UCP Announces Proposed Offering of Senior Notes Due 2021
14 October 2016 - 11:44PM
Business Wire
UCP, Inc. (NYSE:UCP) announced today that its primary operating
subsidiary, UCP, LLC, and UCP Finance Corp., a wholly-owned finance
subsidiary (together with UCP, LLC, the “Issuers”), intend to
commence a private offering of $200.0 million aggregate principal
amount of their Senior Notes due 2021 (the “Notes”). The Notes will
be fully and unconditionally guaranteed on a senior unsecured basis
by certain of UCP, LLC’s existing and future subsidiaries.
The Issuers intend to use the net proceeds from this offering to
repurchase or repay substantially all of the outstanding debt of
UCP, Inc. and its subsidiaries, including UCP, Inc.’s 8.5% senior
notes due 2017, and for general corporate purposes, including the
acquisition and development of land and home construction.
The Notes and the related guarantees will be offered in the
United States only to persons reasonably believed to be qualified
institutional buyers in reliance on Rule 144A under the Securities
Act of 1933, as amended (the “Securities Act”), and outside the
United States only to certain non-U.S. persons pursuant to
Regulation S under the Securities Act. The Notes and the related
guarantees have not been and will not be registered under the
Securities Act or any state securities laws and, unless so
registered, may not be offered or sold in the United States except
pursuant to an applicable exemption from, or in a transaction not
subject to, the registration requirements of the Securities Act and
applicable state securities laws.
This press release is being issued pursuant to Rule 135c under
the Securities Act and shall not constitute an offer to sell, or
the solicitation of an offer to buy, any securities, nor shall
there be any offer, solicitation or sale of securities in any state
or jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction. Any offer of the
Notes will be made only by means of a private offering
memorandum.
About UCP, Inc.
UCP, Inc. is a homebuilder and land developer with expertise in
residential land acquisition, entitlement, and development, as well
as home design, construction and sales. UCP, Inc. operates in the
States of California, Washington, North Carolina, South Carolina
and Tennessee. UCP, Inc. designs and builds single-family homes for
a variety of lifestyles and budgets through its wholly-owned
subsidiary, Benchmark Communities, LLC.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995
and other federal securities laws. These forward-looking statements
can be identified by the use of words such as “may,” “might,”
“will,” “should,” “expects,” “plans,” “anticipates,” “believes,”
“estimates,” “predicts,” “potential,” “project,” “goal,” “intend,”
“continue” or other similar expressions. These forward-looking
statements are subject to known and unknown risks and uncertainties
that can cause actual results to differ materially from those
currently anticipated due to a number of factors, including, but
not limited to, those described in the “Risk Factors” section of
UCP, Inc.’s most recent Annual Report on Form 10-K, as may be
updated from time to time in UCP, Inc.’s periodic filings with the
Securities and Exchange Commission (the “SEC”), all of which are
available free of charge on the SEC’s website at www.sec.gov.
Any forward-looking statement made by UCP, Inc. herein, or
elsewhere, speaks only as of the date on which it was made. New
risks and uncertainties come up from time to time, and it is
impossible for UCP, Inc. to predict these events or how they may
affect it. UCP, Inc. expressly disclaims any responsibility to
update or revise forward-looking statements, whether as a result of
new information, future events or otherwise, except as required by
law.
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