William Lyon Homes Announces Pricing of Public Offering of Tangible Equity Units
November 18 2014 - 5:00AM
Business Wire
William Lyon Homes (NYSE: WLH) (the “Company”) announced the
pricing on November 17, 2014 of an underwritten public offering of
1,000,000 6.50% Tangible Equity Units (the “Units”), each with a
stated value of $100.00, which will result in net proceeds to the
Company of approximately $97.0 million, after deducting
underwriting discounts. The underwriters have an option to
purchase, within the 13-day period beginning on and including the
date of the initial closing of the offering, up to an additional
150,000 Units from the Company. The offering is expected to close,
subject to customary closing conditions, on November 21, 2014.
Each Unit is comprised of a prepaid stock purchase contract and
an amortizing note due December 1, 2017, each issued by the
Company. Unless earlier settled, each stock purchase contract will
automatically settle on December 1, 2017, and the Company will
deliver between 4.4465 and 5.2247 shares of Class A Common Stock
per purchase contract, subject to adjustment, based upon the
applicable market value of the Class A Common Stock, as described
in the final prospectus supplement relating to the Units offering.
Each amortizing note will have an initial principal amount of
$18.01, will bear interest at a rate of 5.50% per annum and will
have a final installment payment date of December 1, 2017. On each
March 1, June 1, September 1 and December 1, commencing on March 1,
2015, the Company will pay equal quarterly cash installments of
$1.6250 per amortizing note (except for the March 1, 2015
installment payment, which will be $1.8056 per amortizing note),
which will constitute a payment of interest and a partial repayment
of principal, and which cash payment in the aggregate per year will
be equivalent to 6.50% per year with respect to each $100.00 stated
amount of Units. The amortizing notes will be unsecured senior
subordinated obligations of the Company.
The Company intends to use all of the net proceeds from this
offering to pay down outstanding debt under the Company’s $120.0
million unsecured loan facility, which was borrowed to pay a
portion of the purchase price for the Company’s acquisition of
Polygon Northwest Homes.
J.P. Morgan, Citigroup and Credit Suisse are serving as the
joint book-running managers for the offering, and Oppenheimer &
Co. is serving as co-manager.
The Units, including the underlying stock purchase contracts and
amortizing notes, are being offered pursuant to an effective shelf
Registration Statement on Form S-3 that has been filed with the
Securities and Exchange Commission. Copies of the prospectus
supplement and the accompanying prospectus relating to the Units
may be obtained from J.P. Morgan Securities LLC, Attention:
Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood,
New York 11717, telephone: (866) 803-9204, from Citigroup Global
Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island
Avenue, Edgewood, New York 11717, telephone: (800) 831-9146, or
from Credit Suisse Securities (USA) LLC, One Madison Avenue, New
York, New York 10010, Attention: Prospectus Department, telephone:
(800) 221-1037.
This press release is neither an offer to sell nor a
solicitation of an offer to buy any of these securities and shall
not constitute an offer or a solicitation of any offer to buy, or a
sale of, these securities in any state or jurisdiction in which
such an offer, solicitation or sale would be unlawful.
About William Lyon Homes
William Lyon Homes is one of the largest Western U.S. regional
homebuilders. Headquartered in Newport Beach, California, the
Company is primarily engaged in the design, construction, marketing
and sale of single-family detached and attached homes in
California, Arizona, Nevada, Colorado, Washington and Oregon. Its
core markets include Orange County, Los Angeles, San Diego, the San
Francisco Bay Area, Phoenix, Las Vegas, Denver, Seattle and
Portland. The Company has a distinguished legacy of more than 58
years of homebuilding operations, over which time it has sold in
excess of 93,000 homes. The Company markets and sells its homes
under the William Lyon Homes brand in all of its markets except for
Colorado, where the Company operates under the Village Homes brand,
and Washington and Oregon, where the Company operates under the
Polygon Northwest brand.
Forward-Looking Statements
Statements contained in this release that state the Company’s or
management’s intentions, expectations or predictions of the future
are forward-looking statements. Specifically, the Company cannot
assure you that the proposed offering described above will be
consummated on the terms currently contemplated, if at all. The
forward-looking statements involve risks and uncertainties and
actual results may differ materially from those projected or
implied. Additional information concerning factors that could cause
actual results to differ materially is contained from time to time
in the Company’s filings with the Securities and Exchange
Commission, including, but not limited to, the Company’s annual
report on Form 10-K and quarterly reports on Form 10-Q. The Company
disclaims any intention or obligation to revise any forward-looking
statements, whether as a result of new information, future events
or otherwise.
Investor/Media Contacts:Financial Profiles, Inc.Larry Clark,
310-622-8223WLH@finprofiles.comorFinancial Profiles, Inc.Lisa
Mueller, 310-622-8231WLH@finprofiles.com
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