SCOTTSDALE, Ariz., May 07, 2024 (GLOBE NEWSWIRE) -- Meritage Homes Corporation (NYSE:MTH, "Meritage" or the "Company")), the fifth-largest homebuilder in the U.S., today announced the pricing of $500 million aggregate principal amount of its 1.75% Convertible Senior Notes due 2028 (the "notes"). The Company also granted the initial purchasers of the notes a 13-day option to purchase up to $75 million of aggregate principal amount of additional notes. The sale of the notes is expected to settle on May 9, 2024, subject to customary closing conditions, and is expected to result in approximately $484.8 million (or approximately $557.8 million if the initial purchasers exercise their option to purchase additional notes in full) in net proceeds to Meritage after deducting the initial purchasers' discounts and commissions and estimated offering expenses payable by Meritage. The Company intends to use the net proceeds received from the offering to pay the cost of entering into the capped call transactions, as described below, to redeem all of its outstanding 6.00% Senior Notes due 2025 and the remainder for general corporate purposes. If the initial purchasers exercise their option to purchase additional notes, the Company expects to use a portion of the net proceeds from the sale of such additional notes to enter into additional capped call transactions, as described below, and to use the remainder of such net proceeds for general corporate purposes. The notes will be senior, unsecured obligations of the Company and will be guaranteed fully, unconditionally, and jointly and severally initially by each of the Company's direct and indirect owned subsidiaries from time to time guaranteeing the Company's existing senior notes, that is a guarantor or obligor under the Company's existing revolving credit agreement or that is a guarantor or obligor with respect to certain refinancing indebtedness with respect to the Company's existing senior notes. The notes will bear interest at a rate of 1.75% per annum, payable semi-annually in arrears on May 15 and November 15 of each year, beginning on November 15, 2024. The notes will mature on May 15, 2028 (the "maturity date"), unless earlier converted or repurchased. The holders of the notes may convert all or any portion of their notes at any time prior to the close of business on the business day immediately preceding February 15, 2028 only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on September 30, 2024 (and only during such calendar quarter), if the last reported sale price of the Company's common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five business day period after any ten consecutive trading day period (the "measurement period") in which the trading price per $1,000 principal amount of notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company's common stock and the conversion rate on each such trading day; or (3) upon the occurrence of specified corporate events. On or after February 15, 2028 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their notes at any time, regardless of the foregoing circumstances. Subject to certain conditions and limited exceptions, holders of the notes will have the right to require the Company to repurchase for cash all or a portion of their notes upon the occurrence of a fundamental change (as defined in the indenture governing the notes) at ...