Beazer Homes Announces Tender Offer for 7.500% Senior Notes Due 2021
07 March 2017 - 11:30PM
Business Wire
Beazer Homes USA, Inc. (NYSE: BZH) (the “Company”) announced
today that it has commenced a cash tender offer for any and all of
its 7.500% Senior Notes due 2021 (the “Notes”).
Information related to the Notes and the tender offer is set
forth in the table below.
Outstanding Principal Security
CUSIP Amount Tender Offer
Consideration(1) 7.500% Senior Notes Due 2021 07556Q BF1
$198,000,000 $1,060.25
(1) Per $1,000 principal amount of Notes
validly tendered and accepted.
The tender offer will expire at 5:00 p.m., New York City time,
on March 13, 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 Tender Offer Consideration (as described below) for
tendered Notes, holders must validly tender and not validly
withdraw their Notes, or deliver a properly completed and duly
executed Notice of Guaranteed Delivery for their Notes, before the
Expiration Time.
The tender offer is subject to the satisfaction or waiver of
certain conditions as described in the Offer to Purchase, including
(1) the receipt of at least $250 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
offer and return tendered Notes, may waive unsatisfied conditions
and accept for payment and purchase all validly tendered Notes, may
extend the tender offer or may otherwise amend the tender offer.
The Company intends to redeem any Notes that are not validly
tendered and accepted for purchase pursuant to the tender
offer.
The “Tender Offer Consideration” for each $1,000 principal
amount of Notes validly tendered and not validly withdrawn and
accepted for purchase pursuant to the tender offer will be an
amount equal to $1,060.25, payable in cash to holders that validly
tender their Notes or deliver a properly completed and duly
executed Notice of Guaranteed Delivery for their Notes prior to the
Expiration Time, plus accrued and unpaid interest.
The complete terms and conditions of the tender offer are set
forth in the Offer to Purchase and the related Letter of
Transmittal and the Notice of Guaranteed Delivery that are being
sent to holders of the Notes. Holders are urged to read the Offer
to Purchase, Letter of Transmittal and Notice of Guaranteed
Delivery carefully when they become available.
The Company has engaged Credit Suisse Securities (USA) LLC to
act as Dealer Manager for the tender offer. Persons with questions
regarding the tender offer 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 offer, at
(212) 269-5550 (for banks and brokers) or (800) 967-5068 (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 offer is 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 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 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 offer.
About Beazer Homes USA, Inc.
Headquartered in Atlanta, Beazer Homes is a geographically
diversified homebuilder with active operations in 13 states
within three geographic regions in the United States. 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's active operations are in the following states: 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/20170307005824/en/
Beazer Homes USA, Inc.David I. Goldberg, 770-829-3700Vice
President of Treasury and Investor
Relationsinvestor.relations@beazer.com
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