Booz Allen Hamilton Announces Pricing of Sale of Common Stock by Affiliate
of The Carlyle Group
MCLEAN, Va. -- November 14, 2013
Booz Allen Hamilton Holding Corporation (“Booz Allen”)(NYSE: BAH), the parent
company of management consulting, technology, and engineering services firm
Booz Allen Hamilton Inc., today announced that it has priced and upsized its
previously announced secondary public offering from 10,000,000 to 11,000,000
shares of Class A common stock (“common stock”) by an affiliate of The Carlyle
Group (“Carlyle”), at a price to the public of $17.00 per share. In addition,
the underwriters will have a 30-day option to purchase an aggregate of up to
1,650,000 additional shares of common stock from Carlyle.
Upon completion of the offering, Carlyle will beneficially own approximately
59.5% of the outstanding Class A common stock of Booz Allen, or approximately
58.3% if the underwriters fully exercise their option to purchase additional
shares. The offering is expected to close and settle on November 20, 2013.
Booz Allen is not selling any shares of common stock in the offering and will
not receive any of the proceeds.
Barclays, Credit Suisse, Morgan Stanley, BofA Merrill Lynch, Citigroup and
J.P. Morgan are acting as bookrunners for the offering. Raymond James, Stifel,
BB&T Capital Markets, Drexel Hamilton, and SMBC Nikko are acting as
co-managers for the offering.
A shelf registration statement (including a prospectus) relating to the
offering of the common stock has previously been filed with the U.S.
Securities and Exchange Commission and has become effective. Before investing,
interested parties should read the prospectus and other documents filed with
the Securities and Exchange Commission for information about Booz Allen and
this offering. A copy of the prospectus may be obtained from: Barclays Capital
Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood,
NY 11717, (888) 603-5847, email: firstname.lastname@example.org; Credit
Suisse Securities (USA) LLC, Attention: Prospectus Department, One Madison
Avenue, New York, New York 10010, (800) 221-1037, email:
email@example.com; and Morgan Stanley & Co. LLC, Attention:
Prospectus department, 180 Varick Street, 2nd Floor, New York, NY 10014, or by
calling (866) 718-1649, email: firstname.lastname@example.org.
This press release shall not constitute an offer to sell or the solicitation
of any offer to buy, nor shall there be any sale of these securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to the registration or qualification under the securities laws of such
About Booz Allen Hamilton
Booz Allen Hamilton is a leading provider of management consulting,
technology, and engineering services to the U.S. government in defense,
intelligence, and civil markets, and to major corporations, institutions, and
not-for-profit organizations. Booz Allen is headquartered in McLean, Virginia,
employs more than 23,000 people, and had revenue of $5.76 billion for the 12
months ended March 31, 2013.
Forward Looking Statements
This press release contains, or may be deemed to contain, “forward-looking
statements” (as defined in the U.S. Private Securities Litigation Reform Act
of 1995). In some cases, you can identify forward-looking statements by
terminology such as “guidance,” “may,” “will,” “could,” “should,” “forecasts,”
“expects,” “intends,” “plans,” “anticipates,” “projects,” “outlook,”
“believes,” “estimates,” “predicts,” “potential,” “continue,” “preliminary,”
or the negative of these terms or other comparable terminology. These
statements give Booz Allen’s current expectation of future events or its
future performance and do not relate directly to historical or current events.
A number of factors could cause Booz Allen’s future actions and related
results to vary from any expectations or goals expressed in, or implied by,
the forward-looking statements included in this press release, possibly to a
material degree. In particular, there can be no assurances that the offering
by Carlyle will be consummated. Some of these factors include, but are not
limited to, the risk factors set forth in Booz Allen’s Annual Report on Form
10-K, filed with the Securities and Exchange Commission on May 23, 2013, as
supplemented by the Company’s Quarterly Reports on Form 10-Q filed on July 31,
2013 and October 30, 2013. All forward-looking statements included in this
press release speak only as of the date made, and, except as required by law,
Booz Allen undertakes no obligation to update or revise publicly any such
forward-looking statements, whether as a result of new information, future
events, or otherwise.
Booz Allen Hamilton
James Fisher, 703-377-7595
Marie Lerch, 703-902-5559
Curt Riggle, 703-377-5332
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