AUSTIN, Texas--(BUSINESS WIRE)--Jun. 21, 2016--
Forestar Group Inc. (the “Company” or “Forestar”) (NYSE: FOR) today
announced that it and its wholly-owned subsidiary, Forestar (USA) Real
Estate Group Inc. (“Forestar USA,” and, together with the Company, the
“Offerors”), have completed a cash tender offer to purchase any and all
of Forestar USA’s outstanding $220.8 million aggregate principal amount
of 8.500% Senior Secured Notes due 2022.
As part of the tender offer, the Offerors solicited consents for
amendments that would eliminate or modify certain covenants, events of
default and other provisions contained in the indenture governing the
notes (upon the receipt of consents representing at least a majority of
the aggregate principal amount of the notes then outstanding), as well
as effect the release of the subsidiary guarantees and the collateral
securing the notes (upon the receipt of consents representing at least
66 ⅔% of the aggregate principal amount of the notes then outstanding).
The Company announced today that it has received the requisite consents
to execute a supplemental indenture to effect the proposed amendments,
including the release of the subsidiary guarantees and the collateral
securing the notes. The supplemental indenture implementing the proposed
amendments became effective on June 21, 2016.
The tender offer expired at midnight, New York City Time, on June 20,
2016 (the “Expiration Date”). As of the Expiration Date, $215.5 million
aggregate principal amount of the notes were tendered (representing
97.6% of the outstanding notes). Forestar USA accepted for payment and
settlement all of the notes that were validly tendered at or prior to
the Expiration Date.
This press release does not constitute a notice of redemption under the
optional redemption provisions of the indenture governing the notes, nor
does it constitute an offer to sell, or a solicitation of an offer to
buy, any security. No offer, solicitation, or sale will be made in any
jurisdiction in which such an offer, solicitation, or sale would be
Jefferies LLC acted as Dealer Manager for the tender offer and
Solicitation Agent for the consent solicitation.
Forestar is a residential and mixed-use real estate development company.
The Company owns directly or through ventures interests in 57
residential and mixed-use projects comprised of 7,000 acres of real
estate located in 11 states and 15 markets. The Company also owns
approximately 590,000 net acres of oil and gas fee minerals located in
Texas, Louisiana, Georgia and Alabama. The Company has water interests
in 1.5 million acres which include a 45 percent nonparticipating royalty
interest in groundwater produced or withdrawn for commercial purposes or
sold from 1.4 million acres in Texas, Louisiana, Georgia and Alabama,
and 20,000 acres of groundwater leases in central Texas. The Company’s
non-core assets include 87,000 acres of timberland and undeveloped land,
and commercial and income producing properties, which consist of three
multifamily projects and two multifamily sites. Forestar operates in
three business segments: real estate, oil and gas and other natural
This release contains “forward-looking statements” within the meaning
of the federal securities laws. Forward-looking statements are typically
identified by words or phrases such as “will,” “anticipate,” “estimate,”
“expect,” “project,” “intend,” “plan,” “believe,” “target,” “forecast,”
and other words and terms of similar meaning. These statements reflect
management’s current views with respect to future events and are subject
to risk and uncertainties. Forestar notes that a variety of factors and
uncertainties could cause its actual results to differ significantly
from the results discussed in the forward-looking statements, including
but not limited to: general economic, market, or business conditions;
market demand for our non-core assets; changes in commodity prices;
opportunities (or lack thereof) that may be presented to the Company and
that Forestar may pursue; fluctuations in costs and expenses including
development costs; demand for new housing, including impacts from
mortgage credit rates or availability; lengthy and uncertain entitlement
processes; cyclicality of its businesses; accuracy of accounting
assumptions; competitive actions by other companies; changes in laws or
regulations; and other factors, many of which are beyond the Company’s
control. Except as required by law, Forestar expressly disclaims any
obligation to publicly revise any forward-looking statements contained
in this news release to reflect the occurrence of events after the date
of this news release.
View source version on businesswire.com: http://www.businesswire.com/news/home/20160621006585/en/
Source: Forestar Group Inc.
Forestar Group Inc.
Anna E. Torma, 512-433-5312