ATLANTA--(BUSINESS WIRE)--Sep. 25, 2017--
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.
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Security
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CUSIP
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Outstanding Aggregate Principal Amount
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Maximum Tender Amount
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Tender Offer Consideration(1)(2) |
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Early Tender Payment(1)
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Total Consideration(1)(2)(3)
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5.75% Senior Notes due 2019
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07556QBH7
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$321,393,000
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$225,000,000
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$1,030.00
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$30
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$1,060.00
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7.25% Senior Notes due 2023
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07556QBD6
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$199,834,000
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$175,000,000
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$1,022.75
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$30
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$1,052.75
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(1) Per $1,000 principal amount of Notes validly tendered and
accepted.
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(2) Accrued interest will be paid in addition to the Total
Consideration or the Tender Offer Consideration, as applicable.
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(3) Includes Tender Offer Consideration and Early Tender
Payment.
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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.”
View source version on businesswire.com: http://www.businesswire.com/news/home/20170925006492/en/
Source: Beazer Homes USA, Inc.
Beazer Homes USA, Inc.
David I. Goldberg, 770-829-3700
Vice
President of Treasury and Investor Relations
investor.relations@beazer.com