Landsea Homes Corporation Announces Pricing of Public Secondary Offering

Rhea-AI Summary

Landsea Homes (Nasdaq: LSEA) announced the pricing of a public secondary offering of 6,086,957 shares of common stock by selling stockholders Landsea Holdings and Ever Fast Holdings The shares are priced at $10.25 per share, generating gross proceeds of approximately $62.4 million for the selling stockholders.

The selling stockholders have granted underwriters a 30-day option to purchase up to an additional 913,043 shares. B. Riley Securities is acting as sole bookrunning manager, with Wedbush Securities and Zions Capital Markets as co-managers. The offering is expected to close around December 9, 2024. Notably, Landsea Homes itself is not selling any shares in this offering.

Positive

• None.

Negative

• Significant shareholder dilution with 6,086,957 shares being sold by major stockholders
• Additional potential dilution of 913,043 shares through underwriters' option
• Company receives no proceeds from the secondary offering

Insights

Financial Analyst

The secondary offering of $62.4 million worth of shares by major stockholders Landsea Holdings and Ever Fast Holdings signals a significant ownership restructuring. The pricing at $10.25 per share represents a modest discount to recent trading levels, which is typical for secondary offerings. With 6,086,957 shares being sold (potentially increasing to 7 million if the overallotment option is exercised), this offering will increase the public float and likely improve trading liquidity. Importantly, since Landsea Homes isn't issuing new shares, there's no dilution for existing shareholders. However, the substantial size of the offering from major holders could temporarily pressure the stock price due to increased supply. The involvement of B. Riley Securities as sole bookrunner, alongside Wedbush and Zions Capital Markets, suggests strong institutional distribution capabilities.

Market Research Analyst

This secondary offering represents a significant shift in Landsea Homes' ownership structure. The timing of the offering, amid a recovering housing market and improved homebuilder sentiment, suggests the selling stockholders are capitalizing on relatively favorable market conditions. The offering size represents approximately 15% of the company's $402.5 million market capitalization, making it a substantial transaction that could impact trading dynamics. While the company's fundamentals remain unchanged, the increased float could attract more institutional investors who previously may have been constrained by liquidity limitations. The pricing mechanism and underwriting structure are standard for this type of transaction, indicating market confidence in the offering's execution.

DALLAS, Dec. 06, 2024 (GLOBE NEWSWIRE) -- Landsea Homes Corporation (Nasdaq: LSEA) (“Landsea Homes” or the “Company”), a publicly traded residential homebuilder, today announced the pricing of an underwritten public offering of 6,086,957 shares of its common stock being sold by selling stockholders of the Company, Landsea Holdings Corporation and Ever Fast Holdings Limited, at a public offering price of $10.25 per share, for total gross proceeds of approximately $62.4 million to the selling stockholders, before deducting underwriting discounts and commissions and offering expenses (the “Offering”). In addition, the selling stockholders have granted the underwriters a 30-day option to purchase up to an additional 913,043 shares of the Company’s common stock at the public offering price, less underwriting discounts and commissions. The Company is not selling any shares of common stock in the Offering. The Offering is expected to close on or about December 9, 2024, subject to customary closing conditions.

B. Riley Securities is acting as sole bookrunning manager for the Offering. Wedbush Securities and Zions Capital Markets are acting as co-managers for the Offering.

A shelf registration statement on Form S-3 relating to the securities being sold in this Offering has been filed with and declared effective by the U.S. Securities and Exchange Commission (the “SEC”), and is available on the SEC’s website located at www.sec.gov. This Offering is being made only by means of a prospectus supplement and accompanying prospectus that forms part of the registration statement, copies of which may be obtained, when available, by request from: B. Riley Securities, Inc. at 1300 17th Street North, Suite 1300, Arlington, VA 22209, by telephone at 1-703-312-9580 or by e-mail at prospectuses@brileyfin.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Landsea Homes Corporation

Landsea Homes Corporation (Nasdaq: LSEA) is a publicly traded residential homebuilder based in Dallas, Texas that designs and builds best-in-class homes and sustainable master-planned communities in some of the nation's most desirable markets. The company has developed homes and communities in New York, Boston, New Jersey, Arizona, Colorado, Florida, Texas and throughout California in Silicon Valley, Los Angeles, and Orange County. Landsea Homes was honored as the Green Home Builder 2023 Builder of the Year, after being named the 2022 winner of the prestigious Builder of the Year award, presented by BUILDER magazine, in recognition of a historical year of transformation.

Forward-Looking Statements

This press release contains forward-looking statements. All statements other than statements of historical facts contained herein, including without limitation, statements regarding the expected completion of the Offering and the option granted to the underwriters by the selling stockholders to purchase additional shares, are forward-looking statements reflecting the current beliefs and expectations of Landsea Homes’ management made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements represent Landsea Homes’ current expectations regarding future events and are subject to known and unknown risks and uncertainties that could cause actual results to differ materially and adversely from those expressed or implied by the forward-looking statements. Among those risks and uncertainties are market conditions, including market interest rates, the trading price and volatility of Landsea Homes’ common stock, and risks relating to Landsea Homes’ business, including those risks and uncertainties described in periodic reports that Landsea Homes files from time to time with the SEC, as well as the preliminary prospectus supplement relating to the Offering filed with the SEC. The forward-looking statements included in this press release speak only as of the date of this press release, and Landsea Homes does not undertake to update the statements included in this press release for subsequent developments, except as may be required by law.

Contact Information:

Investor Relations:
Drew Mackintosh, CFA
Mackintosh Investor Relations, LLC
drew@mackintoshir.com
(310) 924-9036

Media:
Annie Noebel
Cornerstone Communications
anoebel@cornerstonecomms.com
(949) 449-2527

FAQ

What is the price per share for Landsea Homes (LSEA) secondary offering in December 2024?

The secondary offering was priced at $10.25 per share.

How many shares are being offered in Landsea Homes (LSEA) December 2024 secondary offering?

6,086,957 shares are being offered, with an additional 30-day option for underwriters to purchase up to 913,043 shares.

Who are the selling stockholders in Landsea Homes (LSEA) December 2024 secondary offering?

The selling stockholders are Landsea Holdings and Ever Fast Holdings

What are the total gross proceeds from Landsea Homes (LSEA) December 2024 secondary offering?

The total gross proceeds are approximately $62.4 million before deducting underwriting discounts and commissions.