Transactions

November 2024

Acquisition of

Financial advisor to Rausch Coleman Homes

• Transaction highlights the continued consolidation trends experienced in the homebuilding sector
• Expands Lennar’s footprint into new markets including Arkansas, Oklahoma, Kansas and Missouri while adding to its existing footprint in Texas, Oklahoma, Alabama and Florida
• Vestra supported Rausch Coleman through negotiations, deal structuring and due diligence

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Acquisition of

• On November 19, Lennar Corporation (NYSE: LEN and LEN.B) announced that it has entered into a definitive agreement to acquire Rausch Coleman Homes
• Rausch Coleman is a leading regional homebuilder with a market leading presence in Arkansas, Oklahoma, and Alabama with a growing footprint in Texas, Kansas / Missouri and Florida
• Lennar will acquire Rausch Coleman’s homebuilding operations, which expects to deliver approximately 5,000 homes with an average sales price of $230,000 in calendar year 2024
• In connection with Lennar’s land light strategy, Lennar intends to assign the purchase of, and option, all of Rausch Coleman’s land assets with a third party
• Vestra supported Rausch Coleman through negotiations, deal structuring and due diligence process

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November 2024

Acquisition of

Sole financial advisor to Littlejohn

• Transaction highlights the significant secular conversion opportunity for off-site construction across end markets, with a clear value proposition to customers
• Proof of concept that off-site manufacturing is viable at scale, and can produce highly attractive financial metrics
• Vestra provided services related to the validation of Littlejohn’s investment thesis for modular, and detailed transaction-related due diligence and valuation

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Acquisition of

• On November 4, 2024 Littlejohn & Co., LLC, a private investment firm based in Greenwich, CT, announced that it has acquired Sunbelt Modular, Inc., a leading designer and manufacturer of modular solutions
• Founded over 45 years ago, Sunbelt provides a robust suite of highly engineered structures for both custom and fleet applications serving a diverse set of commercial end markets
• Sunbelt differentiates itself through its in-house technical expertise, comprehensive product offering, and national footprint, which positions it as a highly valued partner to their long tenured customer base
• The investment was supported by Littlejohn’s investment thesis that modular construction provides a superior value proposition, underpinned by accelerated construction timelines, higher quality control, reduced waste and energy consumption, and improved worker safety, which will drive adoption across a variety of end markets
• Vestra conducted detailed due diligence, market analysis, competitive positioning and valuation to support Littlejohn’s investment

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February 2024

Acquisition of

Exclusive Financial Advisor to BDX

• Combines one of the housing industry’s most comprehensive data providers with the largest portal for new construction listings
• Creates an end-to-end digital home shopping platform, from lot selection to interior finishes
• Vestra advised BDX’s parent company (Builder Homesite) Board of Directors on:
  • Review of strategic alternatives
  • Transaction structuring and negotiation

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Acquisition of

• On February 21, 2024 Zonda entered into an agreement to acquire Builders Digital Experience (“BDX”) which includes NewHomeSource.com
  • The deal combined one of the housing industry’s most comprehensive data providers with the largest portal for new construction listings
• BDX’s parent Company, Builder Homesite (“BHI”) has been dedicated to bringing digital solutions to the homebuilding industry since 2000
  • BHI was formed by 24 U.S. builders and in addition to BDX operates EX Squared Solutions (“EX2”), which was excluded from the transaction
• The transaction creates a unique end-to-end digital home shopping platform, from lot selection to interior customization
  • Provides homebuilder customers a higher volume of quality leads and deeper engagement with potential homebuyers
• Vestra advised BHI’s Board of Directors on its review of strategic alternatives, transaction structuring, negotiation and consortium approvals

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January 2024

$4.9bn Acquisition of

Exclusive Financial Advisors to MDC

• Creates the 5th largest homebuilder in the U.S. by closings (+15,000 in 2022)
• Critical expansion of Sekisui’s U.S. footprint, creating a viable pathway for transfer of technology (SHAWOOD) to new markets
• Vestra supported M.D.C. through negotiations, deal structuring and due diligence
  • Also delivered a Fairness Opinion to M.D.C.’s Board of Directors

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$4.9bn Acquisition of

• On January 18, 2024 Sekisui House entered into an agreement to acquire M.D.C. Holdings for an all cash consideration of $63.00 per share
  • Price per share premium of 19% prior to the closing price on January 17, 2024 and 41% to M.D.C.’s 90-day VWAP
  • Transaction implies equity purchase price of $4.9bn, representing a price / book value multiple of 1.5x (9/30/2023) and price / EPS of 12.4x (2024E)
• The transaction is the 2nd largest M&A transaction in the homebuilding sector and the largest cross boarder homebuilding M&A transaction
  • Creates the 5th largest homebuilder in the U.S. with more than 15,000 combined closings in 2022
• Expands Sekisui’s U.S. footprint and creates a viable path for transferring its SHAWOOD technology to new markets
• Vestra supported M.D.C. through negotiations, deal structuring and due diligence, also delivering a Fairness Opinion to M.D.C.’s Board of Directors

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January 2024

$162mm Initial Public Offering

Capital Markets Advisor to Smith Douglas Homes

• Critical transaction for one the fastest growing builders in the U.S.
• Land-light, production focused builder in high-growth Coastal Atlantic and Central U.S. markets including AL, GA, NC, TN and TX
• Vestra provided advice to the Board of Directors and family owners throughout the transaction preparation and execution process

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$162mm Initial Public Offering

• On January 10, 2024 Smith Douglas Homes successfully priced its $162mm IPO at $21.00 per share, the high end of its filing range ($18.00 – $21.00)
  • Represented a market capitalization of $1.1bn and implied a valuation of 3.4x price / pro-forma 2023 tangible book value
• Critical transaction supporting on-going expansion of one the fastest growing builders in the U.S.
  • Focused on entry-level markets (ASPs of ~$340k) in high-growth Coastal Atlantic and Central U.S. states including AL, GA, NC, TN and TX
• With +95% of lots optioned (excluding WIP lots) as of September 30, 2023 the Company operates a land-light, production focused business model
  • “Rteam” production process delivers highly efficient operations including more than 2,200 closings in the LTM period prior to the transaction
• Vestra provided advice to the Board of Directors and family owners throughout the transaction preparation and execution process

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January 2024

$232mm Acquisition of

Exclusive Financial Advisor to Landsea

• Furthers Landsea’s goal of becoming a leading builder within high-growth Texas markets
• Antares’ asset-light, high return business to be immediately accretive to Landsea’s earnings and Return on Equity
• Vestra supported Landsea through due diligence, negotiations and deal structuring
  • Additionally assisted in developing a strategy for transaction financing

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$232mm Acquisition of

• On January 9, 2024 Landsea entered into a definitive agreement to acquire Antares Homes for $232mm (equity purchase price of $185mm)
• Founded in the late 1990s, Antares focused on building entry-level and move-up homes throughout the Dallas and Ft. Worth markets
  • At the time of the transaction, Antares was the 10th largest builder in Ft. Worth with 19 communities either active or under development
• The transaction represented a significant step in Landsea’s plan of becoming a leading builder within high-growth Texas markets
  • Added 2,300 lots to Landsea’s portfolio (~80% of which were controlled)
• Antares’ asset-light, high return business was expected to be immediately accretive to Landsea’s earnings and Return on Equity
• Vestra provided in-depth analysis on Antares’ positions and plan, additionally supporting Landsea in negotiations, deal structuring and financing

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