Beazer Homes Exchanges Certain Tangible Equity Units for Equity Ahead of Mandatory Conversion Date
13 3월 2014 - 5:43AM
Business Wire
Beazer Homes USA, Inc. (NYSE: BZH) (www.beazer.com) announced
today that it has agreed to the terms of an unsolicited request to
exchange approximately 19%, or 890,000, of its outstanding 7.50%
tangible equity units (“TEUs”) (NYSE: BZT) due 2015, for 1,368,108
shares of common stock, or 1.5372 shares per unit.
Each outstanding TEU consists of a prepaid stock purchase
contract and a 7.50% senior amortizing note due July 15, 2015. At
maturity, holders of the prepaid stock purchase contracts will
automatically receive a minimum of 1.4075 shares per contract, up
to a maximum of 1.7241 shares per contract, depending on the
trading price of the Company’s common stock at such time.
In lieu of paying the present value of the remaining principal
and interest payments due to the holders in cash, the transaction
announced today provided 115,433 shares over the 1,252,675 shares
that would have been received at maturity, assuming the Company’s
stock price remains above $17.75 per share. Shares of BZH common
stock last closed at $20.98 on March 12, 2014.
The exchange announced today will reduce the Company’s debt by
approximately $2.4 million and slightly reduce future interest
expense. In addition, stockholders’ equity will increase by
approximately $2.4 million. The Company’s diluted share count is
only impacted by the 115,433 shares issued in lieu of future cash
payments.
This exchange was made in reliance upon the exemption from the
registration requirements of the Securities Act of 1933, as amended
(the "Securities Act"), provided by Section 3(a)(9) of the
Securities Act. This press release is not an offer to purchase or
an offer to exchange or a solicitation of acceptance of an offer to
exchange any securities.
Headquartered in Atlanta, Beazer Homes is one of the country’s
10 largest single-family homebuilders. 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 offers
homes in 16 states, including Arizona, California, Delaware,
Florida, Georgia, Indiana, Maryland, Nevada, New Jersey, New York,
North Carolina, Pennsylvania, South Carolina, Tennessee, Texas and
Virginia. Beazer Homes is listed on the New York Stock Exchange
under the ticker symbol “BZH.” For more info visit Beazer.com, or
check out Beazer on Facebook and Twitter.
Beazer Homes USA, Inc.Carey Phelps, 770-829-3700Director,
Investor Relations & Corporate
Communicationsinvestor.relations@beazer.com
Beazer Homes USA (NYSE:BZH)
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