LGI Homes, Inc. (NASDAQ: LGIH) (“LGI Homes” or the “Company”) today
announced that it has commenced a private offering (the “Offering”)
of $300 million aggregate principal amount of unsecured Senior
Notes due 2029 (the “Notes”) to persons reasonably believed to be
qualified institutional buyers in the United States pursuant to
Rule 144A under the Securities Act of 1933, as amended (the
“Securities Act”), and to certain non-U.S. persons in transactions
outside the United States pursuant to Regulation S under the
Securities Act.
The timing of pricing and terms of the Notes are
subject to market conditions and other factors. The Notes are
expected to be guaranteed, jointly and severally, on a senior
unsecured basis by the Company’s subsidiaries that guarantee the
Company’s obligations under its revolving credit facility.
The Company intends to use the net proceeds from
the Offering, plus cash on hand, to redeem and retire all of the
Company’s outstanding 6.875% Senior Notes due 2026 (the “2026
Senior Notes”). As of the date of this press release, $300 million
aggregate principal amount of the 2026 Senior Notes are
outstanding. Pending application of the net proceeds of the
Offering for the foregoing purpose, the Company may repay all or a
portion of the outstanding borrowings under its revolving credit
facility, and, to the extent not used to repay such outstanding
borrowings, the Company expects to invest such net proceeds in
short-term liquid investments.
The offer and sale of the Notes and the related
guarantees have not been and will not be registered under the
Securities Act or the securities laws of any other jurisdiction and
may not be offered or sold in the United States or to, or for the
benefit of, U.S. persons absent registration under, or an
applicable exemption from, the registration requirements of the
Securities Act.
This press release does not constitute an offer
to sell or a solicitation of an offer to buy the Notes or any other
security and shall not constitute an offer, solicitation or sale in
any state or jurisdiction in which, or to any persons to whom, such
an offer, solicitation or sale would be unlawful. Any offers of the
Notes will be made only by means of a private offering
memorandum.
The Company also announced today that it has
delivered a conditional notice of redemption (the “Redemption
Notice”) calling for redemption on July 15, 2021 (the “Redemption
Date”) all of the outstanding 2026 Senior Notes at a redemption
price equal to 103.438% of the principal amount of the 2026 Senior
Notes to be redeemed, plus accrued and unpaid interest to, but
excluding, the Redemption Date (subject to the right of holders of
record as of the close of business on July 1, 2021 to receive
interest due on July 15, 2021). The Company’s obligation to redeem
the 2026 Senior Notes is conditioned upon the prior consummation of
the issuance of the Notes on or prior to the Redemption Date. The
Company will publicly announce and notify the holders of the 2026
Senior Notes and the trustee for the 2026 Senior Notes if the
condition is not satisfied or waived prior to the Redemption Date,
whereupon the redemption will be revoked and the 2026 Senior Notes
will remain outstanding. Wilmington Trust, National Association is
the trustee for the 2026 Senior Notes and is serving as the paying
agent for the redemption.
The redemption of the 2026 Senior Notes is being
made solely pursuant to the Redemption Notice, and this press
release shall not constitute an offer to purchase or redeem, or a
solicitation of an offer to sell, the 2026 Senior Notes.
About LGI Homes, Inc.
Headquartered in The Woodlands, Texas, LGI
Homes, Inc. engages in the design, construction and sale of homes
in Texas, Arizona, Florida, Georgia, New Mexico, Colorado, North
Carolina, South Carolina, Washington, Tennessee, Minnesota,
Oklahoma, Alabama, California, Oregon, Nevada, West Virginia,
Virginia and Pennsylvania. Since 2018, LGI Homes has been ranked as
the 10th largest residential builder in the United States based on
units closed. The Company has a notable legacy of more than 18
years of homebuilding operations, over which time it has closed
more than 45,000 homes. For more information about the Company and
its new home developments, please visit the Company’s website at
www.lgihomes.com.
Forward-Looking Statements
Any statements made in this press release that
are not statements of historical fact, including statements about
the Company’s beliefs and expectations, are forward-looking
statements within the meaning of the federal securities laws, and
should be evaluated as such. Forward-looking statements include
statements relating to, among other things, statements about the
intended use of proceeds or other aspects of the Offering and the
Notes, and the redemption of the 2026 Senior Notes. Forward-looking
statements can generally be identified by the use of
forward-looking terminology, including the terms “anticipate,”
“believe,” “continue,” “could,” “estimate,” “expect,” “forecast,”
“goal,” “intend,” “may,” “objective,” “plan,” “potential,”
“predict,” “projection,” “should,” “will” or, in each case, their
negative, or other variations or comparable terminology. For more
information concerning factors that could cause actual results to
differ materially from those contained in the forward-looking
statements, please refer to the “Risk Factors” section in the
Company’s Annual Report on Form 10-K for the fiscal year ended
December 31, 2020, including the “Cautionary Statement about
Forward-Looking Statements” subsection within the “Risk Factors”
section, the “Risk Factors” and “Cautionary Statement about
Forward-Looking Statements” sections in the Company’s Quarterly
Report on Form 10-Q for the quarter ended March 31, 2021, and
subsequent filings by the Company with the Securities and Exchange
Commission. The Company bases these forward-looking statements on
its current expectations, plans and assumptions that it has made in
light of its experience in the industry, as well as its perceptions
of historical trends, current conditions, expected future
developments and other factors it believes are appropriate under
the circumstances and at such time. As you read and consider this
press release, you should understand that these statements are not
guarantees of future performance or results. The forward-looking
statements are subject to and involve risks, uncertainties and
assumptions and you should not place undue reliance on these
forward-looking statements. Although the Company believes that
these forward-looking statements are based on reasonable
assumptions at the time they are made, you should be aware that
many factors could cause the Company’s actual results to differ
materially from those expressed in the forward-looking statements.
The Company undertakes no obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise. If the Company does update one or more
forward-looking statements, there should be no inference that it
will make additional updates with respect to those or other
forward-looking statements.
CONTACT: |
Joshua D. Fattor |
|
Vice President of Investor Relations |
|
(281) 210-2619 |
|
investorrelations@lgihomes.com |
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