SALT LAKE CITY--(BUSINESS WIRE)--Dec. 8, 2015--
Franklin Covey Co. (NYSE: FC) today announced that its board of
directors has approved a modified Dutch auction tender offer for up to
$35.0 million in value of shares of its common stock at a price within
(and including) the range of $15.50 to $17.75 per share, which may allow
up to 2,258,064 shares, or approximately 13.9 percent of the Company's
outstanding common stock, to be acquired through the tender offer. The
midpoint of this range represents a premium of approximately 14.3
percent over Franklin Covey's closing stock price of $14.55 on December
7, 2015, the last trading day preceding the announcement of the tender
offer. The Company intends to commence the tender offer on or about
December 14, 2015, and the tender offer will remain open for at least 20
business days following commencement.
The Company intends to finance the tender offer primarily from (i)
available cash and (ii) either the Company’s existing revolving line of
credit with JPMorgan Chase Bank, N.A. (the “Revolving Line”) or, if in
place prior to the expiration of the tender offer, a new $20 million
term loan. As of December 7, 2015, the Company had cash on hand of
approximately $22 million, and there was $30 million available under the
Revolving Line.
Additional Information and Where to Find It
This announcement is neither an offer to purchase nor a solicitation of
an offer to sell securities. The tender offer described in this press
release has not yet commenced, and there can be no assurance that the
Company will commence the tender offer on the terms described in this
press release or at all. The solicitation of offers to buy shares of
Franklin Covey common stock will only be made pursuant to a Tender Offer
Statement on Schedule TO, an Offer to Purchase, a related Letter of
Transmittal and other related documents that Franklin Covey will send to
its shareholders once the tender offer has commenced. Shareholders of
the Company are urged to read the relevant tender offer documents
because they will contain important information that shareholders should
consider before making any decision regarding tendering their shares.
Those materials will be distributed by the Company to the Company's
shareholders at no expense to them.
If the Company commences the tender offer, it will file each of the
documents referenced in this paragraph with the SEC, and, when
available, investors may obtain them for free from the SEC at its
website (www.sec.gov)
or from the information agent engaged by the Company in connection with
the tender offer.
Forward-Looking Statements
This press release contains forward-looking statements related to, among
other things, a proposed tender offer. These statements are made
pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. Investors are cautioned that
forward-looking statements inherently involve risks and uncertainties
that could cause actual results to differ materially from those
contemplated in the forward-looking statements. Such risks and
uncertainties include, but are not limited to, that the Company may
decide, for any number of reasons, not to pursue the tender offer, the
conditions to any such tender offer may not be satisfied, market
conditions and the price of the Company's common stock may not be
favorable, general economic conditions, the Company's cash needs,
shareholders may not tender shares in response to the offer in
sufficient numbers to make the tender offer advisable and other risks
and uncertainties outlined in the Company's documents filed with the
SEC, including the Company's most recent annual report on Form 10-K for
the fiscal year ended August 31, 2015 as filed with the SEC. All
forward-looking statements and other information in this press release
are based upon information available as of the date of this press
release. Such information may change or become invalid after the date of
this press release, and, by making these forward-looking statements, the
Company undertakes no obligation to update these statements after the
date of this press release, except as required by law.
About Franklin Covey Co.
Franklin Covey Co. (NYSE:FC) (www.franklincovey.com)
is a global provider of training and consulting services in the areas of
leadership, productivity, strategy execution, customer loyalty, trust,
sales performance, government, education and individual effectiveness.
Over its history, Franklin Covey has worked with 90 percent of the
Fortune 100, more than 75 percent of the Fortune 500, and thousands of
small and mid-sized businesses, as well as numerous government entities
and educational institutions. Franklin Covey has more than 40 direct and
licensee offices providing professional services in over 150 countries.
View source version on businesswire.com: http://www.businesswire.com/news/home/20151208006713/en/
Source: Franklin Covey Co.
Franklin Covey
Investor Contact:
Steve Young, 801-817-1776
Investor.relations@franklincovey.com
or
Media
Contact:
Debra Lund, 801-817-6440
Debra.lund@franklincovey.com
