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TRI Pointe Group, Inc. Announces Upsizing and Pricing of $350 Million of Senior Notes Due 2028

IRVINE, Calif., June 03, 2020 (GLOBE NEWSWIRE) -- TRI Pointe Group, Inc. (TPH) (the “Company”) announced the pricing of its previously announced public offering of $350 million aggregate principal amount of senior notes, representing an increase of $50 million in aggregate principal amount from the initially proposed offering size.  Citigroup, J.P. Morgan, Wells Fargo Securities, Credit Suisse and US Bancorp are acting as joint book-running managers and Fifth Third Securities, SunTrust Robinson Humphrey, BMO Capital Markets, Regions Securities LLC and Zelman Partners LLC are acting as co-managers for the notes offering.

The notes will pay interest semi-annually in arrears at a rate of 5.700% per year and will mature on June 15, 2028, unless earlier redeemed. The notes will be jointly and severally guaranteed by all of the Company’s wholly owned domestic subsidiaries to the extent they guarantee the Company’s existing credit facility. The notes will be pari passu in right of payment with the Company’s existing credit facility and existing senior unsecured notes.

The Company intends to use the net proceeds from the offering, together with cash on hand, to finance a concurrent tender offer (the “Tender Offer”) to purchase for cash, subject to certain conditions, any and all of its outstanding 4.875% senior notes due 2021. The Company intends to use net proceeds exceeding the amount used to repurchase notes in the Tender Offer for general corporate purposes, including the repayment of the Company’s outstanding indebtedness. The Tender Offer is being made pursuant to an offer to purchase dated June 3, 2020.

The closing of the notes offering is expected to occur on June 10, 2020, subject to customary closing conditions. The Company has an effective registration statement (including a base prospectus and a preliminary prospectus supplement for the offering to which this communication relates) on file with the Securities and Exchange Commission (the “SEC”). Before you invest, you should read the prospectus in that registration statement (including the preliminary prospectus supplement for the offering to which this communication relates) and other documents that the Company has filed and will file with the SEC for more complete information about the Company and the notes offering. You may obtain these documents for free by visiting the SEC’s EDGAR website at www.sec.gov. Alternately, copies of the preliminary prospectus supplement and base prospectus related to this offering may be obtained from Citigroup, Attention: Broadridge Financial Solutions at 1155 Long Island Avenue, Edgewood, NY 11717 or toll free at (866) 803-9204.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities, nor shall there be any sale of such securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

About TRI Pointe Group, Inc.

Headquartered in Irvine, California, TRI Pointe Group, Inc. (TPH) is a family of premium, regional homebuilders that designs, builds, and sells homes in major U.S. markets. As one of the top 10 largest public homebuilding companies based on revenue in the United States, TRI Pointe Group combines the resources, operational sophistication, and leadership of a national organization with the regional insights, community ties, and agility of local homebuilders. The TRI Pointe Group family includes Maracay® in Arizona, Pardee Homes® in California and Nevada, Quadrant Homes® in Washington, Trendmaker® Homes in Texas, TRI Pointe Homes® in California, Colorado and the Carolinas, and Winchester® Homes* in Maryland and Virginia. TRI Pointe Group was named 2019 Builder of the Year by Builder and Developer magazine, recognized in Fortune magazine’s 2017 100 Fastest-Growing Companies list, and garnered the 2015 Builder of the Year Award by Builder magazine. The Company was also named one of the Best Places to Work in Orange County by the Orange County Business Journal in 2016, 2017, 2018 and 2019. For more information, please visit www.TriPointeGroup.com.

*Winchester is a registered trademark and is used with permission.

Forward-Looking Statements

Various statements contained in this press release, including those that express a belief, expectation or intention, as well as those that are not statements of historical fact, are forward-looking statements.  These forward-looking statements may include, but are not limited to, the timing and completion of the public offering of senior notes and the Tender Offer, statements regarding our strategy, projections and estimates concerning the timing and success of specific projects and our future production, land and lot sales, the outcome of legal proceedings, the anticipated impact of natural disasters or contagious diseases on our operations, operational and financial results, including our estimates for growth, financial condition, sales prices, prospects, capital spending and the anticipated use of the proceeds of the offering. Forward-looking statements that are included in this press release are generally accompanied by words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “future,” “goal,” “guidance,” “intend,” “likely,” “may,” “might,” “outlook,” “plan,” “potential,” “predict,” “project,” “should,” “strategy,” “target,” “will,” “would,” or other words that convey future events or outcomes.  The forward-looking statements in this press release speak only as of the date of this press release, and we disclaim any obligation to update these statements unless required by law, and we caution you not to rely on them unduly.  These forward-looking statements are inherently subject to significant business, economic, competitive, regulatory and other risks, contingencies and uncertainties, most of which are difficult to predict and many of which are beyond our control.  The following factors, among others, may cause our actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements: the effects of the ongoing novel coronavirus (“COVID-19”) pandemic, which are highly uncertain, cannot be predicted and will depend upon future developments, including the severity of COVID-19 and the duration of the outbreak, the duration of existing social distancing and shelter-in-place orders, further mitigation strategies taken by applicable government authorities, the availability of a vaccine, adequate testing and treatments and the prevalence of widespread immunity to COVID-19; the impacts on our supply chain, the health of our employees, service providers and trade partners, and the reactions of U.S. and global markets and their effects on consumer confidence and spending; the effect of general economic conditions, including employment rates, housing starts, interest rate levels, availability of financing for home mortgages and strength of the U.S. dollar; market demand for our products, which is related to the strength of the various U.S. business segments and U.S. and international economic conditions; the availability of desirable and reasonably priced land and our ability to control, purchase, hold and develop such parcels; access to adequate capital on acceptable terms; geographic concentration of our operations, particularly within California; levels of competition; the successful execution of our internal performance plans, including restructuring and cost reduction initiatives; raw material and labor prices and availability; oil and other energy prices; the effect of U.S. trade policies, including the imposition of tariffs and duties on homebuilding products and retaliatory measures taken by other countries; the effect of weather, including the re-occurrence of drought conditions in California; the risk of loss from earthquakes, volcanoes, fires, floods, droughts, windstorms, hurricanes, pest infestations and other natural disasters, and the risk of delays, reduced consumer demand, and shortages and price increases in labor or materials associated with such natural disasters; the risk of loss from acts of war, terrorism or outbreaks of contagious diseases, such as COVID-19; transportation costs; federal and state tax policies; the effect of land use, environment and other governmental laws and regulations; legal proceedings or disputes and the adequacy of reserves; risks relating to any unforeseen changes to or effects on liabilities, future capital expenditures, revenues, expenses, earnings, synergies, indebtedness, financial condition, losses and future prospects; changes in accounting principles; risks related to unauthorized access to our computer systems, theft of our homebuyers’ confidential information or other forms of cyber attack; and additional factors discussed under the sections captioned “Risk Factors” included in our annual and quarterly reports filed with the SEC.  The foregoing list is not exhaustive.  New risk factors may emerge from time to time and it is not possible for management to predict all such risk factors or to assess the impact of such risk factors on our business.

Investor Relations Contact:
Glenn J. Keeler, TRI Pointe Group
Drew Mackintosh, Mackintosh Investor Relations
InvestorRelations@TRIPointeGroup.com, 949-478-8696

Media Contact:
Carol Ruiz, cruiz@newgroundco.com, 310-437-0045 

Source: TRI Pointe Group, Inc.