ALBUQUERQUE, N.M., March 06, 2024 (GLOBE NEWSWIRE) -- Bowlin Travel Centers, Inc. (OTC Pink Sheets: BWTL) (the “Company”) announced today the results of the previously announced issuer tender offer to repurchase from all shareholders who are not directors, executive officers, or other insiders of the Company (the “Eligible Holders”), on a pro rata basis, up to $1 million of the Company’s common shares at a purchase price of $4.00 per share, totaling a maximum of 250,000 shares (the “Tender Offer”).
The Tender Offer was made pursuant to, and subject to the terms and conditions in, the Offer to Purchase and Letter of Transmittal, dated February 1, 2024 (collectively with any ancillary documents thereto, the “Offering Documents”). The Tender Offer expired at 5:00 p.m., New York City time, on March 1, 2024 (the “Expiration Date”). The time and date on or before which validly tendered shares may be validly withdrawn expired on Expiration Date. Eligible Holders may not validly withdraw any validly tendered shares after that time and date, unless required by law.
The aggregate number of shares validly tendered and not validly withdrawn as of the Expiration Date is 139,250. This is according to the information provided by Equiniti Trust Company, LLC, the depositary agent for the Tender Offer, and D.F. King & Co., Inc., the information agent for the Tender Offer.
Eligible Holders who validly tendered and did not validly withdraw their shares on or before the Expiration Date, and whose shares are accepted for purchase in the Tender Offer, will be entitled to receive consideration equal to $4.00 per share. Subject to the satisfaction or waiver of the conditions set forth in the Offer to Purchase, the Company anticipates the payment will occur on or about March 6, 2024. The Company will fund the purchase of shares in the Tender Offer with available cash.
The Company’s obligation to accept for purchase, and to pay for, any shares validly tendered and accepted for purchase are solely pursuant to the terms and conditions set forth in the Offering Documents, including the satisfaction or waiver of the conditions described in Section 10 of the Offer to Purchase, entitled “Conditions to the Offer.” The Tender Offer is not conditioned upon any minimum number of shares being tendered. The Company reserves the right, in its sole discretion, to waive any and all conditions to the Tender Offer.
Equiniti Trust Company, LLC is the Depositary Agent for the Tender Offer. Questions regarding the Tender Offer may be directed to Lindsey Fischer at (651) 554-3829 or lindsey.fischer@equiniti.com. Requests for the Offering Documents may be directed to D.F. King & Co., Inc., which is acting as the Information Agent for the Tender Offer, at (347) 814-1397 (banks and brokers), (800) 290-6426 (toll free) or email at BWTL@dfking.com.
This press release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell the Company’s common shares. No offer, solicitation, purchase or sale will be made in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Bowlin Travel Centers, Inc.
Bowlin Travel Centers, Inc.’s principal business activities include the operation of ten travel centers and five restaurants strategically located along well-travelled interstate highways in New Mexico and Arizona. Eight of Bowlin’s travel centers offer fuel, and Bowlin operates five full-service restaurants under the Dairy Queen/Brazier or Dairy Queen trade names. All of Bowlin’s travel centers offer a unique variety of Southwestern merchandise, along with convenience store food, and have provided Southwestern hospitality along major highways for travelers since 1912. Visit Bowlin Travel Centers, Inc. at https://www.bowlintc.com/.
Forward-Looking Statements
This press release contains “forward-looking statements.” You can identify forward-looking statements by the use of words or phrases, such as “may,” “will,” “likely,” “should,” “expect,” “anticipate,” “future,” “plan,” “believe,” “intend,” “goal,” “seek,” “estimate,” “project,” “continue,” “ongoing,” “could,” “would be,” or the negative use of those terms, or similar words or phrases. Any statements about the expectations, beliefs, plans, objectives, assumptions or future events or performance of the Company, or the industries in which it operates, are not historical facts nor assurances of future performance. Accordingly, these statements involve estimates, assumptions, uncertainties and unknown risks which could cause actual results to differ materially from those expressed in such forward-looking statements. For a discussion of specific factors that could cause actual results to differ materially from the forward-looking statements, please read Section 9 of the Offer to Purchase, entitled “Risk Factors Related to the Offer to Purchase.” Because certain risk factors could cause actual results or outcomes to differ materially from those expressed in any forward-looking statements made by the Company, or by its affiliates or representatives, or on their behalf, you should not place undue reliance on any forward-looking statements. The forward-looking statements included in this press release are made only as of the date of this press release. New factors emerge from time to time, and it is not possible for the Company, any of its affiliates or representatives to predict which factors will arise. In addition, neither the Company, nor any of its affiliates or representatives can assess the impact of each factor on the Company’s business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Neither the Company nor any of its affiliates or its representatives can guarantee future results, levels of activity, performance or achievements. Except as otherwise required by federal securities law, the Company does not have any obligation to publicly update or revise any forward-looking statements to reflect subsequent events or circumstances.
Depository Agent for Tender Offer:
Equiniti Trust Company, LLC
Lindsey Fischer
651-554-3829
lindsey.fischer@equiniti.com
Information Agent for Tender Offer:
D.F. King & Co., Inc.
Banks and brokers: (347) 814-1397
Toll free: (800) 290-6426
BWTL@dfking.com
Investor Relations Contact:
The Miller Group
7025 North Scottsdale Road, Suite 105
Scottsdale, Arizona 85253-3668
602-225-0505
www.themillergroup.net
