New Home Co. acquires Landsea Homes for $11.30/share; stock delisted

Landsea Homes Corp

Landsea shareholders receive $11.30 per share cash upon merger completion on June 25, 2025; 83.27% of shares tendered.
Combined company becomes privately-held top-25 national homebuilder led by New Home CEO Matthew Zaist.
All Landsea directors resigned; new board and officers appointed: Zaist (CEO), Irwin (CFO), Bohnen (COO), Harbur (GC), Gibson (Investments).
Landsea common stock and warrants delisted from Nasdaq; Form 25 filed; deregistration on Form 15 planned.
11.0% Senior Notes due 2028 redeemed and cancelled; 97.95% of 8.875% Senior Notes repurchased in debt tender.

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Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Landsea Homes Corp: Bylaws amended and restated in their entirety pursuant to the Merger Agreement (effective 2025-06-25).

Change: bylaw amendment
Effective: 2025-06-25

Exact text from the filing

on June 25, 2025, the Company’s certificate of incorporation and bylaws were each amended and restated in their entirety

View on SEC.gov

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Landsea Homes Corp: Certificate of incorporation amended and restated in its entirety pursuant to the Merger Agreement (effective 2025-06-25).

Change: charter amendment
Effective: 2025-06-25

Exact text from the filing

on June 25, 2025, the Company’s certificate of incorporation and bylaws were each amended and restated in their entirety

View on SEC.gov

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Source: SEC EDGAR

accession 0001140361-25-023577

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