CENTURY COMMUNITIES, INC. (NYSE:CCS) Files An 8-K Other EventsItem 8.01.
On January 23, 2017, Century Communities, Inc. launched its offering (the “Offering”), subject to market and other conditions, of an additional $50 million of its 6.875% Senior Notes due 2022 (the “New Senior Notes”). The Offering is unregistered and is being conducted to Rule 144A and Regulation S under the Securities Act of 1933, as amended (the “Securities Act”).
The New Senior Notes will be additional notes issued under the indenture to which the Company’s outstanding $260 million aggregate principal amount of 6.875% Senior Notes due 2022 (the “Existing Senior Notes”) were issued. The Existing Senior Notes and the New Senior Notes will have identical terms and are intended to be treated as a single class under the indenture.
The Company intends to use the net proceeds of the Offering to repay outstanding indebtedness under its revolving credit facility.
The New Senior Notes will be offered and sold to qualified institutional buyers to Rule 144A under the Securities Act, and outside the United States to non-U.S. persons in compliance with Regulation S under the Securities Act. The New Senior Notes have not been registered under the Securities Act or the securities laws of any jurisdiction. Unless they are registered, the New Senior Notes may be offered only in transactions that are exempt from registration under the Securities Act and the applicable securities laws of any jurisdiction. This Current Report on Form 8-K does not constitute an offer to sell or a solicitation of an offer to purchase the New Senior Notes or any other securities, and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful.
Forward-Looking Statements
Item 8.01 of this Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, and, as such, may involve known and unknown risks, uncertainties and assumptions. These forward-looking statements relate to the Company’s current expectations and are subject to the limitations and qualifications set forth in the Company’s other documents filed with the U.S. Securities and Exchange Commission. Actual events and/or results may differ materially from those projected in such forward-looking statements.