Taylor Morrison begins tender, seeks consents for 6 5/8% notes

By Marisa Wong

Los Angeles, June 14 – Taylor Morrison Home Corp. announced that subsidiary Taylor Morrison Communities, Inc. has begun a tender offer to purchase for cash any and all of its $290.4 million outstanding 6 5/8% senior notes due 2027 (Cusip: 87724RAG7).

The issuer is offering a total consideration of $1,000 per $1,000 principal amount, inclusive of an early tender payment of $30 per $1,000 of notes tendered by the early tender deadline and accepted for purchase.

Holders tendering after the early tender deadline at 5 p.m. ET on June 27 will only be eligible to receive the tender offer consideration of $970 per $1,000 principal amount.

The company will also pay accrued interest to but excluding the applicable settlement date.

In connection with the tender offer, the issuer is also soliciting from holders consents to proposed amendments to the notes’ indenture to (i) shorten the minimum notice period for optional redemption of the notes to “at least three business days and no more than 60 days” from “at least 15 days but not more than 60 days” and (ii) eliminate some covenants and events of default.

In order for the proposed amendments to be adopted, consents must be received for a majority of the aggregate principal amount of the notes outstanding (excluding any notes owned by the issuer or any guarantor, or by any person directly or indirectly controlled by the issuer or any guarantor).

Assuming receipt of the required consents, the company expects to execute a supplemental indenture promptly after receipt of those needed consents. The supplemental indenture will become effective upon execution, but the proposed amendments will not become operative until the issuer accepts for purchase the notes satisfying the consent threshold.

The tender offer and consent solicitation will expire at midnight ET at the end of July 12.

Tenders may be withdrawn and consents revoked at any time at or prior to the early tender deadline.

The tender offer and consent solicitation are subject to some conditions.

Citigroup Global Markets, Inc. (800 558-3745 or 212 723-6106) is the dealer manager and solicitation agent.

Global Bondholder Services Corp. (212 430-3774 or 866 470-4200 or contact@gbsc-usa.com) is the depositary and the information agent.

Taylor Morrison is a Scottsdale, Ariz.-based homebuilder and developer.

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