ATLANTA, Nov. 17, 2016 /PRNewswire/ -- Veritiv
Corporation (NYSE: VRTV) today announced the pricing of an
underwritten public offering of 1,568,000 shares of its common
stock by UWW Holdings, LLC, one of its existing stockholders and
the former parent company of Unisource Worldwide, Inc., at a public
offering price of $45.00 per
share. The selling stockholder has granted a 30-day option to
the underwriters to purchase up to an additional 188,160 shares
from the selling stockholder. The Company is not selling any
shares of common stock in the offering, and the Company will not
receive any proceeds from the offering by the selling
stockholder. Subject to the satisfaction of customary
conditions, the offering is expected to close on November 23, 2016.
In addition, as previously announced, the Company has agreed to
repurchase 313,600 of the 1,568,000 shares from the underwriters,
concurrently with the closing of the offering. The shares
will be repurchased at a price of $42.8625 per share, which is the price at which
the underwriters will purchase such shares from the selling
stockholder, for an aggregate purchase price of approximately
$13.4 million. The closing of
the share repurchase is contingent on, and expected to occur
simultaneously with, the closing of the offering.
BofA Merrill Lynch, SunTrust Robinson Humphrey and Wells Fargo
Securities are acting as joint book-running managers of the
offering.
A registration statement (including prospectus) relating to
these securities was filed with and declared effective by the
Securities and Exchange Commission (the "SEC"). Information about
the offering is available in the prospectus supplement to be filed
by the Company with the SEC. Copies of the prospectus
supplement and the accompanying prospectus relating to the offering
may be obtained by contacting BofA Merrill Lynch, attention:
Prospectus Department, NC1-004-03-43, 200 North College Street, 3rd
Floor, Charlotte, NC 28255-0001,
telephone: 1-800-294-1322, email:
dg.prospectus_requests@baml.com.
The offering of these securities is being made solely by means
of a prospectus supplement and the accompanying prospectus.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy, nor shall there be any sale of any
securities in any state or jurisdiction in which such an offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.
About Veritiv
Veritiv Corporation (NYSE: VRTV),
headquartered in Atlanta and a
Fortune 500® Company, is a leading North American
business-to-business distributor of print, publishing, packaging,
and facility solutions; and also a provider of logistics and supply
chain management services. Serving customers in a wide range
of industries, the Company has approximately 180 distribution
centers throughout the U.S., Mexico and Canada, and employs approximately 8,800 team
members worldwide that help shape the success of its customers.
Safe Harbor Provision
Certain statements contained in
this press release regarding the proposed offering and share
repurchase are "forward-looking statements" subject to the safe
harbor created by the Private Securities Litigation Reform Act of
1995. Where possible, the words "believe," "expect," "anticipate,"
"intend," "should," "will," "would," "planned," "estimated,"
"potential," "goal," "outlook," "may," "predicts," "could," or the
negative of such terms, or other comparable expressions, as they
relate to the Company or its business, have been used to identify
such forward-looking statements. All forward-looking statements
reflect only the Company's current beliefs and assumptions with
respect to future operating results, performance, business plans,
prospects, guidance and other matters, and are based on information
currently available to the Company. Accordingly, the statements are
subject to significant risks, uncertainties and contingencies,
which could cause the Company's actual operating results,
performance, business plans or prospects to differ materially from
those expressed in, or implied by, these statements. Factors that
could cause actual results to differ materially from current
expectations include risks and other factors described under "Risk
Factors" in the Company's Annual Report on Form 10-K and elsewhere
in the Company's publicly available reports filed with the SEC,
which contain a discussion of various factors that may affect the
Company's business or financial results. The Company is not
responsible for updating the information contained in this press
release beyond the published date, or for changes made to this
document by wire services or Internet service providers.
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SOURCE Veritiv Corporation