Toll Brothers prices offerings of US$350M of 4.000% senior notes due Dec. 31, 2018, and US$250M of 5.625% senior notes due Jan. 15, 2024
November 13, 2013
– Toll Brothers, Inc. (the "Company") (NYSE:TOL), announced today that it has priced an underwritten public offering (the "Offering") of $350 million of 4.000% Senior Notes due December 31, 2018 (the "2018 Notes") and $250 million of 5.625% Senior Notes due January 15, 2024 (the "2024 Notes" and, together with the 2018 Notes, the "Notes") issued by Toll Brothers Finance Corp., a wholly-owned subsidiary. Settlement of the Notes is anticipated to occur on November 21, 2013, subject to customary closing conditions.
La Morra Front Elevation
The 2018 Notes have a coupon of 4.000% and will pay interest semi-annually on June 30 and December 31, commencing June 30, 2014.
The 2024 Notes have a coupon of 5.625% and will pay interest semi-annually on January 15 and July 15, commencing July 15, 2014.
The Company expects to use the net proceeds from the Offering to finance in part its proposed acquisition of Shapell Industries, Inc. ("Shapell").
Citigroup, Deutsche Bank Securities, RBS, and SunTrust Robinson Humphrey are acting as Joint Book-Running Managers in the Offering. PNC Capital Markets LLC is acting as Lead Manager in the Offering. Capital One Securities, US Bancorp, Wells Fargo Securities, Comerica Securities, Fifth Third Securities, Inc., Regions Securities LLC, SMBC Nikko, and TD Securities are acting as Co-Managers in the Offering.
The Offering is being made pursuant to a prospectus supplement and an accompanying prospectus filed as part of an effective shelf registration statement filed by the Company with the Securities and Exchange Commission ("SEC") on Form S-3. You may obtain a copy of the preliminary prospectus supplement, the accompanying prospectus and the final prospectus supplement, when available, for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the Company, any underwriter or any dealer participating in the Offering will arrange to send you any of those documents upon request by contacting Citigroup Global Markets Inc. c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Telephone: (800) 831-9146, Deutsche Bank Securities Inc. toll free at (800) 503-4611, RBS Securities Inc. toll free at (866) 884-2071, or SunTrust Robinson Humphrey, Inc. toll free at (800) 685-4786.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
About Toll Brothers, Inc.
Toll Brothers, Inc., A FORTUNE 1000 Company is the nation's leading builder of luxury homes. The Company began business in 1967 and became a public company in 1986. Its common stock is listed on the New York Stock Exchange under the symbol "TOL." The Company serves move-up, empty-nester, active-adult, and second-home buyers and operates in 19 states: Arizona, California, Colorado, Connecticut, Delaware, Florida, Illinois, Maryland, Massachusetts, Michigan, Minnesota, Nevada, New Jersey, New York, North Carolina, Pennsylvania, Texas, Virginia, and Washington.
Certain information included in this release is forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, information related to: the anticipated closing of the Offering; and consummation of the proposed transaction with Shapell.
Such forward-looking information involves important risks and uncertainties that could significantly affect actual results and cause them to differ materially from expectations expressed herein and in other Company reports, SEC filings, statements and presentations. These risks and uncertainties include, among others: local, regional, national and international economic conditions; fluctuating consumer demand and confidence; interest and unemployment rates; changes in sales conditions, including home prices, in the markets where we build homes; conditions in our newly entered markets and newly acquired operations; the competitive environment in which we operate; the availability and cost of land for future growth; conditions that could result in inventory write-downs or write-downs associated with investments in unconsolidated entities; the ability to recover our deferred tax assets; the availability of capital; uncertainties in the capital and securities markets; liquidity in the credit markets; changes in tax laws and their interpretation; effects of governmental legislation and regulation; the outcome of various legal proceedings; the availability of adequate insurance at reasonable cost; the impact of construction defect, product liability and home warranty claims, including the adequacy of self-insurance accruals, and the applicability and sufficiency of our insurance coverage; the ability of customers to obtain financing for the purchase of homes; the ability of home buyers to sell their existing homes; the ability of the participants in various joint ventures to honor their commitments; the availability and cost of labor and building and construction materials; the cost of raw materials; construction delays; domestic and international political events; weather conditions; the anticipated closing of the Offering; and consummation of the proposed transaction with Shapell. For a more detailed discussion of these factors, see the information under the captions "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our most recent annual report on Form 10-K and our subsequent quarterly reports on Form 10-Q filed with the Securities and Exchange Commission.
Any or all of the forward-looking statements included in this release are not guarantees of future performance and may turn out to be inaccurate. Forward-looking statements speak only as of the date they are made. The Company undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.