FORT VALLEY, Ga.--(BUSINESS WIRE)--
Blue Bird Corporation (NASDAQ: BLBD) (“Blue Bird”) today announced the
preliminary results of its tender offer, which expired at 5:00 P.M., New
York City time, on October 15, 2018.
Based on the preliminary count by Continental Stock Transfer & Trust
Company, the depositary for the tender offer, a total of (i) 22,234,759
shares of its common stock, $0.0001 par value per share (the “Common
Stock”), were tendered at a price of $28.00 per share (the “Common Stock
Offer Price”), including 1,120,415 shares of Common Stock that were
tendered by notice of guaranteed delivery, and (ii) 93,000 shares of
Blue Bird’s 7.625% Series A Convertible Cumulative Preferred Stock, par
value $0.0001 per share (the “Preferred Stock” and together with the
Common Stock, the “Shares”), were tendered at a price of $241.69 per
share (the “Preferred Stock Offer Price”). The tender offer was
oversubscribed by a factor of approximately 12:1 and pursuant to the
terms of the tender offer, Shares will be accepted on a pro rata basis.
Blue Bird has been informed by the depositary that the preliminary
proration factor for the tender offer (which represents the percentage
of Shares properly tendered that will be purchased by Blue Bird) is
approximately 8.01% for shares of Common Stock and 0.39% for shares of
Preferred Stock.
In accordance with the terms and conditions of the tender offer, and
based on the preliminary count by the depositary, Blue Bird expects to
acquire (i) 1,782,568 shares of its Common Stock at the Common Stock
Offer Price, and (ii) 364 shares of its Preferred Stock at the Preferred
Stock Offer Price, for an aggregate cost of approximately $50 million,
excluding fees and expenses relating to the tender offer. These shares
represent approximately 6.54% of the shares of Common Stock outstanding
and 0.39% of the shares of Preferred Stock outstanding.
The number of Shares to be purchased is preliminary and subject to
change. The preliminary information contained in this press release is
subject to confirmation by the depositary and is based on the assumption
that all shares of Common Stock tendered through notice of guaranteed
delivery will be delivered within the two trading day settlement period.
The final proration factor with respect to the shares of Common Stock to
be purchased will be announced following the expiration of the
guaranteed delivery period and completion by the depositary of the
confirmation process. Payment for the Shares accepted for purchase under
the tender offer, and return of all other Shares tendered and not
purchased, will occur promptly thereafter.
D.F. King & Co., Inc. served as information agent for the tender offer.
Stockholders with questions may call D.F. King & Co., Inc. at (877)
896-3192 (toll free) or email [email protected].
About Blue Bird Corporation
Blue Bird Corporation (NASDAQ: BLBD) is the leading independent designer
and manufacturer of school buses, with more than 550,000 buses sold
since its formation in 1927 and approximately 180,000 buses in operation
today. Blue Bird’s longevity and reputation in the school bus industry
have made it an iconic American brand. Blue Bird distinguishes itself
from its principal competitors by its singular focus on the design,
engineering, manufacture and sale of school buses and related parts. As
the only manufacturer of chassis and body production specifically
designed for school bus applications, Blue Bird is recognized as an
industry leader for school bus innovation, safety, product
quality/reliability/durability, operating costs and drivability. In
addition, Blue Bird is the market leader in alternative fuel
applications with its propane-powered, electric and compressed natural
gas-powered school buses. Blue Bird manufactures school buses at two
facilities in Fort Valley, Georgia. Its Micro Bird joint venture
operates a manufacturing facility in Drummondville, Quebec, Canada.
Service and after-market parts are distributed from Blue Bird’s parts
distribution center located in Delaware, Ohio. For more information on
Blue Bird’s complete line of buses, visit www.blue-bird.com.
Blue Bird Corporation Additional Information
This document contains forward-looking statements about Blue Bird that
speak only as of the communication made. Blue Bird disclaims any
obligation to update these statements except as required by law. Many
risks, contingencies and uncertainties could cause actual results to
differ materially from Blue Bird’s forward-looking statements.
Additional information concerning these and other factors can be found
in Blue Bird’s filings with the U.S. Securities and Exchange Commission,
including the most recent annual report on Form 10-K (including the
information set forth under the caption “Risk Factors”), quarterly
reports on Form 10-Q, and current reports on Form 8-K.
View source version on businesswire.com: https://www.businesswire.com/news/home/20181016005603/en/
Information Agent:
D.F. King & Co., Inc.
877-896-3192
(toll free)
[email protected]
or
Company
Contact:
Blue Bird Corporation
Mark Benfield, 478-822-2315
Investor
Relations & Government Affairs
[email protected]
Source: Blue Bird Corporation