Blue Bird Corporation Commences Tender Offer to Purchase up to $50M in Aggregate Value of Its Shares

Staff Report From Middle Georgia CEO

Monday, September 17th, 2018

Blue Bird Corporation announced 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.