Separation expected to be completed on
September 30, 2023
Vestis to begin trading on the NYSE on October
2, 2023 under ticker “VSTS”
Aramark (NYSE: ARMK), a global leader in food, facilities
management, and uniforms, today announced that its Board of
Directors approved the previously announced tax-free spin-off
transaction of its uniforms and workplace supplies business, which
will be named Vestis. The spin-off is expected to be completed on
September 30, 2023, and will be effected through a pro rata
distribution of the common stock of Vestis Corporation
(“Vestis”).
Holders of Aramark common stock will be entitled to receive one
share of Vestis common stock for every two shares of Aramark common
stock held as of the close of business on September 20, 2023, the
record date for the distribution. No stockholder action is
necessary to receive shares in the distribution of Vestis common
stock. Aramark stockholders who hold Aramark common stock on the
record date will receive a book-entry account statement reflecting
their ownership of Vestis common stock or their brokerage account
will be credited with Vestis shares. Because September 30, 2023, is
a Saturday and not a business day, the shares are expected to be
credited to “street name” stockholders through the Depository Trust
Corporation (DTC) on the first trading day thereafter, October 2,
2023.
Additional details about the distribution are described in the
information statement included as part of the registration
statement on Form 10 filed with the U.S. Securities and Exchange
Commission (the “SEC”), including amendments thereto (the “Form
10”), available on the SEC’s website at www.sec.com. The
information statement will be mailed to Aramark stockholders prior
to the distribution date. The spin-off remains subject to the
satisfaction or waiver of certain conditions described in the
information statement including, but not limited to, the
effectiveness of the Form 10.
Aramark Chief Executive Officer John Zillmer said, “This
approval is an important milestone in establishing two distinct
companies, both with a clear strategy for long-term value creation.
Aramark will continue to operate as a global leader in food and
facilities services and Vestis will provide exceptional uniform and
workplace supplies solutions under CEO Kim Scott.”
Aramark expects that a “when-issued” public trading market for
Vestis common stock will commence on the New York Stock Exchange
(“NYSE”) on or about September 27, 2023, and will continue up to
and including the final trading day before the distribution date on
Friday, September 29, 2023, under ticker symbol “VSTS WI”. Aramark
also anticipates that “regular-way” trading of Vestis common stock
will begin on October 2, 2023, under the ticker symbol “VSTS.”
After completion of the distribution, Aramark will continue to
trade in the regular way on the NYSE under the ticker symbol
“ARMK.”
Beginning on or about September 27, 2023, and continuing up to
and including the distribution date, it is expected that there will
be two ways to trade Aramark common stock on the NYSE: with or
without the distribution of Vestis common stock. Aramark
stockholders who sell their shares of Aramark common stock in the
“regular way” market after the record date and up to and including
the distribution date will be selling their right to receive shares
of Vestis in connection with the separation. Aramark stockholders
who sell their shares of Aramark common stock in the
“ex-distribution” market, under ticker symbol “ARMK WI”, beginning
on or about September 27, 2023, and continuing until and including
the distribution date will not be selling their right to receive
shares of Vestis common stock in connection with the separation.
Investors are encouraged to consult with their financial advisors
regarding the specific implications of buying or selling shares of
Aramark common stock on or before the distribution date.
Analyst Day
As previously announced, Vestis will host an analyst day on
Wednesday, September 13, 2023, to share further details on its
strategic framework for the next phase of value creation. The event
will be streamed live via webcast on the Aramark Investor Relations
website beginning at 9:00 a.m. Eastern Time.
About Aramark
Aramark (NYSE: ARMK) proudly serves the world’s leading
educational institutions, Fortune 500 companies, world champion
sports teams, prominent healthcare providers, iconic destinations
and cultural attractions, and numerous municipalities in 19
countries around the world with food, facilities, and uniform
services. Because our culture is rooted in service, our employees
strive to do great things for each other, our partners, our
communities, and the planet. Aramark has been recognized on
FORTUNE’s list of “World’s Most Admired Companies,” DiversityInc’s
“Top 50 Companies for Diversity” and “Top Companies for Supplier
Diversity,” Newsweek’s list of “America’s Most Responsible
Companies 2023,” the HRC’s “Best Places to Work for LGBTQ
Equality,” and scored 100% on the Disability Equality Index. Learn
more at www.aramark.com and connect with us on Facebook, Twitter,
and LinkedIn.
About Vestis
Vestis is being established as an independent, publicly traded
company, and currently operates under Aramark as Aramark Uniform
Services. Vestis is a leader in the B2B uniform and workplace
supplies category. Vestis provides clean and safe uniform services
and workplace supplies to a broad range of North American customers
from Fortune 500 companies to locally owned small businesses across
a broad set of end markets. The company’s comprehensive service
offering includes a full-service uniform rental program, cleanroom
and other specialty garment processing, floor mats, towels, linens,
managed restroom services, first aid supplies and more.
Forward-Looking Statements
This press release contains “forward-looking statements” within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. All statements other than statements of historical fact
included in this press release are forward-looking statements. In
particular, statements as to the anticipated timing of the Uniform
Services spin-off are forward-looking statements. These
forward-looking statements are sometimes identified from the use of
forward-looking words such as “believe,” “should,” “could,”
“potential,” “continue,” “expect,” “project,” “estimate,”
“predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,”
“target,” “is likely,” “will,” “can,” “may” or “would” or the
negative of these terms or similar expressions elsewhere in this
press release. All forward-looking statements are subject to a
number of important factors, risks, uncertainties and assumptions
that could cause actual results to differ materially from those
described in any forward-looking statements. These factors and
risks include, but are not limited to, risks associated with the
impact, timing or terms of the proposed spin-off of Aramark Uniform
Services; risks associated with the expected benefits and costs of
the proposed spin-off, including the risk that the expected
benefits of the proposed spin-off will not be realized within the
expected time frame, in full or at all, and the risk that
conditions to the proposed spin-off will not be satisfied and/or
that the proposed spin-off will not be completed within the
expected time frame, on the expected terms or at all; the expected
qualification of the proposed spin-off as a tax-free transaction
for United States federal income tax purposes, including whether or
not an Internal Revenue Service ruling will be obtained; the risk
that any consents or approvals required in connection with the
proposed spin-off will not be received or obtained within the
expected time frame, on the expected terms or at all; risks
associated with expected financing transactions undertaken in
connection with the proposed spin-off and risks associated with
indebtedness incurred in connection with the proposed spin-off; the
risk of increased costs from lost synergies, costs of restructuring
transactions and other costs incurred in connection with the
proposed spin-off; retention of existing management team members as
a result of the proposed spin-off; reaction of customers, our
employees and other parties to the proposed spin-off; and the
impact of the proposed spin-off on our business and the risk that
the proposed spin-off may be more difficult, time-consuming or
costly than expected, including the impact on our resources,
systems, procedures and controls, diversion of management’s
attention and the impact on relationships with customers,
suppliers, employees and other business counterparties and the
other financial, operational and legal risks and uncertainties
detailed from time to time in Aramark’s cautionary statements
contained in its filings with the SEC. All forward-looking
statements speak only as of the date of this press release. Aramark
undertakes no obligations to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise other than as required under the federal securities
laws.
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version on businesswire.com: https://www.businesswire.com/news/home/20230906531175/en/
Aramark: Felise Glantz Kissell (215) 409-7287
Kissell-Felise@aramark.com Scott Sullivan (215) 238-3953
Sullivan-Scott@aramark.com
Vestis: Valerie Haertel (470) 924-1293
Haertel-Valerie@aramark.com
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