STANDARD PACIFIC CORP. 12,500,000 Shares of Common Stock Underwriting AgreementStandard Pacific Corp /De/ • August 6th, 2012 • Operative builders • New York
Standard Pacific Corp., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 12,500,000 shares of common stock, par value $0.01 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 1,875,000 shares of common stock of the Company solely to cover over-allotments (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.”
STANDARD PACIFIC CORP. $220,000,000 1.25% Convertible Senior Notes due 2032 Underwriting AgreementStandard Pacific Corp /De/ • August 6th, 2012 • Operative builders • New York
Standard Pacific Corp., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $220,000,000 principal amount of its 1.25% Convertible Senior Notes due 2032 (the “Firm Securities”) and, at the option of the Underwriters, up to an additional $33,000,000 principal amount of its 1.25% Convertible Senior Notes due 2032 solely to cover over-allotments (the “Option Securities”) if and to the extent that the Underwriters shall have determined to exercise the option to purchase such 1.25% Convertible Senior Notes due 2032 granted to the Underwriters in Section 2 hereof. The Firm Securities and the Option Securities are herein referred to as the “Securities.” The Securities will be convertible into shares (the “Underlying Securities”) of common stock of the Company, par value $0.01 per share (the “Common Stock”). The Securities will be issu
EIGHTEENTH SUPPLEMENTAL INDENTURE by and among STANDARD PACIFIC CORP., the Guarantors listed herein and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Dated as of August 6, 2012 AUTHORIZING THE ISSUANCE OF 1.25% Convertible Senior Notes...Supplemental Indenture • August 6th, 2012 • Standard Pacific Corp /De/ • Operative builders • New York
This Eighteenth Supplemental Indenture, dated as of August 6, 2012 (this “Eighteenth Supplemental Indenture”), is entered into among Standard Pacific Corp., a Delaware corporation (the “Company”), the Guarantors (as defined herein) and The Bank of New York Mellon Trust Company, N.A. (as successor to J.P. Morgan Trust Company, National Association, Bank One Trust Company, N.A. and The First National Bank of Chicago), as trustee (the “Trustee”).
NINETEENTH SUPPLEMENTAL INDENTURE by and among STANDARD PACIFIC CORP. AND THE GUARANTORS PARTY HERETO and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Dated as of August 6, 2012 (Supplemental to the Indenture dated as of April 1, 1999)Nineteenth Supplemental Indenture • August 6th, 2012 • Standard Pacific Corp /De/ • Operative builders • New York
This Nineteenth Supplemental Indenture, dated as of August 6, 2012 (the “Nineteenth Supplemental Indenture”), is entered into among Standard Pacific Corp., a Delaware corporation (the “Company”), the guarantors listed on the signature page hereto (the “Guarantors”), and The Bank of New York Mellon Trust Company, N.A. (as successor in interest to J.P. Morgan Trust Company, National Association, Bank One Trust Company, N.A. and First National Bank of Chicago), as trustee (the “Trustee”).
