News

09.08.09

Pulte Homes Announces Tender Results of Its Cash Tender Offers for up to $1,500,000,000 Aggregate Principal Amount of Certain of Its Outstanding Notes

BLOOMFIELD HILLS, Mich.--(BUSINESS WIRE)--Sep. 9, 2009-- Pulte Homes, Inc. (NYSE:PHM)(“Pulte” or the “Company”) today announced that as of 12:00 midnight, New York City time, on September 8, 2009 (the “Expiration Date”), it had received tenders of notes in the amounts set out in the table below:

Title of Securities

and CUSIP Numbers

 

 

 

 

Issuer

  Principal Amount Outstanding   Acceptance Priority Level  

 

Total Principal Amount Tendered

 

Principal Amount Accepted

 

Percentage of Outstanding Amount Accepted

Offer for Notes listed below:

Any and All Offer

 

 

 

 

 

 

 

 

 

 

 

 

 

4.550% Notes due 2010 (CUSIP: 152312AP9)

Centex

$300,000,000

N/A

$252,573,000

$252,573,000

84.19%

7.875% Notes due 2011 (CUSIP: 152312AG9)

Centex

$392,494,000

N/A

$306,905,000

$306,905,000

78.19%

8.125% Notes due 2011 (CUSIP: 745867AH4)

Pulte

$200,000,000

N/A

$186,098,000

$186,098,000

93.05%

7.875% Notes due 2011 (CUSIP: 745867AL5)

Pulte

$473,563,000

N/A

$341,377,000

$341,377,000

72.09%

 

Offer for Notes listed below:

Maximum Tender Offer

 

 

 

 

 

7.500% Notes due 2012 (CUSIP: 152312AH7)

Centex

$324,325,000

1

$214,662,000

$214,662,000

66.19%

5.450% Notes due 2012 (CUSIP: 152312AS3)

Centex

$295,000,000

2

$168,301,000

$168,301,000

57.05%

5.125% Notes due 2013 (CUSIP: 152312AM6)

Centex

$300,000,000

3

$111,735,000

  $30,084,000

10.03%

5.700% Notes due 2014 (CUSIP: 152312AN4)

Centex

$350,000,000

4

$124,009,000

$0

0%

5.250% Notes due 2015 (CUSIP: 152312AQ7)

Centex

$450,000,000

4

$97,863,000

$0

0%

6.500% Notes due 2016 (CUSIP: 152312AT1)

Centex

$480,000,000

4

$107,906,000

$0

0%

The terms and conditions of the tender offers are described in the Offer to Purchase, dated August 11, 2009, (the “Offer to Purchase”) and the related Letter of Transmittal. The tender offers expired at 12:00 midnight, New York City time, on the Expiration Date.

As described in the Offer to Purchase, because the aggregate principal amount of notes within Acceptance Priority Level 3 tendered in the Maximum Tender Offer (as set forth in the table above) exceeded the $1,500,000,000 tender cap remaining following the purchase of notes pursuant to the Any and All Offer and of notes tendered within the numerically lower Acceptance Priority Levels in the Maximum Tender Offer, Pulte will accept such validly tendered notes in Acceptance Priority Level 3, in the aggregate, on a prorated basis (rounded downward such that Holders receive notes in integral multiples of $1,000) with a proration factor of 26.963%. Notes of Acceptance Priority Level 4 and those Notes not accepted due to proration will be promptly credited to each applicable holder’s account through The Depository Trust Company.

Pulte previously announced that it had elected to exercise its option as described in the Offer to Purchase, to accept for payment all notes validly tendered in the Any and All Offer as of 5:00 p.m., New York City time, on August 24, 2009 (the “Early Tender Date”). Payment for such notes was made on August 25, 2009. The notes that were tendered in the Any and All Offer after the Early Tender Date and prior to the Expiration Date and the notes that were tendered and accepted (subject to proration as described above) in the Maximum Tender Offer prior to the Expiration Date will, subject to the terms and conditions of the tender offers, be accepted, and payment for all validly tendered notes not earlier accepted, will be made on September 9, 2009. Subject to the terms and the conditions of the tender offers, the notes will be accepted for payment by Pulte by the giving of notice to D. F. King & Co., Inc., the depositary for the tender offers.

Pulte retained BofA Merrill Lynch, Deutsche Bank Securities Inc., J.P. Morgan Securities Inc. and UBS Securities LLC to act as lead dealer managers, Barclays Capital Inc. and Wells Fargo Securities to act as dealer managers and Calyon Securities (USA) Inc., Comerica Securities, Inc., Mitsubishi UFJ Securities (USA), Inc., Mizuho Securities USA Inc., RBS Securities Inc. and SunTrust Robinson Humphrey, Inc. to act as co-dealer managers in connection with the offers. D. F. King & Co., Inc. was retained to serve as the depositary and the information agent for the tender offers.

Pulte’s obligations to accept any notes tendered and to pay the applicable consideration for them are set forth solely in the Offer to Purchase and the related Letter of Transmittal. This press release is for informational purposes only and is not an offer to purchase or a solicitation of acceptance of the tender offers. Subject to applicable law, Pulte may amend, extend or, subject to certain conditions, terminate the tender offers.

Certain statements in this release constitute “forward-looking statements.” Such forward-looking statements involve known risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Such factors include, among other things, (1) adverse national and regional economic and business conditions, including further deterioration in the unemployment rate and the current downturn in the homebuilding industry; (2) interest rate changes and the availability of mortgage financing; (3) continued volatility and potential further deterioration in the debt and equity markets, which have adversely impacted the banking and mortgage finance industries, resulting in tightening of credit;

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