William Lyon Homes (WLH)

[johnsyn]

William Lyon Homes Announces Closing of Initial Public Offering and Full Exercise of Underwriters’ Over-Allotment Option

4:17 PM 5/21/2013 - Business Wire

NEWPORT BEACH, Calif.--(BUSINESS WIRE)--May. 21, 2013-- William Lyon Homes (the “Company”) (NYSE: WLH) today announced that in connection with its initial public offering, the underwriters have exercised in full their option to purchase an additional 1,305,000 shares of the Company’s Class A Common Stock, including 652,500 from the Company and 652,500 from the selling stockholder, to cover over-allotments. As a result, the total initial public offering size was 10,005,000 shares of Class A Common Stock, which consisted of 7,177,500 shares sold by the Company and 2,827,500 shares sold by the selling stockholder. The 10,005,000 shares in the offering were sold at a price to the public of $25.00 per share, and the closing of the offering for all such shares took place on May 21, 2013. Giving effect to the exercise of the underwriters’ over-allotment option, the Company raised total net proceeds of approximately $165.0 million in the offering, after deducting the underwriting discount and estimated offering expenses. The Company did not receive any proceeds from the sale of shares by the selling stockholder.

In connection with the offering, the Company completed a common stock recapitalization which included a 1-for-8.25 reverse stock split of its Class A Common Stock (the “Class A Reverse Split”), the conversion of all outstanding shares of the Company’s Class C Common Stock, Class D Common Stock and Convertible Preferred Stock into Class A Common Stock on a one-for-one basis and as automatically adjusted for the Class A Reverse Split, and a 1-for-8.25 reverse stock split of its Class B Common Stock. Upon completion of the offering, the Company had 27,623,629 shares of Class A Common Stock outstanding, excluding shares issuable upon exercise of outstanding stock options, and 3,813,885 shares of Class B Common Stock outstanding, excluding shares underlying a warrant to purchase additional shares of Class B Common Stock. The outstanding shares of the Company’s Class A Common Stock began trading on the New York Stock Exchange under the ticker symbol “WLH” on May 16, 2013.

Credit Suisse, Citigroup and J.P. Morgan acted as joint book-running managers for the offering, and Zelman Partners LLC, Houlihan Lokey and Comerica Securities acted as co-managers for the offering.

A registration statement relating to the shares of the Company’s Class A Common Stock has been filed with, and declared effective by, the Securities and Exchange Commission. A copy of the final prospectus related to the offering may be obtained by contacting: Credit Suisse Securities (USA) LLC, Attention: Prospectus Department, One Madison Avenue, New York, New York 10010, or by telephone at [phone] or by email at [e-mail]. Copies may also be obtained from Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, or by telephone at [phone] or by email at [e-mail]. Copies may also be obtained from J.P. Morgan Securities LLC, Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, telephone [phone].

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful.