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Asbury Automotive Group Announces Private Placement Of $75.0 Million Of Additional 8.375% Senior Subordinated Notes Due 2020

DULUTH, Ga., June 17, 2013 /PRNewswire/ -- Asbury Automotive Group, Inc. (NYSE: ABG) (the "Company") announced today that it plans to offer $75.0 million in aggregate principal amount of additional 8.375% senior subordinated notes due 2020 (the "Additional Notes") in a private transaction that is exempt from the registration requirements of the Securities Act of 1933, as amended (the "Act"). The Additional Notes being offered are an additional issuance of, and will rank equally and form a single series with, the $200.0 million in aggregate principal amount of the Company's 8.375% senior subordinated notes due 2020 which were issued on November 16, 2010 (the "Existing Notes"). The Additional Notes will have the same terms as the Existing Notes, including being guaranteed by all of the Company's existing subsidiaries and certain future domestic restricted subsidiaries, with certain exceptions.

The Company intends to use the net proceeds from the offering of the Additional Notes for general corporate purposes.  The Company may use the proceeds from the offering, together with cash on hand or available borrowings under various credit or mortgage facilities, to redeem its outstanding 7.625% Senior Subordinated Notes due 2017. The consummation of the offering of Additional Notes will be conditioned upon customary closing conditions.

The Additional Notes and the related guarantees have not been, and will not be, registered under the Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. The Additional Notes will be offered only to qualified institutional buyers under Rule 144A and to persons outside the United States under Regulation S.

This press release does not constitute an offer to sell or a solicitation of an offer to buy the Additional Notes or any other securities, and shall not constitute an offer, solicitation or sale of any Additional Notes or other securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. This notice is being issued pursuant to and in accordance with Rule 135c under the Act.

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