BlueLinx Holdings Inc. (NYSE: BXC), a leading distributor of
building and industrial products in the United States, today
announced that it filed an amendment to update an exhibit to the
universal shelf registration statement on Form S-3 that it filed in
November 2019. Following review of the amendment by the U.S.
Securities and Exchange Commission (SEC), the Company intends to
request that the shelf registration statement be declared
effective.
The Company did not actively pursue effectiveness
of the shelf registration statement after its initial filing with
the SEC, and the Company was recently notified by the SEC that
pursuant to its rules, given the passage of time since its filing,
the shelf registration statement would be deemed abandoned if the
Company did not request that it be declared effective. Therefore,
although at the present time the Company has no specific plans to
issue securities under the shelf registration statement, the
Company elected to file the requisite amendment and request
effectiveness rather than abandon the filing.
If the shelf registration statement is declared
effective by the SEC, it will allow the offer and sale, from time
to time, of up to $50 million of securities including common stock,
preferred stock, debt securities, warrants, units, or any
combination of such securities. Any such offers and sales would be
made through one or more methods of distribution, subject to market
conditions and the Company’s capital desires or needs. The terms of
any offering under the shelf registration statement, and the
intended uses of the net proceeds therefrom, will be established at
the time of such offering and will be described in a prospectus
supplement filed with the SEC prior to completion of the offering.
A copy of the prospectus included in the registration statement may
be obtained on the SEC’s website at www.sec.gov.
The registration statement has been filed with the
SEC but has not yet become effective. The securities included in
the registration statement may not be sold, nor may offers to buy
the Securities be accepted, prior to the time the registration
statement becomes effective. This press release is not an offer to
sell or a solicitation of an offer to buy, nor shall there be any
sale of securities in any state or 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
jurisdiction.
About BlueLinx Holdings Inc.
BlueLinx (NYSE: BXC) is a leading wholesale
distributor of building and industrial products in the United
States with over 50,000 branded and private-label SKUs, and a broad
distribution footprint servicing 40 states. BlueLinx has a
differentiated distribution platform, value-driven business model
and extensive cache of products across the building products
industry. Headquartered in Marietta, Georgia, BlueLinx has
approximately 2,000 associates and distributes its comprehensive
range of structural and specialty products to approximately 15,000
national, regional, and local dealers, as well as specialty
distributors, national home centers, industrial, and manufactured
housing customers. BlueLinx encourages investors to visit its
website, www.BlueLinxCo.com, which is updated regularly with
financial and other important information about BlueLinx.
Contacts
Kelly C. Janzen, SVP, CFO & TreasurerBlueLinx
Holdings Inc.(770) 953-7000
Mary Moll, Investor Relations(866)
671-5138investor@bluelinxco.com
Forward-Looking Statements
This press release contains forward-looking
statements. Forward-looking statements include, without limitation,
any statement that predicts, forecasts, indicates or implies future
results, performance, liquidity levels or achievements, and may
contain the words “believe,” “anticipate,” “expect,” “estimate,”
“intend,” “project,” “plan,” “will be,” “will likely continue,”
“will likely result” or words or phrases of similar meaning. These
forward-looking statements include, but are not limited to,
statements about review of the amendment to the shelf registration
statement by the SEC, the Company’s intention to request
effectiveness of the shelf registration statement following the
SEC’s review, and offerings to be made pursuant to the shelf
registration statement.
Forward-looking statements in this press release
are based on estimates and assumptions made by our management that,
although believed by us to be reasonable, are inherently uncertain.
Forward-looking statements involve risks and uncertainties that may
cause our business, strategy, or actual results to differ
materially from the forward-looking statements. These risks and
uncertainties include those listed under the heading “Risk Factors”
in Item 1A of our Annual Report on Form 10-K for the year ended
December 28, 2019, and those discussed in our Quarterly Reports on
Form 10-Q and in our periodic reports filed with the SEC from time
to time. We operate in a changing environment in which new risks
can emerge from time to time. It is not possible for management to
predict all of these risks, nor can it assess the extent to which
any factor, or a combination of factors, may cause our business,
strategy, or actual results to differ materially from those
contained in forward-looking statements. Factors that may cause
these differences include, among other things: the COVID-19
pandemic and other contagious illness outbreaks and their potential
effects on our industry, suppliers and supply chain, and customers,
and our business, results of operations, cash flows, financial
condition, and future prospects; our ability to integrate and
realize anticipated synergies from acquisitions; loss of material
customers, suppliers, or product lines in connection with
acquisitions; operational disruption in connection with the
integration of acquisitions; our indebtedness and its related
limitations; sufficiency of cash flows and capital resources; our
ability to monetize real estate assets; fluctuations in commodity
prices; adverse housing market conditions; disintermediation by
customers and suppliers; changes in prices, supply and/or demand
for our products; inventory management; competitive industry
pressures; industry consolidation; product shortages; loss of and
dependence on key suppliers and manufacturers; import taxes and
costs, including new or increased tariffs, anti-dumping duties,
countervailing duties, or similar duties; our ability to
successfully implement our strategic initiatives; fluctuations in
operating results; sale-leaseback transactions and their effects;
real estate leases; changes in interest rates; exposure to product
liability claims; our ability to complete offerings under our shelf
registration statement on favorable terms, or at all; changes in
our product mix; petroleum prices; information technology security
and business interruption risks; litigation and legal proceedings;
natural disasters and unexpected events; activities of activist
stockholders; labor and union matters; limits on net operating loss
carryovers; pension plan assumptions and liabilities; risks related
to our internal controls; retention of associates and key
personnel; federal, state, local and other regulations, including
environmental laws and regulations; and changes in accounting
principles. Given these risks and uncertainties, we caution you not
to place undue reliance on forward-looking statements. We expressly
disclaim any obligation to update or revise any forward-looking
statement as a result of new information, future events or
otherwise, except as required by law.
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