LANCASTER, Pa.–(BUSINESS WIRE)–Armstrong Flooring, Inc. (NYSE:AFI) (“Armstrong Flooring” or the
“Company”) announced today the expiration and preliminary results of its
modified “Dutch auction” self-tender offer to repurchase up to
$50,000,000 in cash of its common stock.
Armstrong Flooring’s modified “Dutch auction” self-tender offer expired
at 12:00 a.m., New York City time, at the end of June 14, 2019. Based on
the preliminary count by American Stock Transfer & Trust Company, LLC,
the depositary for the self-tender offer, 4,991,757 shares of Armstrong
Flooring’s common stock, including 215,068 shares of common stock that
were tendered through notice of guaranteed delivery, were properly
tendered (and not properly withdrawn) at a price at or below the final
purchase price of $11.10 per share. In accordance with the terms of the
self-tender offer and based on these preliminary results, which
indicates that the tender offer was oversubscribed, Armstrong Flooring
expects to repurchase 4,504,504 shares of its common stock at the final
purchase price of $11.10 per share, for a total cost of approximately
$50.0 million, excluding fees and expenses relating to the self-tender
offer. The common stock expected to be repurchased in the self-tender
offer represent approximately 17.3% of Armstrong Flooring’s issued and
outstanding common stock as of June 14, 2019.
The number of shares of common stock expected to be repurchased in the
self-tender offer is preliminary and subject to change. Armstrong
Flooring will fund the repurchase of common stock in the self-tender
offer using a portion of its cash and cash equivalents on hand. Payment
for Armstrong Flooring’s common stock accepted for purchase in the
self-tender offer will occur promptly after the final number of shares
of common stock properly tendered and not properly withdrawn is
confirmed by the depositary.
Goldman Sachs & Co. LLC is serving as dealer manager for the self-tender
offer. Innisfree M&A Incorporated is serving as information agent for
the self-tender offer and American Stock Transfer & Trust Company, LLC
is serving as depositary for the self-tender offer. Shareholders who
have questions or need information about the self-tender offer may
contact Innisfree M&A Incorporated at 1-888-750-5834.
ABOUT ARMSTRONG FLOORING
Armstrong Flooring, Inc. is a global leader in the design and
manufacture of innovative flooring solutions. Headquartered in
Lancaster, Pennsylvania, Armstrong Flooring is North America’s largest
producer of resilient flooring products. The company safely and
responsibly operates 8 manufacturing facilities globally, working to
provide the highest levels of service, quality and innovation to ensure
it remains as strong and vital as its 150-year heritage. For additional
information, please visit www.armstrongflooring.com.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Disclosures in this release, including without limitation, statements as
to the amount, timing and manner of the Company’s self-tender offer, and
in our other public documents and comments contain forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. Those statements provide our future expectations or
forecasts and can be identified by our use of words such as
“anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,”
“believe,” “outlook,” “target,” “predict,” “may,” “will,” “would,”
“could,” “should,” “seek,” and other words or phrases of similar meaning
in connection with any discussion of future operating or financial
performance. Forward-looking statements, by their nature, address
matters that are uncertain and involve risks because they relate to
events and depend on circumstances that may or may not occur in the
future. As a result, our actual results may differ materially from our
expected results and from those expressed in our forward-looking
statements. A more detailed discussion of the risks and uncertainties
that could cause our actual results to differ materially from those
projected, anticipated or implied is included in our reports filed with
the SEC. Forward-looking statements speak only as of the date they are
made. We undertake no obligation to update any forward-looking
statements beyond what is required under applicable securities law.
Contacts
INVESTOR & MEDIA RELATIONS CONTACT
Investors:
Douglas
Bingham
SVP, Chief Financial Officer
717-672-9300
[email protected]
Media:
Steve Trapnell
Corporate Communications Manager
717-672-7218
[email protected]
