SALT LAKE CITY--(BUSINESS WIRE)--Jan. 15, 2016--
Franklin Covey Co. (NYSE: FC) today announced the final results of its
previously announced modified Dutch Auction tender offer, which expired
at 11:59 p.m. New York City time, on Tuesday, January 12, 2016.
Based on the final tabulation by Zions Bank, the depositary for the
tender offer, a total of 2,257,912 shares were validly tendered
(including by guaranteed delivery procedures) and not withdrawn at a
final purchase price of $17.75 per share, for a total cost of
approximately $35.0 million (excluding fees and expenses relating to the
tender offer). As a result, the depositary has informed the Company
that, after giving effect to the priority for “odd lots” and conditional
tenders whose conditions were not satisfied, the final proration factor
for the tender offer is 87.2%.
The aggregate number of shares purchased in the tender offer by the
Company represented approximately 12.16% of its outstanding shares of
common stock as of November 27, 2015. After giving effect to the
purchase of the shares, the Company will have 14,250,011 shares of
common stock outstanding.
The depositary will promptly pay for the shares accepted for purchase in
the tender offer and will promptly cause to be returned all shares
tendered and not accepted for purchase.
B. Riley & Co., LLC acted as the dealer manager for the tender offer and
the information agent was Georgeson Inc. The depositary institution is
Zions Bank. For questions of information, please call the information
agent toll-free at (800) 213-0473.
Forward-Looking Statements
This press release contains forward-looking statements related to, among
other things, the Company’s share repurchase through a Dutch Auction
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, the number of and the payment for shares being repurchased in the
tender offer and other actions relating to the tender offer, 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/20160115005956/en/
Source: Franklin Covey Co.
Investor Contact:
Franklin Covey
Steve Young, 801-817-1776
Investor.relations@franklincovey.com
or
Media
Contact:
Franklin Covey
Debra Lund, 801-817-6440
Debra.lund@franklincovey.com
