Brookfield Homes (NYSE:BHS)
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Brookfield Homes Corporation (NYSE:BHS) today commenced
its previously announced tender offer for up to 3,000,000 shares of
its outstanding common stock, at a price per share of $55.00, for a
total of $165 million if the maximum number of shares are
repurchased. Brascan Corporation, the major stockholder of Brookfield
Homes, has indicated that it intends to tender up to an equivalent
number of shares as the aggregate number of shares tendered by other
stockholders.
The tender offer expires at 5:00 p.m., New York City time, on
November 15, 2005, unless extended. If the number of shares properly
tendered is greater than the number sought, purchases will be made on
a pro rata basis, except for odd lots. The company reserves the
right, in its sole discretion, to increase the number of shares
purchased subject to compliance with applicable law.
The closing price per share on the New York Stock Exchange on
October 3, 2005, the last trading day prior to Brookfield Homes
announcing its intention to commence the tender offer, was $55.89.
The tender offer represents a premium of approximately 5% over the
average daily closing price per share on the NYSE over the 20 trading
days preceding the commencement of the offer.
Brookfield Homes has previously announced the possible sale of
2,000 lots which are expected to realize net income of $75 million.
To date, Brookfield Homes has sold 560 lots for proceeds of $59
million, and net income of $21 million, or $0.67 per share.
Brookfield Homes' Board of Directors has approved the tender
offer. However, neither Brookfield Homes nor its Board of Directors
is making any recommendation whether stockholders should tender or
refrain from tendering their shares. Stockholders must decide whether
to tender their shares and, if so, how many shares to tender.
Stockholders may wish to discuss with their broker or other financial
or tax advisor whether to tender their shares.
THIS PRESS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT
AN OFFER TO BUY OR THE SOLICITATION OF AN OFFER TO SELL ANY SHARES OF
BROOKFIELD HOMES' COMMON STOCK. THE SOLICITATION OF OFFERS TO BUY
BROOKFIELD HOMES' COMMON STOCK IS ONLY BEING MADE PURSUANT TO THE
OFFER TO PURCHASE, LETTER OF TRANSMITTAL AND RELATED TENDER OFFER
DOCUMENTS, WHICH THE COMPANY IS MAILING OUT TO ITS STOCKHOLDERS.
STOCKHOLDERS SHOULD READ THOSE MATERIALS CAREFULLY PRIOR TO MAKING
ANY DECISIONS WITH RESPECT TO THE TENDER OFFER BECAUSE THEY WILL
CONTAIN IMPORTANT INFORMATION, INCLUDING THE VARIOUS TERMS AND
CONDITIONS OF THE OFFER. COPIES OF THE OFFER TO PURCHASE, THE LETTER
OF TRANSMITTAL AND OTHER TENDER OFFER DOCUMENTS CAN BE OBTAINED FOR
FREE BY CALLING THE INFORMATION AGENT, MELLON INVESTOR SERVICES LLC
AT 1-800-261-8066. STOCKHOLDERS WILL ALSO BE ABLE TO OBTAIN THE OFFER
TO PURCHASE AND RELATED MATERIALS FOR FREE AT BROOKFIELD HOMES'
WEBSITE WWW.BROOKFIELDHOMES.COM, OR THE SEC'S WEBSITE AT WWW.SEC.GOV.
Brookfield Homes Corporation
Brookfield Homes Corporation is a residential homebuilder and
land developer, building homes and developing land in master-planned
communities and infill locations. We design, construct and market
single-family and multi-family homes primarily to move-up and luxury
homebuyers. We also entitle and develop land for our own communities
and sell lots to other homebuilders. Our portfolio includes 30,000
lots owned and controlled in the San Francisco Bay Area; Southland /
Los Angeles; San Diego / Riverside; Sacramento; and Washington D.C.
Area markets. For more information, visit the Brookfield Homes
website at www.brookfieldhomes.com.
Note: Certain statements in this press release that are not
historical facts, including information concerning the expected
tender offer, the possible sale of lots, and those statements
preceded by, followed by, or that include the words "planned",
"projected", "possible", "potential", "expected", "targeted,"
"scheduled" or similar expressions, constitute "forward-looking
statements". Undue reliance should not be placed on forward-looking
statements because they involve known and unknown risks,
uncertainties and other factors, which may cause the actual results
to differ materially from the anticipated future results expressed or
implied by such forward-looking statements. Factors that could cause
actual results to differ materially from those set forward in the
forward-looking statements include, but are not limited to: changes
in general economic, real estate and other conditions; mortgage rate
changes; availability of suitable undeveloped land at acceptable
prices; adverse legislation or regulation; ability to obtain
necessary permits and approvals for the development of our land or
the completion of the tender offer; availability of labor or
materials or increases in their costs; ability to develop and market
our master-planned communities successfully; confidence levels of
consumers; ability to raise capital on favorable terms; adverse
weather conditions and natural disasters; relations with the
residents of our communities; risks associated with increased
insurance costs or unavailability of adequate coverage and ability to
obtain surety bonds; competitive conditions in the homebuilding
industry, including product and pricing pressures; and additional
risks and uncertainties referred to in our Form 10-K and other SEC
filings, many of which are beyond our control. We undertake no
obligation to publicly update any forward-looking statements, whether
as a result of new information, future events or otherwise.
Brookfield Homes Corporation (NYSE:BHS)