Core Points - The Company announced an extension of the Expiration Date for its cash tender offer to purchase Landsea Homes' outstanding 8.875% Senior Notes due 2029 and to solicit consents from holders of the Notes [1][2] Group 1: Tender Offer Details - The Expiration Date has been extended from June 11, 2025, to June 23, 2025, unless further extended or terminated [2] - As of the current date, the Company received tenders and consents from holders amounting to $293,848,000, which is approximately 97.95% of the total outstanding principal amount of the Notes [3] - The consideration payable for the Notes includes $994.38 for each $1,000 in principal amount, with an Early Participation Premium of $50, leading to a total consideration of $1,044.38 for those who tendered by the Early Tender Date [3][4] Group 2: Conditions and Amendments - The consummation of the Tender Offer is subject to certain conditions, including the completion of a Merger and a financing condition [7] - The Company intends to extend the Expiration Date until the closing of the Merger, and it reserves the right to waive any conditions to the Tender Offer [7] - A supplemental indenture was entered into on May 29, 2025, to effect proposed amendments, which will only become operative if a majority of the Notes are accepted for purchase [7][8]

Core Viewpoint - Lido Merger Sub, Inc. has successfully received tenders and consents for approximately 97.95% of Landsea Homes Corporation's outstanding 8.875% Senior Notes due 2029 as part of a cash tender offer and consent solicitation [1] Group 1: Tender Offer Details - The Company received tenders and consents amounting to $293,848,000 in aggregate principal of the Notes by the deadline [1] - The total consideration for the Notes is $1,044.38 per $1,000 in principal amount, which includes a $50 Early Participation Premium [3] - Holders whose Notes are accepted will also receive accrued and unpaid interest up to the settlement date [5] Group 2: Proposed Amendments - A supplemental indenture was executed to eliminate the "Change of Control Offer" requirement and most restrictive covenants related to the Notes [2] - The Proposed Amendments will only take effect if a majority of the Notes are accepted for purchase [2] Group 3: Conditions and Timeline - The consummation of the Tender Offer is contingent upon the successful completion of the Merger and certain financing conditions [7] - The Merger is expected to close early in the third quarter of 2025, with the Expiration Date of the Tender Offer likely extended until then [7][8] - The Company reserves the right to waive any conditions related to the Tender Offer [7]

Core Viewpoint - The Company is extending the Early Tender Date for its cash tender offer to purchase Landsea Homes' outstanding 8.875% Senior Notes due 2029 and is increasing the Tender Consideration and Total Consideration payable in connection with the Tender Offer [1][3]. Group 1: Tender Offer Details - The Early Tender Date has been extended from May 27, 2025, to May 29, 2025, at 5:00 p.m. New York City time [2]. - The Tender Consideration for the 8.875% Senior Notes is set at $994.38 per $1,000 in principal amount, with an Early Participation Premium of $50.00, bringing the Total Consideration to $1,044.38 [3][4]. - Holders whose Notes are accepted will receive accrued and unpaid interest up to the settlement date [5]. Group 2: Conditions and Future Actions - The consummation of the Tender Offer is subject to certain conditions, including the completion of a Merger, expected to close early in the third quarter of 2025 [7]. - If the requisite consents for the Notes are not obtained and the Merger is completed, the Company will initiate a "Change of Control Offer" to repurchase the Notes [7][8]. - The Total Consideration offered is higher than the repurchase price under the Change of Control Offer as per the Indenture [8].

Core Viewpoint - Rowley Law PLLC is investigating potential securities law violations by Landsea Homes Corporation regarding its proposed acquisition by New Home Co, which is valued at approximately $1.2 billion [1] Group 1 - Landsea Homes stockholders will receive $11.30 for each share they hold in the proposed acquisition [1] - The transaction is expected to close in the third quarter of 2025 [1]

Group 1 - Monteverde & Associates PC is investigating Landsea Homes Corporation regarding its proposed merger with New Home Co, which involves a tender offer to acquire all outstanding shares at $11.30 per share in cash [1] - Monteverde & Associates PC has a successful track record in recovering millions for shareholders and is recognized as a Top 50 Firm in the 2024 ISS Securities Class Action Services Report [1] - The firm operates from the Empire State Building in New York City and specializes in class action securities litigation [2][3] Group 2 - The firm encourages shareholders with concerns about Landsea Homes Corporation to contact them for additional information free of charge [3] - Monteverde & Associates PC emphasizes that no company, director, or officer is above the law, reinforcing their commitment to shareholder rights [3] - The firm has a history of litigating and recovering money for shareholders, including cases that have reached the U.S. Supreme Court [2]

Core Insights - Landsea Homes Corporation (LSEA) reported disappointing first-quarter 2025 results, with adjusted earnings and total revenues falling short of the Zacks Consensus Estimate [1][4] - The company experienced a year-over-year decline in bottom line while total revenues increased [1] Financial Performance - LSEA reported a loss per share of $0.05, which was worse than the consensus estimate of a loss of $0.03 per share; in the same quarter last year, the company had adjusted earnings per share of $0.10 [4] - Total revenues reached $310.8 million, missing the consensus mark of $320 million by 2.9%, but grew 6% year-over-year from $294 million [4] Segment Performance - Home Sales segment revenues were $299.4 million, reflecting a 2.3% increase from the prior-year quarter; the company delivered 643 new homes, up 27.3% year-over-year, with an average selling price (ASP) of $466,000, down 19.5% year-over-year [5] - Net new home orders rose 11.1% to 679 homes, valued at $317.8 million, with a cancellation rate of 9%, down from 10% a year ago [6] - Lot Sales & Other segment revenues surged 689.4% year-over-year to $11.4 million, with total lots owned or controlled by LSEA increasing to 10,516 from 10,349 a year ago [8] Margin and Cost Analysis - Home closing gross margin contracted by 190 basis points year-over-year to 13%, primarily due to higher discounts, incentives, and increased interest costs [7] Debt and Cash Position - As of March 31, 2025, cash and cash equivalents totaled $36.7 million, down from $53.3 million at the end of 2024; total debt increased to $727.5 million from $725.4 million [9] - The debt to capital ratio was 52.1%, up from 51.8% at the end of 2024, with net debt to total capital at 48.3%, an increase from 47.7% [9] Acquisition Announcement - On May 12, 2025, Landsea Homes announced a definitive agreement for acquisition by New Home Co. at $11.30 per share, representing an enterprise value of approximately $1.2 billion and a 61% premium to LSEA's closing share price on that date [11] - The acquisition is expected to be completed by early third quarter of 2025, pending customary closing conditions [12]

Group 1 - Johnson Fistel, PLLP has initiated an investigation into potential breaches of fiduciary duties by the board members of Landsea Homes Corporation regarding the proposed sale to New Home Co, an Apollo Global Management portfolio company [1] - Landsea Homes announced a definitive agreement for New Home Co. to acquire all outstanding shares in a go-private transaction, offering $11.30 per share, which is below the previous 12-month high of $14.04 and a Wall Street analyst's target of $18.00 [2] Group 2 - Shareholders of Landsea who believe the buyout price is too low are encouraged to contact lead analyst Jim Baker for more information about the investigation [3] - Johnson Fistel, PLLP is a nationally recognized law firm specializing in shareholder rights and has a history of representing investors in securities class action lawsuits [4]

Financial Data and Key Metrics Changes - The company recorded a net loss of $7.3 million in Q1 2025, translating to a net loss of $0.20 per diluted share [4] - Home sales revenue increased by 2% year over year, driven by a 27% increase in deliveries, although this was partially offset by a 20% decline in average closing prices [4][16] - The gross margin before inventory impairments was reported at 13.5%, while the adjusted gross margin remained consistent at 20% [17] Business Line Data and Key Metrics Changes - Net new orders increased by 11% year over year, with a sales pace of 3.0 homes per community per month [5] - The company delivered 643 homes in Q1 2025, which was near the midpoint of the guidance of 600 to 700 closings [12] - Florida led delivery contributions with a 52% growth, while Texas contributed 20% of home deliveries and 16% of revenue [16] Market Data and Key Metrics Changes - ASPs (Average Selling Prices) were up year over year in Florida and Texas, while they declined slightly in Arizona [13] - The sales pace in Arizona was the highest at 3.8, followed by Colorado at 3.7 and Florida at 2.9 [13] - The company noted that current new home demand conditions are uneven, with consistent traffic levels offset by buyer hesitancy [13] Company Strategy and Development Direction - The company aims to return to a 50-50 split between spec and build-to-order closings over time, emphasizing a balanced approach to home sales [6] - A strategic shift towards presold homes is expected to enhance margin opportunities and reduce cash tied up in standing inventory [7] - The company is focused on product differentiation and maintaining desirable locations to attract customers and grow market share [11] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the long-term outlook for the housing industry, citing the need for additional housing supply and the desire for homeownership [11] - The company anticipates that incentive levels will remain elevated through 2025, fluctuating with the mortgage rate environment [19] - Management noted that while there is uncertainty in the near-term macro environment, they believe their competitive positioning will allow for growth [11] Other Important Information - The company ended the quarter with $256 million in liquidity, including $52.3 million in cash and cash equivalents [19] - The debt to total capital ratio was 52.1%, reflecting a 30 basis point increase from year-end [20] Summary of Q&A Session - The call did not open for questions due to a transaction announcement made prior to the call [22]

Financial Data and Key Metrics Changes - Landsea Homes recorded a net loss of $7.3 million in Q1 2025, translating to a net loss of $0.20 per diluted share [4] - Home sales revenue increased by 2% year over year, driven by a 27% increase in deliveries, despite a 20% decline in average closing prices [4][16] - The gross margin before inventory impairments was reported at 13.5%, while the adjusted gross margin remained consistent at 20% [17] Business Line Data and Key Metrics Changes - The company delivered 643 homes in Q1 2025, which was near the midpoint of the guidance of 600 to 700 closings [12] - Florida led the delivery contributions with a 52% growth in deliveries and a 53% growth in revenue [16] - ASPs were up year over year in Florida and Texas, while ASPs in Arizona declined slightly [13] Market Data and Key Metrics Changes - Net new orders increased by 11% year over year, with a sales pace of 3.0 homes per community per month [5] - The sales pace in Q1 was at the lower end of the targeted range of 3 to 4 sales per community per month, with Arizona posting the highest absorption pace at 3.8 [13] - The company experienced uneven new home demand conditions, with consistent traffic levels offset by buyer hesitancy [13] Company Strategy and Development Direction - The company aims to return to a 50-50 split between spec and build-to-order closings over time, emphasizing product differentiation to attract customers [6][7] - A strategic decision was made to sell through some spec home inventory to balance sales activity [6] - The focus on presales versus spec homes is expected to alleviate margin pressure and provide better visibility into future closings [15] Management's Comments on Operating Environment and Future Outlook - Management remains optimistic about the long-term outlook for the housing industry, citing the need for additional housing supply [11] - Financing incentives are expected to remain elevated through 2025, with costs fluctuating with the mortgage rate environment [19] - The company believes that the homebuilding ecosystem self-corrects over time, and the industry's move towards a more land-light operating model may accelerate this correction [14] Other Important Information - The company ended the quarter with $256 million in liquidity, including $52.3 million in cash and cash equivalents [19] - The debt to total capital ratio was 52.1%, reflecting a 30 basis point increase from year-end [20] Summary of Q&A Session - The call did not open for questions due to a transaction announcement made prior to the call [22]

Financial Data and Key Metrics Changes - Landsea Homes recorded a net loss of $7.3 million in Q1 2025, translating to a net loss of $0.20 per diluted share [4] - Home sales revenue increased by 2% year over year, driven by a 27% increase in deliveries, although this was partially offset by a 20% decline in average closing prices [4][16] - The company reported an adjusted net loss of $1.73 million or $0.05 per share [19] Business Line Data and Key Metrics Changes - Net new orders increased by 11% year over year, with a sales pace of 3.0 homes per community per month [5] - The company delivered 643 homes in Q1 2025, which was near the midpoint of the guidance of 600 to 700 closings [12] - Florida led delivery contributions with a 52% growth in deliveries and a 53% increase in revenue [16] Market Data and Key Metrics Changes - ASPs (Average Selling Prices) were up year over year in Florida and Texas, while they declined slightly in Arizona [13] - The sales pace in Arizona was the highest at 3.8, followed by Colorado at 3.7 and Florida at 2.9 [13] - Discounts and incentives represented 9.6% of gross home sales revenue, impacting gross margins [18] Company Strategy and Development Direction - The company aims to balance spec sales and built-to-order homes, targeting a 50-50 split over time [6] - A strategic shift towards presold homes is expected to enhance margin opportunities and reduce cash tied up in inventory [7] - The focus on product differentiation and desirable locations is seen as a competitive advantage in the current market [11] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about long-term industry outlook due to the need for additional housing supply [11] - The current new home demand conditions were characterized as uneven, with consistent traffic levels offset by buyer hesitancy [13] - The company anticipates elevated incentive levels through 2025, fluctuating with the mortgage rate environment [20] Other Important Information - The company ended the quarter with $256 million in liquidity, including $52.3 million in cash and cash equivalents [20] - The debt to total capital ratio was reported at 52.1%, a 30 basis point increase from year-end [21] Q&A Session Summary - The call did not open for questions due to a transaction announcement [23]