Cooper-Standard Holdings Inc. (NYSE: CPS) (the “Company” or “Cooper Standard”) announced today that its Board of Directors has approved a securities repurchase program, authorizing the Company to repurchase, in the aggregate, up to $125 million of its outstanding common stock or warrants to purchase common stock. The authorization replaces the remaining balance of a previous $50 million repurchase program authorized in May 2013 pursuant to which the Company has repurchased approximately 198,990 shares at a total cost (including fees) of $9,815,435. Of the $125 million program, the Company will use up to $25 million to purchase a portion of the shares being offered by certain selling stockholders in connection with a proposed offering of the Company’s common stock announced today.
Under the program authorized by the Board of Directors, repurchases may be made on the open market or through private transactions, as determined by the Company’s management and in accordance with prevailing market conditions and Securities and Exchange Commission requirements. The Company expects to fund all repurchases from cash on hand and future cash flows from operations. The Company is not obligated to acquire a particular number of securities, and the program may be discontinued at any time at the Company’s discretion.
“We believe that our strategy has generated strong free cash flow and operating improvements,” stated Jeffrey Edwards, chairman and CEO of Cooper Standard. “The stock repurchase program that was announced today demonstrates our commitment to creating stockholder value over the long term.”
A registration statement (including a prospectus) relating to these securities has been filed with the U.S. Securities and Exchange Commission (the “SEC”) and has become effective. Before you invest, you should read the prospectus in that registration statement and other documents filed with the SEC for more complete information about Cooper Standard and the offering of shares announced today. You may obtain these documents free of charge by visiting EDGAR on the SEC’s website at www.sec.gov.
The offering of the shares of common stock announced today will be made only by means of a preliminary prospectus supplement and the accompanying prospectus, copies of which may be obtained from Goldman, Sachs & Co., Attention: Prospectus Department, 200 West Street, New York, NY 10282, or by telephone at (866) 471-2526, facsimile at (212) 902-9316, or e-mail at prospectus-ny@ny.email.gs.com or from BofA Merrill Lynch, Attention: Prospectus Department, 222 Broadway, New York, NY 10038 or by email at dg.prospectus_requests@baml.com.
