THE NEW HOME COMPANY INC. 3,500,000 Shares 1 Common Stock ($0.01 par value) Underwriting AgreementUnderwriting Agreement • December 8th, 2015 • New Home Co Inc. • Operative builders • New York
The New Home Company Inc., a corporation organized under the laws of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the number of shares of common stock, $0.01 par value (“Common Stock”), of the Company set forth in Schedule I hereto (the “Securities”) (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to the number of additional shares of Common Stock set forth in Schedule I hereto (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Under
THE NEW HOME COMPANY INC., THE GUARANTORS from time to time party hereto, and U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of March 17, 2017 7.250% Senior Notes Due 2022Indenture • March 20th, 2017 • New Home Co Inc. • Operative builders • New York
INDENTURE dated as of March 17, 2017, among THE NEW HOME COMPANY INC., a Delaware corporation (the “Company”), the Guarantors (as hereinafter defined) that from time to time become parties to this Indenture and U.S. BANK NATIONAL ASSOCIATION (the “Trustee”).
THE NEW HOME COMPANY INC. Shares1 Common Stock ($0.01 par value) Underwriting AgreementUnderwriting Agreement • January 24th, 2014 • New Home Co LLC • Operative builders • New York
The New Home Company Inc., a corporation organized under the laws of Delaware (the “Company,” which term shall be deemed to include The New Home Company LLC, a Delaware limited liability company and predecessor of The New Home Company Inc. (the “Predecessor”)), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, shares of common stock, $0.01 par value (“Common Stock”) of the Company (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to additional shares of Common Stock to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representative
CREDIT AGREEMENT DATED AS OF JUNE 26, 2014 BETWEEN THE NEW HOME COMPANY INC.,Credit Agreement • July 2nd, 2014 • New Home Co Inc. • Operative builders • California
This Credit Agreement (the “Agreement”), dated as of June 26, 2014, is among The New Home Company Inc., a Delaware corporation, the Lenders and U.S. Bank National Association d/b/a Housing Capital Company, a national banking association, as LC Issuer, Swing Line Lender and Administrative Agent. The parties hereto agree as follows:
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • July 30th, 2019 • New Home Co Inc. • Operative builders • California
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) between The New Home Company Inc., a Delaware corporation (the “Company”), and Leonard S. Miller (“Executive”) is entered into as of July 30, 2019, effective as of August 30, 2019 (the “Effective Date”). Effective as of the Effective Date, this Agreement amends and restates in its entirety that certain Employment Agreement, dated February 16, 2017, as amended by that certain Amendment to Employment Agreement dated as of February 16, 2018, in each case, by and between Executive and the Company (together, the “Prior Agreement”). In consideration of the covenants contained herein, the parties agree as follows:
AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF MAY 10, 2016 BETWEEN THE NEW HOME COMPANY INC.,Credit Agreement • May 11th, 2016 • New Home Co Inc. • Operative builders • California
This Amended and Restated Credit Agreement (the “Agreement”), dated as of May 10, 2016, is among The New Home Company Inc., a Delaware corporation, as Borrower, the Lenders and U.S. Bank National Association d/b/a Housing Capital Company, a national banking association, as LC Issuer, Swing Line Lender and Administrative Agent.
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 27th, 2014 • New Home Co Inc. • Operative builders • Delaware
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made as of ____________, 2014 by and between The New Home Company Inc., a Delaware corporation (the “Company”), and ___________________, a director and/or officer of the Company (the “Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 27th, 2014 • New Home Co Inc. • Operative builders • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is dated February 5, 2014 and is by and among The New Home Company Inc., a Delaware corporation (the “Company”) (having been converted from The New Home Company LLC in connection with the initial public offering (“IPO”) of shares of Common Stock (as hereinafter defined) of the Company), TNHC PARTNERS LLC (“TNHC Partners”), a Delaware limited liability company, IHP CAPITAL PARTNERS VI, LLC (“IHP”), a Delaware limited liability company, WATT/TNHC LLC (“Watt”), a California limited liability company and TCN/TNHC LP (“Tricon,” and collectively with TNHC Partners, IHP and Watt, the “TNHC Stockholders”), a Delaware limited partnership.
The New Home Company Inc., THE GUARANTORS from time to time party hereto, and U.S. BANK NATIONAL ASSOCIATION, as TrusteeIndenture • October 28th, 2020 • New Home Co Inc. • Operative builders • New York
INDENTURE dated as of October 28, 2020, among THE NEW HOME COMPANY INC., a Delaware corporation (the “Company”), the Guarantors (as hereinafter defined) that from time to time become parties to this Indenture and U.S. Bank National Association (the “Trustee”).
THE NEW HOME COMPANY INC.Restricted Stock Unit Award Agreement • February 26th, 2016 • New Home Co Inc. • Operative builders • Delaware
The New Home Company Inc., a Delaware corporation (the “Company”), hereby grants to [________] (the “Holder”) as of [_______] (the “Grant Date”), pursuant to the terms and conditions of The New Home Company Inc. 2014 Long-Term Incentive Plan (the “Plan”), a restricted stock unit award (the “Award”) with respect to [_____] shares of the Company’s Common Stock, par value $0.01 per share (“Common Stock”), upon and subject to the restrictions, terms and conditions set forth in the Plan and this agreement (the “Agreement”).
The New Home Company Inc. and American Stock Transfer & Trust Company, LLC as Rights Agent Tax Benefit Preservation Plan Dated as of May 8, 2020Tax Benefit Preservation Plan • May 8th, 2020 • New Home Co Inc. • Operative builders • Delaware
The Plan provides that until the Distribution Date (or earlier redemption, exchange, termination or expiration of the Rights), the Rights will be transferred with and only with the Common Stock. Until the Distribution Date (or earlier redemption, exchange, termination or expiration of the Rights), new Common Stock certificates issued after the close of business on the Record Date upon transfer or new issuance of the Common Stock will contain a notation incorporating the Plan by reference, and the Company will deliver a notice to that effect upon the transfer or new issuance of book entry shares. Until the Distribution Date (or earlier redemption, exchange, termination or expiration of the Rights), the surrender for transfer of any certificates for Common Stock or any book entry shares, with or without such notation, notice or a copy of this Summary of Rights, will also constitute the transfer of the Rights associated with the Common Stock represented by such certificate or the book ent
AGREEMENT AND PLAN OF MERGER by and among NEWPORT HOLDINGS, LLC, NEWPORT MERGER SUB, INC. and THE NEW HOME COMPANY INC. Dated as of July 23, 2021Merger Agreement • July 26th, 2021 • New Home Co Inc. • Operative builders • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of July 23, 2021 (this “Agreement”), is made by and among Newport Holdings, LLC, a Delaware limited liability company (“Parent”); Newport Merger Sub, Inc., a Delaware corporation and a wholly owned, direct subsidiary of Parent (“Merger Sub”); and The New Home Company Inc., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 9.6, Section 9.7 or as otherwise defined elsewhere in this Agreement, unless the context clearly indicates otherwise.
THIRD MODIFICATION AGREEMENTModification Agreement • July 30th, 2020 • New Home Co Inc. • Operative builders • California
This Amended and Restated Credit Agreement (the “Agreement”), dated as of May 10, 2016, as modified by that certain Modification Agreement dated as of September 27, 2017, that certain Second Modification Agreement dated as of August 7, 2019 and that certain Third Modification Agreement dated as of June 26, 2020, is among The New Home Company Inc., a Delaware corporation, as Borrower, the Lenders and U.S. Bank National Association d/b/a Housing Capital Company, a national banking association, as LC Issuer and Administrative Agent.
SECOND SUPPLEMENTAL INDENTURESupplemental Indenture • October 27th, 2017 • New Home Co Inc. • Operative builders
SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of July 28, 2017, among Larkspur Land 8 Investors LLC, a Delaware limited liability company, Larkspur Land 8 Owner LLC, a Delaware limited liability company (together, the “Guaranteeing Subsidiaries”), each a subsidiary of The New Home Company Inc., (or its permitted successor), a Delaware corporation (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • April 27th, 2017 • New Home Co Inc. • Operative builders
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”), is entered into as of February 16, 2017, by and between The New Home Company Inc., a Delaware corporation (the “Company”) and H. Lawrence Webb (“Executive”). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to such terms in the Employment Agreement (as defined below).
The New Home Company Enters Into a Definitive Agreement to Be Acquired by Funds Managed by Affiliates of Apollo Global Management Purchase Price of $9.00 per Share in All-Cash Transaction Valued at $173 Million in Equity Value Transaction to Provide...Merger Agreement • July 23rd, 2021 • New Home Co Inc. • Operative builders
Scottsdale, AZ and New York, NY, July 23, 2021. The New Home Company (NYSE: NWHM) (“NWHM” or “the Company”) and funds (the “Apollo Funds”) managed by affiliates of Apollo Global Management, Inc. (NYSE: APO) (together with its consolidated subsidiaries “Apollo”) today announced that they have entered into a definitive merger agreement pursuant to which the Apollo Funds have agreed to acquire the Company in an all-cash transaction for $9.00 per share. The transaction values NWHM at an enterprise value of approximately $338 million.
REVOLVING CREDIT AGREEMENT Dated as of September 26, 2013 by and among THE NEW HOME COMPANY NORTHERN CALIFORNIA LLC, a Delaware limited liability company, as Borrower and U.S. BANK NATIONAL ASSOCIATION, d/b/a Housing Capital Company, as Lender Loan...Revolving Credit Agreement • December 17th, 2013 • New Home Co LLC • Operative builders • California
THIS REVOLVING CREDIT AGREEMENT (this “Agreement”) dated as of September 26, 2013 by and between THE NEW HOME COMPANY NORTHERN CALIFORNIA LLC, a Delaware limited liability company (“Borrower”), and U.S. BANK NATIONAL ASSOCIATION, d/b/a Housing Capital Company (“Lender”).
TENDER AND SUPPORT AGREEMENTTender and Support Agreement • July 26th, 2021 • New Home Co Inc. • Operative builders • Delaware
This TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of [ ● ], is by and among Newport Holdings, LLC, a Delaware limited liability company (“Parent”), Newport Merger Sub, Inc., a Delaware corporation (“Merger Sub”) and a wholly owned subsidiary of Parent, and each of the Persons set forth on Schedule A hereto (each, a “Stockholder”).
DEVELOPMENT MANAGEMENT AGREEMENT among LARKSPUR LAND 8 OWNER, LLC, TNHC REALTY AND CONSTRUCTION, INC. and THE NEW HOME COMPANY NORTHERN CALIFORNIA LLC Dated as of June 30, 2011Development Management Agreement • May 28th, 2013 • New Home Co LLC • Operative builders • California
THIS DEVELOPMENT MANAGEMENT AGREEMENT (this “Agreement”) is dated as of June 30, 2011, by and among LARKSPUR LAND 8 OWNER, LLC, a Delaware limited liability company (the “Owner”), TNHC REALTY AND CONSTRUCTION, INC., a Delaware corporation (“TRC”), and THE NEW HOME COMPANY NORTHERN CALIFORNIA LLC, a Delaware limited liability company (the “Administrative Member”, and together with TRC, shall be collectively known as the “Manager”).
AMENDMENT NO. 1 TO TAX BENEFIT PRESERVATION PLANTax Benefit Preservation Plan • March 30th, 2021 • New Home Co Inc. • Operative builders • Delaware
This AMENDMENT NO. 1 (this “Amendment”) to that certain Tax Benefit Preservation Plan, dated as of May 8, 2020 (the “Plan”), by and between The New Home Company Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as Rights Agent (the “Rights Agent”), is effective this 29th day of March, 2021. All capitalized terms used but not defined in this Amendment shall have the meanings ascribed to such terms in the Plan.
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • April 30th, 2021 • New Home Co Inc. • Operative builders • New York
FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of February 24, 2021, by and between The New Home Company Inc., a Delaware corporation (the “Company”), the guarantors party hereto (the “Guarantors”) and U.S. Bank National Association, as trustee under the Indenture referred to below (in such capacity, the “Trustee”).
FIRST AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF LR8 INVESTORS, LLCLimited Liability Company Agreement • May 28th, 2013 • New Home Co LLC • Operative builders • Delaware
THIS FIRST AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF LR8 INVESTORS, LLC (this “Amendment”) is dated as of January 11, 2011 between MFCI8 LR, LLC, a Delaware limited liability company (“Westbrook”), and The New Home Company Southern California LLC, a Delaware limited liability company (“Sponsor”).
LIMITED LIABILITY COMPANY AGREEMENT OF TNHC RUSSELL RANCH LLCLimited Liability Company Agreement • February 11th, 2021 • New Home Co Inc. • Operative builders
This Third Amendment to Limited Liability Company Agreement of TNHC RUSSELL RANCH LLC (“Amendment”) is entered into by and between TNHC LAND COMPANY LLC, a Delaware limited liability company (“TNHC”) and IHP CAPITAL PARTNERS VI, LLC, a Delaware limited liability company (“IHP”) as of this 17th day of December, 2020 (the “Effective Date”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TNHC NEWPORT LLCLimited Liability Company Agreement • May 28th, 2013 • New Home Co LLC • Operative builders • Delaware
SEPARATION AND RELEASE AGREEMENTSeparation and Release Agreement • May 3rd, 2019 • New Home Co Inc. • Operative builders • California
This Separation and Release Agreement (the “Agreement”) is entered into by and between Thomas Redwitz (“Employee”) and The New Home Company Inc. (the “Company”), effective as of the eighth (8th) day following the date on which Employee signs this Agreement if not revoked in accordance with Section 6(d) below (the “Effective Date”). Employee wishes to voluntarily resign his employment with the Company, effective as of the Separation Date (as defined below), and the Company wishes to accept his resignation. The purpose of this Agreement is to provide separation pay to ease Employee’s transition from the Company and to settle and resolve any and all disputes and controversies of any nature existing between Employee and the Company, including, but not limited to, any claims arising out of Employee’s employment with, and separation from, the Company.
DEVELOPMENT MANAGEMENT AGREEMENT among LR8 OWNER, LLC, TNHC REALTY AND CONSTRUCTION, INC. and THE NEW HOME COMPANY OF SOUTHERN CALIFORNIA, LLC Dated as of September 22, 2010Development Management Agreement • May 28th, 2013 • New Home Co LLC • Operative builders • California
THIS DEVELOPMENT MANAGEMENT AGREEMENT (this “Agreement”) is dated as of September 22, 2010, by and among LR8 OWNER, LLC, a Delaware limited liability company (the “Owner”), TNHC REALTY AND CONSTRUCTION, INC., a Delaware corporation (“TRC”), and The New Home Company of Southern California, a Delaware limited liability company (the “Administrative Member”, and together with TRC, shall be collectively known as the “Manager”).
THIRD MODIFICATION AGREEMENTModification Agreement • August 6th, 2015 • New Home Co Inc. • Operative builders • California
This Third Modification Agreement (“Agreement”) is made as of July 22, 2015, by and between THE NEW HOME COMPANY INC., a Delaware corporation (“Borrower”), and U.S. BANK NATIONAL ASSOCIATION D/B/A HOUSING CAPITAL COMPANY, in its capacity as Administrative Agent (the “Administrative Agent”), for the benefit of Lenders under the Credit Agreement described below, LC Issuer, Swing Line Lender and a Lender.
PERFORMANCE AWARD AGREEMENTPerformance Award Agreement • February 12th, 2021 • New Home Co Inc. • Operative builders
The New Home Company Inc. (the “Company”) has granted to the participant listed below (“Participant”) a Performance Award (the “Performance Award”) described in this Performance Award Agreement Grant Notice (the “Grant Notice”), subject to the terms and conditions of the 2016 Incentive Award Plan (as amended from time to time, the “Plan”) and the Performance Award Agreement attached as Exhibit A (the “Agreement”), both of which are incorporated into this Grant Notice by reference. Capitalized terms not specifically defined in this Grant Notice or the Agreement have the meanings given to them in the Plan.
THIRD SUPPLEMENTAL INDENTUREThird Supplemental Indenture • October 27th, 2017 • New Home Co Inc. • Operative builders • New York
THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of September 18, 2017, among DMB/TNHC LLC, a Delaware limited liability company (the “Guaranteeing Subsidiary”), a subsidiary of The New Home Company Inc., (or its permitted successor), a Delaware corporation (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
SECOND AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF TNHC RUSSELL RANCH LLCLimited Liability Company Agreement • July 30th, 2019 • New Home Co Inc. • Operative builders
This Second Amendment to Limited Liability Company Agreement of TNHC RUSSELL RANCH LLC (“Amendment”) is entered into by and between TNHC LAND COMPANY LLC, a Delaware limited liability company (“TNHC”) and IHP CAPITAL PARTNERS VI, LLC, a Delaware limited liability company (“IHP”) as of this 1st day of May, 2019 (the “Effective Date”).
LIMITED LIABILITY COMPANY AGREEMENT OF TNHC RUSSELL RANCH LLC, a Delaware limited liability companyLimited Liability Company Agreement • October 27th, 2017 • New Home Co Inc. • Operative builders • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT (the “Agreement”) of TNHC RUSSELL RANCH LLC, a Delaware limited liability company (the “Company”), is made as of May 22, 2013, by and between TNHC LAND COMPANY LLC, a Delaware limited liability company (“TNHC”), and IHP CAPITAL PARTNERS VI, LLC, a Delaware limited liability company (“IHP”).
The New Home Company Inc.Registration Rights Agreement • May 5th, 2017 • New Home Co Inc. • Operative builders • New York
The New Home Company Inc., a Delaware corporation (the “Issuer”), proposes to issue and sell to the several purchasers set forth in Schedule I hereto (the “Initial Purchasers”) for whom Credit Suisse is acting as representative (in such capacity, the “Representative”), upon the terms set forth in a purchase agreement dated May 4, 2017 (the “Purchase Agreement”), $75,000,000 aggregate principal amount of its 7.250% Senior Notes due 2022 (the “Initial Securities”) to be unconditionally guaranteed (the “Guarantees”) by the subsidiaries of the Issuer listed on Schedule II hereto (the “Guarantors”, and together with the Issuer, the “Company”). The Initial Securities will be issued pursuant to the indenture, dated as of March 17, 2017 (the “Indenture”), among the Issuer, the Guarantors and U.S. Bank N.A., as trustee (the “Trustee”).
AGREEMENT OF LIMITED PARTNERSHIP OF ARANTINE HILLS HOLDINGS LPLimited Partnership Agreement • November 7th, 2014 • New Home Co Inc. • Operative builders • Delaware
This Owner-Contractor General Contract ("Contract"), is entered into on ______________, 20___("Effective Date") by ARANTINE HILLS HOLDINGS LP, a Delaware limited partnership ("Owner"), and TNHC REALTY AND CONSTRUCTION, INC., a Delaware corporation ("Contractor"). Owner and Contractor are collectively referred to as the "parties" and individually as a "party".
THIRD SUPPLEMENTAL INDENTUREThird Supplemental Indenture • August 4th, 2021 • New Home Co Inc. • Operative builders • New York
THIRD SUPPLEMENTAL INDENTURE (this “Third Supplemental Indenture”), dated as of August 3, 2021, among The New Home Company Inc. (or its permitted successor), a Delaware corporation (the “Company”), the guarantors party hereto (the “Guarantors”) and U.S. Bank National Association, as trustee under the Indenture referred to below (in such capacity, the “Trustee”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • May 3rd, 2018 • New Home Co Inc. • Operative builders
THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”), is entered into as of February 16, 2018, by and between The New Home Company Inc., a Delaware corporation (the “Company”) and H. Lawrence Webb (“Executive”). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to such terms in the Employment Agreement (as defined below).
