UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 8.01. Other Events.
On September 15, 2025, Five Point Holdings, LLC (the “Company”) issued a press release announcing that Five Point Operating Company, LP, through which the Company owns all of its assets and conducts all of its operations (the “Issuer”), and Five Point Capital Corp., a wholly owned subsidiary of the Issuer (collectively, the “Issuers”) had launched an offering of $450 million in aggregate principal amount of senior notes due 2030 (the “Notes Offering”). The net proceeds from the Notes Offering are intended to be used to fund the purchase price of the Tender Offer (as defined below). Additionally, on September 15, 2025, the Company issued a press release announcing that the Issuers had commenced a concurrent cash tender offer (the “Tender Offer”) for any and all of their outstanding approximately $523.5 million aggregate principal amount of 10.500% initial rate senior notes due 2028 (the “2028 Notes”).
This Current Report on Form 8-K does not constitute an offer to sell, or a solicitation of an offer to buy, the 2028 Notes, or any security, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering would be unlawful.
Copies of the press releases are filed as Exhibits 99.1 and 99.2, respectively, to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number |
Description | |
| 99.1 | Press release dated September 15, 2025 relating to the Issuers’ offering of senior notes. | |
| 99.2 | Press release dated September 15, 2025 relating to the Issuers’ tender offer. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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FIVE POINT HOLDINGS, LLC | |||||
| Date: September 15, 2025 | By: | /s/ Michael Alvarado | ||||
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Michael Alvarado | ||||
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Chief Operating Officer, Chief Legal Officer and Vice President | ||||