Ryland Announces Pricing of 1.625% Convertible Senior Notes Due 2018
WESTLAKE VILLAGE, Calif.--(BUSINESS WIRE)--
The Ryland Group, Inc. (NYSE: RYL) announced today that it has priced an
underwritten public offering of $200 million aggregate principal amount
of 1.625% Convertible Senior Notes due 2018, which was upsized from the
previously announced $150 million offering. The Company granted the
underwriters a 30-day option to purchase up to an additional $25 million
aggregate principal amount of notes from the Company. The offering is
expected to close on May 16, 2012, subject to customary closing
The notes will be the Company's general unsecured senior obligations.
The notes will pay interest semi-annually on May 15 and November 15,
beginning on November 15, 2012, at a rate of 1.625% per year, and will
mature on May 15, 2018. The notes will be guaranteed by substantially
all of the Company's direct and indirect wholly owned homebuilding
The notes will initially be convertible into shares of common stock at a
conversion rate of 31.2168 shares of the Company's common stock per
$1,000 principal amount of notes, corresponding to an initial conversion
price of approximately $32.03 per share of common stock, or
approximately 42.5% above the last reported sale price of $22.48 per
share of the Company's common stock on the New York Stock Exchange on
May 10, 2012. The conversion rate will be subject to adjustment upon the
occurrence of certain events.
The Company intends to use the net proceeds from this offering for
general corporate purposes, which may include repayment or repurchase of
The notes are being offered pursuant to an effective shelf registration
statement that was previously filed by the Company with the Securities
and Exchange Commission and became effective immediately upon filing. A
preliminary prospectus supplement and accompanying prospectus describing
the terms of the offering has been filed with the Securities and
Citigroup Global Markets Inc. and J.P. Morgan Securities LLC acted as
the joint book-running managers and UBS Securities LLC acted as
co-manager. Printed copies of the preliminary prospectus supplement
relating to this offering and accompanying prospectus may be obtained
from Citigroup, Brooklyn Army Terminal, 140 58th Street, 8th Floor,
Brooklyn, NY 11220 or by telephone at 1-800-831-9146 or by email at email@example.com;
J.P. Morgan Securities LLC at 1-212-834-4533 or by mail to Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717,
Attention: Post-Sale Fulfillment; and UBS Securities LLC at (888)
827-7275 or by mail to 299 Park Avenue, New York, NY 10171, Attention
Prospectus Department. An electronic copy of the preliminary supplement
and accompanying prospectus may also be obtained at no charge at the
Securities and Exchange Commission's website at www.sec.gov.
About The Ryland Group
Headquartered in Southern California, Ryland is one of the nation's
largest homebuilders and a leading mortgage-finance company. Since its
founding in 1967, Ryland has built more than 295,000 homes and financed
more than 245,000 mortgages. The Company currently operates in 13 states
across the country and is listed on the New York Stock Exchange under
the symbol "RYL."
Safe Harbor Statement
Certain statements in this press release may be regarded as
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995, and may qualify for the safe
harbor provided for in Section 21E of the Securities Exchange Act of
1934, as amended. These forward-looking statements represent Ryland's
expectations and beliefs concerning future events, and no assurance can
be given that the future results described in this press release will be
achieved. These forward-looking statements can generally be identified
by the use of statements that include words such as "anticipate,"
"believe," "could," "estimate," "expect," "foresee," "goal," "intend,"
"likely," "may," "plan," "project," "should," "target," "will" or other
similar words or phrases. All forward-looking statements contained
herein are based upon information available to the Company on the date
of this press release. Except as may be required under applicable law,
the Company does not undertake any obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events, or otherwise.
These forward-looking statements are subject to risks, uncertainties and
other factors, many of which are outside of Ryland's control, that could
cause actual results to differ materially from the results discussed in
the forward-looking statements. The factors and assumptions upon which
any forward-looking statements herein are based are subject to risks and
uncertainties which include, among others, risks associated with the
offering of the notes, including whether such offering of the notes will
be successful and on what terms it may be completed, the risk factors
set forth in the Company's most recent Annual Report on Form 10-K and
other factors over which the Company has little or no control.
The Ryland Group, Inc.
Gordon A. Milne
President, Chief Financial Officer
Source: The Ryland Group, Inc.
News Provided by Acquire Media