Obligation Beazer Homes America 5.75% ( US07556QBH74 ) en USD

Beazer Homes America

100 % ⇌

Etas-Unis

US07556QBH74 ( en USD )

5.75% par an ( paiement semestriel )

15/06/2019 - Obligation échue

Prospectus brochure de l'obligation Beazer Homes USA US07556QBH74 en USD 5.75%, échue

2 000 USD

325 000 000 USD

07556QBH7

N/A

Beazer Homes USA est un constructeur de maisons aux États-Unis, proposant une gamme de maisons neuves dans plusieurs États, avec un accent sur l'abordabilité et des options de financement.

L'Obligation émise par Beazer Homes America ( Etas-Unis ) , en USD, avec le code ISIN US07556QBH74, paye un coupon de 5.75% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 15/06/2019

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Filed Pursuant to Rule 424(b)(3)
Registration No. 333-196637

Offer to Exchange
5.750% Senior Notes due 2019,
and the guarantees thereof,
which have been registered under the Securities Act of 1933,
for any and all outstanding
5.750% Senior Notes due 2019,
and the guarantees thereof,
which have not been registered under the Securities Act of 1933, of

· We will exchange all original notes that are validly tendered and not withdrawn before the end of the exchange offer for an equal principal amount of new notes that

we have registered under the Securities Act of 1933.

· This exchange offer expires at 5:00 p.m., New York City time, on July 24, 2014, unless extended.

· No public market exists for the original notes or the new notes. We do not intend to list the new notes on any securities exchange or to seek approval for quotation

through any automated quotation system.

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See "Risk Factors" beginning on page 9 for a discussion of the risks that holders should consider prior to making a decision to
exchange original notes for new notes.

The notes will be our unsecured senior obligations and will rank equally with all of our other unsecured senior indebtedness. The notes will be fully and unconditionally
guaranteed jointly and severally on an unsecured senior basis by each of our existing and future material restricted subsidiaries, subject to customary release provisions. The notes
and the guarantees will be effectively junior to our secured obligations to the extent of the value of the collateral securing those obligations. Upon the occurrence of certain
specified changes of control, the holders of the notes will have the right to require us to purchase all or a part of their notes at a repurchase price equal to 101% of the principal
amount of the notes, plus accrued and unpaid interest, if any, to, but excluding, the repurchase date.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon adequacy or
accuracy of this prospectus. Any representation to the contrary is a criminal offense.
Each broker-dealer that receives new notes for its own account pursuant to the exchange offer must acknowledge that it will deliver a prospectus in connection with any
resale of such new notes. A broker-dealer who acquired original notes as a result of market-making or other trading activities may use this prospectus, as supplemented or
amended from time to time, in connection with any resales of the new notes.

The date of this prospectus is June 25, 2014
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TABLE OF CONTENTS

Page
SUMMARY

1
RISK FACTORS

9
FORWARD-LOOKING STATEMENTS

15
THE EXCHANGE OFFER

17
USE OF PROCEEDS

26
RATIO OF EARNINGS TO FIXED CHARGES

27
DESCRIPTION OF OTHER INDEBTEDNESS

28
DESCRIPTION OF THE NOTES

31
BOOK-ENTRY SETTLEMENT AND CLEARANCE

49
MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES OF THE EXCHANGE OFFER

53
PLAN OF DISTRIBUTION

54
LEGAL MATTERS

55
EXPERTS

55
WHERE YOU CAN FIND MORE INFORMATION

55
INCORPORATION OF CERTAIN INFORMATION BY REFERENCE

55
You should rely only on the information contained or incorporated by reference in this prospectus. We have not authorized anyone else to provide you with additional or
different information. We are only offering these securities in states where the offer is permitted. You should not assume that the information in this prospectus is accurate as of any
date other than the dates on the front of this document.

This prospectus incorporates important business and financial information about the company that is not included in or delivered with this document. For more information
regarding the documents incorporated by reference into this prospectus, see "Incorporation of Certain Information by Reference" on page 55. We will provide, without charge, to
each person, including any beneficial owner, to whom a copy of this prospectus is delivered, upon the written or oral request of such person, a copy of any or all of the information
incorporated by reference in this prospectus, other than exhibits to such information (unless such exhibits are specifically incorporated by reference into the information that this
prospectus incorporates). Requests for such copies should be directed to:
Beazer Homes USA, Inc.
Attn: Secretary
1000 Abernathy Road, Suite 260
Atlanta, Georgia 30328
Telephone: (770) 829-3700
In order to obtain timely delivery, security holders must request the information no later than five business days before July 24, 2014, the expiration date of the
exchange offer.

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SUMMARY
This summary highlights selected information from this prospectus. The following summary information is qualified in its entirety by the information contained
elsewhere in this prospectus. This summary may not contain all of the information that you should consider prior to making a decision to exchange original notes for
new notes. You should read the entire prospectus carefully, including the "Risk Factors" section beginning on page 9 of this prospectus, and the additional documents to
which we refer you. Unless the context requires otherwise, all references to "we," "us," "our," "Beazer Homes" and the "Company" refer specifically to Beazer Homes
USA, Inc. and its subsidiaries. References to the "notes" are references to the outstanding 5.750% Senior Notes due 2019 and the exchange 5.750% Senior Notes due
2019 offered hereby, collectively. Definitions for certain other defined terms may be found under "Description of the Notes -- Certain Definitions" appearing below.
The Company
Beazer Homes USA, Inc.
We are a geographically diversified homebuilder with active operations in 16 states within three geographic regions in the United States: West, East and Southeast.
Our homes are designed to appeal to homeowners at various price points across various demographic segments and are generally offered for sale in advance of their
construction. Our objective is to provide our customers with homes that incorporate exceptional value and quality while seeking to maximize our return on invested capital
over the course of a housing cycle.
Our principal executive offices are located at 1000 Abernathy Road, Suite 260, Atlanta, Georgia 30328, telephone (770) 829-3700. We also provide information about
our active communities through our Internet website located at http://www.beazer.com. Except for materials specifically incorporated by reference herein, information on our
website is not a part of and shall not be deemed incorporated by reference in this prospectus.
The Exchange Offer

The Exchange Offer
We are offering to exchange up to $325,000,000 aggregate principal amount of our new 5.750% Senior
Notes due 2019 (the "new notes") for up to $325,000,000 aggregate principal amount of our original
5.750% Senior Notes due 2019 (the "original notes"), which are currently outstanding. Original notes may
only be exchanged in a minimum principal amount of $2,000 and $1,000 principal increments above such
minimum. In order to be exchanged, an original note must be properly tendered and accepted. All original
notes that are validly tendered and not validly withdrawn prior to the expiration of the exchange offer will
be exchanged.

Resales Without Further Registration
Based on interpretations by the staff of the Securities and Exchange Commission (the "SEC") in several no
action letters issued to third parties, we believe that the new notes issued pursuant to the exchange offer
may be offered for resale, resold or otherwise transferred by you without compliance with the registration
and prospectus delivery provisions of the Securities Act of 1933, as amended (the "Securities Act"),
provided that:

· you are acquiring the new notes issued in the exchange offer in the ordinary course of your business;

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· you have not engaged in, do not intend to engage in, and have no arrangement or understanding with

any person to participate in, the distribution of the new notes issued to you in the exchange offer in
violation of the provisions of the Securities Act; and

· you are not our "affiliate," as defined under Rule 405 of the Securities Act.

Each broker-dealer that receives new notes for its own account in exchange for original notes, where such
original notes were acquired by such broker-dealer as a result of market-making activities or other trading

activities, must acknowledge that it will deliver a prospectus in connection with any resale of such new
notes.
The letter of transmittal states that, by so acknowledging that it will deliver and by delivering a prospectus,
a broker-dealer will not be deemed to admit that it is an "underwriter" within the meaning of the Securities
Act. This prospectus, as it may be amended or supplemented from time to time, may be used by a broker-
dealer in connection with resales of new notes received in exchange for original notes where such original
notes were acquired by such broker-dealer as a result of market-making activities or other trading
activities. We have agreed to use our reasonable best efforts to make this prospectus, as amended or
supplemented, available to any broker-dealer for a period of 210 days after the date of this prospectus for
use in connection with any such resale. See "Plan of Distribution."

Expiration Date
5:00 p.m., New York City time, on July 24, 2014, unless we extend the exchange offer.

Accrued Interest on the New Notes and Original Notes
The new notes will bear interest from April 8, 2014 or the last interest payment date on which interest was
paid on the original notes surrendered in exchange therefor. Holders of original notes that are accepted for
exchange will be deemed to have waived the right to receive any payment in respect of interest on such
original notes accrued to the date of issuance of the new notes.

Conditions to the Exchange Offer
The exchange offer is subject to certain customary conditions which we may waive. See "The Exchange
Offer -- Conditions."

Procedures for Tendering Original Notes
Each holder of original notes wishing to accept the exchange offer must complete, sign and date the letter of
transmittal, or a facsimile of the letter of transmittal; or if the original notes are tendered in accordance with
the book-entry procedures described in this prospectus, the tendering holder must transmit an agent's
message to the exchange agent at the address listed in this prospectus. You must mail or otherwise deliver
the required documentation together with the original notes to the exchange agent.

Special Procedures for Beneficial Holders
If you beneficially own original notes registered in the name of a broker, dealer, commercial bank, trust
company or other nominee and you wish to tender your original notes in the exchange offer, you

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should contact such registered holder promptly and instruct them to tender on your behalf. If you wish to
tender on your own behalf, you must either arrange to have your original notes registered in your name or

obtain a properly completed bond power from the registered holder. The transfer of registered ownership
may take considerable time.

Guaranteed Delivery Procedures
You must comply with the applicable guaranteed delivery procedures for tendering if you wish to tender
your original notes and:

· your original notes are not immediately available;

· time will not permit your required documents to reach the exchange agent prior to 5:00 p.m., New

York City time, on the expiration date of the exchange offer; or

· you cannot complete the procedures for delivery by book-entry transfer prior to 5:00 p.m., New York

City time, on the expiration date of the exchange offer.

Withdrawal Rights
You may withdraw your tender of original notes at any time prior to 5:00 p.m., New York City time, on the
date the exchange offer expires.

Failure to Exchange Will Affect You Adversely
If you are eligible to participate in the exchange offer and you do not tender your original notes, you will not
have further exchange or registration rights and your original notes will continue to be subject to restrictions
on transfer under the Securities Act. Accordingly, the liquidity of the original notes will be adversely
affected.

Material U.S. Federal Income Tax Consequences
Your participation in the exchange offer will not be a taxable event for U.S. federal income tax purposes.
Accordingly, you will not recognize any taxable gain or loss as a result of the exchange. See "Material U.S.
Federal Income Tax Consequences of the Exchange Offer."

Exchange Agent
U.S. Bank National Association is serving as exchange agent in connection with the Exchange Offer.
Deliveries by hand, registered, certified, first class or overnight mail should be addressed to U.S. Bank
National Association, 111 Fillmore Avenue, St. Paul, MN 55107-1402, Attention: Specialized Finance
Department, Reference: Beazer Homes USA, Inc. Exchange. For information with respect to the Exchange
Offer, contact the Exchange Agent at telephone number (800) 934-6802 or facsimile number
(651) 466-7372.

Use of Proceeds
We will not receive any proceeds from the exchange offer. See "Use of Proceeds."

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Summary of Terms of New Notes
The exchange offer constitutes an offer to exchange up to $325,000,000 aggregate principal amount of the new notes for up to an equal aggregate principal amount of
the original notes. The new notes will be obligations of Beazer Homes evidencing the same indebtedness as the original notes, and will be entitled to the benefit of the same
indenture. The form and terms of the new notes are substantially the same as the form and terms of the original notes except that the new notes have been registered under the
Securities Act. See "Description of the Notes."

Freely Transferable
The new notes will be freely transferable under the Securities Act by holders who are not restricted
holders. Restricted holders are restricted from transferring the new notes without compliance with the
registration and prospectus delivery requirements of the Securities Act. The new notes will be identical in
all material respects (including interest rate, maturity and restrictive covenants) to the original notes, with
the exception that the new notes will be registered under the Securities Act. See "The Exchange Offer --
Terms of the Exchange Offer."

Registration Rights
The holders of the original notes currently are entitled to certain registration rights pursuant to the
registration rights agreement entered into on the issue date of the original notes by and among Beazer
Homes, the subsidiary guarantors named therein and the initial purchasers named therein, including the right
to cause Beazer Homes to register the original notes for resale under the Securities Act if the exchange offer
is not consummated prior to the exchange offer termination date. However, pursuant to the registration rights
agreement, such registration rights will expire upon consummation of the exchange offer. Accordingly,
holders of original notes who do not exchange their original notes for new notes in the exchange offer will
not be able to reoffer, resell or otherwise dispose of their original notes unless such original notes are
subsequently registered under the Securities Act or unless an exemption from the registration requirements
of the Securities Act is available.
Terms of New Notes

Issuer
Beazer Homes USA, Inc.

Securities
$325.0 million aggregate principal amount of 5.750% senior notes due 2019.

Maturity
June 15, 2019.

Interest Payment Dates
June 15 and December 15, commencing on December 15, 2014. Interest will accrue from April 8, 2014, or
the date it was most recently paid on the original notes.

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