Blue Bird Announces Launch of Secondary Public Offering
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Insights
The announcement of a secondary offering by an affiliate of American Securities LLC involving Blue Bird Corporation's shares is a significant event for current and potential investors. Secondary offerings can influence a stock's price, as they often lead to dilution of share value. However, in this case, as the Company is not issuing new shares but an affiliate is selling existing ones, the direct impact on Blue Bird's capital structure is negligible. Yet, the market's perception of the sale can affect the stock's performance. If the market views the affiliate's decision to sell as a lack of confidence in Blue Bird's future prospects, the stock price could suffer. Conversely, if the market absorbs the shares without significant price changes, it could indicate a robust demand for Blue Bird's stock.
Investors should note that Blue Bird will not receive any proceeds from this secondary offering, which means the capital raised will not be used for the company's growth initiatives or debt reduction. The liquidity event benefits only the Selling Stockholder. Investors should also consider the role of Barclays as the sole underwriter, which suggests a vote of confidence in their ability to market the shares effectively. The terms of the sale, such as whether it occurs at market price or at a discount, will be crucial in determining the immediate financial impact on the stock's performance. Additionally, the timing of the offering in relation to the company's financial calendar and market conditions could also sway investor sentiment.
From a regulatory standpoint, the transaction is being conducted under a shelf registration statement, which allows for the quick sale of securities to the public. This process is subject to SEC regulations and is intended to provide flexibility for the Selling Stockholder to sell shares over time. Potential investors are advised to read the prospectus and related documents to understand the risks and details of the offering. It is also important to recognize that such offerings are subject to legal constraints, including the requirement that no sales occur in jurisdictions where the offering would be unlawful without proper registration or exemption.
The offering consists entirely of secondary shares to be sold by the Selling Stockholder. The Selling Stockholder will receive all of the proceeds from the offering. The Company is not selling any shares of Common Stock in the offering and will not receive any proceeds from the offering.
Barclays is acting as the sole underwriter of the offering.
The underwriter proposes to offer the shares of Common Stock from time to time for sale in one or more transactions on the Nasdaq, in the over-the-counter market, through negotiated transactions or otherwise at market prices prevailing at the time of sale, at prices related to prevailing market prices or at negotiated prices, subject to the underwriter’s right to reject any order in whole or in part.
The offering is being made pursuant to an effective shelf registration statement (including a prospectus) filed by Blue Bird with the SEC on December 23, 2021, which became effective January 5, 2022, to which this communication relates. Before you invest, you should read the prospectus in the shelf registration statement and the documents incorporated by reference therein, the free writing prospectus, the prospectus supplement and the documents incorporated by reference therein related to this offering. The offering will be made only by means of a free writing prospectus, the prospectus and the related prospectus supplement. A copy of the free writing prospectus, the prospectus and the related prospectus supplement relating to the offering may be obtained, when available, by visiting the SEC’s website at www.sec.gov. Copies of the prospectus and the related prospectus supplement for the offering may also be obtained, when available, by contacting Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue,
This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Blue Bird Corporation
Blue Bird is recognized as a technology leader and innovator of school buses since its founding in 1927. Blue Bird’s dedicated team members design, engineer and manufacture school buses with a singular focus on safety, reliability, and durability. The company is the market leader in low- and zero-emission school buses with more than 20,000 propane, natural gas, and electric powered buses in operation today.
Forward-Looking Statements
This press release includes forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements relate to expectations for future financial performance, business strategies or expectations for our business. Specifically, forward-looking statements include may include statements relating to:
- this offering;
- the future financial performance of the Company;
- negative changes in the market for Blue Bird products;
- expansion plans and opportunities;
- challenges or unexpected costs related to manufacturing;
- union organization activities and job actions, including without limitation strikes, unfair labor practice charges, work stoppages, grievances, and other labor disruptions or disputes, which could disrupt our business and increase our labor costs;
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future impacts from the novel coronavirus pandemic known as “COVID-19,” and any other pandemics, public health crises, or epidemics, on capital markets, manufacturing and supply chain abilities, consumer and customer demand, school system operations, workplace conditions, and any other unexpected impacts, which include or could include, among other effects:
- disruption in global financial and credit markets;
- supply shortages and supplier financial risk, especially from our single-source suppliers impacted by the pandemic;
- negative impacts to manufacturing operations or the supply chain from shutdowns or other disruptions in operations;
- negative impacts on capacity and/or production in response to changes in demand due to the pandemic, including possible cost containment actions;
- financial difficulties of our customers impacted by the pandemic;
- reductions in market demand for our products due to the pandemic; and
- potential negative impacts of various actions taken by federal, state and/or local governments in response to the pandemic.
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future impacts resulting from Russia’s invasion of
Ukraine , which include or could include, among other effects:- disruption in global commodity and other markets;
- supply shortages and supplier financial risk, especially from suppliers providing inventory that is dependent on resources originating from either of these countries; and
- negative impacts to manufacturing operations resulting from inventory cost volatility or the supply chain due to shutdowns or other disruptions in operations.
- other statements preceded by, followed by or that include the words “estimate,” “plan,” “project,” “forecast,” “intend,” “expect,” “anticipate,” “believe,” “seek,” “target” or similar expressions
These forward-looking statements are based on information available as of the date of this press release, and current expectations, forecasts and assumptions, and involve a number of judgments, risks and uncertainties. Accordingly, forward-looking statements should not be relied upon as representing our views as of any subsequent date, and we do not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws. The factors described above, as well as risk factors described in reports filed with the SEC by us (available at www.sec.gov), could cause our actual results to differ materially from estimates or expectations reflected in such forward-looking statements.
View source version on businesswire.com: https://www.businesswire.com/news/home/20240215804920/en/
Mark Benfield
Investor Relations
(478) 822-2315
Mark.Benfield@blue-bird.com
Source: Blue Bird Corporation
FAQ
How many shares of common stock are being offered in the secondary offering by the Selling Stockholder?
Who will receive the proceeds from the secondary offering of common stock?
Who is the sole underwriter for the offering of Blue Bird's common stock?
When did the shelf registration statement related to the offering become effective?
Where can one obtain a copy of the free writing prospectus and related documents for the offering?
