Academy Sports + Outdoors Announces Secondary Offering of Common Stock and Concurrent Share Repurchase

Rhea-AI Summary

Academy Sports and Outdoors (NASDAQ: ASO) announced a secondary offering of 18,645,602 shares by certain stockholders associated with Kohlberg Kravis Roberts & Co. Proceeds will go entirely to these Selling Stockholders, with Academy not selling any shares. Post-offering, Academy intends to repurchase up to $200 million of its shares from the underwriters, part of a broader $500 million share repurchase program. The offering is subject to regulatory approval, and no shares will be sold until the registration statement becomes effective.

Positive

• Intends to repurchase up to $200 million in shares, enhancing shareholder value.
• Part of a comprehensive $500 million share repurchase program.

Negative

• Secondary offering may cause dilution of existing shares.

KATY, Texas, Sept. 13, 2021 (GLOBE NEWSWIRE) -- Academy Sports and Outdoors, Inc. (“Academy”) (NASDAQ: ASO) today announced that certain of its stockholders that are affiliates of Kohlberg Kravis Roberts & Co. L.P. (the “Selling Stockholders”) intend to offer for sale in an underwritten secondary offering 18,645,602 shares of common stock of Academy pursuant to a registration statement filed by Academy with the U.S. Securities and Exchange Commission (the “SEC”). No shares are being sold by Academy. The Selling Stockholders will receive all of the proceeds from this offering.

Academy announced that, subject to the completion of the offering, it intends to repurchase from the underwriters, out of the 18,645,602 shares of common stock, a number of shares having an aggregate purchase price of up to $200 million at a price per share equal to the price at which the underwriters will purchase the shares from the Selling Stockholders. Any shares repurchased by Academy will be pursuant to its recently announced $500 million share repurchase program and will be retired. The closing of the share repurchase is conditioned on, and expected to occur simultaneously with, the closing of the offering, subject to the satisfaction of other customary conditions. The offering is not conditioned upon the completion of the share repurchase.

Credit Suisse, KKR Capital Markets LLC, J.P. Morgan and BofA Securities are acting as joint bookrunning managers for the proposed offering.

The offering of these securities will be made only by means of a prospectus. Copies of the preliminary prospectus may be obtained from: Credit Suisse Securities (USA) LLC, Attn: Prospectus Department, 6933 Louis Stephens Drive, Morrisville, North Carolina 27560, by telephone at 800-221-1037.

A registration statement, including a prospectus, which is preliminary and subject to completion, relating to these securities has been filed with the SEC, but has not yet become effective. These securities may not be sold, nor may offers to buy be accepted, prior to the time that the registration statement becomes effective, and, even then, the securities may only be sold pursuant to the registration statement and final prospectus. This press release does not constitute an offer to sell, or a solicitation of an offer to buy securities, any securities, nor shall there be any sale of securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Academy
Academy is a leading full-line sporting goods and outdoor recreation retailer in the United States. Originally founded in 1938 as a family business in Texas, Academy has grown to 259 stores across 16 contiguous states. Academy’s mission is to provide “Fun for All” and Academy fulfills this mission with a localized merchandising strategy and value proposition that strongly connects with a broad range of consumers. Academy’s product assortment focuses on key categories of outdoor, apparel, footwear and sports & recreation through both leading national brands and a portfolio of 19 private label brands, which go well beyond traditional sporting goods and apparel offerings.

Forward Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on Academy’s current expectations and are not guarantees of future performance. You can identify these forward-looking statements by the use of words such as “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “could,” “seeks,” “projects,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of these words or other comparable words. The forward-looking statements are subject to various risks, uncertainties, assumptions or changes in circumstances that are difficult to predict or quantify. Actual results may differ materially from these expectations due to changes in global, regional or local economic, business, competitive, market, regulatory and other factors, many of which are beyond Academy’s control. Important factors that could cause actual results to differ materially from those in the forward-looking statements are set forth in Academy’s filings with the SEC, including its registration statement on Form S-1 and its Annual Report on Form 10-K for the fiscal year ended January 30, 2021, under the caption “Risk Factors,” as may be updated from time to time in our periodic filings with the SEC. Any forward-looking statement in this press release speaks only as of the date of this release. Academy undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable securities laws.

Media inquiries:
Elise Hasbrook, Vice President Communications
281.253.8200
elise.hasbrook@academy.com

Investor inquiries:
Matt Hodges, Vice President Investor Relations
281.646.5362
matt.hodges@academy.com

FAQ

What is the purpose of the secondary offering by Academy Sports and Outdoors (ASO)?

The secondary offering is intended for certain stockholders, affiliated with Kohlberg Kravis Roberts & Co., to sell 18,645,602 shares of common stock. Academy itself is not selling any shares.

How much does Academy plan to repurchase from the secondary offering?

Academy intends to repurchase up to $200 million worth of shares from the underwriters following the completion of the secondary offering.

How will the secondary offering affect existing shareholders of ASO?

The secondary offering may lead to dilution of existing shares, as new shares are sold to the market.