Beazer Homes USA, Inc. (NYSE: BZH) (the “Company”) announced
today the early results of its previously announced cash tender
offers for up to $225 million of its 5.25% Senior Notes due 2019
(the “2019 Notes”) and up to $175 million of its 7.25% Senior Notes
due 2023 (the “2023 Notes” and together with the 2019 Notes, the
“Notes”), upon the terms and conditions included in the Offer to
Purchase, dated September 25, 2017 (the “Offer to Purchase”).
The aggregate principal amount of Notes of each series that were
validly tendered and not validly withdrawn as of 5:00 p.m., New
York City time, on October 6, 2017 (the “Early Tender Deadline”),
and the aggregate principal amount of each series of Notes that are
expected to be accepted for purchase by the Company on October 10,
2017 (the “Early Settlement Date”), subject to the satisfaction or
waiver of certain conditions to the tender offers set forth in the
Offer to Purchase are specified in the table below.
Principal Amount
Expected to be Outstanding Accepted for
Aggregate Maximum Principal Purchase on
Total Principal Tender Amount Early
Settlement Consideration Security CUSIP
Amount Amount Tendered Date
(1)(2)
5.75% Senior Notes due 2019 07556QBH7 $321,393,000 $225,000,000
$312,978,000 $225,000,000 $238,500,000 7.25% Senior Notes due 2023
07556QBD6 $199,834,000 $175,000,000 $183,989,000 $175,000,000
$184,231,250 (1) Excludes Accrued Interest, which will be
paid by the Company. (2) Includes the Early Tender Payment of
$30.00 per $1,000 principal amount of Notes.
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.
Subject to the terms and conditions of the tender offer being
satisfied or waived, holders who validly tendered and did not
withdraw Notes prior to the Early Tender Deadline will, if their
Notes are accepted for purchase, receive the “Total Consideration”
equal to $1,060 per $1,000 principal amount of 2019 Notes and
$1,052.75 per $1,000 principal amount of 2023 Notes. In addition to
the Total Consideration, holders will receive accrued and unpaid
interest on the Notes from the most recent payment of semi-annual
interest preceding the Early Settlement Date to, but not including,
the Early Settlement Date. The Early Settlement Date is expected to
be October 10, 2017. The Withdrawal Deadline has passed.
Accordingly, any validly tendered notes may no longer be withdrawn
or revoked.
As the aggregate consideration to be paid by the Company in
respect of each series of Notes that have been tendered would
exceed the applicable Maximum Tender Amount, acceptance for tenders
of each series of Notes has been prorated such that (i) of the
$312,978,000 aggregate principal amount of the 2019 Notes that were
tendered as of the Early Tender Deadline, only $225,000,000
aggregate principal amount are expected to be accepted for purchase
on the Early Settlement Date and (ii) of the $183,989,000 aggregate
principal amount of the 2023 Notes that were tendered as of the
Early Tender Deadline, only $175,000,000 aggregate principal amount
are expected to be accepted for purchase on the Early Settlement
Date.
Because the tender offers have been fully subscribed as of the
Early Tender Deadline, no Notes tendered after the Early Tender
Deadline will be accepted for purchase in the tender offers. Any
Notes tendered after the Early Tender Deadline, together with any
Notes tendered at or prior to the Early Tender Deadline but not
accepted for purchase by the Company, including Notes not accepted
because of proration, will be returned to the holders thereof.
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”).
The complete terms and conditions of the tender offers are set
forth in the Offer to Purchase and the Letter of Transmittal that
have been sent to holders of the Notes. Holders are urged to read
the Offer to Purchase and the Letter of Transmittal carefully.
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).
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/20171006005804/en/
Beazer Homes USA, Inc.David I. Goldberg, 770-829-3700Vice
President of Treasury and Investor
Relationsinvestor.relations@beazer.com
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