DALLAS, June 13, 2023 — Landsea Homes Corporation (Nasdaq: LSEA) (“Landsea Homes” or the “Company”), a publicly traded residential homebuilder, announced today the upsizing and pricing of the previously announced underwritten secondary offering by its largest stockholder, Landsea Holdings Corporation (the “Selling Stockholder”) of 2,956,522 shares of the Company’s common stock, at a price of $7.50 per share (before underwriting discounts and commissions) (the “Offering”). The Selling Stockholder has granted the underwriters a 30-day option to purchase up to 443,478 additional shares of the Company’s common stock. The Offering is expected to close on June 15, 2023, subject to the satisfaction of customary closing conditions.
B. Riley Securities is acting as sole bookrunning manager in the Offering. Wedbush Securities is acting as the co-manager in the Offering.
In addition, as previously announced, through participation in the Offering, the Company will repurchase 443,478 of the initial number of shares sold by the Selling Stockholder at a per share price equal to the public per share Offering price. The Company will fund the share repurchase with cash on hand. The closing of the share repurchase is conditioned upon the closing of the Offering. Members of the Company’s senior management team will purchase an aggregate of 60,000 shares to be sold by the Selling Stockholder in the Offering at a per share price equal to the public per share Offering price.
The Company is not offering any shares of its common stock in the Offering and will not receive any of the proceeds from the sale of the shares offered by the Selling Stockholder.
A shelf registration statement on Form S-3 (including a prospectus) relating to these securities has been filed with and declared effective by the Securities and Exchange Commission (the “SEC”). The Offering is being made solely by means of a prospectus supplement and the accompanying prospectus. Copies of the final prospectus supplement and the accompanying prospectus relating to the Offering may be obtained by contacting B. Riley Securities, Inc., 1300 17th Street North, Suite 1300, Arlington, VA 22209, by telephone at 1-703-312-9580 or by e-mail at [email protected].
This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of any securities in any state or jurisdiction in which such an offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Landsea Homes Corporation
Landsea Homes Corporation (Nasdaq: LSEA) is a publicly traded residential homebuilder based in Dallas, TX that designs and builds homes and sustainable master-planned communities, including suburban, single-family detached and attached homes, mid-rise properties, and master-planned communities. The Company is developing homes and communities in Arizona, California, Florida and Texas.
Forward-Looking Statements
Certain statements in this press release may constitute “forward-looking statements” within the meaning of the federal securities laws. These statements constitute projections, forecasts, and forward-looking statements, and are not guarantees of performance. Landsea Homes cautions that forward-looking statements are subject to numerous assumptions, risks and uncertainties, which change over time. Words such as “may,” “can,” “should,” “will,” “estimate,” “plan,” “project,” “forecast,” “intend,” “expect,” “anticipate,” “believe,” “seek,” “target,” “look” or similar expressions may identify forward-looking statements.
These forward-looking statements are based on information available as of the date of this press release and our management’s current expectations, forecasts, and assumptions, and involve a number of judgments, risks and uncertainties that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements.
These risks and uncertainties include, but are not limited to, the risk factors described by Landsea Homes in its filings with the SEC. These risk factors and those identified elsewhere in this press release, among others, could cause actual results to differ materially from historical performance and include, but are not limited to: the ability to close the Offering and the repurchase of shares by the Company; costs related to continuing as a public company; the ability to maintain the listing of Landsea Homes’ securities on Nasdaq; the possibility that the Company may be adversely affected by other economic, business, and/or competitive factors; and other risks and uncertainties indicated in Landsea Homes’ SEC reports or documents filed or to be filed with the SEC by Landsea Homes.
Accordingly, forward-looking statements should not be relied upon as representing our views as of any subsequent date, and you should not place undue reliance on these forward-looking statements in deciding whether to invest in our securities. These forward-looking statements speak only as of the date of this press release. We do not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
SOURCE Landsea Homes
