Core & Main Inc. (NYSE:CNM), a leader in advancing reliable infrastructure with local service, nationwide, today announced the upsize of the previously announced underwritten secondary public offering by certain selling stockholders. The size of the offering increased from the previously announced 15 million shares to an aggregate of 17 million shares of its Class A common stock.
The selling stockholders have granted the underwriters a 30-day option to purchase up to an additional 2.55 million shares of Class A common stock. Core & Main is not offering any shares of Class A common stock in the offering and will not receive any proceeds from the offering. The offering is expected to close on January 10, 2024, subject to customary closing conditions.
As previously announced, concurrent with the completion of the offering, Core & Main expects to repurchase and redeem, as the case may be, from the selling stockholders 3.13 million shares of its Class A common stock and 1.87 million partnership interests of the Company’s subsidiary Core & Main Holdings, LP (together with a corresponding number of shares of Class B common stock of Core & Main) at the same per share price to be paid by the underwriters to the selling stockholders in the offering. The closing of the repurchase is subject to the closing of the offering. The closing of the offering is not conditioned upon the closing of the repurchase.
J.P. Morgan and Citigroup are acting as joint lead book-running managers for the offering. The underwriters may offer the shares of Class A common stock from time to time for sale in one or more transactions on the NYSE, in the over-the-counter market, through negotiated transactions or otherwise, at market prices prevailing at the time of sale, at prices related to prevailing market prices or at negotiated prices.