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Board of Directors Forms Special Committee; Legal Counsel and Financial Advisor Selected

BLBD | August 3, 2016

Board of Directors Forms Special Committee; Legal Counsel and Financial Advisor Selected

Blue Bird Corporation (Nasdaq: BLBD) (the “Company”), the leading independent designer and manufacturer of school buses, announced that on July 20, 2016, the special committee of its board of directors received a non-binding proposal from American Securities LLC, pursuant to which ASP BB Holdings LLC, an entity owned by affiliated funds managed by American Securities (“ASP BB Holdings”), would acquire all of the remaining equity of the Company that ASP BB Holdings does not currently own, excluding Company common stock held by management as described in the proposal letter. ASP BB Holdings currently owns 12,000,000 shares of Company common stock. The American Securities proposal states that it is based on a valuation of $12.80 to $13.10 per share of Company common stock and that the terms of any definitive agreement with respect to the transaction would include as a non-waivable condition to closing, the approval of the merger agreement by a majority of the holders of Company common stock unaffiliated with American Securities or the Company’s executive management.

The special committee of independent directors will consider the proposal and, if it deems advisable, solicit and consider any alternative transactions involving the potential sale of the Company. The special committee is comprised of Daniel J. Hennessy, Gurminder S. Bedi and Alan H. Schumacher. In connection with its review of the proposal, the special committee has engaged Evercore to act as its financial advisor and has retained Sidley Austin LLP as its legal counsel.

The Company cautions its shareholders and others considering trading in its securities that the special committee has not had an opportunity to carefully review and evaluate the proposal yet, nor has the special committee made any decision with respect to the Company’s response to the proposal. There can be no assurance that any definitive offer will be made, that any agreement will be executed or that the transaction contemplated in the proposal or any other transaction will be approved or consummated. The Company does not undertake any obligation to provide any updates with respect to this or any other transaction, except as required under applicable law.

About Blue Bird Corporation

Blue Bird is the leading independent designer and manufacturer of school buses, with more than 550,000 buses sold since its formation in 1927 and approximately 180,000 buses in operation today. Blue Bird’s longevity and reputation in the school bus industry have made it an iconic American brand. Blue Bird distinguishes itself from its principal competitors by its singular focus on the design, engineering, manufacture and sale of school buses and related parts. As the only manufacturer of chassis and body production specifically designed for school bus applications, Blue Bird is recognized as an industry leader for school bus innovation, safety, product quality/reliability/durability, operating costs and drivability. In addition, Blue Bird is the market leader in alternative fuel applications with its propane-powered and compressed natural gas-powered school buses. Blue Bird manufactures school buses at two facilities in Fort Valley, Georgia. Its Micro Bird joint venture operates a manufacturing facility in Drummondville, Quebec, Canada. Service and after-market parts are distributed from Blue Bird’s parts distribution center located in Delaware, Ohio.