Dream Finders Homes Inc. (NYSE: DFH) has submitted a revised proposal to Beazer Homes USA Inc. (NYSE: BZH) to acquire all outstanding shares of Beazer in an all-cash transaction for $32.00 per share.
According to Dream Finders, this new offer is a nearly 24% increase to its prior proposal and represents a premium of approximately 70% to Beazer’s undisturbed share price of $18.77 on May 8, as well as a premium of approximately 56% to Beazer’s undisturbed 30-day VWAP of $20.48 as of the same date.
In a press statement, Dream Finders claimed Beazer “introduced new roadblocks by demanding onerous preconditions to commencing due diligence with Dream Finders. For example, Beazer has insisted that Dream Finders enter into a non-disclosure agreement with a 12-month standstill period (the ‘standstill period’). Dream Finders believes this is an attempt by Beazer to further delay engagement and impede the potential transaction.”
In announcing the revised proposal, Dream Finders said it was encouraging Beazer shareholders to evaluate the offer for themselves.
“As we’ve previously outlined, Beazer has persistently underperformed relative to peers, being the only public homebuilder reporting consecutive quarters of operating losses,” said Patrick Zalupski, Dream Finders’ chairman and CEO. “Management’s strategy has not delivered for shareholders and we believe it is not suited to the current market environment. Dream Finders remains committed to pursuing this transaction and is prepared to accelerate other measures to achieve shareholders’ desired outcome.”
In response to the Dream Finders offer, Beazer released a statement that said it “has received interest from additional parties regarding a range of potential transactions,” adding that it was willing to discuss a transaction with Dream Finders if the company would “submit an improved proposal that was more in line with the values presented by the other alternatives the Board is currently considering.”
Beazer also insisted that “Dream Finders would need to sign a customary confidentiality and ‘standstill’ agreement – just as other parties have done” and drop its demand to negotiate on an exclusive basis.
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