OREANDA-NEWS. September 11, 2015. Continental Building Products, Inc. (NYSE:CBPX) (the “Company”) today
announced that its largest stockholder, an affiliate of Lone Star Funds
(the “Selling Stockholder”) intends to offer for sale in an underwritten
secondary offering 4,000,000 shares of its common stock pursuant to the
Company's shelf registration statement filed with the Securities and
Exchange Commission (the “SEC”). The underwriter has a 30-day option to
purchase up to an additional 600,000 shares of common stock from the
Selling Stockholder. The Selling Stockholder will receive all of the
proceeds from this offering. No shares are being sold by the Company.
Additionally, the Company has agreed to repurchase from the Selling
Stockholder in a private transaction a number of shares of common stock
with an aggregate value of approximately \\$20.0 million, at a price per
share equal to the per share price to be paid by the underwriter to the
Selling Stockholder in the underwritten offering. The closing of the
share repurchase will be contingent on the closing of the underwritten
offering and is expected to close concurrently with the closing of the
offering. The closing of the underwritten offering is not contingent on
the closing of the share repurchase. The last reported sale price of the
Company’s common stock on September 10, 2015 was \\$21.38 per share. The
underwritten offering is expected to close on September 16, 2015,
subject to customary closing conditions.
Credit Suisse Securities (USA) LLC will act as the underwriter for the
underwritten offering.
The Company has filed a registration statement (including a prospectus)
on Form S-3 with the SEC for the underwritten offering to which this
communication relates. The registration statement was declared effective
on March 6, 2015. Before you invest, you should read the prospectus in
that registration statement and other documents the Company has filed
with the SEC for more complete information about the Company and this
offering. You may obtain these documents for free by visiting EDGAR on
the SEC's website at www.sec.gov.
Alternatively, copies of the prospectus supplement and accompanying base
prospectus relating to the offering, when available, may be obtained
from: Credit Suisse Securities (USA) LLC, Attention: Prospectus
Department, One Madison Avenue, New York, New York 10010, Telephone:
(800) 221-1037, Email: newyork.prospectus@credit-suisse.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities nor will there be any
sale of these securities in any state or other 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 other
jurisdiction.
About Continental Building Products
Continental Building Products is a manufacturer of gypsum wallboard and
complementary finishing products. The Company is headquartered in
Herndon, Virginia with operations serving the residential, commercial
and repair and remodel construction markets in the eastern United States
and eastern Canada.
Forward-Looking Statements
This press release contains forward-looking statements. Forward-looking
statements may be identified by the use of words such as “anticipate”,
“believe”, “expect”, “estimate”, “plan”, “outlook”, and “project” and
other similar expressions that predict or indicate future events or
trends or that are not statements of historical matters. Forward-looking
statements should not be read as a guarantee of future performance or
results, and will not necessarily be accurate indications of the times
at, or by, which such performance or results will be achieved.
Forward-looking statements are based on historical information available
at the time the statements are made and are based on management’s
reasonable belief or expectations with respect to future events, and are
subject to risks and uncertainties, many of which are beyond the
Company’s control, that could cause actual performance or results to
differ materially from the belief or expectations expressed in or
suggested by the forward-looking statements. Forward-looking statements
speak only as of the date on which they are made and the Company
undertakes no obligation to update any forward-looking statement to
reflect future events, developments or otherwise, except as may be
required by applicable law. Investors are referred to the Company’s
registration statement for additional information regarding the risks
and uncertainties that may cause actual results to differ materially
from those expressed in any forward-looking statement.
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