Beazer Homes' recent exchange offers effectively convert US$55.3M of debt to shareholder's equity on balance sheet and reduce company's annual interest expense by about US$4.1M, says CEO
March 13, 2012
– Beazer Homes USA, Inc. (NYSE: BZH) announced today the results of its previously initiated offers to exchange shares of its common stock for (i) any and all of its 7.50% Mandatory Convertible Subordinated Notes due 2013 (the “Notes”) and (ii) any and all of its 7.25% Tangible Equity Units (the “Units”).
Note holders tendered approximately $48.1 million aggregate principal amount of Notes, or approximately 84% of the principal amount of the outstanding Notes, in exchange for approximately 11.0 million shares of common stock (subject to increase due to the rounding up of fractional shares). A total of approximately $9.4 million principal amount of Notes will remain outstanding following the settlement of the Notes exchange offer.
Unit holders tendered approximately 2,817,600 Units, or approximately 94% of the outstanding Units, in exchange for approximately 13.8 million shares of common stock (subject to increase due to the rounding up of fractional shares). A total of approximately 182,400 Units will remain outstanding following the settlement of the Units exchange offer, and the amortizing notes that form a portion of the Units will have a remaining aggregate principal balance of approximately $470,000.
“We are pleased with the participation levels achieved for these exchange offers,” said Allan Merrill, President and Chief Executive Officer of Beazer Homes. “As part of our efforts to accelerate the Company’s return to profitability, these successful exchanges effectively convert approximately $55.3 million of debt to shareholder’s equity on our balance sheet and reduce our annual interest expense by approximately $4.1 million.”
Settlement of the exchange offers is expected to be on or about March 20, 2012.
This press release is for informational purposes only and shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the common stock in any state or other jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction. In any jurisdiction where the laws require such offers to be made by a licensed broker or dealer, the offers will be deemed to be made on behalf of the Company by one or more registered broker dealers under the laws of such jurisdiction.
Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC are acting as joint dealer managers for the exchange offers. D.F. King & Co., Inc. is serving as the information agent for the exchange offers. Persons with questions regarding the exchange offers should contact Citigroup Global Markets Inc. at (877) 531-8365 (toll free), Credit Suisse Securities (USA) LLC at (800) 820-1653 (toll free) or D.F. King & Co., Inc. at (800) 859-8509 (toll free) or (212) 269-5550 (collect). Copies of the registration statement, prospectus and other filed documents relating to the exchange offer for free at the SEC’s web site (www.sec.gov) or by contacting the information agent, D.F. King & Co., Inc.
About Beazer Homes USA, Inc.
Beazer Homes USA Inc., headquartered in Atlanta, Georgia, is one of the ten largest single-family homebuilders in the United States. The Company’s industry-leading high performance homes are designed to lower the total cost of home ownership while reducing energy and water consumption. With award-winning floor-plans, the Company offers homes that incorporate exceptional value and quality to consumers 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 and trades under the ticker symbol “BZH.”
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