DALLAS, July 27, 2015 (GLOBE NEWSWIRE) -- Builders FirstSource, Inc. (the "Company") (Nasdaq:BLDR) today announced the commencement of a public offering of 11,000,000 shares of its common stock, including 8,000,000 shares to be sold by the Company and 3,000,000 shares to be sold by Warburg Pincus Private Equity IX, L.P. (the "Selling Stockholder"). In connection with the offering, the Company and the Selling Stockholder have each granted the underwriters an option for 30 days to purchase up to an additional 1,200,000 and 450,000 shares, respectively. The offering is subject to market conditions, and there can be no assurance as to whether or when the offering may be completed, or the size or terms of the offering.
The Company intends to use the net proceeds from this offering, together with borrowings under a new term loan facility and new ABL facility and/or proceeds from a new unsecured notes offering, if completed, to finance the acquisition of ProBuild Holdings LLC ("ProBuild"), to repay certain of its and ProBuild's existing indebtedness and to pay related transaction fees and expenses. In the event the acquisition of ProBuild does not close, the Company intends to use the net proceeds from this offering (and the net proceeds from any exercise of the underwriters' option to purchase additional shares of common stock) for general corporate purposes, including for expenses related to the acquisition of ProBuild. The Company will not receive any proceeds from the sale of shares to be offered by the Selling Stockholder.
Credit Suisse, Deutsche Bank Securities and Citigroup are acting as joint book-running managers for the offering. The offering will be made pursuant to an existing effective registration statement, previously filed with the Securities and Exchange Commission. The offering will be made only by means of a prospectus and a related prospectus supplement, copies of which may be obtained on the SEC's website at www.sec.gov. Copies of the prospectus and prospectus supplement may be also obtained from Credit Suisse Securities (USA) LLC, Attention: Prospectus Department, One Madison Avenue, New York, New York 10010, telephone: (800) 221-1037 or email newyork.prospectus@credit-suisse.com; c/o Deutsche Bank Securities Inc., Attention: Prospectus Group, 60 Wall Street, New York, New York 10005, telephone: (800) 503-4611 or email prospectus.cpdg@db.com; and Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, telephone: (800) 831-9146.
This press release shall not constitute an offer to sell or the solicitation of any offer to buy, nor shall there be any sale of these 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.
Forward-Looking Information
Statements in this news release that are not purely historical facts or that necessarily depend upon future events, including statements about expected market share gains, forecasted financial performance or other statements about anticipations, beliefs, expectations, hopes, intentions or strategies for the future, may be forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. Readers are cautioned not to place undue reliance on forward-looking statements. All forward-looking statements are based upon information available to Builders FirstSource on the date this release was submitted. Builders FirstSource undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Any forward-looking statements involve risks and uncertainties that could cause actual events or results to differ materially from the events or results described in the forward-looking statements, including risks or uncertainties related to its growth strategies, including gaining market share, or its revenues and operating results being highly dependent on, among other things, the homebuilding industry, lumber prices and the economy. Builders FirstSource may not succeed in addressing these and other risks. Further information regarding factors that could affect our financial and other results can be found in the risk factors section of Builders FirstSource's most recent annual report on Form 10-K filed with the Securities and Exchange Commission. Consequently, all forward-looking statements in this release are qualified by the factors, risks and uncertainties contained therein.