Perspecta Clarifies Filing of Shelf Registration of Common Stock
Chantilly, Va.— November 15, 2018—Perspecta Inc. (NYSE:PRSP), a leading U.S. government services provider, filed a shelf registration on Form S-1 on November 14, 2018 to register the 23,273,341 shares of Perspecta Inc. common stock owned by Veritas Capital Fund Management, L.L.C. and certain of its affiliates (“Veritas Capital”). Perspecta was required to file this shelf registration statement pursuant to a Side Letter Agreement entered into by Perspecta (formerly Ultra SC Inc.) and Veritas Capital. The registration of the shares of common stock does not require Veritas Capital to sell any of its shares.
Furthermore, pursuant to the Side Letter Agreement, Veritas Capital has agreed, subject to certain limited exceptions, that it will not sell any shares of Perspecta common stock prior to January 1, 2019. No new shares of common stock will be issued by Perspecta as part of any offering off of the shelf registration statement.
Following January 1, 2019, Veritas Capital may offer and sell shares of Perspecta common stock off of the shelf registration statement from time to time directly or through underwriters, agents or broker-dealers on terms to be determined at the time of sale, as described in more detail in the prospectus that forms part of the shelf registration statement.
About Perspecta Inc.
At Perspecta (NYSE: PRSP), we question, we seek and we solve. Perspecta brings a diverse set of capabilities to our U.S. government customers in defense, intelligence, civilian, health care and state and local markets. Our 260+ issued, licensed and pending patents are more than just pieces of paper, they tell the story of our innovation. With offerings in mission services, digital transformation and enterprise operations, our team of 14,000 engineers, analysts, investigators and architects work tirelessly to not only execute the mission, but build and support the backbone that enables it. Perspecta was formed to take on big challenges. We are an engine for growth and success and we enable our customers to build a better nation. For more information about Perspecta, visit perspecta.com.
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This press release may contain forward-looking statements. These forward-looking statements are made on the basis of the current beliefs, expectations and assumptions of the management of Perspecta and are subject to significant risks and uncertainty. Readers are cautioned not to place undue reliance on any such forward-looking statements. All such forward-looking statements speak only as of the date they are made, and Perspecta undertakes no obligation to update or revise these statements, whether as a result of new information, future events or otherwise. Although Perspecta believes that the expectations reflected in these forward-looking statements are reasonable, these statements involve a variety of risks and uncertainties that may cause actual results to differ materially from what may be expressed or implied in these forward-looking statements.