Mattamy Group Corporation Announces Results of Cash Tender Offer For Any and All of its Outstanding U.S. and Canadian-dollar denominated 6.500% Senior Notes due 2025

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Mar 05, 2020, 10:00 ET

TORONTO, March 5, 2020 /PRNewswire/ - Mattamy Group Corporation (the "Company" or "Mattamy") today announced the results of its cash tender offer (the "Tender Offer") to purchase any and all of the outstanding senior notes listed below. The Tender Offer expired at 5:00 p.m. Eastern Time on March 2, 2020 (the "Expiration Time"). The Tender Offer was made pursuant to an Offer to Purchase dated February 20, 2020 and a related Notice of Guaranteed Delivery, which set forth the terms and conditions of the Tender Offer.

Title of
Security

CUSIP /
ISIN Nos.

Outstanding
Principal
Amount

Consideration
⁽¹⁾

Principal Amount
Tendered and
Accepted

Percentage of
Original
Amount
Tendered

6.500%
Senior Notes
due 2025 (the
"US$ Notes")

57701R
AH5
C5400R
AE2

US57701RAH57

USC5400RAE20

US$500,000,000

US$1,076.12

US$437,734,000

87.55%

6.500%
Senior Notes
due 2025 (the
"C$ Notes"
and, together
with the US$
Notes, the
"Notes")

57701R
AG7

57701R
AF9

CA57701RAG70

CA57701RAF97

C$225,000,000

C$1,074.52

C$162,976,000

72.43%


(1)	Per US$1,000 aggregate principal amount, in the case of the US$ Notes, and per C$1,000 aggregate principal amount, in the case of the C$ Notes.

As of the Expiration Time, US$437,734,000 aggregate principal amount of outstanding US$ Notes had been validly tendered and not validly withdrawn and C$162,976,000 aggregate principal amount of outstanding C$ Notes had been validly tendered and not validly withdrawn. Today the Company accepted for purchase all such tendered Notes and will pay to holders thereof * US$1,076.12 per US$1,000 principal amount of the US$ Notes that were accepted for purchase and (y) C$1,074.52 per C$1,000 principal amount of the C$ Notes that were accepted for purchase. Payment is expected to occur on March 5, 2020. Holders whose Notes are purchased pursuant to the Tender Offer will also receive a cash amount equal to the accrued and unpaid interest thereon from the applicable last interest payment date up to, but not including, March 5, 2020.

J.P. Morgan Securities LLC and RBC Capital Markets, LLC served as the Dealer Managers for the Tender Offer with respect to the US$ Notes and J.P. Morgan Securities Canada Inc. and RBC Dominion Securities Inc. served as the Dealer Managers for the Tender Offer with respect to the C$ Notes. Questions and requests for assistance regarding the Tender Offer should be directed to J.P. Morgan at (212) 834-2045 (collect) or (866) 834-4666 (toll-free) with respect to the US$ Notes and to RBC Capital Markets at (212) 618-7843 (U.S.), (877) 381-2099 (toll-free) or (416) 842-6311 (Canada) with respect to the C$ Notes.

The Company also retained D.F. King & Co., Inc. to serve as the Information Agent and Tender Agent for the US$ Notes and TSX Trust Company as Tender Agent for the C$ Notes in the Tender Offer.

The Tender Offer was made pursuant to the terms and conditions contained in the Offer to Purchase and Notice of Guaranteed Delivery, copies of which may be obtained from D.F. King & Co., Inc. New York: (212) 269 5550 (Banks and Brokers) or (800) 283 2170 (toll free), or via [email protected].

Copies of the Offer to Purchase and Notice of Guaranteed Delivery are also available at the following web address: http://www.dfking.com/mattamy.

This announcement is for informational purposes only and is not an offer to purchase or sell or a solicitation of an offer to purchase or sell, with respect to any securities. The solicitation of offers to buy the Notes was only made pursuant to the terms of the Offer to Purchase and the related Notice of Guaranteed Delivery. The Tender Offer was not made in any state or jurisdiction in which such offer would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. None of the Company, the Dealer Managers or the Information and Tender Agents made any recommendation as to whether or not holders should tender their Notes in connection with the Tender Offer.

About Mattamy Group Corporation

Mattamy Homes is the largest privately owned homebuilder in North America, with 40-plus years of history across the United States and Canada. Every year, Mattamy helps more than 8,000 families realize their dream of home ownership. In the United States, the company is represented in 10 markets –Charlotte, Raleigh, Phoenix, Tucson, Jacksonville, Orlando (where its US head office is located), Tampa, Sarasota, Naples and Southeast Florida. In Canada, its communities stretch across the Greater Toronto Area, as well as Ottawa, Calgary and Edmonton.