SPF / - Документы SEC, Годовой отчет, Доверенное заявление

As filed with the Securities and Exchange Commission on February 2, 2023

Table of Contents As filed with the Securities and Exchange Commission on February 2, 2023 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE

Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-5160382 (Ju

Calculation of Filing Fee Tables Form S-3 (Form Type) LENNAR CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) LENNAR CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit (1) Maximum Aggregate Offering Price (1) Fee Rate (1) Amount of Registration Fee (1) Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid Equity Class A Common Stock, par value $.

LEN / Lennar Corp. S-3ASR - - S-3ASR

S-3ASR Table of Contents As filed with the Securities and Exchange Commission on April 10, 2020 Registration No.

Statement of Eligibility of Trustee on Form T-1 of The Bank of New York Mellon, as trustee with respect to the Indenture, dated as of December 31, 1997.

EX-25.1 4 d849333dex251.htm EX-25.1 Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in

$3,562,407,000 LENNAR CORPORATION Offers to Exchange up to $267,708,000 aggregate principal amount of its 6.625% Senior Notes due 2020 which have been registered under the Securities Act of 1933, including related guarantees, for any and all of its o

424B3 1 d574147d424b3.htm 424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-224499 Prospectus $3,562,407,000 LENNAR CORPORATION Offers to Exchange up to $267,708,000 aggregate principal amount of its 6.625% Senior Notes due 2020 which have been registered under the Securities Act of 1933, including related guarantees, for any and all of its outstanding unregistered 6.62

LEN / Lennar Corp. CORRESP

CORRESP LENNAR CORPORATION 700 NORTHWEST 107TH AVENUE MIAMI, FLORIDA 33172 May 8, 2018 via EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.

LEN / Lennar Corp. CORRESP

CORRESP 1 filename1.htm LENNAR CORPORATION 700 Northwest 107th Avenue Miami, Florida 33172 May 8, 2018 VIA EDGAR Office of Chief Counsel Division of Corporation Finance Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Attention: Edward M. Kelly RE: LENNAR CORPORATION Ladies and Gentlemen: Lennar Corporation, a Delaware corporation (the “Company”), has filed with the Secur

Form of Letter of Transmittal with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.6, with respect to the 5.875% Senior Notes due 2024.

EX-99.7 Exhibit 99.7 LENNAR CORPORATION LETTER OF TRANSMITTAL FOR 5.875% SENIOR NOTES DUE 2024 Offer to Exchange up to $421,441,000 aggregate principal amount of its 5.875% Senior Notes due 2024 which have been registered under the Securities Act of 1933 (the “Securities Act”), including related guarantees, for any and all of its outstanding unregistered 5.875% Senior Notes due 2024, including rel

Form of Letter of Transmittal with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.7, with respect to the 5.25% Senior Notes due 2026.

EX-99.8 Exhibit 99.8 LENNAR CORPORATION LETTER OF TRANSMITTAL FOR 5.25% SENIOR NOTES DUE 2026 Offer to Exchange up to $395,535,000 aggregate principal amount of its 5.25% Senior Notes due 2026 which have been registered under the Securities Act of 1933 (the “Securities Act”), including related guarantees, for any and all of its outstanding unregistered 5.25% Senior Notes due 2026, including relate

Form of Letter of Transmittal with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.2, with respect to the 6.625% Senior Notes due 2020.

EX-99.3 Exhibit 99.3 LENNAR CORPORATION LETTER OF TRANSMITTAL FOR 6.625% SENIOR NOTES DUE 2020 Offer to Exchange up to $267,708,000 aggregate principal amount of its 6.625% Senior Notes due 2020 which have been registered under the Securities Act of 1933 (the “Securities Act”), including related guarantees, for any and all of its outstanding unregistered 6.625% Senior Notes due 2020, including rel

Form of Letter of Transmittal with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.3, with respect to the 8.375% Senior Notes due 2021.

EX-99.4 Exhibit 99.4 LENNAR CORPORATION LETTER OF TRANSMITTAL FOR 8.375% SENIOR NOTES DUE 2021 Offer to Exchange up to $397,610,000 aggregate principal amount of its 8.375% Senior Notes due 2021 which have been registered under the Securities Act of 1933 (the “Securities Act”), including related guarantees, for any and all of its outstanding unregistered 8.375% Senior Notes due 2021, including rel

Form of Letter to Nominees.

EX-99.11 Exhibit 99.11 LENNAR CORPORATION Offers to Exchange up to $267,708,000 aggregate principal amount of its 6.625% Senior Notes due 2020 which have been registered under the Securities Act of 1933, including related guarantees, for any and all of its outstanding unregistered 6.625% Senior Notes due 2020, including related guarantees; up to $300,000,000 aggregate principal amount of its 2.95%

Statement of Eligibility of Trustee on Form T-1 of The Bank of New York Mellon, as trustee with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.2, governing the 6.625% Senior Notes due 2020.

EX-25.2 Exhibit 25.2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-516

Statement of Eligibility of Trustee on Form T-1 of The Bank of New York Mellon, as trustee with respect to the Indenture, dated as of November 29, 2017 and identified as Exhibit 4.1, governing the 2.95% Senior Notes due 2020 and the 4.75% Senior Notes due 2027.

EX-25.1 Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-516

Statement of Eligibility of Trustee on Form T-1 of The Bank of New York Mellon, as trustee with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.7, governing the 5.25% Senior Notes due 2026.

EX-25.7 Exhibit 25.7 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-516

Form of Letter to Clients.

EX-99.10 Exhibit 99.10 LENNAR CORPORATION Offers to Exchange up to $267,708,000 aggregate principal amount of its 6.625% Senior Notes due 2020 which have been registered under the Securities Act of 1933, including related guarantees, for any and all of its outstanding unregistered 6.625% Senior Notes due 2020, including related guarantees; up to $300,000,000 aggregate principal amount of its 2.95%

Statement of Eligibility of Trustee on Form T-1 of The Bank of New York Mellon, as trustee with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.6, governing the 5.875% Senior Notes due 2024.

EX-25.6 Exhibit 25.6 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-516

Form of Letter of Transmittal with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.8, with respect to the 5.00% Senior Notes due 2027.

EX-99.9 Exhibit 99.9 LENNAR CORPORATION LETTER OF TRANSMITTAL FOR 5.00% SENIOR NOTES DUE 2027 Offer to Exchange up to $347,343,000 aggregate principal amount of its 5.00% Senior Notes due 2027 which have been registered under the Securities Act of 1933 (the “Securities Act”), including related guarantees, for any and all of its outstanding unregistered 5.00% Senior Notes due 2027, including relate

Form of Letter of Transmittal with respect to the Indenture, dated as of November 29, 2017 and identified as Exhibit 4.1, with respect to the 4.75% Senior Notes due 2027.

EX-99.2 Exhibit 99.2 LENNAR CORPORATION LETTER OF TRANSMITTAL FOR 4.75% SENIOR NOTES DUE 2027 Offer to Exchange up to $900,000,000 aggregate principal amount of its 4.75% Senior Notes due 2027 which have been registered under the Securities Act of 1933 (the “Securities Act”), including related guarantees, for any and all of its outstanding unregistered 4.75% Senior Notes due 2027, including relate

Form of Letter of Transmittal with respect to the Indenture, dated as of November 29, 2017 and identified as Exhibit 4.1, with respect to the 2.95% Senior Notes due 2020.

EX-99.1 Exhibit 99.1 LENNAR CORPORATION LETTER OF TRANSMITTAL FOR 2.95% SENIOR NOTES DUE 2020 Offer to Exchange up to $300,000,000 aggregate principal amount of its 2.95% Senior Notes due 2020 which have been registered under the Securities Act of 1933 (the “Securities Act”), including related guarantees, for any and all of its outstanding unregistered 2.95% Senior Notes due 2020, including relate

Statement of Eligibility of Trustee on Form T-1 of The Bank of New York Mellon, as trustee with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.8, governing the 5.00% Senior Notes due 2027.

EX-25.8 Exhibit 25.8 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-516

Statement of Eligibility of Trustee on Form T-1 of The Bank of New York Mellon, as trustee with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.3, governing the 8.375% Senior Notes due 2021.

EX-25.3 Exhibit 25.3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-516

Form of Letter of Transmittal with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.4, with respect to the 6.25% Senior Notes due 2021.

EX-99.5 Exhibit 99.5 LENNAR CORPORATION LETTER OF TRANSMITTAL FOR 6.25% SENIOR NOTES DUE 2021 Offer to Exchange up to $291,965,000 aggregate principal amount of its 6.25% Senior Notes due 2021 which have been registered under the Securities Act of 1933 (the “Securities Act”), including related guarantees, for any and all of its outstanding unregistered 6.25% Senior Notes due 2021, including relate

Calculation of Ratio of Earnings to Fixed Charges.

EX-12.1 Exhibit 12.1 Lennar Corporation Statement of Computation of Ratio of Earnings to Fixed Charges (Dollars in thousands) Three Months Ended February 28, Years ended November 30 2018 2017 2016 2015 2014 2013 Earnings: Pre-tax earnings $ 269,428 $ 1,189,611 $ 1,330,469 $ 1,209,616 $ 969,784 $ 681,941 Adjustments to pretax earnings: Fixed Charges 107,928 377,497 360,423 364,844 335,358 298,101 I

Form of Letter of Transmittal with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.5, with respect to the 5.375% Senior Notes due 2022.

EX-99.6 Exhibit 99.6 LENNAR CORPORATION LETTER OF TRANSMITTAL FOR 5.375% SENIOR NOTES DUE 2022 Offer to Exchange up to $240,805,000 aggregate principal amount of its 5.375% Senior Notes due 2022 which have been registered under the Securities Act of 1933 (the “Securities Act”), including related guarantees, for any and all of its outstanding unregistered 5.375% Senior Notes due 2022, including rel

Statement of Eligibility of Trustee on Form T-1 of The Bank of New York Mellon, as trustee with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.5, governing the 5.375% Senior Notes due 2022.

EX-25.5 Exhibit 25.5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-516

Statement of Eligibility of Trustee on Form T-1 of The Bank of New York Mellon, as trustee with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.4, governing the 6.25% Senior Notes due 2021.

EX-25.4 Exhibit 25.4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-516

LEN / Lennar Corp. S-4

S-4 Table of Contents As filed with the Securities and Exchange Commission on April 27, 2018 Registration No.

CAA / CalAtlantic Group, Inc. 15-12B

15-12B 1 d633330d1512b.htm 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-10959 CalAtlantic Group, Inc. (Exact

Changes in Control of Registrant, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Completion of Acquisition or Disposition of Assets, Submission of Matters to a Vote of Security Holders

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 12, 2018 Date of Report (Date of earliest event reported) CALATLANTIC GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 1-10959 33-0475989 (State or other jurisdiction of incorporation) (Commiss

EX-99.25

EX-99.25 2 ruleprovisionnotice.htm NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on February 26, 2018, pursuant to the provisions of Rule 12d2-2 (a). [ X ] 17 CFR 240.12

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on February 26, 2018, pursuant to the provisions of Rule 12d2-2 (a).

CAA / CalAtlantic Group, Inc. / VANGUARD GROUP INC Passive Investment

calatlanticgroupinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: CalAtlantic Group Inc Title of Class of Securities: Common Stock CUSIP Number: 128195104 Date of Event Which Requires Filing of this Statement: December 31, 2017 Check the appropriat

Thirty-Second Supplemental Indenture, dated as of February 2, 2018, by and among the Company, the Guarantors and The Bank of New York Mellon Trust Company, N.A.

EX-4.6 7 d534092dex46.htm EX-4.6 Exhibit 4.6 THIRTY-SECOND SUPPLEMENTAL INDENTURE by and among CALATLANTIC GROUP, INC., the Guarantors listed herein and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Dated as of February 2, 2018 RELATING TO THE 5.875% Senior Notes due 2024 (Supplemental to the Indenture dated as of April 1, 1999) TABLE OF CONTENTS ARTICLE I Amendment to Indentures and

Seventeenth Supplemental Indenture, dated as of February 2, 2018, by and among the Company, the Guarantors and The Bank of New York Mellon Trust Company, N.A.

EX-4.2 Exhibit 4.2 CALATLANTIC GROUP, INC., as Issuer, THE SUBSIDIARY GUARANTORS NAMED HEREIN and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., (as successor to JPMorgan Chase Bank, N.A. f/k/a Chemical Bank) as Trustee SEVENTEENTH SUPPLEMENTAL INDENTURE DATED AS OF FEBRUARY 2, 2018 TO INDENTURE DATED AS OF JUNE 28, 1996 Relating to 5.375% Senior Notes due 2022 TABLE OF CONTENTS ARTICLE I Amendm

Thirty-Third Supplemental Indenture, dated as of February 2, 2018, by and among the Company, the Guarantors and The Bank of New York Mellon Trust Company, N.A.

EX-4.7 Exhibit 4.7 THIRTY-THIRD SUPPLEMENTAL INDENTURE by and among CALATLANTIC GROUP, INC., the Guarantors listed herein and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Dated as of February 2, 2018 RELATING TO THE 5.250% Senior Notes due 2026 (Supplemental to the Indenture dated as of April 1, 1999) TABLE OF CONTENTS ARTICLE I Amendment to Indentures and Notes SECTION 1.01. Amendm

Twenty-Ninth Supplemental Indenture, dated as of February 2, 2018, by and among the Company, the Guarantors and The Bank of New York Mellon Trust Company, N.A.

EX-4.3 4 d534092dex43.htm EX-4.3 Exhibit 4.3 TWENTY-NINTH SUPPLEMENTAL INDENTURE by and among CALATLANTIC GROUP, INC., the Guarantors listed herein and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Dated as of February 2, 2018 RELATING TO THE 8.375% Senior Notes due 2018 (Supplemental to the Indenture dated as of April 1, 1999) TABLE OF CONTENTS ARTICLE I Amendment to Indentures and

Thirty-Fourth Supplemental Indenture, dated as of February 2, 2018, by and among the Company, the Guarantors and The Bank of New York Mellon Trust Company, N.A.

EX-4.8 Exhibit 4.8 THIRTY-FOURTH SUPPLEMENTAL INDENTURE by and among CALATLANTIC GROUP, INC., the Guarantors listed herein and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Dated as of February 2, 2018 RELATING TO THE 5.000% Senior Notes due 2027 (Supplemental to the Indenture dated as of April 1, 1999) TABLE OF CONTENTS ARTICLE I Amendment to Indentures and Notes SECTION 1.01. Amend

Sixteenth Supplemental Indenture, dated as of February 2, 2018, by and among the Company, the Guarantors and The Bank of New York Mellon Trust Company, N.A.

EX-4.1 Exhibit 4.1 CALATLANTIC GROUP, INC., as Issuer, THE SUBSIDIARY GUARANTORS NAMED HEREIN and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., (as successor to JPMorgan Chase Bank, N.A. f/k/a Chemical Bank) as Trustee SIXTEENTH SUPPLEMENTAL INDENTURE DATED AS OF FEBRUARY 2, 2018 TO INDENTURE DATED AS OF JUNE 28, 1996 Relating to 6.625% Senior Notes due 2020 TABLE OF CONTENTS ARTICLE I Amendmen

Thirtieth Supplemental Indenture, dated as of February 2, 2018, by and among the Company, the Guarantors and The Bank of New York Mellon Trust Company, N.A.

EX-4.4 Exhibit 4.4 THIRTIETH SUPPLEMENTAL INDENTURE by and among CALATLANTIC GROUP, INC., the Guarantors listed herein and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Dated as of February 2, 2018 RELATING TO THE 8.375% Senior Notes due 2021 (Supplemental to the Indenture dated as of April 1, 1999) TABLE OF CONTENTS ARTICLE I Amendment to Indentures and Notes SECTION 1.01. Amendment

Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 2, 2018 CALATLANTIC GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 1-10959 33-0475989 (State or other jurisdiction of incorporation) (Co

Thirty-First Supplemental Indenture, dated as of February 2, 2018, by and among the Company, the Guarantors and The Bank of New York Mellon Trust Company, N.A.

EX-4.5 6 d534092dex45.htm EX-4.5 Exhibit 4.5 THIRTY-FIRST SUPPLEMENTAL INDENTURE by and among CALATLANTIC GROUP, INC., the Guarantors listed herein and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Dated as of February 2, 2018 RELATING TO THE 6.250% Senior Notes due 2021 (Supplemental to the Indenture dated as of April 1, 1999) TABLE OF CONTENTS ARTICLE I Amendment to Indentures and

LEN / Lennar Corp. FORM 8-K (Prospectus)

425 1 d508844d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 February 1, 2018 Date of Report (Date of earliest event reported) LENNAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 1-11749 95-4337490 (State or other jurisdiction of inc

Lennar Announces Results of Early Tenders to Exchange Offers for CalAtlantic Notes and Related Consent Solicitations

EX-99.1 Exhibit 99.1 Press Release Lennar Announces Results of Early Tenders to Exchange Offers for CalAtlantic Notes and Related Consent Solicitations MIAMI, Feb. 2, 2018 /PRNewswire/ ? Lennar Corporation (NYSE: LEN and LEN.B) (?Lennar?) announced today that, in connection with its previously announced offers to exchange (the ?Exchange Offers?) any and all of the outstanding 8.375% Senior Notes d

LEN / Lennar Corp. FORM 8-K (Prospectus)

425 1 d477278d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 January 19, 2018 Date of Report (Date of earliest event reported) LENNAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 1-11749 95-4337490 (State or other jurisdiction of inc

Lennar Announces Commencement of Exchange Offers and Consent Solicitations for CalAtlantic Notes

EX-99.1 Exhibit 99.1 Press Release Lennar Announces Commencement of Exchange Offers and Consent Solicitations for CalAtlantic Notes MIAMI, Jan. 19, 2018 /PRNewswire/ — Lennar Corporation (NYSE: LEN and LEN.B) (“Lennar”) announced today that, in connection with the previously announced merger (the “Merger”) between CalAtlantic Group, Inc. (“CalAtlantic”) and a wholly-owned subsidiary of Lennar (“Me

Current Report

8-K 1 form8-k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 10, 2018 CALATLANTIC GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Inco

SELECTED REGIONAL OPERATING DATA

EX-99.1 2 ex991.htm PRESS RELEASE ANNOUNCING SELECTED REGIONAL OPERATING RESULTS Exhibit 99.1 News Release CalAtlantic Group, Inc. Reports 2017 Fourth Quarter and Full Year Selected Operating Results ARLINGTON, VIRGINIA, January 10, 2018. CalAtlantic Group, Inc. (NYSE: CAA) today announced selected operating results for the fourth quarter and fiscal year ended December 31, 2017. · Net new orders i

CAA / CalAtlantic Group, Inc. DEFM14A

DEFM14A 1 d479768ddefm14a.htm DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commiss

LEN / Lennar Corp. 8-K/A (Prospectus)

425 1 d495994d8ka.htm 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 November 14, 2017 Date of Report (Date of earliest event reported) LENNAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 1-11749 95-4337490 (State or other jurisdiction of in

LENNAR AND CALATLANTIC UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

EX-99.3 Exhibit 99.3 LENNAR AND CALATLANTIC UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS Lennar Corporation, a Delaware corporation (?Lennar? or the ?Company?), and a wholly-owned subsidiary of the Company (?Merger Sub?) entered into a definitive Agreement and Plan of Merger (the ?Merger Agreement?) with CalAtlantic Group, Inc., a Delaware corporation (?CalAtlantic?). Subject to the

LENNAR AND CALATLANTIC UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

EX-99.3 5 d483479dex993.htm EX-99.3 Exhibit 99.3 LENNAR AND CALATLANTIC UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS Lennar Corporation, a Delaware corporation (“Lennar” or the “Company”), and a wholly-owned subsidiary of the Company (“Merger Sub”) entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”) with CalAtlantic Group, Inc., a Delaware corporation (“C

CALATLANTIC GROUP, INC. AND SUBSIDIARIES AUDITED CONSOLIDATED FINANCIAL STATEMENTS Report of Independent Registered Public Accounting Firm

EX-99.1 3 d483479dex991.htm EX-99.1 Exhibit 99.1 CALATLANTIC GROUP, INC. AND SUBSIDIARIES AUDITED CONSOLIDATED FINANCIAL STATEMENTS Report of Independent Registered Public Accounting Firm The Board of Directors and Shareholders of CalAtlantic Group, Inc.: We have audited the accompanying consolidated balance sheets of CalAtlantic Group, Inc. and subsidiaries as of December 31, 2016 and 2015, and t

CALATLANTIC GROUP, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (Dollars in thousands, except per share amounts) (Unaudited) Homebuilding: H

EX-99.2 Exhibit 99.2 ITEM 1. FINANCIAL STATEMENTS CALATLANTIC GROUP, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (Dollars in thousands, except per share amounts) (Unaudited) Homebuilding: Home sale revenues $ 1,515,167 $ 1,665,030 $ 4,473,480 $ 4,402,896 Land sale revenues 676 5,928 1,176

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 November 14, 2017 Date of Report (Date of earliest event reported) LENNAR CORPORATI

425 1 d483479d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 November 14, 2017 Date of Report (Date of earliest event reported) LENNAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 1-11749 95-4337490 (State or other jurisdiction of in

CAA / CalAtlantic Group, Inc. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to Commission file number 1-10959

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 8, 2017 CALATLANTIC GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorporation) (Commission File

### (Note: Tables Follow)

Exhibit 99.1 News Release CalAtlantic Group, Inc. Reports 2017 Third Quarter Results ARLINGTON, VIRGINIA, November 8, 2017. CalAtlantic Group, Inc. (NYSE: CAA) today announced results for the third quarter ended September 30, 2017. "We are pleased to report third-quarter earnings which, after excluding delivery delays from the recent hurricanes and the impact of the Weyerhauser I-joint issue, refl

LEN.B / Lennar Corp. / Calatlantic Group, Inc. - SCHEDULE 13D Activist Investment

SC 13D 1 d490491dsc13d.htm SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* LENNAR CORPORATION (Name of Issuer) CLASS A COMMON STOCK CLASS B COMMON STOCK (Title of Class of Securities) 526057302 (CUSIP Number) John P. Babel, Esq. Executive Vice President, General Counsel and Secretary 15360

Lennar 425 (Prospectus)

425 1 d449294d425.htm 425 Filed by Lennar Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: CalAtlantic Group, Inc. Commission File No.: 001-10959 The following conference call was held with the public on October 30, 2017. LENNAR CORPORATION Moderator: Grace Santaella October 30, 201

CAA / CalAtlantic Group, Inc. / MATLINPATTERSON GLOBAL ADVISERS LLC - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (AMENDMENT NO. 10) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)* CalAtlantic Group, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of S

CalAtlantic Group DEFA14A

DEFA14A 1 d481039ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☒ Filed by the Registrant ☐ Filed by a Party other than the Registrant Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as

Lennar and CalAtlantic Announce Business Combination Creating the Nation’s Leading Homebuilder

EX-99.1 Exhibit 99.1 PRESS RELEASE Lennar and CalAtlantic Announce Business Combination Creating the Nation?s Leading Homebuilder ? Top 3 position in 24 of the 30 largest MSAs ? Combined revenue in excess of $17 billion and equity market capitalization of $18 billion ? Expect to realize $75 million and $250 million in synergies in FY 2018 and FY 2019, respectively ? Consideration is approximately

Amendment, dated as of October 29, 2017, to the Senior Executive Severance Agreement between the Company and Pete Skelly.

EX-10.3 Exhibit 10.3 October 29, 2017 Mr. Pete Skelly [Executive Address] In consideration of your commitment to continue your employment with CalAtlantic Group, Inc. (the ?Company?), through the consummation of the transactions contemplated by that certain Agreement and Plan of Merger, dated October 29, 2017 (the ?Merger Agreement?) between the Company and Lennar Corporation (?Lennar?), the Compa

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

8-K 1 d485084d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 29, 2017 CALATLANTIC GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 1-10959 33-0475989 (State or other jurisdiction

Form of Retention Agreement

EX-10.2 Exhibit 10.2 October 29, 2017 [Executive Name] [Executive Address] In consideration of your commitment to continue your employment with CalAtlantic Group, Inc. (the ?Company?), through the consummation of the transactions contemplated by that certain Agreement and Plan of Merger, dated October 29, 2017 (the ?Merger Agreement?) between the Company and Lennar Corporation (?Lennar?), the Comp

Agreement and Plan of Merger, dated as of October 29, 2017, and among CalAtlantic Group, Inc., Lennar Corporation and Cheetah Cub Group Corp., incorporated by reference to Exhibit 2.1 to the Registrant's Current Report on Form 8-K filed on October 30, 2017.

EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among CALATLANTIC GROUP, INC., LENNAR CORPORATION and CHEETAH CUB GROUP CORP. Dated October 29, 2017 TABLE OF CONTENTS Page ARTICLE 1 THE MERGER 4 1.1 The Merger 4 1.2 Certificate of Incorporation 4 1.3 By-Laws 4 1.4 Directors 4 1.5 Officers 4 1.6 Stock of the Company 4 1.7 Shares of Merger Sub 5 1.8 Preferred Share Purchase Rights 5 1.9 Company Conv

Voting Agreement, dated as of October 29, 2017, by and between CalAtlantic Group, Inc., Stuart A. Miller and the other stockholders of Lennar Corporation party thereto.

EX-10.1 Exhibit 10.1 VOTING AGREEMENT This is an agreement (this ?Agreement?) dated October 29, 2017, between CalAtlantic Group, Inc. (the ?Company?), a Delaware corporation, and the stockholders of Lennar Corporation (?Parent?), a Delaware corporation, listed on Schedule 1 to this Agreement (each a ?Stockholder? and together the ?Stockholders?). WHEREAS, concurrently with the execution of this Ag

Amendment, dated as of October 29, 2017, to the Senior Executive Severance Agreement between the Company and Pete Skelly.

EX-10.3 Exhibit 10.3 October 29, 2017 Mr. Pete Skelly [Executive Address] In consideration of your commitment to continue your employment with CalAtlantic Group, Inc. (the ?Company?), through the consummation of the transactions contemplated by that certain Agreement and Plan of Merger, dated October 29, 2017 (the ?Merger Agreement?) between the Company and Lennar Corporation (?Lennar?), the Compa

CalAtlantic Group FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 29, 2017 CALATLANTIC GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 1-10959 33-0475989 (State or other jurisdiction of incorporation) (Co

Voting Agreement, dated as of October 29, 2017, by and between CalAtlantic Group, Inc., Stuart A. Miller and the other stockholders of Lennar Corporation party thereto.

EX-10.1 Exhibit 10.1 VOTING AGREEMENT This is an agreement (this ?Agreement?) dated October 29, 2017, between CalAtlantic Group, Inc. (the ?Company?), a Delaware corporation, and the stockholders of Lennar Corporation (?Parent?), a Delaware corporation, listed on Schedule 1 to this Agreement (each a ?Stockholder? and together the ?Stockholders?). WHEREAS, concurrently with the execution of this Ag

Agreement and Plan of Merger, dated as of October 29, 2017, by and among CalAtlantic Group, Inc., Lennar Corporation and Cheetah Cub Group Corp.*

EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among CALATLANTIC GROUP, INC., LENNAR CORPORATION and CHEETAH CUB GROUP CORP. Dated October 29, 2017 TABLE OF CONTENTS Page ARTICLE 1 THE MERGER 4 1.1 The Merger 4 1.2 Certificate of Incorporation 4 1.3 By-Laws 4 1.4 Directors 4 1.5 Officers 4 1.6 Stock of the Company 4 1.7 Shares of Merger Sub 5 1.8 Preferred Share Purchase Rights 5 1.9 Company Conv

Joint Press Release issued by CalAtlantic Group, Inc. and Lennar Corporation, dated October 30, 2017.

EX-99.1 Exhibit 99.1 PRESS RELEASE Lennar and CalAtlantic Announce Business Combination Creating the Nation?s Leading Homebuilder ? Top 3 position in 24 of the 30 largest MSAs ? Combined revenue in excess of $17 billion and equity market capitalization of $18 billion ? Expect to realize $75 million and $250 million in synergies in FY 2018 and FY 2019, respectively ? Consideration is approximately

Form of Retention Agreement

EX-10.2 Exhibit 10.2 October 29, 2017 [Executive Name] [Executive Address] In consideration of your commitment to continue your employment with CalAtlantic Group, Inc. (the ?Company?), through the consummation of the transactions contemplated by that certain Agreement and Plan of Merger, dated October 29, 2017 (the ?Merger Agreement?) between the Company and Lennar Corporation (?Lennar?), the Comp

Disclaimer Forward Looking Statements Some of the statements in this Investor Presentation are “forward-looking statements,” as that term is defined in the Private Securities Litigation Reform Act of 1995, including statements regarding the expected

EX-99.2 5 d483134dex992.htm EX-99.2 Lennar’s Acquisition of CalAtlantic Creating a Best-in-Class National Homebuilder October 30, 2017 Exhibit 99.2 Disclaimer Forward Looking Statements Some of the statements in this Investor Presentation are “forward-looking statements,” as that term is defined in the Private Securities Litigation Reform Act of 1995, including statements regarding the expected ti

Voting and Cash Election Agreement, dated as of October 29, 2017, between Lennar Corporation and MP CA Homes LLC.

EX-10.1 3 d483134dex101.htm EX-10.1 Exhibit 10.1 EXECUTION VERSION VOTING AND CASH ELECTION AGREEMENT This is an agreement (the “Agreement”) dated October 29, 2017, between MP CA Homes LLC (“MP CA Homes”), a Delaware limited liability company, and Lennar Corporation (“Lennar”), a Delaware corporation. Each term used, but not defined, herein shall take its meaning from the Merger Agreement (as defi

Lennar and CalAtlantic Announce Business Combination Creating the Nation’s Leading Homebuilder

EX-99.1 4 d483134dex991.htm EX-99.1 Exhibit 99.1 Contact: Allison Bober Investor Relations Lennar Corporation (305) 485-2038 Lennar and CalAtlantic Announce Business Combination Creating the Nation’s Leading Homebuilder • Top 3 position in 24 of the 30 largest MSAs • Combined revenue in excess of $17 billion and equity market capitalization of $18 billion • Expect to realize $75 million and $250 m

Lennar FORM 8-K (Prospectus)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 29, 2017 Date of Report (Date of earliest event reported) LENNAR CORPORATION (Exact name of registrant as specified in its charter) Delaware 1-11749 95-4337490 (State or other jurisdiction of incorporation) (Commissi

Agreement and Plan of Merger, dated as of October 29, 2017, by and among Lennar Corporation, CalAtlantic Group, Inc. and Cheetah Cub Group Corp.*

EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER among CALATLANTIC GROUP, INC., LENNAR CORPORATION and CHEETAH CUB GROUP CORP. Dated October 29, 2017 TABLE OF CONTENTS Page ARTICLE 1 THE MERGER 5 1.1 The Merger 5 1.2 Certificate of Incorporation 5 1.3 By-Laws 5 1.4 Directors 5 1.5 Officers 5 1.6 Stock of the Company 5 1.7 Shares of Merger Sub 6 1.8 Preferred Share Purchase Rights

CAA / CalAtlantic Group, Inc. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to Commission file number 1-10959 CALAT

SEVERANCE AND CHANGE IN CONTROL PROTECTION AGREEMENT

Exhibit 10.1 SEVERANCE AND CHANGE IN CONTROL PROTECTION AGREEMENT THIS SEVERANCE AND CHANGE IN CONTROL PROTECTION AGREEMENT (this "Agreement") is made and entered into as of the 25th day of July, 2017 by and between CalAtlantic Group, Inc., a Delaware corporation (the "Company") and [EXECUTIVE] (the "Executive"). WHEREAS, the Executive has made and is expected to make a major contribution to the p

### (Note: Tables Follow)

EX-99.1 2 ex991.htm PRESS RELEASE ANNOUNCING RESULTS OF OPERATIONS Exhibit 99.1 News Release CalAtlantic Group, Inc. Reports 2017 Second Quarter Results ARLINGTON, VIRGINIA, July 27, 2017. CalAtlantic Group, Inc. (NYSE: CAA) today announced results for the second quarter ended June 30, 2017. "The second quarter was a productive one for the Company", said Larry Nicholson, President and Chief Execut

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 27, 2017 CALATLANTIC GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorporation) (Commission File Nu

CAA / CalAtlantic Group, Inc. / MATLINPATTERSON GLOBAL ADVISERS LLC - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (AMENDMENT NO. 9) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)* CalAtlantic Group, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Se

Current Report

8-K 1 d377419d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 5, 2017 CALATLANTIC GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incor

SHARE REPURCHASE AGREEMENT

EX-99.1 Exhibit 99.1 SHARE REPURCHASE AGREEMENT THIS SHARE REPURCHASE AGREEMENT (this ?Agreement?) is entered into as of June 5, 2017, by and between CalAtlantic Group, Inc., a Delaware corporation (the ?Company?), and MP CA Homes LLC, a Delaware limited liability company (?Seller?). Background A. Seller beneficially owns 42,842,557 shares of the Company?s common stock, par value $0.01 per share (

CALATLANTIC GROUP, INC. 10,000,000 Shares of Common Stock Underwriting Agreement

EX-1.1 2 d377419dex11.htm EX-1.1 Exhibit 1.1 [Execution Version] CALATLANTIC GROUP, INC. 10,000,000 Shares of Common Stock Underwriting Agreement June 8, 2017 Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, New York 10010 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Ladies and Gentlemen: MP CA Homes LLC, a Delaware limited liability company (the “Sellin

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price per Security Proposed Maximum Aggregate Offering Price (1) Amount of Registration Fee (1) Common Stock, par val

424B2 1 d404773d424b2.htm 424B2 Table of Contents CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price per Security Proposed Maximum Aggregate Offering Price (1) Amount of Registration Fee (1) Common Stock, par value $.01 per share(2) 11,500,000 $34.25 $393,875,000 $45,650.11 (1) Calculated in accordance with Rul

CALATLANTIC GROUP, INC. 5.000% Senior Notes due 2027 Underwriting Agreement

EX-1.1 Exhibit 1.1 Execution Version CALATLANTIC GROUP, INC. 5.000% Senior Notes due 2027 Underwriting Agreement June 6, 2017 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 Ladies and Gentlemen: CalAtlantic Group, Inc., a Delaware corporation (the ?Company?), proposes to issue and sell to the several Underwriters listed in Schedule I (the ?Underwriters?), for whom you

CalAtlantic Group, Inc. Ratio of Earnings to Fixed Charges - Continuing Operations (Dollars in thousands) Three Months Ended March 31, Year Ended December 31, 2017 2016 2016 2015 2014 2013 2012 Earnings: Net income (loss) from continuing operations $

EX-12.1 Exhibit 12.1 CalAtlantic Group, Inc. Ratio of Earnings to Fixed Charges - Continuing Operations (Dollars in thousands) Three Months Ended March 31, Year Ended December 31, 2017 2016 2016 2015 2014 2013 2012 Earnings: Net income (loss) from continuing operations $ 82,620 $ 72,661 $ 484,730 $ 213,509 $ 215,865 $ 188,715 $ 531,421 Add: Cash distributions of income from unconsolidated joint ve

Entry into a Material Definitive Agreement

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 6, 2017 CALATLANTIC GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorporation) (Commission

TWENTY-EIGHTH SUPPLEMENTAL INDENTURE by and among CALATLANTIC GROUP, INC., the Guarantors listed herein THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Dated as of June 9, 2017 AUTHORIZING THE ISSUANCE OF 5.000% Senior Notes due 2027 (Sup

EX-4.1 3 d397838dex41.htm EX-4.1 Exhibit 4.1 TWENTY-EIGHTH SUPPLEMENTAL INDENTURE by and among CALATLANTIC GROUP, INC., the Guarantors listed herein and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Dated as of June 9, 2017 AUTHORIZING THE ISSUANCE OF 5.000% Senior Notes due 2027 (Supplemental to the Indenture dated as of April 1, 1999) TABLE OF CONTENTS ARTICLE I Scope of Twenty-Eig

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price per Security Proposed Maximum Aggregate Offering Price Amount of Registration Fee (1)(2) 5.000% Senior Notes du

424B2 1 d407783d424b2.htm 424B2 Table of Contents CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price per Security Proposed Maximum Aggregate Offering Price Amount of Registration Fee (1)(2) 5.000% Senior Notes due 2027 of CalAtlantic Group, Inc. $350,000,000(1) 100% $350,000,000(1) $40,565.00 Guarantees of the

Subject to completion, dated June 7, 2017

424B2 Table of Contents Filed pursuant to Rule 424(b)(2) Registration Statement No.

CalAtlantic Group, Inc.

FWP Filed Pursuant to Rule 433 Issuer Free Writing Prospectus dated June 6, 2017 Relating to Preliminary Prospectus Supplement dated June 6, 2017 Registration No.

Current Report

8-K 1 d342201d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 6, 2017 CALATLANTIC GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorporat

Subject to completion, dated June 6, 2017

424B2 1 d407783d424b2.htm 424B2 Table of Contents Filed pursuant to Rule 424(b)(2) Registration Statement No. 333-207309 The information contained in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not soliciting an offer to buy these securities in any

Current Report

8-K 1 form8-k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) May 10, 2017 CALATLANTIC GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorporati

CalAtlantic Group FORM 10-Q (Quarterly Report)

10-Q 1 form10-q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to Commi

### (Note: Tables Follow)

EX-99.1 2 ex991.htm PRESS RELEASE ANNOUNCING RESULTS OF OPERATIONS News Release CalAtlantic Group, Inc. Reports 2017 First Quarter Results ARLINGTON, VIRGINIA, April 27, 2017. CalAtlantic Group, Inc. (NYSE: CAA) today announced results for the first quarter ended March 31, 2017. Larry Nicholson, President and Chief Executive Officer of CalAtlantic Group, Inc. commented, "I'm pleased with our stron

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 27, 2017 CALATLANTIC GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorporation) (Commission File N

CALATLANTIC GROUP, INC. 5.875% Senior Notes due 2024 5.250% Senior Notes due 2026 Underwriting Agreement

EX-1.1 2 d352190dex11.htm EX-1.1 Exhibit 1.1 EXECUTION VERSION CALATLANTIC GROUP, INC. 5.875% Senior Notes due 2024 5.250% Senior Notes due 2026 Underwriting Agreement March 30, 2017 Mizuho Securities USA Inc. 320 Park Avenue – 12th Floor New York, New York 10022 Ladies and Gentlemen: CalAtlantic Group, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to Mizuho Securities U

Entry into a Material Definitive Agreement

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 30, 2017 CALATLANTIC GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorporation) (Commissi

CalAtlantic Group, Inc. Ratio of Earnings to Fixed Charges - Continuing Operations (Dollars in thousands) Year Ended December 31, 2016 2015 2014 2013 2012 Earnings: Net income (loss) from continuing operations $ 484,730 $ 213,509 $ 215,865 $ 188,715

EX-12.1 Exhibit 12.1 CalAtlantic Group, Inc. Ratio of Earnings to Fixed Charges - Continuing Operations (Dollars in thousands) Year Ended December 31, 2016 2015 2014 2013 2012 Earnings: Net income (loss) from continuing operations $ 484,730 $ 213,509 $ 215,865 $ 188,715 $ 531,421 Add: Cash distributions of income from unconsolidated joint ventures 671 2,830 1,875 3,375 3,910 Provision (benefit) fo

CalAtlantic Group, Inc. Issuer: CalAtlantic Group, Inc. Security Description: 5.875% Senior Notes due 2024 (“2024 Notes”) and 5.250% Senior Notes due 2026 (“2026 Notes”) Distribution: SEC Registered Face: 2024 Notes $125,000,000 2026 Notes $100,000,0

FWP 1 d348634dfwp.htm FWP Filed Pursuant to Rule 433 Issuer Free Writing Prospectus dated March 30, 2017 Relating to Preliminary Prospectus Supplement dated March 30, 2017 Registration No. 333-207309 CalAtlantic Group, Inc. Issuer: CalAtlantic Group, Inc. Security Description: 5.875% Senior Notes due 2024 (“2024 Notes”) and 5.250% Senior Notes due 2026 (“2026 Notes”) Distribution: SEC Registered F

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price per Security Proposed Maximum Aggregate Offering Price Amount of Registration Fee (1)(2) 5 7/8% Senior Notes du

424B2 1 d358964d424b2.htm 424B2 Table of Contents CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price per Security Proposed Maximum Aggregate Offering Price Amount of Registration Fee (1)(2) 5 7/8% Senior Notes due 2024 of CalAtlantic Group, Inc. $125,000,000(1) 104.500% $130,625,000(1) $15,139.44 5 1/4% Senior

CalAtlantic Group DEFINITIVE ADDITIONAL MATERIALS

DEFA14A 1 defa14a.htm DEFINITIVE ADDITIONAL MATERIALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commissio

CalAtlantic Group DEFINITIVE PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive

Subject to completion, dated March 30, 2017

424B2 1 d358964d424b2.htm 424B2 Table of Contents Filed pursuant to Rule 424(b)(2) Registration Statement No. 333-207309 The information contained in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not soliciting an offer to buy these securities in any

CalAtlantic Group FORM 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to Commission file number 1-10959 CALATLANTIC G

CalAtlantic Group, Inc.

Exhibit 21.1 CalAtlantic Group, Inc. Subsidiaries Entity Name State of Incorporation Doing Business As BMR Communities, LLC California BMR Construction, Inc. Delaware CalAtlantic Homes of Arizona, Inc. Delaware Standard Pacific Homes, Ryland Homes, CalAtlantic Homes CalAtlantic Homes of Indiana, Inc. Delaware CalAtlantic Homes, Ryland Homes CalAtlantic Homes of Texas, Inc. Delaware CalAtlantic Hom

CAA / CalAtlantic Group, Inc. / EMINENCE CAPITAL, LP - CALATLANTIC GROUP, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1)* Under the Securities Exchange Act of 1934 CalAtlantic Group, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 128195104 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuan

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 8, 2017 CALATLANTIC GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorporation) (Commission File

### (Note: Tables Follow)

Exhibit 99.1 News Release CalAtlantic Group, Inc. Reports 2016 Fourth Quarter Results IRVINE, CALIFORNIA, February 8, 2017. CalAtlantic Group, Inc. (NYSE: CAA) today announced results for the fourth quarter ended December 31, 2016. Larry Nicholson, President and Chief Executive Officer of CalAtlantic Group, Inc. commented, "I am pleased with our strong finish to this transformational year for CalA

CalAtlantic Group ESP

CORRESP 1 filename1.htm CalAtlantic Group, Inc. 15360 Barranca Parkway Irvine, CA 92618 December 9, 2016 VIA EDGAR Mr. W. John Cash Accounting Branch Chief Office of Manufacturing and Construction Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E., Mail Stop 4631 Washington, D.C. 20549 Re: CalAtlantic Group, Inc. Form 10-K for the Fiscal Year Ended

CalAtlantic Group FORM 10-Q (Quarterly Report)

10-Q 1 form10-q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to C

### (Note: Tables Follow)

Exhibit 99.1 News Release CalAtlantic Group, Inc. Reports 2016 Third Quarter Results On October 1, 2015, Standard Pacific Corp. completed its merger transaction with The Ryland Group, Inc., with Standard Pacific continuing as the surviving corporation and changing its name to CalAtlantic Group, Inc. Because the closing of the merger occurred in the 2015 fourth quarter, the highlights and compariso

CalAtlantic Group FORM 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 26, 2016 CALATLANTIC GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorporation) (Commission File

CalAtlantic Group ESP

CORRESP 1 filename1.htm CalAtlantic Group, Inc. 15360 Barranca Parkway Irvine, CA 92618 October 20, 2016 VIA EDGAR Mr. W. John Cash Accounting Branch Chief Office of Manufacturing and Construction Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E., Mail Stop 4631 Washington, D.C. 20549 Re: CalAtlantic Group, Inc. Form 10-K for the Fiscal Year Ended

CalAtlantic Group FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to Commission file number 1-10959 CALAT

CalAtlantic Group FORM 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 28, 2016 CALATLANTIC GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorporation) (Commission File Nu

### (Note: Tables Follow)

EX-99.1 2 ex991.htm PRESS RELEASE ANNOUNCING FINANCIAL RESULTS Exhibit 99.1 News Release CalAtlantic Group, Inc. Reports 2016 Second Quarter Results and Announces $500 Million Share Repurchase Program On October 1, 2015, Standard Pacific Corp. completed its merger transaction with The Ryland Group, Inc., with Standard Pacific continuing as the surviving corporation and changing its name to CalAtla

CALATLANTIC GROUP, INC. 5.250% Senior Notes due 2026 Underwriting Agreement

EX-1.1 2 d39312dex11.htm EX-1.1 Exhibit 1.1 EXECUTION VERSION CALATLANTIC GROUP, INC. 5.250% Senior Notes due 2026 Underwriting Agreement May 25, 2016 J.P. Morgan Securities LLC as Representative of the several Underwriters listed in Schedule I hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Ladies and Gentlemen: CalAtlantic Group, Inc., a Delaware corporation (th

CalAtlantic Group, Inc. Ratio of Earnings to Fixed Charges - Continuing Operations (Dollars in thousands) Three Months Ended March 31, Year Ended December 31, 2016 2015 2015 2014 2013 2012 2011 Earnings: Net income (loss) from continuing operations $

EX-12.1 Exhibit 12.1 CalAtlantic Group, Inc. Ratio of Earnings to Fixed Charges - Continuing Operations (Dollars in thousands) Three Months Ended March 31, Year Ended December 31, 2016 2015 2015 2014 2013 2012 2011 Earnings: Net income (loss) from continuing operations $ 72,661 $ 31,605 $ 213,509 $ 215,865 $ 188,715 $ 531,421 $ (16,417 ) Add: Cash distributions of income from unconsolidated joint

CalAtlantic Group FORM 8-K (Current Report/Significant Event)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 25, 2016 CALATLANTIC GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorporation) (Commission

TWENTY-SEVENTH SUPPLEMENTAL INDENTURE by and among CALATLANTIC GROUP, INC., the Guarantors listed herein THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Dated as of May 31, 2016 AUTHORIZING THE ISSUANCE OF 5 1⁄4% Senior Notes due 2026 (Su

EX-4.1 3 d39312dex41.htm EX-4.1 Exhibit 4.1 TWENTY-SEVENTH SUPPLEMENTAL INDENTURE by and among CALATLANTIC GROUP, INC., the Guarantors listed herein and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Dated as of May 31, 2016 AUTHORIZING THE ISSUANCE OF 5 1⁄4% Senior Notes due 2026 (Supplemental to the Indenture dated as of April 1, 1999) TABLE OF CONTENTS ARTICLE I Scope of Twenty-Sev

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price per Security Proposed Maximum Aggregate Offering Price Amount of Registration Fee (1)(2) 5 1⁄4% Senior Notes du

424B2 1 d188338d424b2.htm 424B2 Table of Contents CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price per Security Proposed Maximum Aggregate Offering Price Amount of Registration Fee (1)(2) 5 1⁄4% Senior Notes due 2026 of CalAtlantic Group, Inc. $300,000,000(1) 100% $300,000,000(1) $30,210.00 Guarantees of the

Current Report

8-K 1 form8-k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) May 25, 2016 CALATLANTIC GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorporati

CalAtlantic Group, Inc. Issuer: CalAtlantic Group, Inc. Security Description: Senior Notes Distribution: SEC Registered Face: $300,000,000 Gross Proceeds: $300,000,000 Net Proceeds to Issuer (before expenses): $298,050,000 Coupon: 5.250% Maturity: Ju

FWP 1 d194608dfwp.htm FWP Filed Pursuant to Rule 433 Issuer Free Writing Prospectus dated May 25, 2016 Relating to Preliminary Prospectus Supplement dated May 25, 2016 Registration No. 333-207309 CalAtlantic Group, Inc. Issuer: CalAtlantic Group, Inc. Security Description: Senior Notes Distribution: SEC Registered Face: $300,000,000 Gross Proceeds: $300,000,000 Net Proceeds to Issuer (before expen

CALATLANTIC GROUP, INC. DEFERRED COMPENSATION PLAN Effective Date December 1, 2015

EX-4.7 2 d181567dex47.htm EX-4.7 Exhibit 4.7 CALATLANTIC GROUP, INC. DEFERRED COMPENSATION PLAN Effective Date December 1, 2015 CalAtlantic Group, Inc. Deferred Compensation Plan ARTICLE I Establishment and Purpose 1 ARTICLE II Definitions 1 ARTICLE III Eligibility and Participation 8 ARTICLE IV Deferrals 8 ARTICLE V Company Contributions 11 ARTICLE VI Benefits 12 ARTICLE VII Modifications to Paym

CalAtlantic Group FORM S-8

FORM S-8 As filed with the Securities and Exchange Commission on May 25, 2016 Registration No.

Subject to completion, dated May 25, 2016

424B5 1 d188338d424b5.htm 424B5 Table of Contents Filed pursuant to Rule 424(b)(5) Registration Statement No. 333-207309 The information contained in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not soliciting an offer to buy these securities in any

CalAtlantic Group FORM 10-Q (Quarterly Report)

10-Q 1 form10-q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to Commi

### (Note: Tables Follow)

EX-99.1 2 ex991.htm PRESS RELEASE ANNOUNCING FINANCIAL RESULTS Exhibit 99.1 News Release CalAtlantic Group, Inc. Reports 2016 First Quarter Results On October 1, 2015, Standard Pacific Corp. ("Standard Pacific") completed its merger transaction with The Ryland Group, Inc. ("Ryland"), with Standard Pacific continuing as the surviving corporation and changing its name to CalAtlantic Group, Inc. ("Ca

Current Report

8-K 1 form8-k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 5, 2016 CALATLANTIC GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorpora

CalAtlantic Group DEFINITIVE ADDITIONAL MATERIALS

DEFA14A 1 defa14a.htm DEFINITIVE ADDITIONAL MATERIALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commissio

CalAtlantic Group DEFINITIVE PROXY STATEMENT

DEF 14A 1 def14a.htm DEFINITIVE PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only

CalAtlantic Group FORM 10-K (Annual Report)

10-K 1 form10-k.htm FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to Commission fil

CalAtlantic Group, Inc.

Exhibit 21.1 CalAtlantic Group, Inc. Subsidiaries Entity Name State of Incorporation Doing Business As BMR Communities, LLC California BMR Construction, Inc. Delaware CalAtlantic Homes of Arizona, Inc. Delaware Standard Pacific Homes, Ryland Homes, CalAtlantic Homes CalAtlantic Homes of Indiana, Inc. Delaware CalAtlantic Homes, Ryland Homes CalAtlantic Homes of Texas, Inc. Delaware CalAtlantic Hom

Other Events

8-K 1 d132495d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) February 24, 2016 CALATLANTIC GROUP, INC. (Exact name of registrant as specified in charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorp

CAA / CalAtlantic Group, Inc. / EMINENCE CAPITAL, LP - CALATLANTIC GROUP, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 CalAtlantic Group, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 128195104 (CUSIP Number) February 9, 2016 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this Schedu

Current Report

8-K 1 form8-k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 18, 2016 CALATLANTIC GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Inc

### (Note: Tables Follow)

Exhibit 99.1 News Release CalAtlantic Group, Inc. Reports 2015 Full Year and Fourth Quarter Results On October 1, 2015, Standard Pacific Corp. and The Ryland Group, Inc. completed their merger of equals, with Ryland merging into Standard Pacific and Standard Pacific continuing as the surviving corporation. At the same time: (i) Standard Pacific changed its name to "CalAtlantic Group, Inc." and eff

CAA / CalAtlantic Group, Inc. / CITADEL ADVISORS LLC - SC 13G/A Passive Investment

SC 13G/A 1 v429853sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. 1 )* CalAtlantic Group, Inc. (f/k/a Standard Pacific Corp.) (Name of Issuer) Common stock, par value $0.01 per share (Title of Class of Securities) 1

CAA / CalAtlantic Group, Inc. / Impala Asset Management LLC - SCHEDULE 13G AMENDMENT Passive Investment

SC 13G/A 1 ryl123115a1.htm SCHEDULE 13G AMENDMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* CalAtlantic Group, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 128195104 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to Commission file number 1-10959

Current Report

8-K 1 form8-k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 4, 2015 CALATLANTIC GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Inco

### (Note: Tables Follow)

Exhibit 99.1 News Release CalAtlantic Group, Inc. Reports 2015 Third Quarter Results Revenues increase to $626.0 million, up 4% Q3 2015 backlog value of $1.7 billion, up 47% from Q3 2014 As previously announced, on October 1, 2015, Standard Pacific Corp. and The Ryland Group, Inc. completed their merger of equals, with Ryland merging into Standard Pacific and Standard Pacific continuing as the sur

CalAtlantic Group ESP

CORRESP 1 filename1.htm October 29, 2015 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E., Mail Stop 4631 Washington D.C. 20549-7010 Attention: Leland Benton and Jay Ingram Re: Standard Pacific Corp. Post-Effective Amendment Nos. 2, 3 and 4 on Form S-3 to Registration Statement on Form S-4 File No. 333-205452 Ladies and Gentlemen: The un

Common Stock

424B3 1 d85174d424b3.htm 424B3 Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-205452 PROSPECTUS Common Stock We are offering a total of up to 49,257 shares of CalAtlantic Group, Inc. common stock that are issuable to certain former employees of The Ryland Group, Inc. upon the exercise or settlement of outstanding stock options issued under (i) The Ryland Group, Inc. 2008 Equity In

CalAtlantic Group ESP

CORRESP 1 filename1.htm CalAtlantic Group, Inc. 15360 Barrance Parkway Irvine, California 92618 October 28, 2015 VIA EDGAR Jay Ingram Legal Branch Chief Office of Manufacturing and Construction United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E., Mail Stop 4631 Washington, D.C. 20549 Re: CalAtlantic Group, Inc. Post-Effective Amendment No. 3 on Form

CalAtlantic Group POS AM

POS AM 1 d59064dposam.htm POS AM As filed with the Securities and Exchange Commission on October 28, 2015 Registration No. 333-205452 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 POST-EFFECTIVE AMENDMENT NO. 4 ON FORM S-3 TO REGISTRATION STATEMENT ON FORM S-4 UNDER THE SECURITIES ACT OF 1933 CalAtlantic Group, Inc. (Exact name of registrant as specified in its charter) Del

CalAtlantic Group POS AM

POS AM 1 d71621dposam.htm POS AM As filed with the Securities and Exchange Commission on October 23, 2015 Registration No. 333-205452 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 POST-EFFECTIVE AMENDMENT NO. 3 ON FORM S-3 TO REGISTRATION STATEMENT ON FORM S-4 UNDER THE SECURITIES ACT OF 1933 CalAtlantic Group, Inc. (Exact name of registrant as specified in its charter) Del

CalAtlantic Group ESP

SEC Response Letter CalAtlantic Group, Inc. 15360 Barrance Parkway Irvine, California 92618 October 23, 2015 VIA EDGAR Jay Ingram Legal Branch Chief Office of Manufacturing and Construction United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E., Mail Stop 4631 Washington, D.C. 20549 Re: CalAtlantic Group, Inc. Post-Effective Amendment No. 2 on Form S-3

CalAtlantic Group S-8 POS

S-8 POS 1 d22048ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on October 13, 2015 Registration No. 333-125315 333-125310 333-90598 333-63326 333-34073 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-125315 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 33

CalAtlantic Group S-8 POS

S-8 POS 1 d22048ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on October 13, 2015 Registration No. 333-125315 333-125310 333-90598 333-63326 333-34073 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-125315 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 33

CalAtlantic Group S-8 POS

S-8 POS 1 d22048ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on October 13, 2015 Registration No. 333-125315 333-125310 333-90598 333-63326 333-34073 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-125315 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 33

CalAtlantic Group S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on October 13, 2015 Registration No.

CalAtlantic Group POSASR

POSASR As filed with the Securities and Exchange Commission on October 13, 2015 Registration No.

CalAtlantic Group S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on October 13, 2015 Registration No.

CalAtlantic Group POS AM

POS AM As filed with the Securities and Exchange Commission on October 6, 2015 Registration No.

CalAtlantic Group S-8

S-8 As filed with the Securities and Exchange Commission on October 7, 2015 Registration No.

CalAtlantic Group S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on October 6, 2015 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE

EX-25.1 7 d16108dex251.htm EX-25.1 Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ¨ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trust

CalAtlantic Group S-3ASR

S-3ASR 1 d16108ds3asr.htm S-3ASR Table of Contents As filed with the Securities and Exchange Commission on October 6, 2015 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CALATLANTIC GROUP, INC. Co-registrants are listed on the following pages (Exact name of registrant as specified in its

Standard Pacific Corp. Ratio of Earnings to Fixed Charges - Continuing Operations (Dollars in thousands) Six Months Ended June 30, Year Ended December 31, 2015 2014 2014 2013 2012 2011 2010 Earnings: Net income (loss) from continuing operations $ 88,

EX-12.1 Exhibit 12.1 Standard Pacific Corp. Ratio of Earnings to Fixed Charges - Continuing Operations (Dollars in thousands) Six Months Ended June 30, Year Ended December 31, 2015 2014 2014 2013 2012 2011 2010 Earnings: Net income (loss) from continuing operations $ 88,803 $ 94,622 $ 215,865 $ 188,715 $ 531,421 $ (16,417 ) $ (11,724 ) Add: Cash distributions of income from unconsolidated joint ve

. ZQ|CERT#|COY|CLS|RGSTRY|ACCT#|TRANSTYPE|RUN#|TRANS#

EX-4.4 2 d16108dex44.htm EX-4.4 Exhibit 4.4 . ZQ|CERT#|COY|CLS|RGSTRY|ACCT#|TRANSTYPE|RUN#|TRANS# COMMON STOCK COMMON STOCK PO PAR VALUE $0.01 THIS CERTIFICATE IS TRANSFERABLE ADD ADD ADD ADD MR IN CANTON, MA, JERSEY CITY, NJ AND A 4 3 2 1 BOX COLLEGE STATION, TX DESIGNATION SAMPLE 43004, Certificate Shares (IF Number* * 000000 ****************** ANY) ZQ00000000* * * 000000 ***************** ****

2

EX-99.1 25 d165467dex991.htm EX-99.1 Exhibit 99.1 News Release Standard Pacific Corp. and The Ryland Group, Inc. Merge to Create CalAtlantic Group, Inc., America’s Fourth Largest Homebuilding Company Combined Company Will Operate in 41 Markets Across 17 States with New Home Offerings Spanning Entry Level Through Luxury IRVINE, CALIFORNIA, October 1, 2015. Standard Pacific Corp. (NYSE: SPF) and The

ELEVENTH SUPPLEMENTAL INDENTURE

EX-4.3 Exhibit 4.3 ELEVENTH SUPPLEMENTAL INDENTURE ELEVENTH SUPPLEMENTAL INDENTURE, dated as of October 1, 2015 (the “Supplemental Indenture”), to the Base Indenture (defined below), by and among CalAtlantic Group, Inc. (successor in interest to the Company referred to below), a Delaware corporation (the “Successor Company”), the Subsidiary Guarantors and The Bank of New York Mellon Trust Company,

TWELFTH SUPPLEMENTAL INDENTURE

EX-4.4 Exhibit 4.4 TWELFTH SUPPLEMENTAL INDENTURE TWELFTH SUPPLEMENTAL INDENTURE, dated as of October 1, 2015 (the “Supplemental Indenture”), to the Base Indenture (defined below), by and among CalAtlantic Group, Inc. (successor in interest to the Company referred to below), a Delaware corporation (the “Successor Company”), the Subsidiary Guarantors and The Bank of New York Mellon Trust Company, N

CALATLANTIC GROUP, INC. TWENTY-FOURTH SUPPLEMENTAL INDENTURE

EX-4.11 Exhibit 4.11 CALATLANTIC GROUP, INC. TWENTY-FOURTH SUPPLEMENTAL INDENTURE This Twenty-Fourth Supplemental Indenture, dated as of October 1, 2015 (the “Twenty-Fourth Supplemental Indenture”), is entered into by and among CalAtlantic Group, Inc. (f/k/a Standard Pacific Corp.), a Delaware corporation (the “Company”), the Subsidiaries of the Company party hereto (each, a “Guaranteeing Subsidia

$750,000,000 CREDIT AGREEMENT CALATLANTIC GROUP, INC., a Delaware corporation, as Borrower, The Several Lenders from Time to Time Parties Hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN SECURITIES LLC and CITIGROUP GLOBAL MARKE

EX-4.1 Exhibit 4.1 $750,000,000 CREDIT AGREEMENT among CALATLANTIC GROUP, INC., a Delaware corporation, as Borrower, The Several Lenders from Time to Time Parties Hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent with J.P. MORGAN SECURITIES LLC and CITIGROUP GLOBAL MARKETS INC., as Joint Lead Bookrunners and J.P. MORGAN SECURITIES LLC, CITIGROUP GLOBAL MARKETS INC., BANK OF THE WEST,

CALATLANTIC GROUP, INC. TWENTY-FIFTH SUPPLEMENTAL INDENTURE

EX-4.12 Exhibit 4.12 CALATLANTIC GROUP, INC. TWENTY-FIFTH SUPPLEMENTAL INDENTURE This Twenty-Fifth Supplemental Indenture, dated as of October 1, 2015 (the “Twenty-Fifth Supplemental Indenture”), is entered into by and among CalAtlantic Group, Inc. (f/k/a Standard Pacific Corp.), a Delaware corporation (the “Company”), the Subsidiaries of the Company party hereto (each, a “Guaranteeing Subsidiary”

FOURTEENTH SUPPLEMENTAL INDENTURE

EX-4.6 Exhibit 4.6 FOURTEENTH SUPPLEMENTAL INDENTURE FOURTEENTH SUPPLEMENTAL INDENTURE, dated as of October 1, 2015 (the “Supplemental Indenture”), to the Base Indenture (defined below), by and between CalAtlantic Group, Inc. (successor in interest to the Company referred to below), a Delaware corporation (the “Successor Company”), the Subsidiary Guarantors and The Bank of New York Mellon Trust Co

[Signature page – Guarantee of 6.625% Senior Notes due 2020]

Exhibit 4.19 GUARANTEE For value received, each of the undersigned hereby fully and unconditionally guarantees, on a senior and unsubordinated basis, as principal obligor and not only as a surety, to the Holders of the 6.625% Senior Notes due 2020 (the ?Notes?) issued pursuant to the indenture dated as of June 28, 1996, by and among CalAtlantic Group, Inc. (successor in interest to The Ryland Grou

CALATLANTIC GROUP, INC. TWENTY-SECOND SUPPLEMENTAL INDENTURE

EX-4.9 Exhibit 4.9 CALATLANTIC GROUP, INC. TWENTY-SECOND SUPPLEMENTAL INDENTURE This Twenty-Second Supplemental Indenture, dated as of October 1, 2015 (the “Twenty-Second Supplemental Indenture”), is entered into by and among CalAtlantic Group, Inc. (f/k/a Standard Pacific Corp.), a Delaware corporation (the “Company”), the Subsidiaries of the Company party hereto (each, a “Guaranteeing Subsidiary

[Signature page – Guarantee of 1.625% Convertible Senior Notes due 2018]

EX-4.16 Exhibit 4.16 GUARANTEE For value received, each of the undersigned hereby fully and unconditionally guarantees, on a senior and unsubordinated basis, as principal obligor and not only as a surety, to the Holders of the 1.625% Convertible Senior Notes due 2018 (the “Notes”) issued pursuant to the indenture dated as of June 28, 1996, by and among CalAtlantic Group, Inc. (successor in interes

[Signature page – Guarantee of 10.75% Senior Notes due 2016]

Exhibit 4.17 Guarantee FOR VALUE RECEIVED, each of the undersigned hereby unconditionally guarantees to the Holders of the Company?s 10.750% Senior Notes due 2016 in the aggregate amount of $280,000,00 (the ?Notes?) that (i) the principal of and interest on each series of the Notes will be promptly paid in full when due, subject to any applicable grace period, whether at Maturity, by acceleration

CERTIFICATE OF DESIGNATIONS SERIES A JUNIOR PARTICIPATING CUMULATIVE PREFERRED STOCK (Par Value $.01 Per Share) CALATLANTIC GROUP, INC. Pursuant to Section 151 of the General Corporation Law of the State of Delaware

EX-3.3 Exhibit 3.3 CERTIFICATE OF DESIGNATIONS OF SERIES A JUNIOR PARTICIPATING CUMULATIVE PREFERRED STOCK (Par Value $.01 Per Share) OF CALATLANTIC GROUP, INC. Pursuant to Section 151 of the General Corporation Law of the State of Delaware CalAtlantic Group, Inc., a Delaware corporation (previously known as Standard Pacific Corp.) (the “Corporation”), certifies that pursuant to the authority conf

CALATLANTIC GROUP, INC. TWENTY-THIRD SUPPLEMENTAL INDENTURE

EX-4.10 Exhibit 4.10 CALATLANTIC GROUP, INC. TWENTY-THIRD SUPPLEMENTAL INDENTURE This Twenty-Third Supplemental Indenture, dated as of October 1, 2015 (the “Twenty-Third Supplemental Indenture”), is entered into by and among CalAtlantic Group, Inc. (f/k/a Standard Pacific Corp.), a Delaware corporation (the “Company”), the Subsidiaries of the Company party hereto (each, a “Guaranteeing Subsidiary”

CALATLANTIC GROUP, INC. a Delaware corporation

EX-3.2 Exhibit 3.2 CALATLANTIC GROUP, INC. a Delaware corporation BYLAWS ARTICLE I: Offices SECTION 1.1 Registered Office. The registered office of CalAtlantic Group, Inc. (the “Corporation”) shall be at 160 Greentree Drive, Suite 101, City of Dover, County of Kent, State of Delaware, and the name of the registered agent in charge thereof shall be National Registered Agents, Inc. The Board of Dire

W I T N E S S E T H :

EX-4.8 Exhibit 4.8 SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of October 1, 2015, among CALATLANTIC GROUP, INC. (f/k/a Standard Pacific Corp.), a Delaware corporation and successor-in-interest to Standard Pacific Escrow LLC, a Delaware limited liability company (the “Company”), each of the Subsidiaries of the Company party hereto (each, a “Guaranteeing Subsidiary” and,

[Signature page – Guarantee of 5.375% Senior Notes due 2022]

Exhibit 4.18 GUARANTEE For value received, each of the undersigned hereby fully and unconditionally guarantees, on a senior and unsubordinated basis, as principal obligor and not only as a surety, to the Holders of the 5.375% Senior Notes due 2022 (the ?Notes?) issued pursuant to the indenture dated as of June 28, 1996, by and among CalAtlantic Group, Inc. (successor in interest to The Ryland Grou

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) October 1, 2015 CALATLANTIC GROUP, INC. (Exact name of registrant as specified in charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorporation) (Commission Fi

THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION CALATLANTIC GROUP, INC. ARTICLE I

EX-3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CALATLANTIC GROUP, INC. ARTICLE I NAME The name of the Corporation is CalAtlantic Group, Inc. ARTICLE II DEFINITIONS For purposes of this Third Amended and Restated Certificate of Incorporation, the following terms shall have the meanings indicated, and all capitalized terms used herein and not otherwise defined shall ha

CALATLANTIC GROUP, INC. TWENTY-SIXTH SUPPLEMENTAL INDENTURE

EX-4.13 Exhibit 4.13 CALATLANTIC GROUP, INC. TWENTY-SIXTH SUPPLEMENTAL INDENTURE This Twenty-Sixth Supplemental Indenture, dated as of October 1, 2015 (the “Twenty-Sixth Supplemental Indenture”), is entered into by and among CalAtlantic Group, Inc. (f/k/a Standard Pacific Corp.), a Delaware corporation (the “Company”), the Subsidiaries of the Company party hereto (each, a “Guaranteeing Subsidiary”

[Signature page – Guarantee of 8.4% Senior Notes due 2017]

EX-4.14 Exhibit 4.14 GUARANTEE For value received, each of the undersigned hereby fully and unconditionally guarantees, on a senior and unsubordinated basis, as principal obligor and not only as a surety, to the Holders of the 8.4% Senior Notes due 2017 (the “Notes”) issued pursuant to the indenture dated as of June 28, 1996, by and among CalAtlantic Group, Inc. (successor in interest to The Rylan

THIRTEENTH SUPPLEMENTAL INDENTURE

EX-4.5 Exhibit 4.5 THIRTEENTH SUPPLEMENTAL INDENTURE THIRTEENTH SUPPLEMENTAL INDENTURE, dated as of October 1, 2015 (the “Supplemental Indenture”), to the Base Indenture (defined below), by and among CalAtlantic Group, Inc. (successor in interest to the Company referred to below), a Delaware corporation (the “Successor Company”), the Guarantors and The Bank of New York Mellon Trust Company, N.A. (

TENTH SUPPLEMENTAL INDENTURE

EX-4.2 Exhibit 4.2 TENTH SUPPLEMENTAL INDENTURE TENTH SUPPLEMENTAL INDENTURE, dated as of October 1, 2015 (the “Supplemental Indenture”), to the Base Indenture (defined below) by and between CalAtlantic Group, Inc. (successor in interest to the Company referred to below), a Delaware corporation (the “Successor Company”), and The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan

[Signature page – Guarantee of 1.625% Convertible Senior Notes due 2018]

EX-4.15 19 d165467dex415.htm EX-4.15 Exhibit 4.15 GUARANTEE For value received, each of the undersigned hereby fully and unconditionally guarantees, on a senior and unsubordinated basis, as principal obligor and not only as a surety, to the Holders of the 0.25% Convertible Senior Notes due 2019 (the “Notes”) issued pursuant to the indenture dated as of June 28, 1996, by and among CalAtlantic Group

FIFTEENTH SUPPLEMENTAL INDENTURE

EX-4.7 Exhibit 4.7 FIFTEENTH SUPPLEMENTAL INDENTURE FIFTEENTH SUPPLEMENTAL INDENTURE, dated as of October 1, 2015 (the “Supplemental Indenture”), to the Base Indenture (defined below), by and between CalAtlantic Group, Inc. (successor in interest to the Company referred to below), a Delaware corporation (the “Successor Company”), the Subsidiary Guarantors and The Bank of New York Mellon Trust Comp

Submission of Matters to a Vote of Security Holders

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) October 1, 2015 CALATLANTIC GROUP, INC. (Exact name of registrant as specified in charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorporation) (Commission Fi

SPF / / RYLAND GROUP INC - SC 13D/A Activist Investment

SC 13D/A 1 d70374dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* CALATLANTIC GROUP, INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 128195C104 (CUSIP Number) John P. Babel Executive Vice President, General Counsel and Secretary CalAtlan

CAA / CalAtlantic Group, Inc. / MATLINPATTERSON GLOBAL ADVISERS LLC - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. 8) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)* CalAtlantic Group, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities)

CalAtlantic Group FORM 8-K (Prospectus)

425 1 d23842d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 September 8, 2015 Date of Report (Date of earliest event reported) STANDARD PACIFIC CORP. (Exact name of registrant as specified in charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incor

CalAtlantic Group FORM 8-K (Current Report/Significant Event)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 September 8, 2015 Date of Report (Date of earliest event reported) STANDARD PACIFIC CORP.

CalAtlantic Group DEFM14A

DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

PROPOSED MERGER—YOUR VOTE IS VERY IMPORTANT MERGER PROPOSED—YOUR VOTE IS VERY IMPORTANT

424(b)(3) Table of Contents Filed pursuant to Rule 424(b)(3) Registration Number 333-205452 PROPOSED MERGER—YOUR VOTE IS VERY IMPORTANT MERGER PROPOSED—YOUR VOTE IS VERY IMPORTANT Standard Pacific Corp.

SPECIAL MEETING OF STOCKHOLDERS OFTHE RYLAND GROUP, INC.September 28, 2015GO GREEN e-Consent makes it

Exhibit 99.4 SPECIAL MEETING OF STOCKHOLDERS OFTHE RYLAND GROUP, INC.September 28, 2015GO GREEN e-Consent makes it easy to go paperless. With e-Consent, you can quickly access your proxy material, statements and other eligible documents online, while reducing costs, clutter and paper waste. Enroll today via www.amstock.com to enjoy online access.IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY

CONSENT OF J.P. MORGAN SECURITIES LLC

Exhibit 99.1 CONSENT OF J.P. MORGAN SECURITIES LLC We hereby consent to (i) the use of our opinion letter dated June 14, 2015 to the Board of Directors of Standard Pacific Corp., a Delaware corporation (the ?Company?), included in Annex B to Amendment No. 2 to the Joint Proxy Statement/Prospectus relating to the proposed merger of Ryland Group, Inc., a Maryland corporation, with and into the Compa

STANDARD PACIFIC CORP. ATTN: MICHELLE VARELA 15360 BARRANCA PARKWAY IRVINE, CA 92618

Exhibit 99.3 STANDARD PACIFIC CORP. ATTN: MICHELLE VARELA 15360 BARRANCA PARKWAY IRVINE, CA 92618 VOTE BY INTERNET?www.proxyvote.com Use the Internet to transmit your voting instructions and for electronic delivery of information up until 11:59 P.M. Eastern Time the day before the cut-off date or meeting date. Have your proxy card in hand when you access the web site and follow the instructions to

As filed with the Securities and Exchange Commission on August 25, 2015

S-4, Amendment No. 2 Table of Contents As filed with the Securities and Exchange Commission on August 25, 2015 Registration No. 333-205452 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Standard Pacific Corp. (Exact name of Registrant as specified in its charter) Delaware 1531 33-0475989 (S

* * *

CORRESP 28 filename28.htm ROPES & GRAY LLP 1211 AVENUE OF THE AMERICAS NEW YORK, NY 10036-8704 WWW.ROPESGRAY.COM August 25, 2015 Via EDGAR and Overnight Delivery Jay Ingram Legal Branch Chief United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Standard Pacific Corp. Amendment No. 1 to Registration Statement on Form S-4 File

CalAtlantic Group ESP

CORRESP 1 filename1.htm Standard Pacific Corp. 15360 Barranca Parkway Irvine, CA 92618 August 25, 2015 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Jay Ingram, Legal Branch Chief Kamyar Daneshvar, Staff Attorney Lisa Etheredge, Staff Accountant Anne McConnell, Staff Accountant Re: Standard Pacific Corp. R

* * *

CORRESP 28 filename28.htm ROPES & GRAY LLP 1211 AVENUE OF THE AMERICAS NEW YORK, NY 10036-8704 WWW.ROPESGRAY.COM August 5, 2015 Via EDGAR and Overnight Delivery Jay Ingram Legal Branch Chief United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Standard Pacific Corp. Registration Statement on Form S-4 Filed July 2, 2015 File

CONSENT OF J.P. MORGAN SECURITIES LLC

Exhibit 99.1 CONSENT OF J.P. MORGAN SECURITIES LLC We hereby consent to (i) the use of our opinion letter dated June 14, 2015 to the Board of Directors of Standard Pacific Corp., a Delaware corporation (the ?Company?), included in Annex B to Amendment No. 1 to the Joint Proxy Statement/Prospectus relating to the proposed merger of Ryland Group, Inc., a Maryland corporation, with and into the Compa

As filed with the Securities and Exchange Commission on August 5, 2015

S-4/A#1 Table of Contents As filed with the Securities and Exchange Commission on August 5, 2015 Registration No.

STANDARD PACIFIC CORP.

Exhibit 99.3 STANDARD PACIFIC CORP. ATTN: MICHELLE VARELA 15360 BARRANCA PARKWAY IRVINE, CA 92618 Investor Address Line 1 Investor Address Line 2 Investor Address Line 3 Investor Address Line 4 Investor Address Line 5 John Sample 1234 ANYWHERE STREET ANY CITY, ON A1A 1A1 1 OF 2 1 1 VOTE BY INTERNET - www.proxyvote.com Use the Internet to transmit your voting instructions and for electronic deliver

SPECIAL MEETING OF STOCKHOLDERS OF THE RYLAND GROUP, INC. [ ], 2015 e-Consent makes it easy to go paperless. With e-Consent, you can quickly access your proxy material, statements and other eligible documents online, while reducing costs, clutter and

Exhibit 99.4 SPECIAL MEETING OF STOCKHOLDERS OF THE RYLAND GROUP, INC. [ ], 2015 e-Consent makes it easy to go paperless. With e-Consent, you can quickly access your proxy material, statements and other eligible documents online, while reducing costs, clutter and paper waste. Enroll today via www.amstock.com to enjoy online access. IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR

CalAtlantic Group 425 (Prospectus)

425 1 d76125d425.htm 425 Filed by Standard Pacific Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: The Ryland Group, Inc. Commission File No.: 001-08029 Media Contact: Danielle Tocco Director of Communications Standard Pacific Homes (O)949.789.1633 / (C)714.296.0451 [email protected] Ry

CalAtlantic Group 425 (Prospectus)

425 1 d21868d425.htm 425 Filed by Standard Pacific Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: The Ryland Group, Inc. Commission File No.: 001-08029 TRANSCRIPT CalAtlantic Homes Name Video On screen graphic: 41 cities 17 states On screen graphic: Coast to coast On screen graphic: and

CalAtlantic Group 425 (Prospectus)

425 Filed by Standard Pacific Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: The Ryland Group, Inc. Commission File No.: 001-08029 Excerpts from SPF - Q2 2015 Standard Pacific Corp. Earnings Call 2015-07-31 4:00PM GMT Event Date: 07/31/2015 Company Name: Standard Pacific Corp. Event Des

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

10-Q 1 form10-q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to Commis

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Exhibit 99.1 News Release Standard Pacific Corp. Reports 2015 Second Quarter Results Revenues increase to $694.7 million, up 17% Q2 2015 backlog value of $1.5 billion, up 30% from Q2 2014 IRVINE, CALIFORNIA, July 30, 2015. Standard Pacific Corp. (NYSE: SPF) today announced results for the second quarter ended June 30, 2015. 2015 Second Quarter Highlights and Comparisons to 2014 Second Quarter ? Ne

Current Report

8-K 1 form8-k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 30, 2015 STANDARD PACIFIC CORP. (Exact Name of Registrant as Specified in Charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorpor

CalAtlantic Group FORM 8-K (Prospectus)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) July 2, 2015 STANDARD PACIFIC CORP. (Exact name of registrant as specified in charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorporation) (Commission F

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 d119778d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) July 2, 2015 STANDARD PACIFIC CORP. (Exact name of registrant as specified in charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorpo

As filed with the Securities and Exchange Commission on July 2, 2015

S-4 Table of Contents As filed with the Securities and Exchange Commission on July 2, 2015 Registration No.

The Board of Directors

Exhibit 99.2 The Board of Directors The Ryland Group, Inc. 3011 Townsgate Road, Suite 200 Westlake Village, CA 91361 The Board of Directors: We hereby consent to the inclusion of our opinion letter, dated June 14, 2015, to the Board of Directors of The Ryland Group, Inc. (the ?Company?) as Annex C to, and reference thereto under the headings ?SUMMARY?Opinions of the Financial Advisors?Ryland?s Fin

CONSENT OF J.P. MORGAN SECURITIES LLC

Exhibit 99.1 CONSENT OF J.P. MORGAN SECURITIES LLC We hereby consent to (i) the use of our opinion letter dated June 14, 2015 to the Board of Directors of Standard Pacific Corp., a Delaware corporation (the ?Company?), included in Annex B to the Joint Proxy Statement/Prospectus relating to the proposed merger of Ryland Group, Inc., a Maryland corporation, with and into the Company and (ii) the ref

SPF / / RYLAND GROUP INC - SC 13D Activist Investment

SC 13D 1 d949172dsc13d.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 STANDARD PACIFIC CORP. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 85375C101 (CUSIP Number) Timothy J. Geckle Senior Vice President, General Counsel and Secretary The Ryland Group, Inc. 3011 Town

CAA / CalAtlantic Group, Inc. / MATLINPATTERSON GLOBAL ADVISERS LLC - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. 7) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)* Standard Pacific Corp. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities)

Dated as of June 14, 2015 STANDARD PACIFIC CORP. MP CA HOMES LLC AMENDED AND RESTATED STOCKHOLDERS AGREEMENT TABLE OF CONTENTS 1 Definitions 2 2 Corporate Governance 6 3 Standstill Provisions 9 4 Restrictions on Transfers of Capital Stock; Required R

EX-10.1 Exhibit 10.1 Dated as of June 14, 2015 STANDARD PACIFIC CORP. and MP CA HOMES LLC AMENDED AND RESTATED STOCKHOLDERS AGREEMENT TABLE OF CONTENTS 1 Definitions 2 2 Corporate Governance 6 3 Standstill Provisions 9 4 Restrictions on Transfers of Capital Stock; Required Repurchases 12 5 Prohibited Acquisitions and Circumstances Permitting Acquisitions 15 6 Legends; Securities Law Compliance 15

EMPLOYMENT AGREEMENT

EX-10.3 Exhibit 10.3 EXECUTION VERSION EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (the ?Agreement?) dated as of the 14 day of June, 2015, by and between Standard Pacific Corp., a Delaware corporation (the ?Company?), and Larry T. Nicholson (the ?Executive?). In consideration of the mutual covenants and agreements of the parties set forth in this Agreement, and other good and valuable consideration

CalAtlantic Group 425 (Prospectus)

425 Filed by Standard Pacific Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: The Ryland Group, Inc. Commission File No.: 001-08029 THOMSON REUTERS STREETEVENTS EDITED TRANSCRIPT SPF?Standard Pacific Corp and The Ryland Group Inc Announce Merger of Equals Call EVENT DATE/TIME: JUNE 15, 2

EMPLOYMENT AGREEMENT

EX-10.2 Exhibit 10.2 EXECUTION VERSION EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (the ?Agreement?) dated as of the 14th day of June, 2015, by and between Standard Pacific Corp., a Delaware corporation (the ?Company?), and Scott D. Stowell (the ?Executive?). In consideration of the mutual covenants and agreements of the parties set forth in this Agreement, and other good and valuable consideration

EMPLOYMENT AGREEMENT

EX-10.3 Exhibit 10.3 EXECUTION VERSION EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (the ?Agreement?) dated as of the 14 day of June, 2015, by and between Standard Pacific Corp., a Delaware corporation (the ?Company?), and Larry T. Nicholson (the ?Executive?). In consideration of the mutual covenants and agreements of the parties set forth in this Agreement, and other good and valuable consideration

Dated as of June 14, 2015 STANDARD PACIFIC CORP. MP CA HOMES LLC AMENDED AND RESTATED STOCKHOLDERS AGREEMENT TABLE OF CONTENTS 1 Definitions 2 2 Corporate Governance 6 3 Standstill Provisions 9 4 Restrictions on Transfers of Capital Stock; Required R

EX-10.1 Exhibit 10.1 Dated as of June 14, 2015 STANDARD PACIFIC CORP. and MP CA HOMES LLC AMENDED AND RESTATED STOCKHOLDERS AGREEMENT TABLE OF CONTENTS 1 Definitions 2 2 Corporate Governance 6 3 Standstill Provisions 9 4 Restrictions on Transfers of Capital Stock; Required Repurchases 12 5 Prohibited Acquisitions and Circumstances Permitting Acquisitions 15 6 Legends; Securities Law Compliance 15

2

EX-99.1 Exhibit 99.1 News Release Standard Pacific Corp. and The Ryland Group, Inc. Announce Merger of Equals Creating America?s Fourth Largest Homebuilding Company Combined Company Will Operate in 41 Markets Across 17 States with New Home Offerings Spanning Entry Level Through Luxury IRVINE and WESTLAKE VILLAGE, CALIFORNIA, June 14, 2015. Standard Pacific Corp. (NYSE: SPF) and The Ryland Group, I

CalAtlantic Group 425 (Prospectus)

425 1 d943050d425.htm 425 Filed by Standard Pacific Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: The Ryland Group, Inc. Commission File No.: 001-08029 Standard Pacific and Ryland merge nearly a century of experience to form an all-new leading homebuilder June 15, 2015 DISCLAIMER Cauti

CalAtlantic Group 8-K (Prospectus)

425 1 d942666d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) June 14, 2015 STANDARD PACIFIC CORP. (Exact name of registrant as specified in charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorporati

AGREEMENT AND PLAN OF MERGER STANDARD PACIFIC CORP. THE RYLAND GROUP, INC. Dated as of June 14, 2015 TABLE OF CONTENTS Page ARTICLE I THE MERGER 2 Section 1.1 The Merger 2 Section 1.2 Closing 2 Section 1.3 Effective Time 2 Section 1.4 Effects of the

EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among STANDARD PACIFIC CORP. and THE RYLAND GROUP, INC. Dated as of June 14, 2015 TABLE OF CONTENTS Page ARTICLE I THE MERGER 2 Section 1.1 The Merger 2 Section 1.2 Closing 2 Section 1.3 Effective Time 2 Section 1.4 Effects of the Merger 2 Section 1.5 Certificate of Incorporation; Bylaws 2 Section 1.6 Directors 3 Section 1.7 Leadership 3 Section 1.8

CalAtlantic Group 8-K (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) June 14, 2015 STANDARD PACIFIC CORP. (Exact name of registrant as specified in charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorporation) (Commission File

EMPLOYMENT AGREEMENT

EX-10.2 Exhibit 10.2 EXECUTION VERSION EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (the ?Agreement?) dated as of the 14th day of June, 2015, by and between Standard Pacific Corp., a Delaware corporation (the ?Company?), and Scott D. Stowell (the ?Executive?). In consideration of the mutual covenants and agreements of the parties set forth in this Agreement, and other good and valuable consideration

2

EX-99.1 Exhibit 99.1 News Release Standard Pacific Corp. and The Ryland Group, Inc. Announce Merger of Equals Creating America?s Fourth Largest Homebuilding Company Combined Company Will Operate in 41 Markets Across 17 States with New Home Offerings Spanning Entry Level Through Luxury IRVINE and WESTLAKE VILLAGE, CALIFORNIA, June 14, 2015. Standard Pacific Corp. (NYSE: SPF) and The Ryland Group, I

AGREEMENT AND PLAN OF MERGER STANDARD PACIFIC CORP. THE RYLAND GROUP, INC. Dated as of June 14, 2015 TABLE OF CONTENTS Page ARTICLE I THE MERGER 2 Section 1.1 The Merger 2 Section 1.2 Closing 2 Section 1.3 Effective Time 2 Section 1.4 Effects of the

EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among STANDARD PACIFIC CORP. and THE RYLAND GROUP, INC. Dated as of June 14, 2015 TABLE OF CONTENTS Page ARTICLE I THE MERGER 2 Section 1.1 The Merger 2 Section 1.2 Closing 2 Section 1.3 Effective Time 2 Section 1.4 Effects of the Merger 2 Section 1.5 Certificate of Incorporation; Bylaws 2 Section 1.6 Directors 3 Section 1.7 Leadership 3 Section 1.8

CalAtlantic Group 425 (Prospectus)

425 1 d942860d425.htm 425 Filed by Standard Pacific Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: The Ryland Group, Inc. Commission File No.: 001-08029 The Ryland Group and Standard Pacific Corp. Two Companies Coming Together in Historic Strategic Merger Right Companies - Right Teams –

CalAtlantic Group FORM 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) June 3, 2015 STANDARD PACIFIC CORP.

JOINT FILING AGREEMENT

EX-99.1 2 v410975ex99-1.htm JOINT FILING AGREEMENT EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the common stock of Standard Pacific Corp., a Delaware corporation, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exchange A

SPF / / CITADEL ADVISORS LLC - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. )* Standard Pacific Corp. (Name of Issuer) Common stock, par value $0.01 per share (Title of Class of Securities) 85375C101 (CUSIP Number) May 13, 2015 Date of Event Which Requires Filing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

10-Q 1 form10-q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to Commi

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EX-99.1 2 ex991.htm PRESS RELEASE ANNOUNCING FINANCIAL RESULTS Exhibit 99.1 News Release Standard Pacific Corp. Reports 2015 First Quarter Results Net new orders of 1,571, up 20%, net new order value up 31% Q1 2015 backlog value of $1.3 billion, up 29% from Q1 2014 IRVINE, CALIFORNIA, April 30, 2015. Standard Pacific Corp. (NYSE: SPF) today announced results for the first quarter ended March 31, 2

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8-K 1 form8-k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 30, 2015 STANDARD PACIFIC CORP. (Exact Name of Registrant as Specified in Charter) Delaware 1-10959 33-0475989 (State or Other Jurisdiction of Incorpo

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DEFA14A 1 defa14a.htm DEFINITIVE ADDITIONAL MATERIALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commissio

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Exhibit 21.1 Subsidiaries Entity Name State of Incorporation Doing Business As BMR Communities, LLC California BMR Construction, Inc. Delaware Camarillo Village Park, LLC Delaware Harbor Highlands Group, LLC California Hilltop Residential, Ltd. Florida HSP Arizona, Inc. Delaware Standard Pacific Homes HWB Construction, Inc. Delaware HWB Investments, Inc. Delaware Lagoon Valley Residential, LLC Cal

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10-K 1 form10-k.htm FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to Commission fil

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SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Standard Pacific Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 85375C101 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box