UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| ITEM 7.01. | Regulation FD Disclosure. |
On July 8, 2020, Taylor Morrison Home Corporation (the “Company”) issued a press release announcing that its indirect wholly owned subsidiary, Taylor Morrison Communities, Inc. (the “Issuer”), had priced the previously announced unregistered offering (the “Notes Offering”) and increased the size of the Notes Offering from $400.0 million to $500.0 million aggregate principal amount of the Issuer’s 5.125% senior notes due 2030 (the “Senior Notes”).
The Company also announced that the Issuer issued notices of redemption for $266.9 million aggregate principal amount of its 6.00% Senior Notes due 2023 (the “2023 Notes”) and $333.1 million aggregate principal amount of its 5.875% Senior Notes due 2025 (the “2025 Notes”). The notices of redemption respectively state that (i) $266.9 million aggregate principal amount of the 2023 Notes will be redeemed on July 22, 2020 at a price equal to 100.00% of the principal amount of the 2023 Notes to be redeemed, plus a make-whole premium to be calculated based on the applicable treasury rate plus 50 basis points, plus accrued and unpaid interest to, but excluding, the redemption date and (ii) $333.1 million aggregate principal amount of the 2025 Notes will be redeemed on July 22, 2020 at a price equal to 102.938% of the principal amount of the 2025 Notes to be redeemed plus accrued and unpaid interest to, but excluding, the redemption date. A copy of the press release is filed as Exhibit 99.1 hereto and is incorporated by reference herein.
This Current Report does not constitute an offer to sell or the solicitation of an offer to buy any security, nor shall there be any offer, solicitation or sale of any security, in any jurisdiction in which such offering, solicitation or sale would be unlawful.
The information under this Item 7.01 of this report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
| ITEM 9.01. | FINANCIAL STATEMENTS AND EXHIBITS. |
(d) Exhibits.
| EXHIBIT |
DESCRIPTION | |||
| 99.1 |
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| 104 |
Cover Page Interactive Data File (embedded with 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 hereunto duly authorized.
Dated: July 8, 2020
| Taylor Morrison Home Corporation | ||
| By: |
/s/ Darrell C. Sherman | |
| Name: |
Darrell C. Sherman | |
| Title: |
Executive Vice President, Chief Legal Officer and Secretary | |