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Associated Press
12-03-2025
- Business
- Associated Press
Forestar Group Inc. Announces Expiration and Final Results of Tender Offer for Any and All of its 3.850% Senior Notes due 2026
ARLINGTON, Texas--(BUSINESS WIRE)--Mar 12, 2025-- Forestar Group Inc. (NYSE: FOR) announced today the expiration and final results of the previously announced cash tender offer (the 'Tender Offer') to purchase any and all of its outstanding 3.850% Senior Notes due 2026 (the 'Notes') listed in the following table upon the terms and conditions described in the offer to purchase, dated March 5, 2025 (the 'Offer to Purchase'), and the related notice of guaranteed delivery, dated March 5, 2025 (the 'Notice of Guaranteed Delivery' and, together with the Offer to Purchase, the 'Offer Documents'). Title of Security CUSIP Numbers / ISINs Principal Amount Outstanding Principal Amount Tendered (2) Percent of Outstanding Principal Amount Tendered (2) 3.850% Senior Notes due 2026 (1) Rule 144A: 346232 AF8 / US346232AF83 Reg. S: U3455L AC8 / USU3455LAC82 $400,000,000 $329,434,000 82.36% (1) On or after May 15, 2025, Forestar is entitled to redeem all or a part of the Notes, at a redemption price of 100.000% of the principal amount thereof, plus accrued and unpaid interest, if any, to but excluding the applicable redemption date. (2) Not including $667,000 in aggregate principal amount tendered pursuant to the guaranteed delivery procedures, for which delivery of such Notes must be made by 5:00 p.m., New York City time, on March 13, 2025. The Tender Offer expired at 5:00 p.m., New York City time, on March 11, 2025 (the 'Expiration Time'). Tendered Notes may not be withdrawn after the Expiration Time. As of the Expiration Time, Forestar had received tenders for an aggregate principal amount of $329,434,000 of the outstanding Notes, or 82.36% of the aggregate principal amount of the Notes outstanding. These amounts exclude $667,000 aggregate principal amount of the Notes that remain subject to the guaranteed delivery procedures described in the Offer to Purchase. Guaranteed deliveries will expire at 5:00 p.m., New York City time, on March 13, 2025. Holders of the Notes validly tendered, and not validly withdrawn, and accepted for purchase pursuant to the Tender Offer, will receive the purchase price of $999.46 per $1,000 principal amount of the Notes accepted for purchase (the 'Purchase Price'), plus accrued and unpaid interest thereon from the last interest payment date up to, but excluding, the settlement date for all Notes tendered prior to the Expiration Time or pursuant to a Notice of Guaranteed Delivery, which date is currently expected to be March 14, 2025. There can be no assurance that any Notes will be purchased. The Tender Offer is conditioned upon the satisfaction of certain conditions, including the completion of a contemporaneous debt financing (the 'Debt Financing') by Forestar on terms and conditions (including, but not limited to, the amount of proceeds raised in such financing) satisfactory to Forestar. The Tender Offer is not an offer to sell or a solicitation of an offer to buy any debt instruments or otherwise an invitation to participate in the Debt Financing. The Tender Offer is not conditioned upon any minimum amount of Notes being tendered. The Tender Offer may be amended, extended, terminated or withdrawn. Forestar intends to use a portion of the net proceeds from the Debt Financing to pay the Purchase Price for Notes validly tendered, and not validly withdrawn, and accepted for purchase pursuant to the Tender Offer. From time to time, subject to applicable law, after completion of the Tender Offer, Forestar or its affiliates may purchase additional Notes in the open market, in privately negotiated transactions, through tender offers, exchange offers, or otherwise, or Forestar may redeem Notes that Forestar is permitted to redeem pursuant to their terms. Any future purchases may be on the same terms or on terms that are more or less favorable to Holders of Notes than the terms of the Tender Offer and could occur as soon as the Expiration Time. Any future purchases by Forestar or its affiliates will depend on various factors existing at that time. There can be no assurance as to which, if any, of these alternatives (or combinations thereof) Forestar or its affiliates may choose to pursue in the future. Forestar has retained J.P. Morgan Securities LLC, Mizuho Securities USA LLC, TD Securities (USA) LLC, and Wells Fargo Securities, LLC to serve as Dealer Managers for the Tender Offer. Questions regarding the terms of the Tender Offer may be directed to J.P. Morgan Securities LLC, Liability Management Group, at (866) 834-4666 (toll-free) or (212) 834-7489 (collect). This press release shall not constitute an offer to purchase or the solicitation of an offer to sell the Notes or any other securities, nor shall there be any offer or sale of any Notes or other 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 jurisdiction. About Forestar Group Inc. Forestar Group Inc. is a residential lot development company with operations in 62 markets and 24 states. Based in Arlington, Texas, Forestar delivered more than 14,200 residential lots during the twelve-month period ended December 31, 2024. Forestar is a majority-owned subsidiary of D.R. Horton, Inc., the largest homebuilder by volume in the United States since 2002. Forward-Looking and Cautionary Statements This press release contains 'forward-looking statements' within the meaning of the Private Securities Litigation Reform Act of 1995. Although Forestar believes 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 Forestar on the date this release was issued. Forestar does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. All statements, other than statements of historical fact, included in this press release regarding, among other things, the expected settlement of the Tender Offer, the Debt Financing and the use of proceeds therefrom and our strategy, plans and objectives of management, are forward-looking statements. When used in this press release, the words 'could,' 'should,' 'will,' 'believe,' 'anticipate,' 'intend,' 'estimate,' 'expect' and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on current expectations, estimates, forecasts and projections as well as the current beliefs and assumptions of management. Forward-looking statements are subject to a number of risks and uncertainties, many of which involve factors or circumstances that are beyond our control, including, but not limited to, market risks and uncertainties, including those which might affect the Debt Financing or the Tender Offer. Should one or more of these risks or uncertainties occur, or should any underlying assumptions prove incorrect, our actual results and plans could differ materially from those expressed in any forward-looking statements. All forward-looking statements, expressed or implied, included in this press release are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that we or persons acting on our behalf may issue. SOURCE: Forestar Group Inc. Copyright Business Wire 2025. PUB: 03/12/2025 06:30 AM/DISC: 03/12/2025 06:30 AM
Associated Press
05-03-2025
- Business
- Associated Press
Forestar Announces Proposed Offering of Senior Unsecured Notes
Forestar Group Inc. (NYSE: FOR) ('Forestar') today announced that it is proposing to sell $500 million aggregate principal amount of senior unsecured notes due 2033 (the 'Notes'). The Notes will be offered and sold in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the 'Securities Act'), and to non-U.S. persons in transactions outside the United States pursuant to Regulation S under the Securities Act. Forestar intends to use the net proceeds from this offering to fund a tender offer for any and all of its $400 million aggregate principal amount of existing 3.850% Senior Notes due 2026 and for general corporate purposes, including to repay outstanding borrowings under the Company's credit facility. The Notes have not been and will not be registered under the Securities Act or any state securities laws and may not be offered or sold in the United States or to, or for the benefit of, U.S. persons absent registration under, or an applicable exemption from, the registration requirements of the Securities Act and applicable state securities laws. This announcement does not constitute an offer to sell or a solicitation of an offer to buy the Notes or any other security and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which, or to any persons to whom, such an offer, solicitation or sale would be unlawful. Any offers of the Notes will be made only by means of a private offering memorandum. About Forestar Group Inc. Forestar Group Inc. is a residential lot development company with operations in 62 markets and 24 states. Based in Arlington, Texas, the Company delivered more than 14,200 residential lots during the twelve-month period ended December 31, 2024. Forestar is a majority-owned subsidiary of D.R. Horton, the largest homebuilder by volume in the United States since 2002. Forward-Looking Statements Portions of this document may constitute 'forward-looking statements' as defined by the Private Securities Litigation Reform Act of 1995. Although Forestar believes 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 Forestar on the date this release was issued. Forestar does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. 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: the effect of D.R. Horton's controlling level of ownership on Forestar and the holders of Forestar's securities; Forestar's ability to realize the potential benefits of the strategic relationship with D.R. Horton; the effect of Forestar's strategic relationship with D.R. Horton on its ability to maintain relationships with its customers; the cyclical nature of the homebuilding and lot development industries and changes in economic, real estate and other conditions; the impact of significant inflation, higher interest rates or deflation; supply shortages and other risks of acquiring land, construction materials and skilled labor; the effects of public health issues such as a major epidemic or pandemic; the impacts of weather conditions and natural disasters; health and safety incidents relating to Forestar's operations; Forestar's ability to obtain or the availability of surety bonds to secure its performance related to construction and development activities and the pricing of bonds; the impact of governmental policies, laws or regulations and actions or restrictions of regulatory agencies; Forestar's ability to achieve its strategic initiatives; continuing liabilities related to assets that have been sold; the cost and availability of property suitable for residential lot development; general economic, market or business conditions where Forestar's real estate activities are concentrated; Forestar's dependence on relationships with national, regional and local homebuilders; competitive conditions in its industry; obtaining reimbursements and other payments from governmental districts and other agencies and timing of such payments; Forestar's ability to succeed in new markets; the conditions of the capital markets and Forestar's ability to raise capital to fund expected growth; Forestar's ability to manage and service its debt and comply with its debt covenants, restrictions and limitations; the volatility of the market price and trading volume of Forestar's common stock; Forestar's ability to hire and retain key personnel; and the strength of Forestar's information technology systems and the risk of cybersecurity breaches and its ability to satisfy privacy and data protection laws and regulations. Additional information about issues that could lead to material changes in performance is contained in Forestar's annual report on Form 10-K and its most recent quarterly report on Form 10-Q, both of which are filed with the Securities and Exchange Commission. SOURCE: Forestar Group Inc. Copyright Business Wire 2025. PUB: 03/05/2025 07:45 AM/DISC: 03/05/2025 07:47 AM
Associated Press
05-03-2025
- Business
- Associated Press
Forestar Group Inc. Announces Tender Offer for Any and All of its 3.850% Senior Notes due 2026
ARLINGTON, Texas--(BUSINESS WIRE)--Mar 5, 2025-- Forestar Group Inc. (NYSE: FOR) announced today that it is commencing a cash tender offer (the 'Tender Offer') to purchase any and all of its outstanding 3.850% Senior Notes due 2026 (the 'Notes') listed in the following table upon the terms and conditions described in the offer to purchase, dated March 5, 2025 (the 'Offer to Purchase'), and the related notice of guaranteed delivery, dated March 5, 2025 ('Notice of Guaranteed Delivery' and, together with the Offer to Purchase, the 'Offer Documents'). Certain information regarding the Notes and the U.S. Treasury Reference Security, the Bloomberg reference page and the fixed spread is set forth in the table below. (1) On or after May 15, 2025, Forestar is entitled to redeem all or a part of the Notes, at a redemption price of 100.000% of the principal amount thereof, plus accrued and unpaid interest, if any, to but excluding the applicable redemption date. The 'Purchase Price' for each $1,000 principal amount of the Notes validly tendered, and not validly withdrawn, and accepted for purchase pursuant to the Tender Offer will be determined in the manner described in the Offer to Purchase by reference to the fixed spread specified above plus the yield based on the offer-side price of the U.S. Treasury Reference Security specified above, as quoted on the Bloomberg Bond Trader FIT3 series of pages, at 2:00 p.m., New York City time, on March 11, 2025, the date on which the Tender Offer is currently scheduled to expire. The Purchase Price will be based on a yield to May 15, 2025, the date of the next specified redemption price reduction under the indenture governing the Notes, and assuming the Notes are redeemed on May 15, 2025, at the specified redemption price for such date of 100.000% of the principal amount, as described in the Offer to Purchase. In addition to the Purchase Price, holders whose Notes are purchased pursuant to the Tender Offer will also receive accrued and unpaid interest thereon from the last interest payment date up to, but excluding, the initial date on which Forestar makes payment for such Notes, which date is currently expected to be March 14, 2025, assuming that the Tender Offer is not extended or earlier terminated. The Tender Offer is being made pursuant to the terms and conditions contained in the Offer Documents, copies of which may be obtained from D.F. King & Co., Inc., the tender agent and information agent for the Tender Offer, by calling (866) 356-7813 (toll-free) or, for banks and brokers, (212) 269-5550. Copies of the Offer Documents are also available at the following web address: or by requesting via email at [email protected]. The Tender Offer will expire at 5:00 p.m., New York City time, on March 11, 2025, unless extended or earlier terminated (such time and date, as the same may be extended, the 'Expiration Time'). Tendered Notes may be withdrawn at any time before the Expiration Time. Holders of Notes must validly tender and not validly withdraw their Notes (or comply with the procedures for guaranteed delivery) before the Expiration Time to be eligible to receive the consideration for their Notes. Guaranteed deliveries will expire at 5:00 p.m., New York City time, on March 13, 2025, unless the Expiration Time is extended. Settlement for all Notes tendered prior to the Expiration Time or pursuant to a Notice of Guaranteed Delivery is expected to be March 14, 2025, assuming that the Tender Offer is not extended or earlier terminated. There can be no assurance that any Notes will be purchased. The Tender Offer is conditioned upon the satisfaction of certain conditions, including the completion of a contemporaneous debt financing (the 'Debt Financing') by Forestar on terms and conditions (including, but not limited to, the amount of proceeds raised in such financing) satisfactory to Forestar. The Tender Offer is not an offer to sell or a solicitation of an offer to buy any debt instruments or otherwise an invitation to participate in the Debt Financing. The Tender Offer is not conditioned upon any minimum amount of Notes being tendered. The Tender Offer may be amended, extended, terminated or withdrawn. Forestar intends to use a portion of the net proceeds from the Debt Financing to pay the Purchase Price for Notes validly tendered, and not validly withdrawn, and accepted for purchase pursuant to the Tender Offer. From time to time, subject to applicable law, after completion of the Tender Offer, Forestar or its affiliates may purchase additional Notes in the open market, in privately negotiated transactions, through tender offers, exchange offers, or otherwise, or Forestar may redeem Notes that Forestar is permitted to redeem pursuant to their terms. Any future purchases may be on the same terms or on terms that are more or less favorable to Holders of Notes than the terms of the Tender Offer and could occur as soon as the Expiration Time. Any future purchases by Forestar or its affiliates will depend on various factors existing at that time. There can be no assurance as to which, if any, of these alternatives (or combinations thereof) Forestar or its affiliates may choose to pursue in the future. Forestar has retained J.P. Morgan Securities LLC, Mizuho Securities USA LLC, TD Securities (USA) LLC, and Wells Fargo Securities, LLC to serve as Dealer Managers for the Tender Offer. Questions regarding the terms of the Tender Offer may be directed to J.P. Morgan Securities LLC, Liability Management Group, at (866) 834-4666 (toll-free) or (212) 834-7489 (collect). This press release shall not constitute an offer to purchase or the solicitation of an offer to sell the Notes or any other securities, nor shall there be any offer or sale of any Notes or other 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 jurisdiction. About Forestar Group Inc. Forestar Group Inc. is a residential lot development company with operations in 62 markets and 24 states. Based in Arlington, Texas, Forestar delivered more than 14,200 residential lots during the twelve-month period ended December 31, 2024. Forestar is a majority-owned subsidiary of D.R. Horton, Inc., the largest homebuilder by volume in the United States since 2002. Forward-Looking and Cautionary Statements This press release contains 'forward-looking statements' within the meaning of the Private Securities Litigation Reform Act of 1995. Although Forestar believes 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 Forestar on the date this release was issued. Forestar does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. All statements, other than statements of historical fact, included in this press release regarding, among other things, the Debt Financing and the use of proceeds therefrom, the Tender Offer and the timing and outcome thereof, our strategy, plans and objectives of management, are forward-looking statements. When used in this press release, the words 'could,' 'should,' 'will,' 'believe,' 'anticipate,' 'intend,' 'estimate,' 'expect' and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on current expectations, estimates, forecasts and projections as well as the current beliefs and assumptions of management. Forward-looking statements are subject to a number of risks and uncertainties, many of which involve factors or circumstances that are beyond our control, including, but not limited to, market risks and uncertainties, including those which might affect the Debt Financing or the Tender Offer. Should one or more of these risks or uncertainties occur, or should any underlying assumptions prove incorrect, our actual results and plans could differ materially from those expressed in any forward-looking statements. All forward-looking statements, expressed or implied, included in this press release are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that we or persons acting on our behalf may issue. SOURCE: Forestar Group Inc. Copyright Business Wire 2025. PUB: 03/05/2025 07:46 AM/DISC: 03/05/2025 07:46 AM
Yahoo
25-02-2025
- Business
- Yahoo
Streetleaf Becomes a National Vendor for Forestar; Brings New Solar-Powered, Innovative and Cost-Effective Streetlights as an Option to Communities Nationwide
An image of a Streetleaf streetlight. Streetleaf today announced a national vendor agreement with Forestar Group Inc. 'Forestar', one of the largest single-family community developers in the U.S. Tampa, Florida, Feb. 25, 2025 (GLOBE NEWSWIRE) -- Streetleaf, the leading provider of solar-powered streetlight services in the United States, today announced a national vendor agreement with Forestar Group Inc. 'Forestar', one of the largest single-family community developers in the U.S. This collaboration marks a significant milestone in Streetleaf's mission to provide an energy and cost-efficient alternative to traditional on-grid services for communities across the country. 'Forestar develops approximately one in 50 single-family homesites across the country, and we're thrilled by the possibility of lighting their communities with solar-powered streetlights that run on clean energy and operate dependably through storms and power outages,' said Liam Ryan, CEO of Streetleaf. 'By using smart technology to provide a better homeowner experience, Forestar is building for the future.' The agreement between Forestar and Streetleaf streamlines the process for the developer's divisions to selectively incorporate innovative solar-powered streetlights into their new communities. This underscores Forestar's dedication to enhancing the living experience of residents by making environmentally thoughtful and safety-focused decisions. 'We work with trusted organizations to meet the needs of our customers, and Streetleaf offers reliable, cost-effective streetlights,' said Marc Parker, Forestar Corporate Vice President of Development. 'Residents in our developments deserve neighborhoods that prioritize safety and quality.' More than 8,000 Streetleaf streetlights have already been installed in more than 183 projects across the U.S. These installations have led to a savings of more than $32 million in infrastructure costs, and almost 3.3 million pounds of CO2 savings compared to traditional streetlights. Streetleaf lights deliver utility-grade performance and are designed and managed to stay on 365 days a year, even when the power goes out. Streetleaf provides 24/7 monitoring and maintenance for each installation. They are DarkSky approved and provide dimming options combined with a motion sensor for reducing light pollution without reducing safety. For more information visit ABOUT STREETLEAF Headquartered in Tampa, Florida, Streetleaf specializes in integrating modern, renewable technology into communities through one of the most essential yet often-overlooked features—streetlights. Since our founding in 2019, we've installed over 8,000 lights across the country, from Florida to California, and we're rapidly growing to meet the rising demand for resilient, sustainable solutions. With our high-quality and dependable hardware, software, and service, we partner with land developers, builders, municipalities, utilities, and HOAs to create safer, greener communities. We are a carbon-neutral certified company, Darksky approved, and have offset more than 3 million pounds of CO2 and counting. Learn more at Attachment An image of a Streetleaf streetlight. Streetleaf today announced a national vendor agreement with Forestar Group Inc. 'Forestar', one of the largest single-family community developers in the U.S. CONTACT: Carson Quinn ZMPR for Streetleaf 312.339.9779 carson@ in to access your portfolio
