Holley Announces Upsizing and Pricing of a Secondary Offering by Selling Stockholder
21 Avril 2022 - 2:34AM
Business Wire
Holley Inc. (NYSE: HLLY) (the “Company”) today announced the
pricing of the previously announced secondary offering (the
“Offering”) of 8,000,000 shares of its common stock, par value
$0.0001 per share (the “Common Stock”) by Holley Parent Holdings,
LLC (the “Selling Stockholder”), at a price to the public of $12.00
per share (before underwriting discounts and commissions). The
total number of shares offered was increased by 1,500,000 from the
previously announced 6,500,000 shares. In addition, the Selling
Stockholder has granted the underwriters a 30-day option to
purchase up to 1,200,000 additional shares of Common Stock. The
Selling Stockholder will receive all of the net proceeds from the
Offering. No shares are being sold by the Company. The Offering is
expected to close on April 25, 2022, subject to the satisfaction of
customary closing conditions.
Jefferies, J.P. Morgan and BofA Securities are acting as the
lead book-running managers and representatives of the underwriters
for the Offering. Raymond James, Truist Securities and William
Blair are acting as joint book-running managers, and Benchmark,
Blackstone Capital Markets and Telsey Advisory Group are acting as
co-managers for the Offering.
A shelf registration statement on Form S-1 (Registration No.
333-258075) (including a prospectus) relating to these securities
has been filed with the Securities and Exchange Commission (the
“SEC”) and is effective. Before you invest, you should read the
prospectus in that registration statement, the accompanying
prospectus supplement and other documents the Company has filed
with the SEC for more complete information about the Company and
this Offering. You may get these documents for free by visiting
EDGAR on the SEC website at www.sec.gov. Alternatively, copies of
the prospectus and accompanying prospectus supplement related to
this Offering, when available, may be obtained from Jefferies LLC,
Attention: Equity Syndicate Prospectus Department, 520 Madison
Avenue, 2nd Floor, New York, NY 10022, by telephone at
877-821-7388, or by email at prospectus_department@jefferies.com;
J.P. Morgan Securities LLC, Attention: Broadridge Financial
Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by
telephone at 1-866-803-9204, or by email at
prospectus-eq_fi@jpmchase.com; or BofA Securities, Inc. Attention:
Prospectus Department, NC1-004-03-43, 200 North College Street, 3rd
floor, Charlotte, NC 28255-0001, or by email at
dg.prospectus_requests@bofa.com.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy any securities, 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.
About Holley Inc.
Holley Inc. (NYSE: HLLY) is a leading designer, marketer, and
manufacturer of high-performance products for car and truck
enthusiasts. Holley offers the largest portfolio of iconic brands
that deliver innovation and inspiration to a large and diverse
community of millions of avid automotive enthusiasts who are
passionate about the performance and personalization of their
classic and modern cars. Holley has disrupted the performance
category by putting the enthusiast consumer first, developing
innovative new products, and building a robust M&A process that
has added meaningful scale and diversity to its platform. For more
information on Holley, visit https://www.holley.com.
Forward-Looking
Statements
Certain statements in this press release may be considered
“forward-looking statements” within the meaning of the “safe
harbor” provisions of the United States Private Securities
Litigation Reform Act of 1995. Forward-looking statements generally
relate to future events or Holley’s future financial or operating
performance. In some cases, you can identify forward-looking
statements by terminology such as “may,” “should,” “expect,”
“intend,” “will,” “estimate,” “anticipate,” “believe,” “predict,”
“or” or the negatives of these terms or variations of them or
similar terminology. Such forward-looking statements are subject to
risks, uncertainties, and other factors which could cause actual
results to differ materially from those expressed or implied by
such forward-looking statements. These forward-looking statements
are based upon estimates and assumptions that, while considered
reasonable by Holley and its management, are inherently uncertain.
Factors that may cause actual results to differ materially from
current expectations include, but are not limited to: 1) the
ability to recognize the anticipated benefits of the business
combination with Empower LTD, which may be affected by, among other
things, competition, the ability of the combined company to grow
and manage growth profitably, maintain relationships with customers
and suppliers and retain its management and key employees; 2) costs
related to the business combination and Holley becoming a public
company; 3) disruptions to Holley's operations, including as a
result of cybersecurity incidents; 4) changes in applicable laws or
regulations; 5) the outcome of any legal proceedings that may be
instituted against Holley; 6) general economic and political
conditions, including political tensions and war (such as the
ongoing conflict in Ukraine); 7) the possibility that Holley may be
adversely affected by other economic, business and/or competitive
factors; 8) Holley’s estimates of its financial performance; 9) the
impact of the novel coronavirus disease pandemic and its effect on
business and financial conditions; and 10) other risks and
uncertainties set forth in the section entitled “Risk Factors” and
“Cautionary Note Regarding Forward-Looking Statements” in the
Annual Report on Form 10-K filed with the U.S. Securities and
Exchange Commission (“SEC”) filed on March 15, 2022, and that are
otherwise described or updated from time to time in Holley’s
filings with the SEC. Although Holley believes the expectations
reflected in the forward-looking statements are reasonable, nothing
in this press release should be regarded as a representation by any
person that the forward-looking statements or projections set forth
herein will be achieved or that any of the contemplated results of
such forward looking statements or projections will be achieved.
There may be additional risks that Holley presently does not know
or that Holley currently believes are immaterial that could also
cause actual results to differ from those contained in the
forward-looking statements. You should not place undue reliance on
forward-looking statements, which speak only as of the date they
are made. Holley undertakes any duty to update these
forward-looking statements, except as otherwise required by
law.
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version on businesswire.com: https://www.businesswire.com/news/home/20220420006218/en/
Investor Relations: Ross
Collins or Stephen Poe Alpha IR Group 312-445-2870
HLLY@alpha-ir.com
Holley (NYSE:HLLY)
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