TRI Pointe Group, Inc. (NYSE:TPH) Files An 8-K Other Events
Item8.01
| Other Events |
On June8, 2017,TRI Pointe Group, Inc. (the Company) issued
$300,000,000 aggregate principal amount of 5.25% Senior Notes due
2027 (the Notes) to the terms of an underwriting agreement dated
June5, 2017 (the Underwriting Agreement) among the Company, the
guarantors named therein and J.P. Morgan Securities LLC, as
representative of the several underwriters named therein (the
Underwriters). The net proceeds from the offering were
approximately $297million, before expenses but after deducting
the underwriting discount.
The Notes sold to the Underwriting Agreement were registered
under the Companys registration statement on FormS-3 filed on
May23, 2016 (File No.333-211523) and were issued to an indenture
between the Company and U.S. Bank National Association, as
trustee (the Trustee), dated as of May23, 2016 (the Base
Indenture), as supplemented by the second supplemental indenture
between the Company, the guarantors party thereto and the
Trustee, dated as of June8, 2017 (the Second Supplemental
Indenture).
The foregoing descriptions of the Underwriting Agreement, the
Base Indenture and the Second Supplemental Indenture are
qualified in their entirety by the terms of such agreements,
which are filed as Exhibit1.1 hereto, Exhibit4.1 to FormS-3 filed
May23, 2016 and Exhibit4.1 hereto, respectively, and incorporated
herein by reference. The foregoing description of the Notes is
qualified in its entirety by reference to the full text of the
form of the 5.25% Senior Note due 2027, which is filed hereto as
Exhibit4.2, and incorporated herein by reference.
| Item9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
The following exhibits are filed as part of this Report.
|
Exhibit Number |
Description |
|
| 1.1 |
Underwriting Agreement, dated as of June5, 2017, among TRI Pointe Group, Inc. and J.P. Morgan Securities LLC, as representative of the several underwriters named therein. |
|
|
4.1 |
Second Supplemental Indenture, dated as of June8, 2017, |
|
|
4.2 |
Formof 5.25% Senior Note due 2027 |
|
|
5.1 5.2 5.3 5.4 5.5 5.6 |
Opinion of Gibson, Dunn and Crutcher LLP Opinion of Chapoton Sanders Scarborough, LLP Opinion of Titus Brueckner Levine PLC Opinion of Fikso Kretschmer Smith Dixon Ormseth PS Opinion of McDonald Carano, LLP Opinion of Young Conaway Stargatt Taylor, LLP |
|
|
12.1 |
Statement regarding computation of ratio of earnings to |
|
|
23.1 23.2 23.3 23.4 23.5 23.6 |
Consent of Gibson, Dunnand Crutcher LLP (included in
Consent of Chapoton Sanders Scarborough, LLP (included in
Consent of Titus Brueckner Levine PLC (included in
Consent of Fikso Kretschmer Smith Dixon Ormseth PS Consent of McDonald Carano, LLP (included in Exhibit 5.5)
Consent of Young Conaway Stargatt Taylor, LLP (included |
About TRI Pointe Group, Inc. (NYSE:TPH)
TRI Pointe Group, Inc. is a homebuilder company. The Company’s operations are organized in two principal businesses, including homebuilding and financial services. The Company’s homebuilding operation consists of six segments: Maracay Homes, including operations in Arizona; Pardee Homes, consisting of operations in California and Nevada; Quadrant Homes, consisting of operations in Washington; Trendmaker Homes, consisting of operations in Texas; TRI Pointe Homes, consisting of operations in California and Colorado, and Winchester Homes, consisting of operations in Maryland and Virginia. Its financial services operation includes mortgage financing operations and title services operations. The Company’s mortgage financing operation (TRI Pointe Connect) provides mortgage financing to its homebuyers in all of its operated markets. Its title services operation (TRI Pointe Assurance) provides title examinations for its homebuyers in its Trendmaker Homes and Winchester Homes brands.