×

CommerceHub Announces Distribution of Common Shares to Liberty Ventures and Minority Holders

ALBANY, N.Y., Aug. 01, 2016 (GLOBE NEWSWIRE) -- CommerceHub (the “company”) (NASDAQ:CHUBA) (NASDAQ:CHUBK), a leading distributed commerce network for retailers and brands, announced that at 5 p.m., Eastern Time, on July 22, 2016, 42.7 million shares of its Series A, B, and C common stock were distributed to shareholders of Liberty Ventures (LVNTA, LVNTB) as described in the company’s registration statement on Form S-1 (including amendments thereto) filed with the Securities and Exchange Commission (the “S-1 registration statement”). Additionally, the company expects that approximately 109,000 shares of its Series C common stock will be issued to those minority holders who do not exercise dissenters’ rights in compliance with applicable law in connection with the internal restructuring described in the company’s S-1 registration statement. The final exchange ratio for the purpose of the internal restructuring was approximately 2.182.

Additionally, the company updates, by reference here, the table on slide 27 of the CommerceHub Spin-Off Presentation, available in the Events & Presentations section of the company’s Investor Relations website1, with the following:

(all figures, excluding Weighted Average Exercise Price, in millions)
Basic Shares Outstanding
Approximate CHUBA Shares Distributed to LVNTA Holders13.5
Approximate CHUBB Shares Distributed to LVNTB Holders0.7
Approximate CHUBK Shares Distributed to LVNTA and LVNTB Holders28.5
Approximate CHUBK Shares to be Issued to Minority Holders0.1
Total Basic Shares Outstanding42.8
Options Outstanding2 Weighted
Average
Exercise
Price
CHUBK Options from Conversion of Existing SARS/Options33.5$10.50
CHUBK Options from Conversion of CEO SAR Grant (June 28, 2016)42.3$16.34
Options from Conversion of LVNT A/B Awards as of July 22, 20161.6$8.88
Total Options Outstanding7.4
1 http://files.shareholder.com/downloads/AMDA-6ELUYM/2237334665x0x901064/DAE0DC47-E86B-4D09-8CD8-EC913463CCA6/CommerceHub-Spinoff-Presentation-July-2016.pdf
2 Gross, before application of treasury method.
3 As of 7/22/2016, including pre-spin management retention grants, excluding CEO SAR Grant, based on an exchange ratio of approximately 2.182 Series C options for each SAR/Option.
4 Based on 1.057 million SAR grant on 6/28/2016 and an exchange ratio of approximately 2.182.

About CommerceHub:

CommerceHub (NASDAQ: CHUBA, CHUBK) is a distributed commerce network connecting supply, demand and delivery that helps retailers and brands increase sales by expanding product assortments, promoting products on the channels that perform, and enabling rapid, on-time customer delivery. With its robust platform and proven scalability, CommerceHub has helped its approximately 9,500 customers achieve an estimated $11.6 billion in Gross Merchandise Value in 2015.


CommerceHub Investor Relations Contact Erik Morton 1.844.899.3616 investor@commercehub.com CommerceHub Media Contact Laura Anderson 1-203-682-8267 CommerceHubICR@icrinc.com

Source: CommerceHub