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Lido Merger Sub, Inc. Announces Extension of Expiration Date of Tender Offer and Consent Solicitation for 8.875% Senior Notes due 2029 of Landsea Homes Corporation
GlobeNewswire News Room· 2025-06-09 23:30
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]
Lido Merger Sub, Inc. Announces Completion of Consent Solicitation for 8.875% Senior Notes due 2029 of Landsea Homes Corporation
GlobeNewswire News Room· 2025-05-29 22:41
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]
Lido Merger Sub, Inc. Announces Extension of Early Tender Date of Tender Offer and Consent Solicitation for 8.875% Senior Notes due 2029 of Landsea Homes Corporation and Increased Consideration
GlobeNewswire News Room· 2025-05-27 22:37
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].
Lido Merger Sub, Inc. Announces Commencement of Tender Offer and Consent Solicitation for 8.875% Senior Notes due 2029 of Landsea Homes Corporation
GlobeNewswire News Room· 2025-05-13 12:01
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].