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Blog Coverage: Home Construction Companies UCP and Century Communities Announce their Merger

LONDON, UK / ACCESSWIRE / April 12, 2017 / Active Wall St. blog coverage looks at the headline from San Jose, California based UCP, Inc., (NYSE: UCP) and Greenwood Village, Colorado based Century Communities, Inc. (NYSE: CCS) (“Century”) as both companies jointly announced their merger of on April 11, 2017. According to the merger agreement, UCP will be absorbed into Century and the transaction is valued at $336 million including debt. Register with us now for your free membership and blog access at:

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Details of the merger

As per the agreement, UCP’s shareholders will receive $5.32 in cash and 0.2309 share of the freshly issued Century’s common stock. Based on the closing price of Century’s stock on April 10, 2017, i.e. $26.10, the value of UCP’s share including cash and stock would be $11.35 per share. After the completion of the transaction, UCP’s shareholders will own approximately 16.4% stake in the newly merged Company. The deal is expected to be finalized in Q3 2017 and is subject to getting approvals from UCP’s shareholders, regulatory bodies and closing conditions.

The Board of Directors of both Companies have already approved the merger. PICO Holdings Inc. is the holding Company and majority shareholder of UCP. As majority shareholder with more than 57% stake in UCP, PICO has signed a voting agreement to vote in favor of the merger. In the event that the merger is not completed the voting agreement will be void.

The merged Company will have a market capital of over $700 million and an enterprise value of over $1.3 billion. The merged Company will have presence in 10 states, 17 markets, and 117 communities with over $1.2 billion in inventories (on pro forma basis for the year ending on December 31, 2016).

Century plans to finance the cash portion of the deal by issuing $400 million senior unsecured notes.

Benefits of the merger

The merged Company will be able to expand its scale of operations. The new entity is expected to own or control approximately 25,000 lots and will have a backlog in excess $450 million (on pro-forma basis for the year ending on December 31, 2016).

Since both UCP and Century operate in different markets and there is no overlap in their business areas, the merged Company will have operations across the state of California, Colorado, Georgia, Nevada, North Carolina, South Carolina, Tennessee, Texas, Utah, and Washington. The diverse presence will help the merged Company to handle price fluctuations and value uncertainties of the local markets and thus increase its profitability and opportunities for growth.

Since both UCP and Century have similar work cultures and business ethics the merger will be smooth and easily integrate both businesses as well as the experienced staff of both Companies.

The merger is expected to be accretive to the merged Company’s EPS in 2018 due to cost and revenue synergies as well as economies of scale.

The merger will also enable the new Company to expand its investor base since Century will be issuing approximately 4.35 million shares of Century’s common stock as a part of the merger agreement.

Commenting on the merger Rob Francescon, Co-Chief Executive Officer of Century stated:

“The merger facilitates expanded product offerings across the full buyer segment spectrum with cutting edge designs at multiple price points for maximum customer reach. The combined Company is expected to generate significant operating efficiencies which should create a rate of revenue growth and increased stockholder value in excess of what either Company could achieve on a standalone basis.”

Dustin Bogue, CEO of UCP, added:

“The merger with Century provides all of our stockholders with an opportunity to continue a portion of their equity investment and participate in the earnings growth, value accretion, synergies and enhanced prospects of a leading homebuilder with a more geographically diverse and risk-resistant national footprint. At the same time our stockholders will receive immediate cash liquidity for a portion of their investment in UCP.”

Stock Performance

At the closing bell, UCP, Inc.’s stock surged 22.04%, ending Tuesday’s session at $11.35. A total volume of 968.77 thousand shares were traded at the end of the day, which was higher than the 3-month average volume of 36.34 thousand shares. In the last six months and previous twelve months, shares of the Company have advanced 33.53% and 51.94%, respectively. The stock is trading at a PE ratio of 9.96 and currently has a market cap of $91.25 million.

At the close of trading session Tuesday, April 11, 2017, PICO Holdings’ share price finished the trading session at $14.45, advancing 6.25%. A total volume of 453.91 thousand shares exchanged hands, which was higher than the 3 months average volume of 65.08 thousand shares. The stock has advanced 32.81% and 37.75% in the last six months and past twelve months, respectively. At Tuesday’s closing price, the stock’s net capitalization stands at $329.75 million.

On Tuesday, the stock closed the trading session at $26.60, climbing 1.92% from its previous closing price of $26.10. A total volume of 782.58 thousand shares have exchanged hands, which was higher than the 3-month average volume of 146.75 thousand shares. Century Communities’ stock price soared 26.97% in the last three months, 28.81% in the past six months, and 48.27% in the previous twelve months. Furthermore, on a year to date basis, the stock rallied 26.67%. Shares of the company have a PE ratio of 11.43 and currently has a market cap of $580.41 million.

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