– Creates the 16th Largest Public U.S.
Homebuilder –
GREENWOOD VILLAGE, Colo.--(BUSINESS WIRE)--
Century Communities, Inc. (NYSE: “CCS”), a leading homebuilder in select
U.S. markets, today announced that it has completed its previously
announced merger with UCP, Inc. (NYSE: “UCP”). The aggregate transaction
value was approximately $356 million, including the payment of
approximately $149 million of existing UCP indebtedness. The transaction
was unanimously approved by the board of directors of both Century and
UCP and was also approved by UCP shareholders.
With the addition of UCP, Century’s reach now includes the states of
California, Washington, Nevada, Utah, Colorado, Texas, Tennessee,
Georgia, North Carolina and South Carolina. The combined company will
operate in 10 states, 17 markets and 111 communities, with pro forma
revenues of approximately $1.5 billion and inventories of $1.3 billion
(calculated on a pro forma basis as of and for the twelve months ended
June 30, 2017).
Century will benefit from increased scale through a geographically
diverse portfolio including some of the most attractive homebuilding
markets in the country. UCP, and its wholly-owned subsidiary, Benchmark
Communities, LLC, will transition to the Century Communities trade name,
which will allow Century to provide a uniform brand to employees,
customers, trade partners and the investment community and take
advantage of its national scale on an expanded homebuilding platform.
Dale Francescon, Co-Chief Executive Officer of Century stated, “We are
pleased to welcome the UCP team to our Company. The completion of this
merger marks a significant milestone for both companies and builds on
our track record as one of the fastest growing U.S. homebuilders. We
look forward to leveraging our increased scale, best in class processes,
and shared commitment to building exceptional communities as we continue
to grow Century into an even larger and more respected homebuilder.”
Rob Francescon, Co-Chief Executive Officer of Century noted, “The
combination of UCP’s West and Southeast assets with our existing
portfolio provides us with exceptional land positions, of approximately
30,000 lots, in 9 of the top 10 most favorable U.S. homebuilding
markets. We believe each of our markets is poised for growth and we will
allocate capital in each division to generate attractive returns. We are
eager to deliver benefits from this transaction for all stakeholders,
including employees, customers, vendors and stockholders for years to
come.”
In accordance with the terms of the transaction, each outstanding share
of UCP Class A common stock received $5.32 in cash and 0.2309 of a newly
issued share of Century common stock. Approximately 4.24 million shares
of Century common stock were issued in connection with the transaction,
resulting in a broadening of Century’s investor base and an increase in
share liquidity.
As indicated at the time the transaction was announced, the merger is
expected to be accretive to Century’s 2018 earnings per share as a
result of increased revenue, cost synergies and economies of scale.
Professional Advisors
J.P. Morgan Securities LLC served as financial advisor to Century;
Greenberg Traurig, LLP acted as Century’s legal counsel; and Builder
Advisor Group, LLC provided certain real estate business services to
Century.
Citigroup acted as financial advisor for UCP and Paul, Weiss, Rifkind,
Wharton & Garrison LLP acted as UCP’s legal counsel.
About Century Communities
Founded in 2002, Colorado-based Century Communities is a leading builder
in select major metropolitan markets across the United States. The
Company offers a wide variety of product lines and is engaged in all
aspects of homebuilding, including the acquisition, entitlement and
development of land and the construction, marketing and sale of homes.
The Company also offers title and lending services in select markets
through its Parkway Title and Inspire Home Loan subsidiaries. Century
Communities is the 16th largest U.S. homebuilder based on pro
forma 2016 homes delivered. To learn more about Century Communities
please visit www.centurycommunities.com.
Forward-Looking Statements
Statements in this news release that are not historical in nature
constitute forward looking statements. These forward-looking statements
relate to information or assumptions about the expected benefits of the
acquisition, management's plans, projections and objectives for future
operations, scale and performance, integration plans and expected
synergies therefrom, and anticipated future financial and operating
performance results, including operating margin or gross margin capital
and other expenditures, cash flow, dividends, restructuring and other
project costs, and cost savings, and debt ratings. These statements are
accompanied by words such as "anticipate," "expect," "project," "will,"
"believe," "estimate" and similar expressions. Such expectations are
based upon certain preliminary information, internal estimates, and
management assumptions, expectations, and plans, and are subject to a
number of risks and uncertainties inherent in projecting future
conditions, events, and results. Actual results could differ materially
from those expressed or implied in the forward-looking statements if one
or more of the underlying assumptions or expectations prove to be
inaccurate or are unrealized. Important factors that could cause actual
results to differ materially from those suggested by the forward-looking
statements include, but are not limited to, the occurrence of any event,
change or other circumstances that could give rise to the risks related
to disruption of management time from ongoing business operations due to
the acquisition; the risk that Century is unable to retain its
investment grade rating; failure to realize the benefits expected from
the acquisition; the risk that the cost savings and any other synergies
from the acquisition may not be fully realized or may take longer to
realize than expected; the future cash requirements of the combined
company; general worldwide economic uncertainties; failure to promptly
and effectively integrate the acquisition; and the effect of the
acquisition on the ability of Century and UCP to retain customers and
retain and hire key personnel, and maintain relationships with
suppliers, and on Century’s operating results and businesses generally;
and those factors listed in Century’s most recently filed Annual Report
on Form 10-K for the year ended December 31, 2016 and UCP’s most recent
Annual Report on Form 10-K for the year ended December 31, 2016 as filed
with the Securities and Exchange Commission (“SEC”). Changes in such
assumptions or factors could produce significantly different results.
You should not place undue reliance on these forward-looking statements,
which speak only as of the date of this news release. Unless legally
required, Century does not assume any obligation, and expressly
disclaims any such obligation, to update any forward-looking statement
as a result of new information or future events or developments.
View source version on businesswire.com: http://www.businesswire.com/news/home/20170804005433/en/
Century Communities, Inc.
Investor Relations:
303-268-8398
[email protected]
Source: Century Communities, Inc.