Navigant Consulting to buy up to 10.5 million shares in Dutch auction tender offer through June 7

By Lisa Kerner

Charlotte, N.C., May 9 - Navigant Consulting, Inc. began a modified Dutch auction tender offer to purchase up to 10.5 million shares, or about 18%, of its common stock in a $300 million share repurchase program announced on April 26.

The company will purchase shares priced between $19.50 and $22.50 per share for a maximum total purchase price of up to $236.25 million. There is no minimum number of shares required to be tendered in the offer, which expires June 7.

Navigant's offer is conditioned on the closing of an unsecured, multi-bank credit facility of up to $450 million.

All shares in the tender offer will be purchased at the same price per share, including shares that were tendered at a lower price. If fewer than 10.5 million shares are properly tendered, Navigant will purchase all shares that are properly tendered and not properly withdrawn, a company news release stated.

The company said if more than 10.5 million shares are properly tendered, it will purchase all shares tendered at or below the purchase price selected in the offer on a pro rata basis, not including odd lots.

Banc of America Securities LLC and Credit Suisse Securities (USA) LLC will serve as the dealer mangers for the tender offer, D.F. King & Co., Inc. will serve as information agent and LaSalle Bank, NA will serve as the depositary in the tender offer.

Chicago-based Navigant provides dispute, financial, regulatory and operational advisory services to government agencies, legal counsel and large companies.

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