SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): FEBRUARY 12, 2002 ----------------- UNITED AUTO GROUP, INC. ----------------------- (Exact Name of Registrant as Specified in its Charter) DELAWARE 1-12297 22-3086739 -------- ------- ---------- (State or Other Jurisdiction of Incorporation) (Commission File Number) Number) (IRS Employer Identification 13400 OUTER DRIVE WEST 48239 ---------------------- ----- DETROIT, MI (Including Zip Code) ----------- (Address of Principal Executive Offices) 313-592-7311 ------------ (Registrant's Telephone Number, Including Area Code) ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS EXHIBIT 99.1 - Press Release of United Auto Group, Inc. (the "Company"), dated February 12, 2002. ITEM 9. REGULATION FD DISCLOSURE On February 12, 2002, United Auto Group, Inc. issued a press release announcing an agreement pursuant to which the Company will commence a cash offer for all of the capital stock of Sytner Group PLC, a leading retailer of luxury automobiles in the United Kingdom. The Company will host a conference call to discuss the transaction on Wednesday, February 13, 2002 at 1:00 p.m. ET. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein. 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. Dated: February 12, 2002 UNITED AUTO GROUP, INC. By: /s/ Robert H. Kurnick, Jr. ------------------------------ ROBERT H. KURNICK, JR. Its: EXECUTIVE VICE PRESIDENT EXHIBIT INDEX EXHIBIT DESCRIPTION OF EXHIBIT SEQUENTIAL PAGE NUMBER NUMBER EXHIBIT 99.1 Press Release of United Auto Group, Inc., dated February 12, 2002