SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

 

 

FORM 8-K

 

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report: October 31, 2005

 

BEAZER HOMES USA, INC.

(Exact name of registrant as specified in its charter)

 

DELAWARE		001-12822		54-2086934
(State or other jurisdiction		(Commission		(IRS Employer
of incorporation)		File Number)		Identification No.)

 

1000 Abernathy Road, Suite 1200
Atlanta Georgia 30328

(Address of Principal
Executive Offices)

 

(770) 829-3700

(Registrant’s telephone number, including area code)

 

None

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 8.01.  Other Events

 

On October 31, 2005, Beazer Homes USA, Inc. (the “Company”) issued a press release announcing the completion of its offer to exchange all of its outstanding 6.875% Senior Notes due 2015 (the “Outstanding Senior Notes”) for its 6.875% Senior Notes due 2015 which were registered under the Securities Act of 1933, as amended (the “Securities Act”).  The Outstanding Senior Notes were issued pursuant to Rule 144A and Regulation S under the Securities Act on June 8, 2005 and July 19, 2005.  All Outstanding Senior Notes, in the aggregate principal amount of $350,000,000, were tendered.  The exchange offer expired at 5:00 p.m., New York City time, on Wednesday, October 26, 2005.  For additional information, please refer to the exhibit.

 

Item 9.01.  Financial Statements and Exhibits

 

(c)  Exhibits

 

99.01                     Press release issued by Beazer Homes USA, Inc. on October 31, 2005.

 

2

 

SIGNATURES

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

	BEAZER HOMES USA, INC.
Date: October 31, 2005	By:	/s/ James O’Leary
	James O’Leary
	Executive Vice President and Chief Financial Officer

 

3

Exhibit 99.01

 

 

Press Release

For Immediate Release

 

 

Beazer Homes USA, Inc. Announces Completion of Exchange Offer for 6.875% Senior Notes due 2015

 

ATLANTA, October 31, 2005—Beazer Homes USA, Inc. (NYSE: BZH) (www.beazer.com) announced today that it has completed its offer to exchange all of its outstanding 6.875% Senior Notes due 2015 (the “Outstanding Senior Notes”) for its 6.875% Senior Notes due 2015 which were registered under the Securities Act of 1933, as amended (the “Securities Act”).  The Outstanding Senior Notes were issued pursuant to Rule 144A and Regulation S under the Securities Act on June 8, 2005 and July 19, 2005.  All Outstanding Senior Notes, in the aggregate principal amount of $350,000,000, were tendered.  The exchange offer expired at 5:00 p.m., New York City time, on Wednesday, October 26, 2005.

 

This announcement is not an offer to sell any securities or a solicitation of an offer to buy any securities.  The exchange offer was made solely by means of a prospectus dated September 23, 2005.

 

Beazer Homes USA, Inc., headquartered in Atlanta, is one of the country’s ten largest single-family homebuilders with operations in Arizona, California, Colorado, Delaware, Florida, Georgia, Indiana, Kentucky, Maryland, Mississippi, Nevada, New Jersey, New Mexico, New York, North Carolina, Ohio, Pennsylvania, South Carolina, Tennessee, Texas, Virginia and West Virginia and also provides mortgage origination and title services to its homebuyers.  Beazer Homes, a Fortune 500 company, is listed on the New York Stock Exchange under the ticker symbol “BZH.”

 

 

Contact:   Leslie H. Kratcoski
Vice President, Investor Relations & Corporate Communications
(770) 829-3764
lkratcos@beazer.com