ARLINGTON, Texas & AUSTIN, Texas--(BUSINESS WIRE)--Sep. 19, 2017--
D.R. Horton, Inc. (NYSE: DHI) (“D.R. Horton”), America’s Builder, and
Forestar Group Inc. (NYSE: FOR) (“Forestar”) today announced that, in
connection with D.R. Horton’s pending acquisition of approximately 75%
of the currently outstanding shares of Forestar pursuant to that certain
merger agreement by and among D.R. Horton, Forestar and Force Merger
Sub, Inc., the election deadline for holders of shares of Forestar
common stock to elect the form of consideration they wish to receive in
connection with the transaction, subject to proration, is 5:00 p.m.
Eastern time on September 27, 2017, which is based on the current
expectation that the transaction will be completed on October 5, 2017.
Accordingly, an election will be valid only if a properly completed and
signed election form and letter of transmittal, together with all
required documents and materials set forth in the election form and
letter of transmittal and the instructions thereto, is received by
Computershare Trust Company, N.A., the exchange agent for the
transaction, by 5:00 p.m. Eastern time on September 27, 2017. Forestar
stockholders who hold their shares through a bank, broker or other
nominee may be subject to an earlier deadline and should carefully read
the instructions from their bank, broker or nominee regarding making
elections for their shares. Forestar stockholders who have questions
regarding the election procedures or who need additional copies of the
election materials may call D. F. King & Co., Inc., the information
agent, toll free at (800) 290-6431. Banks and brokers may call (212)
Forestar will hold a special meeting of Forestar stockholders on October
3, 2017 to, among other things, consider and approve the merger.
Forestar stockholders are encouraged to vote their shares if they have
not already done so.
About D.R. Horton, Inc.
D.R. Horton, Inc., America’s Builder, has been the largest homebuilder
by volume in the United States for fifteen consecutive years. Founded in
1978 in Fort Worth, Texas, D.R. Horton has operations in 79 markets in
26 states across the United States and closed 44,833 homes in the
twelve-month period ended June 30, 2017. The Company is engaged in the
construction and sale of high-quality homes through its diverse brand
portfolio that includes D.R. Horton, Emerald Homes, Express Homes and
Freedom Homes ranging from $100,000 to over $1,000,000. D.R. Horton also
provides mortgage financing and title services for homebuyers through
its mortgage and title subsidiaries.
About Forestar Group Inc.
Forestar is a residential and mixed-use real estate development company.
As of June 30, 2017, in its core community development business it
owned, directly or through ventures, interests in 48 residential and
mixed-use projects comprised of 4,400 acres of real estate located in 10
states and 14 markets. In addition, it owns interests in various other
assets that have been identified as non-core that it is divesting
opportunistically over time.
Portions of this document may constitute “forward-looking statements” as
defined by the Private Securities Litigation Reform Act of 1995.
Although D.R. Horton and Forestar believe any such statements are based
on reasonable assumptions, there is no assurance that actual outcomes
will not be materially different. All forward-looking statements are
based upon information available to D.R. Horton and Forestar on the date
this release was issued. Neither D.R. Horton nor Forestar undertake any
obligation to publicly update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise. Some
forward-looking statements discuss D.R. Horton’s and Forestar’s plans,
strategies and intentions. They use words such as “expects,” “may,”
“will,” “believes,” “should,” “would,” “could,” “approximately,”
“anticipates,” “estimates,” “targets,” “intends,” “likely,” “projects,”
“positioned,” “strategy,” “future,” and “plans.” In addition, these
words may use the positive or negative or other variations of those
terms. Forward-looking statements also include all other statements in
this press release that are not historical facts.
Factors that may cause the actual results to be materially different
from the future results expressed by the forward-looking statements
include, but are not limited to: Forestar’s ability to obtain requisite
approval from its stockholders, D.R. Horton’s and Forestar’s ability to
satisfy the conditions to closing of the proposed Merger; and other
risks related to the completion of the proposed Merger and actions
related thereto. Additional information about issues that could lead to
material changes in performance is contained in D.R. Horton’s and
Forestar’s respective annual reports on Form 10-K and their respective
most recent quarterly reports on Form 10-Q, all of which are filed with
the Securities and Exchange Commission (the “SEC”). There can be no
assurance that the merger will be completed, or if it is completed, that
it will close within the anticipated time period or that the expected
benefits of the merger will be realized.
This communication may be deemed to be solicitation material in respect
of the Merger. In connection with the Merger, a Registration Statement
on Form S-4 (the “Registration Statement”) has been filed with the SEC
containing a prospectus with respect to the new Forestar common stock to
be issued in the Merger and a proxy statement of Forestar in connection
with the Merger, a copy of which was mailed to Forestar’s stockholders
under separate cover. SECURITY HOLDERS ARE ADVISED TO READ CAREFULLY THE
PROXY STATEMENT/PROSPECTUS IN ITS ENTIRETY (INCLUDING ANY AMENDMENTS OR
SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT FORESTAR HAS
FILED OR MAY FILE WITH THE SEC IN CONNECTION WITH THE PROPOSED MERGER,
OR WHICH ARE INCORPORATED BY REFERENCE IN THE PROXY
STATEMENT/PROSPECTUS, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT
THE PROPOSED MERGER. The Registration Statement, Proxy
Statement/Prospectus and other relevant documents are available at no
cost at the SEC’s website at http://www.sec.gov.
Investors may also obtain Forestar’s SEC filings in connection with the
Merger, free of charge, from Forestar’s Web site (www.forestargroup.com)
under the link “Investor Relations” and then under the link “Financial
and SEC Reporting” and then under the tab “SEC Filings,” or by directing
a request to Forestar, Charles D. Jehl, Chief Financial Officer.
D.R. Horton, Forestar and their respective directors and certain of
their executive officers may be deemed to be participants in any
solicitation in connection with the proposed Merger. Information
regarding D.R. Horton’s directors and executive officers is available in
D.R. Horton’s proxy statement for the 2017 Annual Meeting of
Stockholders, filed with the SEC on December 9, 2016. Information
regarding Forestar’s directors and executive officers is available in
Forestar’s proxy statement for the 2017 Annual Meeting of Stockholders,
filed with the SEC on March 28, 2017. These documents can be obtained
free of charge from the sources indicated above. Other information
regarding D.R. Horton and Forestar participants in any proxy
solicitation in connection with the proposed Merger and a description of
their direct and indirect interests, by security holdings or otherwise,
is contained in the Proxy Statement/Prospectus and other relevant
materials filed with the SEC.
This communication shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be any
sale of securities in any jurisdiction in which such offer, solicitation
or sale would be unlawful prior to registration or qualification under
the securities laws of any such jurisdiction. No offering of securities
shall be made except by means of a prospectus meeting the requirements
of Section 10 of the U.S. Securities Act of 1933, as amended.
View source version on businesswire.com: http://www.businesswire.com/news/home/20170919006635/en/
Source: D.R. Horton, Inc. and Forestar Group Inc.
Jessica Hansen, 817-390-8195
Vice President of
Charles D. Jehl, 512-433-5229
Chief Financial Officer