MILWAUKEE--Gardner Denver Holdings, Inc. (NYSE: GDI) (“Gardner Denver”) today announced that certain of its stockholders (the “Selling Stockholders”), including investment funds affiliated with Kohlberg Kravis Roberts & Co. L.P. (“KKR”), intend to offer for sale in an underwritten secondary offering 22,000,000 shares of common stock of Gardner Denver pursuant to a registration statement filed by Gardner Denver with the U.S. Securities and Exchange Commission (the “SEC”). KKR expects to grant the underwriters a 30-day option to purchase up to an additional 3,300,000 shares of its common stock. No shares are being sold by Gardner Denver. The Selling Stockholders will receive all of the proceeds from this offering.
Goldman Sachs & Co. LLC, Citigroup and KKR Capital Markets are acting as bookrunners of the offering.
A registration statement, including a prospectus, which is preliminary and subject to completion, relating to these securities has been filed with the SEC, but has not yet become effective. These securities may not be sold, nor may offers to buy be accepted, prior to the time that the registration statement becomes effective, and, even then, the securities may only be sold pursuant to the registration statement and final prospectus. This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these 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.
The offering of these securities will be made only by means of a prospectus. Copies of the preliminary prospectus may be obtained from Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at (800) 831-9146.
Forward Looking Statements
This press release includes certain disclosures which contain “forward-looking statements.” You can identify forward-looking statements because they contain words such as “believes” and “expects.” Forward-looking statements are based on Gardner Denver’s current expectations and assumptions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. Important factors that could cause actual results to differ materially from those in the forward-looking statements are set forth in our filings with the SEC, including our registration statement on Form S-1, as amended from time to time, under the caption “Risk Factors.”