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Business Wire
an hour ago
- Business
- Business Wire
Shift4 Further Extends Previously Announced Tender Offer to Acquire Global Blue
CENTER VALLEY, Pa.--(BUSINESS WIRE)--Shift4 Payments, Inc. ('Shift4') (NYSE: FOUR), announced today that it is further extending its previously announced all-cash tender offer through its indirect wholly owned subsidiary, GT Holding 1 GmbH, a Swiss limited liability company ('Merger Sub'), to purchase all of the outstanding shares of Global Blue Group Holding AG ('Global Blue') (NYSE: GB) pursuant to the previously announced transaction agreement, dated as of February 16, 2025 between Global Blue and Shift4, and, from and after its execution and delivery of a joinder thereto on February 25, 2025, Merger Sub. The tender offer is subject to certain conditions, including, among other things, satisfaction of a minimum tender condition, for which the ninety (90%) threshold has been met, the receipt of regulatory approvals in certain jurisdictions and other customary closing conditions. The transaction is expected to close by the third quarter of calendar year 2025, as previously announced. Global Blue's board of directors has unanimously recommended that all shareholders tender their shares into the offer. The tender offer will remain open until one minute after 11:59 p.m. (New York City time) on June 23, 2025 and may be extended again while the parties await certain regulatory approvals. Equiniti Trust Company, LLC, the depositary and paying agent for the tender offer, has reported that, as of one minute after 11:59 p.m. (New York City time) on June 5, 2025, approximately 232,846,816 shares have been validly tendered and not withdrawn, representing approximately 96.95% of the issued and outstanding shares. Shareholders who have already tendered their shares do not need to take further action in response to this extension. For assistance with tendering shares, shareholders may contact D.F. King & Co., Inc., the information agent for the tender offer, toll-free at (800) 283-2170 or email gb@ The full terms, conditions and other details of the tender offer are available in the offering documents filed with the Securities and Exchange Commission (the 'SEC'). About Shift4 Shift4 (NYSE: FOUR) is boldly redefining commerce by simplifying complex payments ecosystems across the world. As the leader in commerce-enabling technology, Shift4 powers billions of transactions annually for hundreds of thousands of businesses in virtually every industry. For more information, visit Important Information About the Tender Offer This press release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell (i) registered ordinary shares of Global Blue (the 'Global Blue common shares'), (ii) registered Series A convertible preferred share of Global Blue (the 'Global Blue Series A shares') and (iii) the registered Series B convertible preferred share of Global Blue (the 'Global Blue Series B shares' and together with the Global Blue common shares and the Global Blue Series A shares, the 'Global Blue shares') or any other securities, nor is it a substitute for the tender offer materials that Merger Sub filed with the SEC upon the commencement of the tender offer. Merger Sub has filed with the SEC a tender offer statement on Schedule TO (the 'Tender Offer Statement') and Global Blue has filed with the SEC a solicitation/recommendation statement on Schedule 14D-9 (the 'Solicitation/Recommendation Statement') with respect to the tender offer. THE TENDER OFFER STATEMENT (INCLUDING AN OFFER TO PURCHASE, RELATED LETTERS OF TRANSMITTAL AND CERTAIN OTHER TENDER OFFER DOCUMENTS) AND THE SOLICITATION/RECOMMENDATION STATEMENT ON SCHEDULE 14D-9 CONTAIN IMPORTANT INFORMATION. GLOBAL BLUE'S SHAREHOLDERS ARE URGED TO READ THESE DOCUMENTS CAREFULLY (AS EACH MAY BE AMENDED OR SUPPLEMENTED FROM TIME TO TIME) BECAUSE THEY CONTAIN IMPORTANT INFORMATION THAT HOLDERS OF GLOBAL BLUE'S SECURITIES SHOULD CONSIDER BEFORE MAKING ANY DECISION WITH RESPECT TO THE TENDER OFFER. The Tender Offer Statement (including the Offer to Purchase, the related Letters of Transmittal and certain other tender offer documents), as well as the Solicitation/Recommendation Statement, are available to all holders of Global Blue shares at no expense to them. The Tender Offer Statement and the Solicitation/Recommendation Statement are available for free at the SEC's website at Copies of the documents filed by Merger Sub with the SEC will also be available free of charge under the 'News & Events' section of Shift4's website at In addition, Global Blue shareholders may obtain free copies of the tender offer materials by contacting D.F. King & Co., Inc., the information agent for the tender offer by telephone at (800) 283-2170 (toll free) or by email at gb@ Forward-Looking Statements This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Shift4 intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including statements regarding Shift4's expectations associated with the acquisition of Global Blue by Shift4, including the completion of the acquisition, the benefits, synergies, efficiencies, and opportunities arising from the acquisition, and the timing of any of the foregoing. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to the substantial and increasingly intense competition worldwide in the financial services, payments and payment technology industries; our ability to continue to expand our share of the existing payment processing markets or expand into new markets; additional risks associated with our expansion into international operations, including compliance with and changes in foreign governmental policies, as well as exposure to foreign exchange rates; and our ability to integrate and interoperate each of our and Global Blue's services and products with a variety of operating systems, software, devices, and web browsers, and the other important factors discussed under the caption 'Risk Factors' in Part I, Item 1A in Shift4's Annual Report on Form 10-K for the years ended December 31, 2023 and our other filings with the SEC. Any such forward-looking statements represent management's expectations as of the date of this press release. While we may elect to update such forward-looking statements at some point in the future, Shift4 disclaims any obligation to do so, even if subsequent events cause our views to change.
Yahoo
an hour ago
- Business
- Yahoo
Shift4 Further Extends Previously Announced Tender Offer to Acquire Global Blue
CENTER VALLEY, Pa., June 06, 2025--(BUSINESS WIRE)--Shift4 Payments, Inc. ("Shift4") (NYSE: FOUR), announced today that it is further extending its previously announced all-cash tender offer through its indirect wholly owned subsidiary, GT Holding 1 GmbH, a Swiss limited liability company ("Merger Sub"), to purchase all of the outstanding shares of Global Blue Group Holding AG ("Global Blue") (NYSE: GB) pursuant to the previously announced transaction agreement, dated as of February 16, 2025 between Global Blue and Shift4, and, from and after its execution and delivery of a joinder thereto on February 25, 2025, Merger Sub. The tender offer is subject to certain conditions, including, among other things, satisfaction of a minimum tender condition, for which the ninety (90%) threshold has been met, the receipt of regulatory approvals in certain jurisdictions and other customary closing conditions. The transaction is expected to close by the third quarter of calendar year 2025, as previously announced. Global Blue's board of directors has unanimously recommended that all shareholders tender their shares into the offer. The tender offer will remain open until one minute after 11:59 p.m. (New York City time) on June 23, 2025 and may be extended again while the parties await certain regulatory approvals. Equiniti Trust Company, LLC, the depositary and paying agent for the tender offer, has reported that, as of one minute after 11:59 p.m. (New York City time) on June 5, 2025, approximately 232,846,816 shares have been validly tendered and not withdrawn, representing approximately 96.95% of the issued and outstanding shares. Shareholders who have already tendered their shares do not need to take further action in response to this extension. For assistance with tendering shares, shareholders may contact D.F. King & Co., Inc., the information agent for the tender offer, toll-free at (800) 283-2170 or email gb@ The full terms, conditions and other details of the tender offer are available in the offering documents filed with the Securities and Exchange Commission (the "SEC"). About Shift4 Shift4 (NYSE: FOUR) is boldly redefining commerce by simplifying complex payments ecosystems across the world. As the leader in commerce-enabling technology, Shift4 powers billions of transactions annually for hundreds of thousands of businesses in virtually every industry. For more information, visit Important Information About the Tender Offer This press release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell (i) registered ordinary shares of Global Blue (the "Global Blue common shares"), (ii) registered Series A convertible preferred share of Global Blue (the "Global Blue Series A shares") and (iii) the registered Series B convertible preferred share of Global Blue (the "Global Blue Series B shares" and together with the Global Blue common shares and the Global Blue Series A shares, the "Global Blue shares") or any other securities, nor is it a substitute for the tender offer materials that Merger Sub filed with the SEC upon the commencement of the tender offer. Merger Sub has filed with the SEC a tender offer statement on Schedule TO (the "Tender Offer Statement") and Global Blue has filed with the SEC a solicitation/recommendation statement on Schedule 14D-9 (the "Solicitation/Recommendation Statement") with respect to the tender offer. THE TENDER OFFER STATEMENT (INCLUDING AN OFFER TO PURCHASE, RELATED LETTERS OF TRANSMITTAL AND CERTAIN OTHER TENDER OFFER DOCUMENTS) AND THE SOLICITATION/RECOMMENDATION STATEMENT ON SCHEDULE 14D-9 CONTAIN IMPORTANT INFORMATION. GLOBAL BLUE'S SHAREHOLDERS ARE URGED TO READ THESE DOCUMENTS CAREFULLY (AS EACH MAY BE AMENDED OR SUPPLEMENTED FROM TIME TO TIME) BECAUSE THEY CONTAIN IMPORTANT INFORMATION THAT HOLDERS OF GLOBAL BLUE'S SECURITIES SHOULD CONSIDER BEFORE MAKING ANY DECISION WITH RESPECT TO THE TENDER OFFER. The Tender Offer Statement (including the Offer to Purchase, the related Letters of Transmittal and certain other tender offer documents), as well as the Solicitation/Recommendation Statement, are available to all holders of Global Blue shares at no expense to them. The Tender Offer Statement and the Solicitation/Recommendation Statement are available for free at the SEC's website at Copies of the documents filed by Merger Sub with the SEC will also be available free of charge under the "News & Events" section of Shift4's website at In addition, Global Blue shareholders may obtain free copies of the tender offer materials by contacting D.F. King & Co., Inc., the information agent for the tender offer by telephone at (800) 283-2170 (toll free) or by email at gb@ Forward-Looking Statements This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Shift4 intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including statements regarding Shift4's expectations associated with the acquisition of Global Blue by Shift4, including the completion of the acquisition, the benefits, synergies, efficiencies, and opportunities arising from the acquisition, and the timing of any of the foregoing. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to the substantial and increasingly intense competition worldwide in the financial services, payments and payment technology industries; our ability to continue to expand our share of the existing payment processing markets or expand into new markets; additional risks associated with our expansion into international operations, including compliance with and changes in foreign governmental policies, as well as exposure to foreign exchange rates; and our ability to integrate and interoperate each of our and Global Blue's services and products with a variety of operating systems, software, devices, and web browsers, and the other important factors discussed under the caption "Risk Factors" in Part I, Item 1A in Shift4's Annual Report on Form 10-K for the years ended December 31, 2023 and our other filings with the SEC. Any such forward-looking statements represent management's expectations as of the date of this press release. While we may elect to update such forward-looking statements at some point in the future, Shift4 disclaims any obligation to do so, even if subsequent events cause our views to change. View source version on Contacts For further information: Investor Relations Tom McCrohanEVP, Head of Investor RelationsShift4investors@ Paloma MainDirector, Strategy & Investor RelationsShift4investors@ Media Contacts Nate HirshbergSVP, MarketingShift4nhirshberg@ Alecia PulmanPartnerICRShift4pr@ Sign in to access your portfolio
Yahoo
7 days ago
- Business
- Yahoo
Herc Holdings and H&E Equipment Services Announce Expiration of the Tender Offer to Acquire Shares of H&E Equipment Services and Expected Closing Date
BONITA SPRINGS, Fla. and BATON ROUGE, La., May 30, 2025 (GLOBE NEWSWIRE) -- Herc Holdings Inc. (NYSE: HRI) ('Herc' or 'the Company') and H&E Equipment Services, Inc. d/b/a H&E Rentals (NASDAQ: HEES) ('H&E') announced today the expiration of the tender offer to exchange each outstanding share of H&E common stock (the 'H&E Shares') for $78.75 in cash and 0.1287 shares of Herc common stock, in each case without interest (the 'Offer', and such consideration, the 'Offer Price'), pursuant to the terms of the previously announced merger agreement, dated February 19, 2025, between Herc, HR Merger Sub Inc. ('Merger Sub') and H&E (the 'Merger Agreement'). The Offer, which was extended on May 23, 2025, expired at one minute past 11:59 p.m. Eastern Time on May 29, 2025. The Depository and Paying Agent for the Offer has advised Herc that as of the expiration of the Offer, a total of 25,369,090 H&E Shares were validly tendered and not validly withdrawn in the Offer, representing approximately 69.33% of the outstanding H&E Shares. As of such expiration, all conditions to the Offer have been satisfied or waived and Merger Sub has accepted for payment all H&E Shares validly tendered and not validly withdrawn in accordance with the terms of the Offer (the 'Tendered Shares'). Herc, Merger Sub and H&E currently expect to close the acquisition on June 2, 2025. At the closing, Herc and Merger Sub will pay for all of the Tendered Shares. Additionally, the parties will consummate the merger of Merger Sub with and into H&E (the 'Merger'). As a result of the Merger, all of the H&E Shares other than the Tendered Shares will be converted into the right to receive the Offer Price in accordance with the terms of the Merger Agreement. As a result of the Offer and the Merger, H&E will become a wholly-owned subsidiary of Herc and H&E Shares will cease trading on the Nasdaq Stock Market. About Herc Holdings Inc. Founded in 1965, Herc Holdings Inc., which operates through its Herc Rentals Inc. subsidiary, is a full-line rental supplier with 453 locations across North America, and 2024 total revenues of approximately $3.6 billion. We offer products and services aimed at helping customers work more efficiently, effectively, and safely. Our classic fleet includes aerial, earthmoving, material handling, trucks and trailers, air compressors, compaction, and lighting equipment. Our ProSolutions® offering includes industry-specific, solutions-based services in tandem with power generation, climate control, remediation and restoration, pumps, and trench shoring equipment as well as our ProContractor professional grade tools. We employ approximately 7,600 employees, who equip our customers and communities to build a brighter future. Learn more at and follow us on Instagram, Facebook and LinkedIn. About H&E Equipment Services, Inc. Founded in 1961, H&E is one of the largest rental equipment companies in the nation. H&E's fleet is comprised of aerial work platforms, earthmoving, material handling, and other general and specialty lines. H&E serves a diverse set of end markets in many high-growth geographies and has branches throughout the Pacific Northwest, West Coast, Intermountain, Southwest, Gulf Coast, Southeast, Midwest and Mid-Atlantic regions. Cautionary Note Regarding Forward Looking Statements This communication includes 'forward-looking statements,' within the meaning of Section 21E of the Securities Exchange Act, as amended. Forward-looking statements include statements related to the Company, H&E and the proposed acquisition of H&E by the Company that involve substantial risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed or implied by such statements. Forward-looking statements in this communication include, among other things, statements about the potential benefits of the proposed transaction, the Company's plans, objectives, expectations and intentions, the financial condition, results of operations and business of each of the Company and H&E, expected valuation and re-rating opportunities for the combined company, and the anticipated timing of closing of the proposed transaction. Forward-looking statements are generally identified by the words 'estimates,' 'expects,' 'anticipates,' 'projects,' 'plans,' 'intends,' 'believes,' 'forecasts,' 'looks,' and future or conditional verbs, such as 'will,' 'should,' 'could' or 'may,' as well as variations of such words or similar expressions. All forward-looking statements are based upon our current expectations and various assumptions and apply only as of the date of this communication. Our expectations, beliefs and projections are expressed in good faith and we believe there is a reasonable basis for them. However, there can be no assurance that our expectations, beliefs and projections will be achieved or that the completion and anticipated benefits of the proposed transaction can be guaranteed, and actual results may differ materially from those projected. You should not place undue reliance on forward-looking statements. There are a number of risks, uncertainties and other important factors that could cause our actual results to differ materially from those suggested by our forward-looking statements, including, but not limited to, (i) the Company's ability to implement its plans, forecasts and other expectations with respect to H&E's business after the completion of the proposed transaction and realized expected synergies; (ii) the ability to realize the anticipated benefits of the proposed transaction, including the possibility that the expected benefits from the proposed transaction will not be realized or will not be realized within the expected time period; (iii) the length of time necessary to consummate the proposed transaction may be longer than anticipated; (iv) problems may arise in successfully integrating the businesses of the Company and H&E, including, without limitation, problems associated with the potential loss of any key employees, customers, suppliers and other counterparties of H&E (v) the proposed transaction may involve unexpected costs, including, without limitation, the exposure to any unrecorded liabilities or unidentified issues during the due diligence investigation of H&E or that are not covered by insurance, as well as potential unfavorable accounting treatment and unexpected increases in taxes; (vi) the Company's business may suffer as a result of uncertainty surrounding the proposed transaction, any adverse effects on our ability to maintain relationships with customers, employees and suppliers; (vii) the occurrence of any event, change to other circumstances that could give rise to the termination of the merger agreement, the failure of the closing conditions included in the merger agreement to be satisfied, or any other failure to consummate the proposed transaction; (viii) any negative effects of the announcement of the proposed transaction of the financing thereof on the market price of the Company common stock or other securities; (ix) the industry may be subject to future risks including those set forth in the 'Risk Factors' section in the Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and in the other filings with the SEC by each of the Company and H&E and (xi) Herc may not achieve its valuation or re-rating opportunities. The foregoing list of factors is not exhaustive. Investors should carefully consider the foregoing factors and the other risks and uncertainties that affect the businesses of the Company and H&E, including those described in the Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and in the other filings with the SEC by each of the Company and H&E. All forward-looking statements are expressly qualified in their entirety by such cautionary statements. We undertake no obligation to update or revise forward-looking statements that have been made to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events. Contacts For Herc Holdings Inc.: Leslie HunzikerSenior Vice PresidentInvestor Relations, Communications & For H&E Equipment Services, Inc.: Leslie S. MageeChief Financial Officer225-298-5261lmagee@ Jeffrey L. ChastainVice President of Investor Relations225-952-2308jchastain@ in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Yahoo
7 days ago
- Business
- Yahoo
Herc Holdings and H&E Equipment Services Announce Expiration of the Tender Offer to Acquire Shares of H&E Equipment Services and Expected Closing Date
BONITA SPRINGS, Fla. & BATON ROUGE, La., May 30, 2025--(BUSINESS WIRE)--Herc Holdings Inc. (NYSE: HRI) ("Herc" or "the Company") and H&E Equipment Services, Inc. d/b/a H&E Rentals (NASDAQ: HEES) ("H&E") announced today the expiration of the tender offer to exchange each outstanding share of H&E common stock (the "H&E Shares") for $78.75 in cash and 0.1287 shares of Herc common stock, in each case without interest (the "Offer", and such consideration, the "Offer Price"), pursuant to the terms of the previously announced merger agreement, dated February 19, 2025, between Herc, HR Merger Sub Inc. ("Merger Sub") and H&E (the "Merger Agreement"). The Offer, which was extended on May 23, 2025, expired at one minute past 11:59 p.m. Eastern Time on May 29, 2025. The Depository and Paying Agent for the Offer has advised Herc that as of the expiration of the Offer, a total of 25,369,090 H&E Shares were validly tendered and not validly withdrawn in the Offer, representing approximately 69.33% of the outstanding H&E Shares. As of such expiration, all conditions to the Offer have been satisfied or waived and Merger Sub has accepted for payment all H&E Shares validly tendered and not validly withdrawn in accordance with the terms of the Offer (the "Tendered Shares"). Herc, Merger Sub and H&E currently expect to close the acquisition on June 2, 2025. At the closing, Herc and Merger Sub will pay for all of the Tendered Shares. Additionally, the parties will consummate the merger of Merger Sub with and into H&E (the "Merger"). As a result of the Merger, all of the H&E Shares other than the Tendered Shares will be converted into the right to receive the Offer Price in accordance with the terms of the Merger Agreement. As a result of the Offer and the Merger, H&E will become a wholly-owned subsidiary of Herc and H&E Shares will cease trading on the Nasdaq Stock Market. About Herc Holdings Inc. Founded in 1965, Herc Holdings Inc., which operates through its Herc Rentals Inc. subsidiary, is a full-line rental supplier with 453 locations across North America, and 2024 total revenues of approximately $3.6 billion. We offer products and services aimed at helping customers work more efficiently, effectively, and safely. Our classic fleet includes aerial, earthmoving, material handling, trucks and trailers, air compressors, compaction, and lighting equipment. Our ProSolutions® offering includes industry-specific, solutions-based services in tandem with power generation, climate control, remediation and restoration, pumps, and trench shoring equipment as well as our ProContractor professional grade tools. We employ approximately 7,600 employees, who equip our customers and communities to build a brighter future. Learn more at and follow us on Instagram, Facebook and LinkedIn. About H&E Equipment Services, Inc. Founded in 1961, H&E is one of the largest rental equipment companies in the nation. H&E's fleet is comprised of aerial work platforms, earthmoving, material handling, and other general and specialty lines. H&E serves a diverse set of end markets in many high-growth geographies and has branches throughout the Pacific Northwest, West Coast, Intermountain, Southwest, Gulf Coast, Southeast, Midwest and Mid-Atlantic regions. Cautionary Note Regarding Forward Looking Statements This communication includes "forward-looking statements," within the meaning of Section 21E of the Securities Exchange Act, as amended. Forward-looking statements include statements related to the Company, H&E and the proposed acquisition of H&E by the Company that involve substantial risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed or implied by such statements. Forward-looking statements in this communication include, among other things, statements about the potential benefits of the proposed transaction, the Company's plans, objectives, expectations and intentions, the financial condition, results of operations and business of each of the Company and H&E, expected valuation and re-rating opportunities for the combined company, and the anticipated timing of closing of the proposed transaction. Forward-looking statements are generally identified by the words "estimates," "expects," "anticipates," "projects," "plans," "intends," "believes," "forecasts," "looks," and future or conditional verbs, such as "will," "should," "could" or "may," as well as variations of such words or similar expressions. All forward-looking statements are based upon our current expectations and various assumptions and apply only as of the date of this communication. Our expectations, beliefs and projections are expressed in good faith and we believe there is a reasonable basis for them. However, there can be no assurance that our expectations, beliefs and projections will be achieved or that the completion and anticipated benefits of the proposed transaction can be guaranteed, and actual results may differ materially from those projected. You should not place undue reliance on forward-looking statements. There are a number of risks, uncertainties and other important factors that could cause our actual results to differ materially from those suggested by our forward-looking statements, including, but not limited to, (i) the Company's ability to implement its plans, forecasts and other expectations with respect to H&E's business after the completion of the proposed transaction and realized expected synergies; (ii) the ability to realize the anticipated benefits of the proposed transaction, including the possibility that the expected benefits from the proposed transaction will not be realized or will not be realized within the expected time period; (iii) the length of time necessary to consummate the proposed transaction may be longer than anticipated; (iv) problems may arise in successfully integrating the businesses of the Company and H&E, including, without limitation, problems associated with the potential loss of any key employees, customers, suppliers and other counterparties of H&E (v) the proposed transaction may involve unexpected costs, including, without limitation, the exposure to any unrecorded liabilities or unidentified issues during the due diligence investigation of H&E or that are not covered by insurance, as well as potential unfavorable accounting treatment and unexpected increases in taxes; (vi) the Company's business may suffer as a result of uncertainty surrounding the proposed transaction, any adverse effects on our ability to maintain relationships with customers, employees and suppliers; (vii) the occurrence of any event, change to other circumstances that could give rise to the termination of the merger agreement, the failure of the closing conditions included in the merger agreement to be satisfied, or any other failure to consummate the proposed transaction; (viii) any negative effects of the announcement of the proposed transaction of the financing thereof on the market price of the Company common stock or other securities; (ix) the industry may be subject to future risks including those set forth in the "Risk Factors" section in the Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and in the other filings with the SEC by each of the Company and H&E and (xi) Herc may not achieve its valuation or re-rating opportunities. The foregoing list of factors is not exhaustive. Investors should carefully consider the foregoing factors and the other risks and uncertainties that affect the businesses of the Company and H&E, including those described in the Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and in the other filings with the SEC by each of the Company and H&E. All forward-looking statements are expressly qualified in their entirety by such cautionary statements. We undertake no obligation to update or revise forward-looking statements that have been made to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events. View source version on Contacts For Herc Holdings Inc.: Leslie HunzikerSenior Vice PresidentInvestor Relations, Communications & 239-301-1675 For H&E Equipment Services, Inc.: Leslie S. MageeChief Financial Officer225-298-5261lmagee@ Jeffrey L. ChastainVice President of Investor Relations225-952-2308jchastain@ Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Yahoo
7 days ago
- Business
- Yahoo
Carlyle and SK Capital Partners Announce Expiration of bluebird bio Tender Offer
All conditions of the Offer have been satisfied and the parties expect to consummate the acquisition on June 2, 2025 WASHINGTON & NEW YORK, May 30, 2025--(BUSINESS WIRE)--Carlyle (NASDAQ: CG) ("Carlyle"), SK Capital Partners, LP ("SK Capital") and Beacon Parent Holdings, L.P. ("Parent") today announced that the tender offer commenced on March 7, 2025 to acquire all of the outstanding common stock of bluebird bio, Inc. (NASDAQ: BLUE) ("bluebird") for either (x) $3.00 per share in cash and a contingent value right per share, entitling the holder to a payment of $6.84 in cash per contingent value right ("CVR") if bluebird's current product portfolio achieves $600 million in net sales in any trailing 12-month period prior to or ending on December 31, 2027 or (y) $5.00 per share in cash (the "Offer"), expired as scheduled at one minute after 11:59 p.m. New York City time on May 29, 2025 (the "Expiration Time") and was not extended. Equiniti Trust Company, LLC, the depositary for the Offer, has advised Beacon Merger Sub, Inc. ("Merger Sub") that as of the Expiration Time, a total of 5,868,196 shares, representing approximately 59.8% of the outstanding shares of common stock of bluebird, were validly tendered and not validly withdrawn. Accordingly, all of the conditions to the Offer have been satisfied, and Merger Sub has accepted for payment, and will as promptly as practicable pay for, all shares validly tendered and not properly withdrawn in the Offer. The parties expect to consummate the acquisition on June 2, 2025 through a merger of Merger Sub with and into bluebird in accordance with Section 251(h) of the General Corporation Law of the State of Delaware without a vote of bluebird stockholders, in accordance with, and subject to the terms of, the Agreement and Plan of Merger, dated as of February 21, 2025 (as amended from time to time, the "Merger Agreement"), by and among bluebird, Parent and Merger Sub. About bluebird bio, Inc. Founded in 2010, bluebird has been setting the standard for gene therapy for more than a decade—first as a scientific pioneer and now as a commercial leader. bluebird has an unrivaled track record in bringing the promise of gene therapy out of clinical studies and into the real-world setting, having secured FDA approvals for three therapies in under two years. Today, we are proving and scaling the commercial model for gene therapy and delivering innovative solutions for access to patients, providers, and payers. With a dedicated focus on severe genetic diseases, bluebird has the largest and deepest ex-vivo gene therapy data set in the field, with industry-leading programs for sickle cell disease, ß-thalassemia, and cerebral adrenoleukodystrophy. We custom design each of our therapies to address the underlying cause of disease and have developed in-depth and effective analytical methods to understand the safety of our lentiviral vector technologies and drive the field of gene therapy forward. bluebird continues to forge new paths as a standalone commercial gene therapy company, combining our real-world experience with a deep commitment to patient communities and a people-centric culture that attracts and grows a diverse flock of dedicated birds. About Carlyle Carlyle (NASDAQ: CG) is a global investment firm with deep industry expertise that deploys private capital across its business and conducts its operations through three business segments: Global Private Equity, Global Credit and Carlyle AlpInvest. With $453 billion of assets under management as of March 31, 2025, Carlyle's purpose is to invest wisely and create value on behalf of its investors, portfolio companies and the communities in which we live and invest. Carlyle employs more than 2,300 people in 29 offices across four continents. Further information is available at Follow Carlyle on X @OneCarlyle and LinkedIn at The Carlyle Group. About SK Capital SK Capital is a transformational private investment firm with a disciplined focus on the life sciences, specialty materials, and ingredients sectors. The firm seeks to build resilient, sustainable, and growing businesses that create substantial long-term value. SK Capital aims to utilize its industry, operating, and investment experience to identify opportunities to transform businesses into higher performing organizations with improved strategic positioning, growth, and profitability, as well as lower operating risk. SK Capital's portfolio of businesses generates revenues of approximately $12 billion annually, employs more than 25,000 people globally, and operates more than 200 plants in over 30 countries. The firm currently has approximately $9 billion in assets under management. For more information, please visit Forward Looking Statements The statements included in this press release that are not a description of historical facts are forward-looking statements. Words or phrases such as "believe," "may," "could," "will," "estimate," "continue," "anticipate," "intend," "seek," "plan," "expect," "should," "would" or similar expressions are intended to identify forward-looking statements. The forward-looking statements are based on our current beliefs and expectations and include, but are not limited to: statements regarding beliefs about the potential benefits of the transaction contemplated by the Merger Agreement; statements regarding bluebird's future results of operations and financial position; bluebird's expectations with respect to the commercialization of its products, including without limitation, patient demand, the timing and amount of revenue recognition; and bluebird's ability to establish favorable coverage for its therapies. Risks and uncertainties that could cause results to differ from expectations include: risks that the milestone related to the contingent value right is not achieved; the effects of disruption caused by the transaction making it more difficult to maintain relationships with employees, collaborators, vendors and other business partners; risks related to diverting management's attention from bluebird's ongoing business operations; the risk that stockholder litigation in connection with the transactions contemplated by the Merger Agreement may result in significant costs of defense, indemnification and liability; delays and challenges in bluebird's commercialization and manufacturing of its products, including challenges in manufacturing vector for ZYNTEGLO and SKYSONA to meet current demand; the internal and external costs required for bluebird's ongoing and planned activities, and the resulting impact on expense and use of cash, has been, and may in the future be, higher than expected, which has caused bluebird, and may in the future cause bluebird, to use cash more quickly than it expects or change or curtail some of its plans or both; substantial doubt exists regarding bluebird's ability to continue as a going concern; bluebird's expectations as to expenses, cash usage and cash needs may prove not to be correct for other reasons such as changes in plans or actual events being different than bluebird's assumptions; the risk that additional funding may not be available on acceptable terms, or at all; risks related to bluebird's loan agreement, including the risk that operating restrictions could adversely affect bluebird's ability to conduct its business, the risk that bluebird will not achieve milestones required to access future tranches under the agreement, and the risk that bluebird will fail to comply with covenants under the agreement, including with respect to required cash and revenue levels, which could result in an event of default; the risk that the efficacy and safety results from bluebird's prior and ongoing clinical trials will not continue or be seen in the commercial context; the risk that the QTCs experience delays in their ability to enroll or treat patients; the risk that bluebird experiences delays in establishing operational readiness across its supply chain; the risk that there is not sufficient patient demand or payer reimbursement to support continued commercialization of bluebird's therapies; the risk of insertional oncogenic or other safety events associated with lentiviral vector, drug product, or myeloablation, including the risk of hematologic malignancy; the risk that bluebird's products, including LYFGENIA, will not be successfully commercialized; and other risks and uncertainties pertaining to bluebird's business, including the risks and uncertainties detailed in bluebird's prior filings with the SEC, including under the heading "Risk Factors" in bluebird's Annual Report on Form 10-K for the year ended December 31, 2024, and any subsequent Quarterly Reports on Form 10-Q filed with the SEC. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. All forward-looking statements are qualified in their entirety by this cautionary statement and we undertake no obligation to revise or update these statements to reflect events or circumstances after the date hereof, except as required by law. View source version on Contacts Investors & Media Contacts Bluebird Investors:Courtney O'Leary(978) 621-7347coleary@ Media: Jess Rowlands(857) Carlyle Media:Brittany Berliner(212) SK Capital Ben Dillon(646) 278-1353bdillon@
