WICHITA, Kan., June 4, 2014 /PRNewswire/ -- Spirit
AeroSystems Holdings, Inc. (NYSE: SPR) (the "Company") today
announced that it intends to commence a public secondary offering
of 8,168,351 shares of class A common stock. The Company will not
receive any proceeds from the offering. The shares are being
offered by affiliates of Onex Corporation ("Onex") and current and
former members of management of the Company. Onex will no longer
maintain voting control of the Company following the completion of
this offering. The shares are being offered pursuant to an
automatic shelf registration statement on Form S-3 filed
June 4, 2014, with the U.S.
Securities and Exchange Commission ("SEC").
Additionally, the Company announced that it will repurchase from
the underwriters 4,000,000 shares of class A common stock being
sold by Onex concurrently with, and subject to, the closing of the
offering. The Company's per-share purchase price for the
repurchased shares will be the same as the per-share purchase price
payable by the underwriters to the selling stockholders. The
repurchased shares will no longer be outstanding following
completion of the offering. The Company expects to fund the share
repurchase with cash on hand.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of
these securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities law of any such jurisdiction.
Morgan Stanley and Barclays are acting as underwriters for the
offering. The offering will be made only by means of a prospectus
supplement and accompanying base prospectus, copies of which may be
obtained from Morgan Stanley & Co. LLC, Attn: Prospectus
department: 180 Varick Street, 2nd Floor, New York, NY 10014 or Barclays Capital Inc.,
c/o Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood, NY 11717,
Barclaysprospectus@broadridge.com, (888) 603-5847, and from the
SEC's website at www.sec.gov, when available.
"Safe Harbor" Statement Under the Private Securities
Litigation Reform Act of 1995: 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. These forward-looking statements include, but are
not limited to, statements related to the secondary offering of
shares of class A common stock and the repurchase of shares of
class A common stock. These forward-looking statements
involve known and unknown risks, uncertainties and other factors
discussed in the Company's filings with the SEC. Any
forward-looking statements speak only as of the date of this press
release and, except to the extent required by applicable securities
laws, Spirit AeroSystems Holdings, Inc. expressly disclaims any
obligation to update or revise any of them to reflect actual
results, any changes in expectations or any change in events.
If Spirit AeroSystems Holdings, Inc. does update one or more
forward-looking statements, no inference should be drawn that it
will make additional updates with respect to those or other
forward-looking statements. For additional information
concerning risks, uncertainties and other factors that may cause
actual results to differ from those anticipated in the
forward-looking statements, and risks to Spirit AeroSystems
Holdings, Inc.'s business in general, please refer to the Company's
SEC filings.
On the web: http://www.spiritaero.com
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SOURCE Spirit AeroSystems, Inc.