United Auto Group, Inc.
Ticker: UAG 375 Park Avenue
Exchange: New York Stock Exchange New York, New York 10152
Industry: Retail (212) 223-3300

Type of Shares:Common Shares Filing Date:8/2/96
U.S. Shares:6,250,000 Offer Date:10/23/96
Non-U.S. Shares:0 Filing Range:$26.00 - $29.00
Primary Shares:6,250,000 Offer Price:$30.00
Secondary Shares:0 Gross Spread:$2.03
Offering Amount: $171,875,000 Selling:$1.22
Expenses:$2,625,000 Reallowance:$0.10
Shares Out After:16,278,684

ManagerTierPhone
J.P. Morgan Securities Inc.Lead Manager (212) 648-9922
Montgomery SecuritiesCo-manager (415) 627-2220
Smith Barney Inc.Co-manager (718) 921-8473

Auditor: Coopers & Lybrand
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 6/30/96 6/30/95 6/30/96
Revenue:$805.62$597.94$352.74Assets:$311.10
Net Income:-$3.47$3.90-$4.90Liabilities:$244.40
EPS:-$0.63$0.46-$1.05Equity:$66.71

Note: Dollar amounts are in U.S. millions; Audited figures expressed as full year,
unaudited figures are partial year

Business Description
The company is a leading acquirer, consolidator and operator of franchised automobile and light truck dealerships and related businesses. The company believes that, after giving effect to the Contemporaneous Acquisition, it will be the fourth largest retailer of new motor vehicles in the United States, operating 38 franchises located in Arizona, Arkansas, Connecticut, Georgia, New Jersey and New York and representing 25 American, Asian and European brands. As an integral part of its dealership operations, the company sells used vehicles. In addition, the company has recently established four stand-alone used car retail centers. All of the company's dealerships include integrated service and parts operations, which are an important source of recurring revenues. The company also owns Atlantic Auto Finance Corporation, an automobile finance company engaged in the purchase, sale and servicing of prime credit quality automobile loans originated by both the company and third-party dealerships.

Use of Proceeds
Proceeds from the proposed offering will be used to pay for the acquisition of Sun Automotive Group; to repay outstanding indebtedness; and to fund the expansion of its automobile finance business. The balance will be used for working capital and other general corporate purposes.

Last updated: 12/1/96

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