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Five Point Announces Pricing of $450 Million of Senior Notes by Five Point Operating Company, LP

By on Nov 20, 2017 in Press Release | 0 comments

ALISO VIEJO, Calif.–(BUSINESS WIRE)–Five Point Holdings, LLC (“Five Point”) (NYSE: FPH) today announced that
Five Point Operating Company, LP, through which Five Point owns all of
its assets and conducts all of its operations (the “issuer”), and Five
Point Capital Corp., a wholly owned subsidiary of the issuer (the
“co-issuer”), priced $450 million principal amount of new 7.875% senior
notes due 2025. The new notes will be issued at par. The notes will be
guaranteed, jointly and severally, by each of the issuer’s existing and
future direct and indirect domestic subsidiaries (other than the
co-issuer) that guarantees its obligations under the issuer’s senior
unsecured revolving credit facility or any other syndicated loan
facility or capital markets indebtedness, subject to certain exceptions.
The notes will not be guaranteed by Five Point.

The issuance of the notes is expected to close on or about November 22,
2017, subject to customary closing conditions. The issuer intends to use
proceeds of the proposed offering for general corporate purposes, which
may include funding development activities at its communities.

The notes and related guarantees have not been, and will not be,
registered under the Securities Act of 1933, as amended (the “Securities
Act”), or the securities laws of any other jurisdiction. The notes may
not be offered or sold within the United States or to U.S. persons,
except to persons reasonably believed to be qualified institutional
buyers in reliance on the exemption from registration provided by Rule
144A and to certain persons in offshore transactions in reliance on
Regulation S.

This press release shall not constitute an offer to sell, or a
solicitation of an offer to buy, any securities and shall not constitute
an offer to sell or a solicitation of an offer to buy, or a sale of any
securities, in any jurisdiction in which such offer, solicitation or
sale is unlawful.

Forward-Looking Statements

This press release includes forward-looking statements, including
statements about the proposed offering, including the anticipated use of
proceeds therefrom, that are subject to risks and uncertainties. These
statements concern expectations, beliefs, projections, plans and
strategies, anticipated events or trends and similar expressions
concerning matters that are not historical facts. When used, the words
“anticipate,” “believe,” “expect,” “intend,” “may,” “might,” “plan,”
“estimate,” “project,” “should,” “will,” “would,” “result” and similar
expressions that do not relate solely to historical matters are intended
to identify forward-looking statements. We caution you that any
forward-looking statements included in this press release are based on
our current views and information currently available to us.
Forward-looking statements are subject to risks, trends, uncertainties
and factors that are beyond our control. Some of these risks and
uncertainties are described in more detail in our filings with the
Securities and Exchange Commission, including our quarterly reports on
Form 10-Q, under the heading “Risk Factors.” Should one or more of these
risks or uncertainties materialize, or should underlying assumptions
prove incorrect, actual results may vary materially from those
anticipated, estimated or projected. We caution you therefore against
relying on any of these forward-looking statements. While
forward-looking statements reflect our good faith beliefs, they are not
guarantees of future performance. They are based on estimates and
assumptions only as of the date hereof. We undertake no obligation to
update or revise any forward-looking statement to reflect changes in
underlying assumptions or factors, new information, data or methods,
future events or other changes, except as required by applicable law.

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