Pricing Agreement for $200,000,000 8.125% Senior Notes Due 2011 between Pulte Corporation, Subsidiary Guarantors, and Underwriters

Summary

Pulte Corporation and its subsidiary guarantors have entered into a pricing agreement with several underwriters, including Banc One Capital Markets, Banc of America Securities, Merrill Lynch, SunTrust Equitable Securities, and Comerica Securities. The agreement sets the terms for the sale of $200 million in 8.125% senior notes due March 1, 2011. The underwriters will purchase the notes at a specified price, and the notes will be guaranteed by the subsidiaries. The agreement outlines the interest rate, payment terms, and key covenants, with closing scheduled for February 26, 2001.

EX-1.2 3 k60393ex1-2.txt PRICING AGREEMENT DATED 2/21/01 1 Exhibit 1.2 $200,000,000 AGGREGATE PRINCIPAL AMOUNT OF 8.125% SENIOR NOTES DUE MARCH 1, 2011 PULTE CORPORATION (a Michigan Corporation) ISSUER ABACOA HOMES, INC. AMERICAN TITLE OF THE PALM BEACHES CORP. AMERICAN TITLE OF THE PALM BEACHES, LTD. CARR'S GRANT, L.L.C. DEVTEX LAND, L.P. DIVOSTA BUILDING CORPORATION DIVOSTA AND COMPANY, INC. DIVOSTA HOMES, INC. FLORIDA BUILDING PRODUCTS, INC. FLORIDA CLUB HOMES, INC. HAMMOCK RESERVE DEVELOPMENT COMPANY HARRISON HILLS, LLC HOMESITE SOLUTIONS CORPORATION ISLAND WALK DEVELOPMENT COMPANY ONE WILLOWBROOK L.L.C. PB VENTURE L.L.C. PBW CORPORATION PC/BRE DEVELOPMENT L.L.C. PC/BRE SPRINGFIELD L.L.C. PC/BRE VENTURE L.L.C. PC/BRE WHITNEY OAKS L.L.C. PC/BRE WINFIELD L.L.C. PC/PALM BEACH, INC. PN I, INC. PN II, INC. PULTE DEVELOPMENT CORPORATION PULTE HOME CORPORATION PULTE HOME CORPORATION OF THE DELAWARE VALLEY PULTE HOME CORPORATION OF NEW ENGLAND PULTE HOMES OF TEXAS, L.P. PULTE HOMES OF GREATER KANSAS CITY, INC. PULTE HOMES OF MICHIGAN CORPORATION PULTE HOMES OF MICHIGAN I L.P. PULTE HOMES OF MINNESOTA CORPORATION PULTE HOMES OF OHIO CORPORATION PULTE HOMES OF SOUTH CAROLINA, INC. PULTE HOMES TENNESSEE LIMITED PARTNERSHIP PULTE LAND COMPANY, LLC 2 PULTE LAND DEVELOPMENT CORPORATION PULTE LIFESTYLE COMMUNITIES, INC. PULTE PAYROLL CORPORATION PULTE-IN CORP. RADNOR HOMES, INC. RIVERWALK COMMERCE ACQUISITION CORP. RIVERWALK OF THE PALM BEACHES DEVELOPMENT COMPANY, INC. RN ACQUISITION 2 CORP. SEAN/CHRISTOPHER HOMES, INC. VILLAGE WALK DEVELOPMENT COMPANY, INC. PULTE COMMUNITIES NJ, LIMITED PARTNERSHIP PULTE HOMES OF NJ, LIMITED PARTNERSHIP PULTE HOMES OF NEW YORK, INC. PULTE HOMES OF PA, LIMITED PARTNERSHIP PULTE MICHIGAN HOLDINGS CORPORATION PULTE MICHIGAN SERVICES, LLC WILBEN, LLLP WIL CORPORATION SUBSIDIARY GUARANTORS 3 PRICING AGREEMENT (Senior Debt Securities) February 21, 2001 Banc One Capital Markets, Inc. 1 Bank One Plaza Chicago, IL 60670 Banc of America Securities LLC Bank of America Corporate Center 100 North Tryon Street Charlotte, NC 28255 Merrill Lynch & Co. Merrill Lynch, Pierce, Fenner & Smith Incorporated 5500 Sears Tower Chicago, IL 60606 SunTrust Equitable Securities Corporation 303 Peachtree Street, N.E. Atlanta, GA 30508 Comerica Securities, Inc. Comerica Tower at Detroit Center 500 Woodward Avenue Detroit, MI 48226 Ladies and Gentlemen: Reference is made to the Purchase Agreement dated February 21, 2001 (the "Purchase Agreement") among Pulte Corporation (the "Company"), the Subsidiary Guarantors named therein (the "Subsidiary Guarantors") and the several Underwriters named in Schedule A hereto or thereto (the "Underwriters"). The Purchase Agreement provides for the purchase by the Underwriters from the Company, subject to the terms and conditions set forth therein, of $200,000,000 aggregate principal amount of the Company's 8.125% Senior Notes due March 1, 2011 (the "Offered Securities"). This Agreement is the Pricing Agreement referred to in the Purchase Agreement. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. Pursuant to Section 2 of the Purchase Agreement, each of the Company and the Subsidiary Guarantors agrees with each Underwriter as follows: 1. The initial public offering price of the Offered Securities shall be 99.391% of the principal amount thereof, plus accrued interest, if any, from the date of issuance. 2. The purchase price to be paid by the Underwriters for the Offered Securities shall be 98.741% of the principal amount thereof. 1 4 3. The interest rate on the Offered Securities shall be 8.125% per annum. 4. The Offered Securities shall be subject to the covenants contained in Sections 1006 and 1007 of the Indenture relating to Restrictions on Creation of Secured Debt and Restrictions on Sale and Leaseback Transactions and the covenants contained in Article Eight of the Indenture relating to Consolidation, Merger, Conveyance, Transfer or Lease. 5. The Offered Securities shall be subject to defeasance in accordance with the terms of Article Fourteen of the Indenture. 6. The Offered Securities shall be guaranteed by the Subsidiary Guarantors on a senior basis. 7. Payment shall be made to the Company by wire transfer of same day funds pursuant to written instructions received by the Underwriters no later than three business days before the Closing Time. 8. The Closing shall occur at 10:00 a.m. New York City time on February 26, 2001 at the offices of Brown & Wood LLP, One World Trade Center, New York, New York 10048. If the foregoing is in accordance with your understanding of our agreement, please sign and return to the Company a counterpart hereof, whereupon this instrument, along with all counterparts, will become a binding agreement between the Underwriters, the Company and the Subsidiary Guarantors in accordance with its terms. 2 5 Very truly yours, PULTE CORPORATION By: /s/ Bruce E. Robinson --------------------------------- Title: Vice President Guarantors ABACOA HOMES, INC. AMERICAN TITLE OF THE PALM BEACHES CORP. AMERICAN TITLE OF THE PALM BEACHES, LTD. CARR'S GRANT, L.L.C. DEVTEX LAND, L.P. DIVOSTA BUILDING CORPORATION DIVOSTA AND COMPANY, INC. DIVOSTA HOMES, INC. FLORIDA BUILDING PRODUCTS, INC. FLORIDA CLUB HOMES, INC. HAMMOCK RESERVE DEVELOPMENT COMPANY HARRISON HILLS, LLC HOMESITE SOLUTIONS CORPORATION ISLAND WALK DEVELOPMENT COMPANY ONE WILLOWBROOK L.L.C. PB VENTURE L.L.C. PBW CORPORATION PC/BRE DEVELOPMENT L.L.C. PC/BRE SPRINGFIELD L.L.C. PC/BRE VENTURE L.L.C. PC/BRE WHITNEY OAKS L.L.C. PC/BRE WINFIELD L.L.C. PC/PALM BEACH, INC. PN I, INC. PN II, INC. PULTE DEVELOPMENT CORPORATION PULTE HOME CORPORATION PULTE HOME CORPORATION OF THE DELAWARE VALLEY PULTE HOME CORPORATION OF NEW ENGLAND 6 PULTE HOMES OF TEXAS, L.P. PULTE HOMES OF GREATER KANSAS CITY, INC. PULTE HOMES OF MICHIGAN CORPORATION PULTE HOMES OF MICHIGAN I L.P. PULTE HOMES OF MINNESOTA CORPORATION PULTE HOMES OF OHIO CORPORATION PULTE HOMES OF SOUTH CAROLINA, INC. PULTE HOMES TENNESSEE LIMITED PARTNERSHIP PULTE LAND COMPANY, LLC PULTE LAND DEVELOPMENT CORPORATION PULTE LIFESTYLE COMMUNITIES, INC. PULTE PAYROLL CORPORATION PULTE-IN CORP. RADNOR HOMES, INC. RIVERWALK COMMERCE ACQUISITION CORP. RIVERWALK OF THE PALM BEACHES DEVELOPMENT COMPANY, INC. RN ACQUISITION 2 CORP. SEAN/CHRISTOPHER HOMES, INC. VILLAGE WALK DEVELOPMENT COMPANY, INC. PULTE COMMUNITIES NJ, LIMITED PARTNERSHIP PULTE HOMES OF NJ, LIMITED PARTNERSHIP PULTE HOMES OF NEW YORK, INC. PULTE HOMES OF PA, LIMITED PARTNERSHIP PULTE MICHIGAN HOLDINGS CORPORATION PULTE MICHIGAN SERVICES, LLC WILBEN, LLLP WIL CORPORATION By: /s/ Bruce E. Robinson ---------------------------- Title: Authorized Officer 2 7 CONFIRMED AND ACCEPTED, as of the date first above written: Banc One Capital Markets, Inc. Banc of America Securities LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated SunTrust Equitable Securities Corporation Comerica Securities, Inc. (SUM) Banc One Capital Markets, Inc. Banc of America Securities LLC BANC ONE CAPITAL MARKETS, INC. By: /s/ Katherine Cokic --------------------------------- Title: Associate Director BANC OF AMERICA SECURITIES LLC By: /s/ Lynn McConnell --------------------------------- Title: Managing Director For themselves and on behalf of the several Underwriters 3