DOW JONES NEWSWIRES
Pulte Homes Inc. (PHM) and Centex Corp. (CTX) said shareholders
of each company overwhelmingly approved their merger, which will
create the largest U.S. homebuilder.
Pulte and Centex received votes representing more than 80% and
72%, respectively, of shares outstanding, with more than 99% of
these voted in support of the deal.
Under the $1.4 billion merger, Pulte will acquire all
outstanding Centex shares in a stock-for-stock transaction. Centex
shareholders will receive 0.975 shares of Pulte stock in exchange
for each Centex share they own.
Based on the exchange rate, Pulte shareholders will own about
68% of the combined company, and Centex shareholders will own the
rest.
Pulte Chief Executive Richard Dugas, who becomes chairman and
CEO of the combined company, said the merger "can accelerate our
return to profitability."
Earlier this month, Centex swung to a quarterly profit, thanks
to an income-tax benefit, while Pulte posted a wider loss. The
nation's housing sector, which has been in decline for more than
three years, recently has shown some signs of improvement but high
unemployment and low consumer confidence are weakening prospects
for a full-blown recovery soon.
Also Tuesday, the companies said Centex' previous chairman and
chief executive, Timothy Eller, will join the board as vice
chairman and will be a consultant to the company for two years.
The new company, with 2008 pro forma revenue of $11.6 billion,
will continue to trade on the New York Stock Exchange under the
ticker symbol "PHM."
Pulte's shares recently traded at $12.38, up 6 cents or 0.5%,
while Centex shares were at $12.06, up 7 cents or 0.5%.
-By Kathy Shwiff, Dow Jones Newswires; 212-416-2357;
Kathy.Shwiff@dowjones.com