Equity funds managed by Apollo Management IX LP entered into a definitive agreement to acquire The New Home Company Inc. (NYSE:NWHM) from IHP Capital Partners VI,LLC, a fund managed by Institutional Housing Partners, Inc and others for approximately $170 million on July 23, 2021. Apollo Funds will commence a tender offer to acquire all outstanding shares of NWHM for $9 per share in cash. Upon the completion of the transaction, NWHM will become a privately held company and shares of NWHM common stock will no longer be listed on any public market. Following the successful completion of the tender offer, the Apollo Funds will acquire all remaining shares not tendered in the tender offer through a second-step merger at the same price. The transaction will be financed with equity provided by the Apollo Funds and, $285 million of unsecured bridge financing and $80 million of unsecured revolving commitments. In case of termination by Apollo, a termination fee of $15 million will be paid to NWHM and in case agreement is terminated by NWHM, a fee of $4.76 million will be paid to Apollo. The closing of the transaction is subject to customary closing conditions and the tender of shares representing at least a majority of New Home Company's outstanding common stock to the purchaser, an entity wholly owned by the Apollo Funds. The transaction is unanimously approved by the NWHM Board of directors. Current Directors and Executive Officers of NWHM, and IHP Capital Partners VI, LLC, who hold approximately 30% of the outstanding shares have entered into a support agreement to irrevocably tender their Shares into the Offer. The deal is expected to close in the second half of 2021.
Citigroup Global Markets Inc. acted as exclusive financial advisor to NWHM and fairness opinion provider to the Board of NWHM. Charles K. Ruck and Michael A. Treska of Latham & Watkins LLP acted as legal advisors to NWHM. Taurie Zeitzer, Brian Scrivani, Gregory Ezring, Catherine Goodall, Brian Kim Brian Grieve, Charles Googe, Peter Fisch Gregory Laufer, Lawrence Witdorchic of Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as legal advisors and J.P. Morgan Securities LLC acted as financial advisor to the Apollo Funds.