Beazer Homes USA announces offering of preferred stock and repurchase of remaining USI interest.ATLANTA--(BUSINESS WIRE)--Aug. 1, 1995--Beazer Homes USA, Inc. (``Beazer Homes'' or the ``Company'')(NYSE NYSE See: New York Stock Exchange :BZH BZH Breizh (French Brittany) BZH Big Zen Hugs ) announced today that it signed an underwriting agreement Underwriting agreement The contract between a corporation issuing new publicly offered securities and the managing underwriter as agent for the underwriting group. Compare to agreement among underwriters. with respect to a $45 million offering of 1,800,000 shares of its Series A Cumulative Convertible Exchangeable Preferred Stock Convertible exchangeable preferred stock Convertible preferred stock that may be exchanged, at the issuer's option, into convertible bonds that have the same conversion features as the convertible preferred stock. (liquidation preference $25.00 per share) (the ``Preferred Stock'') at $25.00 per share. The annual dividend on the Preferred Stock Stock shares that have preferential rights to dividends or to amounts distributable on liquidation, or to both, ahead of common shareholders. Preferred stock is given preference over common stock. Holders of preferred stock receive dividends at a fixed annual rate. would be $2.00 per share (or 8.0% per annum). Dillon Read & Co. Inc. is the sole underwriter for the offering. The Preferred Stock is convertible into the Company's common stock at a price of $19.05 per share of common stock and has been approved for listing on the NYSE under the symbol ``BZH.PrA''. Beazer Homes also announced that it has exercised its previously-announced option to purchase the remaining 1,749,267 shares of its common stock held by USI Properties, Inc., a wholly owned subsidiary Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. of U.S. Industries, Inc. (NYSE:USN). The exercise price for the shares is $16 1/8 ($28.2 million in the aggregate). U.S. Industries is a newly-formed public company that has recently demerged from Hanson PLC. The exercise of the option and the repurchase of the remaining 1,749,267 shares held by USI Properties, Inc. would complete the second step in purchasing all of U.S. Industries' ownership interest in the Company. On June 12, 1995, the Company consummated the repurchase of 1,000,000 shares of its common stock from USI Properties, Inc. for $16 per share. Following completion of the 1,749,267 share repurchase, U.S. Industries will have no ownership interest in Beazer Homes. Prior to June 12, 1995, USI Properties, Inc. owned 29.6% of the Company's outstanding common stock. Beazer Homes will use the net proceeds of the offering to finance the USI Properties' repurchase and to repay borrowings under its revolving credit facility used to finance the June 12, 1995 USI Properties' repurchase. Ian McCarthy, President and Chief Executive Officer of Beazer Homes, stated, "By using the net proceeds of our convertible exchangeable preferred stock offering to finance the repurchase, we will eliminate an uncertainty regarding a large block of our stock, while still maintaining our strong capital structure and financial flexibility." Beazer Homes USA This article documents an lawsuit. Information may change rapidly as the suit progresses. . Beazer Homes USA (NYSE: BZH) is a Fortune 500 American homebuilding company based in Atlanta, Georgia. , Inc. based in Atlanta, Georgia, is one of the country's largest geographically diversified homebuilders, operating principally in the Southeast and Southwest United States and Texas. The Company concentrates on single-family homes for the first-time homebuyer and first move-up markets. -0- NOTE TO EDITORS: This notice does not constitute and shall not be deemed an offering of any securities. Any such offering will be made only by means of a prospectus. CONTACT: Beazer Homes USA, Inc., Atlanta David S. Weiss David S. Weiss is an American comedy writer. He has written for Dennis Miller Live, among other television shows. In 2005, he ran unsuccessfully for the Writers Guild of America board of directors. , 404/250-3420 |
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