NASDAQ Panel Grants Blue Bird’s Request for Continued Listing

Press release from the issuing company

Friday, April 17th, 2015

Blue Bird Corporation today announced that the Listing Qualifications Panel of The NASDAQ Stock Market LLC has granted Blue Bird’s request for continued listing on NASDAQ, provided that Blue Bird demonstrates by August 3, 2015 that it complies with the 400 round lot shareholder requirement for initial listing on The NASDAQ Global Market (the “Global Market”), as set forth in NASDAQ Listing Rule 5450(a)(2) (the “Round Lot Holder Requirement”). A second NASDAQ condition, that confirmation be provided by April 20, 2015 that Blue Bird satisfies all other initial listing requirements, has already been satisfied.

As previously disclosed, on February 24, 2015, Hennessy Capital Acquisition Corp. (“Hennessy”) consummated a business combination in which it purchased School Bus Holdings Inc. and its subsidiaries and changed its name to “Blue Bird Corporation.” In accordance with the NASDAQ Listing Rules, upon completion of the business combination, the combined entity was required to evidence compliance with all applicable criteria for initial listing on NASDAQ. As discussed at a hearing before the Panel on March 19, 2015, Blue Bird believed that it satisfied all applicable criteria for initial listing on the Global Market, but for the Round Lot Holder Requirement, at the time of the business combination. At the hearing, which proceeding was initiated following NASDAQ’s determination of Hennessy’s non-compliance with the minimum public shareholder requirement for continued listing on The NASDAQ Capital Market, Blue Bird presented its plan to evidence compliance with the Round Lot Holder Requirement for initial listing on the Global Market. After considering Blue Bird’s presentation, the Panel granted Blue Bird an extension through August 3, 2015 to evidence compliance with the Round Lot Holder Requirement.

On April 10, 2015, Blue Bird was notified by the Staff of the NASDAQ Listing Qualifications Department that, due to Blue Bird’s non-compliance with the initial listing requirements as of the completion of the business combination, Blue Bird was not in compliance with Nasdaq Rule IM-5101-2 at that time. However, because the Panel had already provided Blue Bird with an extension to evidence compliance with the initial listing criteria, no further action is required by Blue Bird to address this issue with the Panel at this time, other than satisfying compliance with the Round Lot Holder Requirement by August 3, 2015.

Blue Bird is evaluating all potential options to comply with the Round Lot Holder Requirement, including approaches designed to enable its employees to purchase shares of its common stock. Blue Bird believes that, as of April 9, 2015, it had approximately 360 round lot holders, which constitutes a substantial increase since the consummation of the business combination. Blue Bird believes that it will be able achieve compliance with the Round Lot Holder Requirement by August 3, 2015, although it cannot provide assurances that it will be able to do so.