Beazer Homes USA, Inc. (NYSE: BZH) (the “Company”) announced
today that it has increased the maximum aggregate principal amount
of its 7.25% Senior Notes due 2023 (the “2023 Notes”) that it is
offering to purchase in its previously announced cash tender offer
from $75 million to $175 million. The maximum aggregate principal
amount of the Company’s 5.75% Senior Notes due 2019 (the “2019
Notes” and together with the 2023 Notes, the “Notes”) that Beazer
is offering to purchase in its previously announced cash tender
offer will remain at $225 million.
Information related to the Notes and the tender offers is set
forth in the table below.
Security
CUSIP
OutstandingAggregatePrincipalAmount
MaximumTenderAmount
Tender OfferConsideration(1)(2)
EarlyTenderPayment(1)
TotalConsideration(1)(2)(3)
5.75% Senior Notes due 2019 07556QBH7 $321,393,000 $225,000,000
$1,030.00 $30 $1,060.00 7.25% Senior Notes due 2023 07556QBD6
$199,834,000 $175,000,000 $1,022.75 $30 $1,052.75
(1) Per $1,000 principal amount of Notes
validly tendered and accepted.
(2) Accrued interest will be paid in
addition to the Total Consideration or the Tender Offer
Consideration, as applicable.
(3) Includes Tender Offer Consideration
and Early Tender Payment.
The tender offers will expire at 12:00 midnight, New York City
time, at the end of the day on October 23, 2017, unless extended or
earlier terminated by the Company (such time and date, as the same
may be extended or earlier terminated, the “Expiration Time”). In
order to be eligible to receive the Total Consideration (as
described below) for tendered Notes, holders must validly tender
and not validly withdraw their Notes prior to 5:00 p.m., New York
City time, on October 6, 2017, unless extended or earlier
terminated by the Company (such time and date, as the same may be
extended or earlier terminated, the “Early Tender Deadline”).
The tender offers are subject to the satisfaction or waiver of
certain conditions as described in the Offer to Purchase, including
(1) the receipt of at least $400 million in gross proceeds from one
or more offerings of senior notes on terms reasonably acceptable to
the Company, and (2) certain general conditions, in each case as
described in more detail in the Offer to Purchase. If any of the
conditions are not satisfied, the Company may terminate the tender
offers and return tendered Notes, may waive unsatisfied conditions
and accept for payment and purchase all validly tendered Notes, may
extend the tender offers or may otherwise amend the tender offers.
Any Notes that are not validly tendered and accepted for purchase
pursuant to the tender offers will remain obligations of the
Company. The Company currently expects to repay the 2019 Notes that
remain outstanding following the tender offers on or after March
15, 2019 at par, or through additional repurchases prior
thereto.
The “Total Consideration” for each $1,000 principal amount of
2019 Notes validly tendered and not validly withdrawn and accepted
for purchase pursuant to the tender offers will be an amount equal
to $1,060.00, payable in cash to holders that validly tender their
2019 Notes prior to the Early Tender Deadline, plus accrued and
unpaid interest. The “Total Consideration” for each $1,000
principal amount of 2023 Notes validly tendered and not validly
withdrawn and accepted for purchase pursuant to the tender offers
will be an amount each to $1,052.75, payable in cash to holders
that validly tender their 2023 Notes prior to the Early Tender
Deadline, plus accrued and unpaid interest.
The Total Consideration set forth above includes, for each
series of Notes, an Early Tender Payment of $30 per $1,000
principal amount of Notes, payable only to holders that validly
tender and do not validly withdraw their Notes prior to the Early
Tender Deadline. Holders of Notes validly tendered after the Early
Tender Deadline will not receive an Early Tender Payment.
Notes may be subject to proration if the aggregate principal
amount of such series of Notes validly tendered and not validly
withdrawn would cause the applicable Maximum Tender Amount set
forth in the table above to be exceeded. In the event any tendered
Notes are not accepted for purchase due to proration, they will be
promptly returned or credited to the Holder’s account.
The complete terms and conditions of the tender offers are set
forth in the Offer to Purchase and the related Letter of
Transmittal that are being sent to holders of the Notes. Holders
are urged to read the Offer to Purchase and Letter of Transmittal
carefully when they become available.
The Company has engaged Credit Suisse Securities (USA) LLC to
act as Dealer Manager for the tender offers. Persons with questions
regarding the tender offers should contact Credit Suisse Securities
(USA) LLC toll-free at (800) 820-1653 or collect at (212) 325-2476.
Requests for documents should be directed to D.F. King & Co.,
Inc., the Tender and Information Agent for the tender offers, at
(212) 269-5550 (for banks and brokers) or (866) 406-2285 (for
noteholders), or via the following web address:
www.dfking.com/bzh.
This press release is for informational purposes only and is not
an offer to purchase or a solicitation of an offer to purchase with
respect to any of the Notes. The tender offers are being made
pursuant to the tender offer documents, including the Offer to
Purchase that the Company is distributing to holders of the Notes.
The tender offers are not being made to holders of Notes in any
jurisdiction in which the making or acceptance thereof would not be
in compliance with the securities or other laws of such
jurisdiction. None of the Company, the Dealer Manager, the Tender
and Information Agent or their respective affiliates is making any
recommendation as to whether or not holders should tender all or
any portion of their Notes in the tender offers.
About Beazer Homes USA, Inc.
Headquartered in Atlanta, Beazer Homes is one of the country’s
10 largest single-family homebuilders. The Company’s homes meet or
exceed the benchmark for energy-efficient home construction as
established by ENERGY STAR® and are designed with Choice Plans to
meet the personal preferences and lifestyles of its buyers. In
addition, the Company is committed to providing a range of
preferred lender choices to facilitate transparent competition
between lenders and enhanced customer service. The Company offers
homes in Arizona, California, Delaware, Florida, Georgia, Indiana,
Maryland, Nevada, North Carolina, South Carolina, Tennessee, Texas
and Virginia. Beazer Homes is listed on the New York Stock Exchange
under the ticker symbol “BZH.”
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version on businesswire.com: http://www.businesswire.com/news/home/20170925006492/en/
Beazer Homes USA, Inc.David I. Goldberg, 770-829-3700Vice
President of Treasury and Investor
Relationsinvestor.relations@beazer.com
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