Weekley Homes Announces Acceptance Of Tendered 6.000% Senior

|Sep 23|magazine16 min read

HOUSTON, Sept. 23, 2020 /PRNewswire/ -- Weekley Homes, LLC (the "Company") announced today that it has accepted for purchase tenders of $140,769,000 aggregate principal amount of its 6.000% Senior Notes due 2023 (CUSIP No. 948565AC0) (the "2023 Notes"), constituting 70.38% of the outstanding 2023 Notes, and $216,083,000 aggregate principal amount of its 6.625% Senior Notes due 2025 (CUSIP No. 94856UAA9) (the "2025 Notes" and, together with the 2023 Notes, the "Notes"), constituting 93.47% of the outstanding 2025 Notes, in each case, pursuant to its previously announced cash tender offers to purchase any and all of the outstanding Notes. All of such Notes were tendered at or prior to yesterday's Early Tender Date, as defined in the Offers to Purchase and Consent Solicitation Statement, dated September 9, 2020 (the "Offer to Purchase"). The Company also announced that it has elected to have an early settlement date and purchase all such tendered Notes on September 23, 2020.  Holders who validly tendered and did not withdraw such Notes prior to the Early Tender Date will receive $1,001.85 per $1,000 principal amount of 2023 Notes and $1,051.75 per $1,000 principal amount of 2025 Notes accepted for purchase, plus accrued and unpaid interest from the respective last interest payment date to, but not including, September 23, 2020. Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Offer to Purchase.

In connection with the offers, the Company also received the requisite consents to adopt the proposed amendments to the indentures governing the 2023 Notes and the 2025 Notes as described in the Offer to Purchase.  In conjunction with receiving the requisite consents for each series of Notes, a supplemental indenture with respect to each series of Notes to effect the applicable proposed amendments described in the Offer to Purchase has been executed and the amendments set forth therein will become operative upon our purchase of the tendered Notes. The tender offers expire on October 6, 2020 at 11:59 p.m. New York City time. A holder's right to validly withdraw tendered applicable Notes and validly revoke delivered related consents expired at 5:00 p.m., New York City Time, on September 22, 2020.

Following the acceptance for purchase of tendered Notes described above, the Company expects to deliver today notices of redemption, which supersede the prior conditional notices of redemption delivered in respect of the Notes on September 9, 2020, to the holders of Notes that remain outstanding, to redeem all such Notes on September 25, 2020. The redemption price for the 2023 Notes is 100.000% of the principal amount thereof and the redemption price for the 2025 Notes is 104.969% of the principal amount thereof, in each case, plus accrued and unpaid interest thereon to, but excluding, the redemption date.

Credit Suisse Securities (USA) LLC has been retained as the dealer manager. D.F. King & Co., Inc. has been retained to serve as both the tender agent and the information agent. Persons with questions regarding the Offers and the Consent Solicitations should contact Credit Suisse Securities (USA) LLC at (800) 820-1653 (toll free) or (212) 325-6340 (collect). Copies of the Offers to Purchase and other related materials may be obtained by contacting D.F. King & Co., Inc. at (800) 252-8173 (toll-free) or (212) 269-5550 (collect) or email: [email protected].

None of the Company or its affiliates, its board of directors, the dealer manager, the tender agent and the information agent or the trustee for the Notes makes any recommendation as to whether holders of the Notes should tender or refrain from tendering the Notes.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the Notes or to buy or sell any other securities. The Offers and the Consent Solicitations are made only through the Offers to Purchase. The Offers and the Consent Solicitations are not being made to holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky and other laws of such jurisdiction. In any jurisdiction in which the Offers and the Consent Solicitations are required to be made by a licensed broker or dealer, the Offers and the Consent Solicitations will be deemed to be made on behalf of the Company by the dealer manager or one or more registered brokers or dealers that are licensed under the laws of such jurisdiction. This press release shall not constitute a notice of redemption of either the 2023 Notes or the 2025 Notes.

About David Weekley Homes

David Weekley Homes is one of the largest national home builders and the largest privately-held home builder in the United States based on 2019 homes closed as reported by Hanley Wood. Based in Houston, Texas and founded in 1976, Weekley Homes provides a broad array of homebuyers with superior value, quality and service through its tailored and award-winning product offerings. Weekley Homes currently designs, builds, markets and sells single-family detached and attached homes in 20 homebuilding markets across 12 states.

Forward-Looking Information

This release contains and incorporates forward-looking statements within the meaning of the federal securities laws. Although we believe that, in making any such statements, our expectations are based on reasonable assumptions, any such statement may be influenced by factors that could cause actual outcomes and results to be materially different from those projected. These forward-looking statements include statements relating to our anticipated financial performance, business prospects, consummation of the transactions contemplated by the Offers to Purchase and Consent Solicitation Statement, the use of proceeds and/or statements preceded by, followed by or that include the words "believe," "anticipate," "intend," "estimate," "expect," "project," "could," "plans," "seeks" and similar expressions. These forward-looking statements speak only as of the dates stated and we do not undertake any obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, even if experience or future events make it clear that any expected results expressed or implied by these forward-looking statements will not be realized. Although we believe that the expectations reflected in these forward-looking statements are reasonable, these expectations may not prove to be correct or we may not achieve the financial results, savings or other benefits anticipated in the forward-looking statements. These forward-looking statements are necessarily estimates reflecting the best judgment of our senior management and involve a number of risks and uncertainties, some of which may be beyond our control, that could cause actual results to differ materially from those suggested by the forward-looking statements. If any of those risks and uncertainties materialize, actual results could differ materially from those discussed in any such forward-looking statement.

Contacts

Investor Relations:

Heather Humphrey
CFO
713-963-0500
[email protected]

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SOURCE Weekley Homes, LLC