As Trustee
By _____________________________
Authorized Officer
21
{PAGE}
ARTICLE THREE
THE SECURITIES
SECTION 301. Amount Unlimited; Issuable in Series.
The aggregate principal amount of Securities which may be
_____________
dt 1602469
|
| Preview
Subscribers | 2002 |
Subordinated Indenture
Subordinated Indenture (362K)
Doc #2006485: Click preview link for longer preview.
Group 1 Automotive, Inc.,
as Issuer
and
The Subsidiary Guarantors named herein,
as Subsidiary Guarantors
to
_______________________________,
as Trustee
----------
SUBORDINATED INDENTURE
Dated as of ____________, 200__
--------- . . .
2006485
|
Group 1
As referenced in this Subordinated Indenture:
Group 1 Automotive, Inc. – {DOCUMENT}
{TYPE}EX-4.6
{SEQUENCE}4
{FILENAME}h93564a1ex4-6.txt
{DESCRIPTION}FORM OF SUBORDINATED INDENTURE
{TEXT}
{PAGE}
EXHIBIT 4.6
================================================================================
Group 1 Automotive, Inc. ,
as Issuer
and
The Subsidiary Guarantors named herein,
as Subsidiary Guarantors
to
_______________________________,
as Trustee
----------
SUBORDINATED INDENTURE
Dated as of ____________, 200__
----------
================================================================================
{PAGE}
TABLE OF CONTENTS
----------
{Table}
{Caption}
PAGE
----
{
_____________
GROUP 1 AUTOMOTIVE, INC. – 1708. Company to Provide Stock......................................................92
SECTION 1709. Disclaimer of Responsibility for Certain Matters..............................93
SECTION 1710. Return of Funds Deposited for Redemption of Converted Securities..............93
{/Table}
-viii-
{PAGE}
GROUP 1 AUTOMOTIVE, INC.
CERTAIN SECTIONS OF THIS INDENTURE RELATING TO SECTIONS 310 THROUGH 318,
INCLUSIVE, OF THE TRUST INDENTURE ACT OF 1939:
{Table}
{Caption}
TRUST INDENTURE
ACT SECTION INDENTURE SECTION
{S} {C}
_____________
Group 1 Automotive,
Inc. – a) ....................................................... 107
{/Table}
------------
NOTE: This reconciliation and tie shall not, for any purpose, be deemed to be
a part of the Indenture.
{PAGE}
INDENTURE, dated as of ____________, 200__, among Group 1 Automotive,
Inc. , a corporation duly organized and existing under the laws of the State of
Delaware (herein called the "Company"), having its principal office at 950 Echo
Lane, Suite 100, Houston,
_____________
Group 1 Automotive, Inc. – such Securities, as evidenced by their execution of
such Securities.
SECTION 202. Form of Face of Security.
[Insert any legend required by the Internal Revenue Code and the
regulations thereunder.]
Group 1 Automotive, Inc.
----------
No. _________ $ ________
Group 1 Automotive, Inc., a corporation duly organized and existing
under the laws of Delaware (herein called the "Company", which term includes any
successor Person under
_____________
Group 1 Automotive, Inc. – of
such Securities.
SECTION 202. Form of Face of Security.
[Insert any legend required by the Internal Revenue Code and the
regulations thereunder.]
Group 1 Automotive, Inc.
----------
No. _________ $ ________
Group 1 Automotive, Inc. , a corporation duly organized and existing
under the laws of Delaware (herein called the "Company", which term includes any
successor Person under the Indenture hereinafter referred to), for value
_____________
dt 1610546
;
|
Group 1
As referenced in this Subordinated Indenture:
Group 1 Automotive, Inc. – {DOCUMENT}
{TYPE}EX-4.6
{SEQUENCE}4
{FILENAME}h93564a1ex4-6.txt
{DESCRIPTION}FORM OF SUBORDINATED INDENTURE
{TEXT}
{PAGE}
EXHIBIT 4.6
================================================================================
Group 1 Automotive, Inc. ,
as Issuer
and
The Subsidiary Guarantors named herein,
as Subsidiary Guarantors
to
_______________________________,
as Trustee
----------
SUBORDINATED INDENTURE
Dated as of ____________, 200__
----------
================================================================================
{PAGE}
TABLE OF CONTENTS
----------
{Table}
{Caption}
PAGE
----
{
_____________
GROUP 1 AUTOMOTIVE, INC. – 1708. Company to Provide Stock......................................................92
SECTION 1709. Disclaimer of Responsibility for Certain Matters..............................93
SECTION 1710. Return of Funds Deposited for Redemption of Converted Securities..............93
{/Table}
-viii-
{PAGE}
GROUP 1 AUTOMOTIVE, INC.
CERTAIN SECTIONS OF THIS INDENTURE RELATING TO SECTIONS 310 THROUGH 318,
INCLUSIVE, OF THE TRUST INDENTURE ACT OF 1939:
{Table}
{Caption}
TRUST INDENTURE
ACT SECTION INDENTURE SECTION
{S} {C}
_____________
Group 1 Automotive,
Inc. – a) ....................................................... 107
{/Table}
------------
NOTE: This reconciliation and tie shall not, for any purpose, be deemed to be
a part of the Indenture.
{PAGE}
INDENTURE, dated as of ____________, 200__, among Group 1 Automotive,
Inc. , a corporation duly organized and existing under the laws of the State of
Delaware (herein called the "Company"), having its principal office at 950 Echo
Lane, Suite 100, Houston,
_____________
Group 1 Automotive, Inc. – such Securities, as evidenced by their execution of
such Securities.
SECTION 202. Form of Face of Security.
[Insert any legend required by the Internal Revenue Code and the
regulations thereunder.]
Group 1 Automotive, Inc.
----------
No. _________ $ ________
Group 1 Automotive, Inc., a corporation duly organized and existing
under the laws of Delaware (herein called the "Company", which term includes any
successor Person under
_____________
Group 1 Automotive, Inc. – of
such Securities.
SECTION 202. Form of Face of Security.
[Insert any legend required by the Internal Revenue Code and the
regulations thereunder.]
Group 1 Automotive, Inc.
----------
No. _________ $ ________
Group 1 Automotive, Inc. , a corporation duly organized and existing
under the laws of Delaware (herein called the "Company", which term includes any
successor Person under the Indenture hereinafter referred to), for value
_____________
dt 1622592
|