Lido Merger Sub, Inc. Announces Commencement of Tender Offer and Consent Solicitation for 8.875% Senior Notes due 2029 of Landsea Homes Corporation

Core Viewpoint - Lido Merger Sub, Inc. has initiated a cash tender offer to purchase all outstanding 8.875% Senior Notes due 2029 of Landsea Homes Corporation, contingent upon the completion of the merger agreement dated May 12, 2025 [1][9]. Tender Offer and Consent Solicitation - The Tender Offer will expire on June 11, 2025, unless extended or terminated earlier [3]. - Holders who tender their Notes by May 27, 2025, will receive $1,040 per $1,000 in principal amount, which includes a $50 early participation premium [3][4]. - After the Early Tender Date, holders will receive $990 per $1,000 in principal amount [3][4]. - The total amount for the Tender Offer is $300 million for the 8.875% Senior Notes due 2029 [4]. Purpose of Consent Solicitation - The Consent Solicitation aims to eliminate the requirement for a "Change of Control Offer" and to remove restrictive covenants and certain events of default in the indenture governing the Notes [7]. - Holders must tender their Notes to deliver their consents, and vice versa [8]. Conditions for Completion - The consummation of the Tender Offer is subject to certain conditions, including the completion of the merger and a financing condition [9]. - The merger is expected to close early in the third quarter of 2025, with the possibility of extending the Expiration Date until the merger closes [9]. - If requisite consents are not obtained, a "Change of Control Offer" will be initiated to repurchase the Notes [9].