KB Home Announces Cash Tender Offer for Senior Notes Due 2021
May 25 2021 - 9:25AM
Business Wire
KB Home (NYSE: KBH) today announced the commencement of a cash
tender offer (the “Offer”) for any and
all of its outstanding 7.000% Senior Notes due 2021 (the
“Notes”), on the terms and subject to
the conditions set forth in the Offer to Purchase, dated as of the
date hereof (the “Offer to Purchase”)
and the related Notice of Guaranteed Delivery attached thereto (the
“Notice of Guaranteed Delivery”). The
Offer to Purchase and the Notice of Guaranteed Delivery are
referred to herein collectively as the “Offer
Documents”.
The Offer will expire at 5:00 p.m., New York City time, on June
8, 2021, unless extended or earlier terminated by KB Home (such
date and time, as they may be extended for the Offer, the
“Expiration Date”).
Title of Security
CUSIP Number
Principal Amount
Outstanding
Offer Consideration per $1,000
Principal Amount of Notes
7.000% Senior Notes due 2021
48666KAT6
$450,000,000
$1,017.25
Holders must validly tender their Notes, or deliver a properly
completed and duly executed Notice of Guaranteed Delivery at or
prior to the Expiration Date to be eligible to receive the Offer
Consideration (as shown in the table above). In addition, holders
whose Notes are purchased in the Offer will receive accrued and
unpaid interest on those Notes from the last interest payment date
to, but not including, the Settlement Date (as defined in the Offer
to Purchase) (such amount, the “Accrued
Interest”). The Company expects the Settlement Date to occur
on June 9, 2021. Notes tendered by Notice of Guaranteed Delivery
and accepted for purchase will be purchased on the third business
day after the Expiration Date, but payment of Accrued Interest on
such Notes will only be made to, but not including, the Settlement
Date.
Tendered Notes may be validly withdrawn from the Offer at or any
time prior to the Expiration Date (such time and date, the
“Withdrawal Deadline”), unless
extended or earlier terminated by KB Home as described in the Offer
to Purchase. Tendered Notes may not be withdrawn after the
Withdrawal Deadline except as required by law.
The Offer is subject to the satisfaction or waiver of certain
conditions as described in the Offer to Purchase and is not
conditioned upon the tender of any minimum principal amount of
Notes. If any of the conditions are not satisfied, subject to
applicable law, KB Home may in its sole discretion terminate the
Offer and return tendered Notes, may waive unsatisfied conditions
and accept for payment and purchase all validly tendered Notes, may
extend the Expiration Date or may otherwise amend the Offer in any
respect. KB Home expressly reserves the right, in its sole
discretion, subject to applicable law, to terminate the Offer at
any time.
The complete terms and conditions of the Offer are set forth in
the Offer Documents that are being sent to holders of the Notes.
Holders are urged to read the Offer Documents carefully when they
become available, consult their own investment and tax advisers and
make their own decisions whether to tender Notes in the Offer, and,
if so, the principal amount of Notes to tender.
The Offer is open to all holders of Notes. A beneficial owner of
Notes that are held of record by a broker, dealer, commercial bank,
trust company or other nominee (each, a “Custodian”), must instruct such Custodian to
tender such Notes on the beneficial owner’s behalf in a timely
manner. Beneficial owners should be aware that a Custodian may
establish its own earlier deadline for participation in the
Offer.
KB Home has retained BofA Securities, Inc. to act on its behalf
as Dealer Manager and Global Bondholder Services Corporation to
serve as Depositary and Information Agent in connection with the
Offer. For assistance regarding the terms of the Offer, please
contact BofA Securities, Inc at (980) 388-3646 (collect). Requests
for documents regarding the Offer may be directed to Global
Bondholder Services Corporation by telephone at (866) 470-3700
(toll-free) or (212) 430-3774 (collect).
Copies of the Offer Documents are available at the following web
address: https://www.gbsc-usa.com/kbhome/.
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 Offer is being made pursuant to
the Offer Documents, including the Offer to Purchase that KB Home
is distributing to holders of the Notes. The Offer is 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 KB Home, the Dealer
Manager, the Trustee (as defined in the Offer to Purchase) 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
Offer.
About KB Home
KB Home is one of the largest and most recognized homebuilders
in the United States and has been building quality homes for over
60 years. Today, KB Home operates in 45 markets across eight
states, serving a wide array of buyer groups. What sets KB Home
apart is how it gives its customers the ability to personalize
their homes from homesites and floor plans to cabinets and
countertops, at a price that fits their budget. KB Home is the
first builder to make every home it builds ENERGY STAR® certified.
In fact, KB Home goes beyond the EPA requirements by ensuring every
ENERGY STAR certified KB home has been tested and verified by a
third-party inspector to meet the EPA’s strict certification
standards, which help to lower the cost of ownership and to make
its new homes healthier and more comfortable than new ones without
certification. KB Home also works with its customers every step of
the way, building strong personal relationships so they have a real
partner in the homebuying process, and the experience is as simple
and easy as possible. Learn more about how KB Home builds homes
built on relationships by visiting kbhome.com.
Forward-Looking and Cautionary Statements
Statements contained in this press release that state KB Home’s
or its management’s intentions, expectations or predictions of the
future are forward-looking statements. Specifically, KB Home cannot
assure you that the Offer will be consummated on the terms
currently contemplated, if at all. The forward-looking statements
involve risks and uncertainties and actual results may differ
materially from those projected or implied. KB Home disclaims any
intention or obligation to revise any forward-looking statements
whether as a result of new information, future events or
otherwise.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210525005652/en/
Jill Peters, Investor Relations Contact (310) 893-7456 or
investorrelations@kbhome.com
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