UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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| Item 8.01 | Other Events. |
On June 7, 2023, Blue Bird Corporation (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with School Bus Holdings Inc., BofA Securities, Inc. and Barclays Capital Inc., as representatives of the several underwriters named therein (the “Underwriters”) and the selling shareholders named therein (the “Selling Shareholders”), pursuant to which the Selling Shareholders agreed to sell 5,175,000 shares, including the sale of 675,000 shares pursuant to the Underwriters’ exercise of their over-allotment option, of common stock, par value $0.0001 per share, of the Company to the Underwriters at a purchase price of $20.00 per share (the “Offering”). The Offering closed on June 12, 2023. The Company did not sell any shares in the Offering and will not receive any proceeds from the Offering.
The Offering is being made pursuant to a prospectus supplement, dated June 7, 2023, to the prospectus, dated December 22, 2021, included in the Company’s registration statement on Form S-3 (File No. 333-261858), which was initially filed with the Securities and Exchange Commission on December 23, 2021.
The Underwriting Agreement contains customary representations, warranties and covenants and includes the terms and conditions for the sale of the shares by the Selling Shareholders to the Underwriter, indemnification and contribution obligations and other terms and conditions customary in agreements of this type.
A copy of the Underwriting Agreement is filed as Exhibit 1.1 hereto. The above description is qualified in its entirety by reference to such exhibit.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit |
Description of Exhibit | |
| 1.1 | Underwriting Agreement, dated as of June 7, 2023, by and among Blue Bird Corporation, School Bus Holdings Inc., certain selling shareholders and BofA Securities, Inc. and Barclays Capital Inc. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BLUE BIRD CORPORATION | ||
| By: | /s/ Ted Scartz | |
| Name: | Ted Scartz | |
| Title: | Senior Vice President and General Counsel | |
Date: June 12, 2023