June 28, 2017

FaegreBD Closes Multiple Issuer-Side Capital Markets Transactions

FaegreBD’s Capital Markets team delivered significant wins for clients AV Homes, Inc. and Determine, Inc., representing them in multiple financing and capital markets transactions.

AV Homes

The Capital Markets team represented AV Homes in its private offering of $400 million of 6.625% Senior Notes due 2022. The Senior Notes were sold in a 144A offering that closed on May 18, 2017. J.P. Morgan, Citigroup, Credit Suisse, RBC Capital Markets and US Bancorp were the initial purchasers. The offering priced on May 4, 2017.codd

FaegreBD also represented AV Homes in a cash tender offer for any and all of its then outstanding $200 million principal amount of 8.500% Senior Notes due 2019. The cash tender offer expired on May 26, 2017.

In addition, the FaegreBD Finance team represented AV Homes in refinancing its senior secured credit facility with an unsecured revolving credit facility in an aggregate amount of $155 million, with an accordion feature to increase the aggregate amount to $250 million with lender consent. JPMorgan Chase Bank, N.A. acted as administrative agent and Citibank, N.A. acted as syndication agent for the new unsecured revolving credit facility, which closed on May 18, 2017.

AV Homes is a homebuilder engaged in the business of homebuilding and community development in Florida, the Carolinas and Arizona. Its principal operations are conducted near Jacksonville and Orlando, Florida, Phoenix, Arizona and Raleigh and Charlotte, North Carolina. The company focuses on the development and construction of (i) primary residential communities, which serve first time and move-up buyers, and (ii) active adult communities, which are age-restricted to the age 55 and over active adult demographic. AV Homes common shares trade on NASDAQ under the symbol “AVHI.”

Mike Coddington, a partner in FaegreBD’s capital markets practice, and Miranda Hirner, led the team for the 144A senior note offering and tender offer transactions. John Marcil, a partner in FaegreBD’s corporate finance practice, and Linnea Eiden, led the team for the unsecured revolving credit facility. The transaction teams also included Steven Conley, Lisa Pugh (tax), Zachary Froelich (tax), Lica Tomizuka (real estate), Jamal Knight (real estate), Tory Jackson (real estate), Maura Coffin and Amra Hoso. Please see AV Homes’ press release for additional information on the offering and press release for additional information on the tender offer.

Determine

The Capital Markets team closed a registered direct public offering for new client Determine, Inc. on June 26, 2017. Lake Street Capital Markets acted as the exclusive placement agent for the offering. The common stock trades on the NASDAQ Capital Market under the symbol “DTRM.”

Determine is a leading global provider of SaaS Source-to-Pay and Enterprise Contract Lifecycle Management (ECLM) solutions. The Determine Cloud Platform provides procurement, legal and financial professionals analytics of their supplier, contract and financial performance. Its technologies empower customers to drive new revenue, identify savings, improve compliance and mitigate risk.

Jonathan Zimmerman, a partner in FaegreBD’s capital markets practice, led the team along with Christine Long, Ryan Woessner and Griffin Foster, as well as Lisa Pugh (tax). Please see Determine’s press release for additional information on the offering.

Services and Industries

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