Performance Food Group Company Announces Secondary Offering of Common Stock
November 20 2017 - 4:18PM
Business Wire
Performance Food Group Company (the “Company”) (NYSE: PFGC)
today announced that an affiliate of Wellspring Capital Management
LLC (the “Selling Stockholder”) intends to offer for sale in an
underwritten secondary offering 5,000,000 shares of common stock of
the Company. The Selling Stockholder will receive all of the
proceeds from this offering. The Company is not offering any shares
of common stock in the offering and will not receive any proceeds
from the sale of shares in this offering.
Barclays Capital Inc. is acting as sole underwriter for the
offering.
The offering is being made pursuant to the Company’s automatic
shelf registration statement filed with the Securities and Exchange
Commission (the “Commission”), which became effective upon filing.
The offering will be made only by means of a prospectus supplement
and accompanying prospectus. Copies of the preliminary prospectus
supplement and accompanying prospectus related to the offering may
be obtained from Barclays Capital Inc., c/o Broadridge Financial
Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone:
(888) 603-5847, email: barclaysprospectus@broadridge.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of these securities in any state or jurisdiction in which
such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
About the Company
Through its family of leading foodservice distributors –
Performance Foodservice, Vistar and PFG Customized – the Company
markets and distributes approximately 150,000 food and food-related
products from 76 distribution centers to over 150,000 customer
locations across the United States. The Company’s 14,000+
associates serve a diverse mix of customers, from independent and
chain restaurants to schools, business and industry locations,
hospitals, vending distributors, office coffee service
distributors, retailers and theaters. The Company sources its
products from more than 5,000 suppliers and serves as an important
partner to its suppliers by providing them access to the Company's
broad customer base.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. You can identify these forward-looking statements by the
use of words such as “outlook,” “believes,” “expects,” “potential,”
“continues,” “may,” “will,” “should,” “could,” “seeks,” “projects,”
“predicts,” “intends,” “plans,” “estimates,” “anticipates” or the
negative version of these words or other comparable words.
Such forward-looking statements are subject to various risks and
uncertainties. The following factors, in addition to those
discussed under the section entitled Item 1A Risk Factors in the
Company’s Annual Report on Form 10-K for the fiscal year ended July
1, 2017 filed with the Commission, as such factors may be updated
from time to time in the Company’s periodic filings with the
Commission, which are accessible on the Commission’s website at
www.sec.gov, could cause actual future results to differ materially
from those expressed in any forward-looking statements:
- competition in the Company’s industry
is intense, and the Company may not be able to compete
successfully;
- the Company operates in a low margin
industry, which could increase the volatility of the Company’s
results of operations;
- the Company may not realize anticipated
benefits from its operating cost reduction and productivity
improvement efforts;
- the Company’s profitability is directly
affected by cost inflation or deflation and other factors;
- the Company does not have long-term
contracts with certain of its customers;
- group purchasing organizations may
become more active in the Company’s industry and increase their
efforts to add the Company’s customers as members of these
organizations;
- changes in eating habits of
consumers;
- extreme weather conditions;
- the Company’s reliance on third-party
suppliers;
- labor relations and cost risks and
availability of qualified labor;
- volatility of fuel and other
transportation costs;
- inability to adjust cost structure
where one or more of the Company’s competitors successfully
implement lower costs;
- the Company may be unable to increase
its sales in the highest margin portion of its business;
- changes in pricing practices of the
Company’s suppliers;
- risks relating to any future
acquisitions;
- environmental, health, and safety
costs;
- the Company may fail to comply with
requirements imposed by applicable law or government
regulations;
- the Company’s reliance on technology
and risks associated with disruption or delay in implementation of
new technology;
- costs and risks associated with a
potential cybersecurity incident or other technology
disruption;
- product liability claims relating to
the products the Company distributes and other litigation;
- negative media exposure and other
events that damage the Company’s reputation;
- anticipated multiemployer pension
related liabilities and contributions to the Company’s
multiemployer pension plan;
- impact of uncollectibility of accounts
receivable;
- difficult economic conditions affecting
consumer confidence;
- departure of key members of senior
management;
- risks relating to federal, state, and
local tax rules;
- the cost and adequacy of insurance
coverage;
- risks relating to the Company’s
outstanding indebtedness; and
- the Company’s ability to maintain an
effective system of disclosure controls and internal control over
financial reporting.
Accordingly, there are or will be important factors that could
cause actual outcomes or results to differ materially from those
indicated in these statements. These factors should not be
construed as exhaustive and should be read in conjunction with the
other cautionary statements that are included in this press release
and in the Company’s filings with the Commission. Any
forward-looking statement, including any contained herein, speaks
only as of the time of this press release, and the Company does not
undertake to update or revise them as more information becomes
available or to disclose any facts, events or circumstances after
the date of this press release that may affect the accuracy of any
forward-looking statement, except as required by law.
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version on businesswire.com: http://www.businesswire.com/news/home/20171120006110/en/
Performance Food Group CompanyInvestor Contact:Michael NeeseVice
President,Investor
Relations804-287-8126michael.neese@pfgc.comorMedia Contact:Joe
VagiManager,Corporate
Communications804-839-4995joe.vagi@pfgc.com
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