REV Group, Inc. Announces Pricing of Secondary Offering of Common Stock
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Insights
The secondary public offering of REV Group, Inc.'s shares by American Industrial Partners represents a notable event for current and potential investors. The offering price of $18.00 per share provides a benchmark for the market's valuation of the company's stock. Investors will be closely monitoring the stock's performance relative to this price point post-offering to gauge market sentiment and the effectiveness of the underwriters' pricing strategy.
It's also important to consider the implications of the company not receiving any proceeds from this offering. This detail suggests that the transaction is aimed at providing liquidity to the Selling Stockholders rather than raising capital for the company's operational needs or growth initiatives. This could be interpreted as a signal that the major shareholders are looking to diversify their investments or realize gains, rather than a reflection on the company's future prospects.
From a market dynamics perspective, the large block of shares being sold can impact the stock's liquidity and may lead to increased volatility around the time of the offering's closure. The involvement of reputable financial institutions such as Goldman Sachs & Co. LLC and Morgan Stanley as joint book-running managers could potentially reassure investors about the procedural integrity of the offering.
Furthermore, the use of an effective shelf registration statement expedites the process of offering securities, allowing the company to act quickly in response to market conditions. Investors might view this as a sign of strategic financial management, although it does not directly affect the company's operations or capital structure, as the proceeds do not benefit REV Group directly.
Compliance with SEC regulations is a critical aspect of any public offering. The fact that the offering is being conducted pursuant to an effective shelf registration statement on Form S-3 indicates that REV Group has met the necessary legal requirements to make this offering available to the public. This includes the preparation of a prospectus supplement and the accompanying base prospectus, which must be filed with the SEC and made available to potential investors.
The disclaimer at the end of the announcement serves as a reminder of the legal boundaries within which such offerings are conducted. It highlights that the securities cannot be sold in jurisdictions where it would be unlawful prior to registration or qualification under the securities laws of those states or jurisdictions, ensuring that the offering adheres to the legal standards set forth by regulatory authorities.
The Offering consists entirely of shares of the Company’s common stock to be sold by the Selling Stockholders, and the Company will not receive any proceeds from the sale of the shares being offered by the Selling Stockholders. The Offering is expected to close on March 15, 2024, subject to customary closing conditions.
Goldman Sachs & Co. LLC and Morgan Stanley are acting as joint book-running managers for the Offering.
The Offering is being made pursuant to an effective shelf registration statement on Form S-3 (Registration No. 333-276009), which has been filed with the Securities and Exchange Commission (“SEC”) and became effective on December 19, 2023. The Offering will be made only by means of a prospectus supplement and the accompanying base prospectus. You may get these documents for free, including the prospectus supplement, once available, by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, copies of the prospectus supplement, once available, and the accompanying base prospectus may be obtained by contacting: Goldman Sachs & Co. LLC, 200 West Street,
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, 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 REV Group
REV Group (REVG) is a leading designer, manufacturer and distributor of specialty vehicles and related aftermarket parts and services. We serve a diversified customer base, primarily in
Cautionary Statement on Forward-Looking Statements
This news release contains statements that the company believes to be “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. This news release includes statements that express our opinions, expectations, beliefs, plans, objectives, assumptions or projections regarding future events or future results and therefore are, or may be deemed to be, “forward-looking statements.” These forward-looking statements can generally be identified by the use of forward-looking terminology, including the terms “believes,” “estimates,” “anticipates,” “expects,” “strives,” “goal,” “seeks,” “projects,” “intends,” “forecasts,” “outlook,” “guidance,” “plans,” “may,” “will” or “should” or, in each case, their negative or other variations or comparable terminology. They appear in a number of places throughout this news release and include statements regarding our intentions, beliefs, goals or current expectations concerning, among other things, our results of operations, financial condition, liquidity, prospects, growth, strategies and the industries in which we operate, including REV Group’s outlook for the full fiscal year 2024.
Our forward-looking statements are subject to risks and uncertainties, including those highlighted under “Risk Factors” and “Cautionary Statement on Forward-Looking Statements” in the company’s annual report on Form 10-K, and in the company’s subsequent quarterly reports on Form 10-Q, together with the company’s other filings with the SEC, which risks and uncertainties may cause actual results to differ materially from those projected or implied by the forward-looking statement. Forward-looking statements are based on current expectations and assumptions and currently available data and are neither predictions nor guarantees of future events or performance. You should not place undue reliance on forward-looking statements, which only speak as of the date hereof. The company does not undertake to update or revise any forward-looking statements after they are made, whether as a result of new information, future events, or otherwise.
View source version on businesswire.com: https://www.businesswire.com/news/home/20240313762791/en/
REV Group, Inc.
Drew Konop, 1-888-738-4037 (1-888-REVG-037)
investors@revgroup.com
Source: REV Group, Inc.
FAQ
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