FORT VALLEY, Ga.--(BUSINESS WIRE)--
Blue Bird Corporation (NASDAQ: BLBD) announced today that it is
commencing a tender offer to purchase up to $50 million in aggregate
value of shares of its (i) Common Stock at a price of $28.00 per share ,
and (ii) 7.625% Series A Convertible Cumulative Preferred Stock, at a
price of $241.69 per share, which is equal to the common stock offer
price multiplied by 8.6318.
The closing price of Blue Bird’s common stock on the Nasdaq Global
Market on September 13, 2018 (the last full trading day before the
commencement of the tender offer) was $23.25 per share of common stock.
The tender offer represents a premium of 20% to this price, and the
offer is scheduled to expire at 5:00 P.M. (EST) on October 15, 2018,
unless the tender offer is extended.
“We are excited to leverage again our strong free cash flow generation
to return capital to our shareholders through this tender offer,” said
Phil Horlock, President and CEO of Blue Bird. “This initiative signifies
management's and our Board’s confidence in our long-term growth
prospects and our commitment to continually enhancing shareholder value.”
Blue Bird will use up to $50 million of cash and borrowings to purchase
shares in the tender offer. “The tender offer represents an efficient
mechanism to provide the Company’s stockholders with the opportunity to
receive a significant return on some or all of their investment in the
Company, if desired,” added Phil Horlock.
While lender-funding commitments have been received, the tender offer is
conditional on the receipt of financing. Additionally, the tender offer
is subject to a number of other terms and conditions, which are
described in detail in the offer to purchase. Specific instructions and
a complete explanation of the terms and conditions of the tender offer
will be contained in the offer to purchase, the letter of transmittal
and the related materials, which will be mailed to stockholders of
record shortly after commencement of the tender offer.
No Company representative, member of its Board of Directors, the
information agent or the depositary make any recommendation as to
whether any stockholder should participate or refrain from participating
in the tender offer.
D.F. King & Co., Inc. will serve as information agent for the tender
offer. Stockholders with questions, or who would like to receive
additional copies of the tender offer documents 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.
Additional Information Regarding the Tender Offer
This press release is for informational purposes only. This press
release is not a recommendation to buy or sell Blue Bird common stock or
any other securities, and it is neither an offer to purchase nor a
solicitation of an offer to sell Blue Bird common stock or any other
securities. Blue Bird will be filing today a tender offer statement on
Schedule TO-I, including an offer to purchase, letter of transmittal and
related materials, with the United States Securities and Exchange
Commission (the “SEC”). The tender offer will only be made pursuant to
the offer to purchase, letter of transmittal and related materials filed
as a part of the Schedule TO-I. Stockholders should read carefully the
offer to purchase, letter of transmittal and related materials because
they contain important information, including the various terms of, and
conditions to, the tender offer. Stockholders will be able to obtain a
free copy of the tender offer statement on Schedule TO-I, the offer to
purchase, letter of transmittal and other documents that Blue Bird will
be filing with the SEC at the SEC’s website at www.sec.gov
or from the investor relations section of Blue Bird’s website at 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.
Forward-looking statements in this document may include, but are not
limited to, statements regarding tender offer pricing, benefits and
timing, and subsequent share repurchase expectations. Many risks,
contingencies and uncertainties could cause actual results to differ
materially from Blue Bird’s forward-looking statements. Among these
factors are: the risk that the tender offer will not commence timely,
that the tender offer will not be successful, and that Blue Bird’s
post-tender offer share repurchase intentions may change. 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/20180914005168/en/
Blue Bird Corporation
Mark Benfield, 478-822-2315
Investor
Relations & Government Affairs
[email protected]
Source: Blue Bird Corporation