Taylor Morrison Announces Consent Solicitations

Rhea-AI Summary

Taylor Morrison Home (NYSE: TMHC) announced that its indirect wholly owned subsidiary, Taylor Morrison Communities, has commenced consent solicitations to amend the indentures governing its 5.75% Senior Notes due 2028, 5.125% Senior Notes due 2030 and 5.750% Senior Notes due 2032. The Amendments are sought in connection with the previously announced acquisition of TMHC by Berkshire Hathaway. Holders of record as of 5:00 p.m. New York City time on July 15, 2026 may consent by 5:00 p.m. on July 22, 2026 for a cash fee of $1.00 per $1,000 principal amount, if Requisite Consents are obtained and other conditions, including consummation of the merger, are satisfied. Berkshire Hathaway has indicated an intention, but no obligation, to unconditionally guarantee each series of Notes following the proposed merger.

News Explained

The July 16 release leaves the note changes at a commenced, conditional stage: even if requisite consents arrive, the amendments do not become operative until the consent fee is paid and Berkshire’s merger closes; delivered consents can be revoked until the supplemental indenture is executed.

Market Context

Against Berkshire’s pending cash acquisition at $72.50 per share and TMHC’s history of generally pos...

Analysis

Against Berkshire’s pending cash acquisition at $72.50 per share and TMHC’s history of generally positive news reactions, these consent solicitations look like routine deal plumbing. With short interest characterized as low, investors may focus on merger timing and remaining approval risks.

Key Figures

Coupon rate: 5.75% Coupon rate: 5.125% Coupon rate: 5.750% +4 more

7 metrics

Coupon rate 5.75% Senior Notes due 2028

Coupon rate 5.125% Senior Notes due 2030

Coupon rate 5.750% Senior Notes due 2032

Consent fee $1.00 per $1,000 principal Notes for which valid consents are delivered

Record time 5:00 p.m. July 15, 2026 Holders of record eligible to provide consents

Expiration time 5:00 p.m. July 22, 2026 Consent solicitations expiration date

Requisite consents threshold Majority in aggregate principal amount Outstanding Notes of each series

Historical Context

5 past events · Latest: May 31 (Positive)

Pattern 5 events

Date	Event	Sentiment	24h Move	Catalyst
May 31	Acquisition announcement	Positive	+22.3%	Berkshire Hathaway all-cash deal at premium takeover valuation.
May 27	Workplace recognition	Positive	+1.2%	Great Place To Work certification based on employee feedback.
Apr 22	1Q26 earnings	Positive	+6.4%	Profitable quarter with reaffirmed 2026 guidance and buybacks.
Mar 31	Marketing partnership	Neutral	+1.8%	Promotional home and contest with Liquid Death brand partnership.
Mar 25	Earnings date notice	Neutral	+1.0%	Scheduled release and webcast for first quarter 2026 results.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Over the last several months, TMHC shares have typically risen following both operational updates and merger-related announcements.

Key Terms

consent solicitations, indentures, senior notes, supplemental indenture, +1 more

5 terms

consent solicitations financial

"has commenced consent solicitations to amend the indentures"

A consent solicitation is a formal request sent to shareholders asking them to approve or waive specific corporate actions — such as contract changes, mergers, or amendments to governance rules — often by signing a written consent instead of voting at a meeting. For investors this matters because it can speed up major decisions and alter rights or payments without a public vote, so shareholders need to weigh potential benefits, risks and any pressure to agree, much like neighbors being asked to sign off on a change to a shared driveway.

indentures regulatory

"to amend the indentures governing its Senior Notes"

Indentures are the written contracts that set out the terms and protections for a debt issue, such as a bond or note, including payment schedule, interest rate, collateral, and what happens if the borrower misses payments. Think of it like the rulebook and safety features for a loan that both the borrower and lenders agree to; investors use it to assess their rights, recoveries in trouble, and limits on the issuer’s future actions.

senior notes financial

"governing its 5.75% Senior Notes due 2028"

Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.

supplemental indenture regulatory

"will execute and deliver a supplemental indenture with respect to each Indenture"

A supplemental indenture is a written amendment to the original bond agreement that changes specific terms of a debt contract, such as payment schedules, interest rates, collateral or covenant protections. Investors care because it alters the legal rights and risks tied to a security — like renegotiating a mortgage where the lender and borrower agree to new rules — and can affect a bond’s credit quality, yield and market value.

requisite consents financial

"including the receipt of the Requisite Consents with respect to the applicable series"

Requisite consents are the approvals, permissions, or waivers that a company must obtain from third parties—such as regulators, lenders, customers, landlords, or business partners—before a transaction or change can proceed. They matter to investors because missing or delayed consents can block deals, slow integration, or create legal and financial uncertainty; like needing several keys to open a locked door, the transaction can't move forward until each required key is provided.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SCOTTSDALE, Ariz., July 16, 2026 /PRNewswire/ -- Taylor Morrison Home Corporation (NYSE: TMHC) ("TMHC") today announced that its indirect wholly owned subsidiary, Taylor Morrison Communities, Inc. (the "Issuer"), has commenced consent solicitations to amend the indentures (the "Indentures" and, each an "Indenture") governing (i) its 5.75% Senior Notes due 2028 (CUSIP Nos. 87724RAB8 (Rule 144A) / U8760NAB5 (Reg S)) (the "2028 Notes"), (ii) its 5.125% Senior Notes due 2030 (CUSIP Nos. 87724RAJ1 (Rule 144A) / U8760NAF6 (Reg S)) (the "2030 Notes") and (iii) its 5.750% Senior Notes due 2032 (CUSIP Nos. 87724RAK8 (Rule 144A) / U8760NAG4 (Reg S)) (the "2032 Notes" and, together with the 2028 Notes and the 2030 Notes, the "Notes"), upon the terms and subject to the conditions set forth in the Consent Solicitation Statement dated July 16, 2026 (the "Consent Solicitation Statement"). The Issuer is soliciting consents from holders of record as of 5:00 p.m., New York City time, on July 15, 2026, to amend (the "Amendments") certain provisions of the Indentures in connection with the previously announced acquisition of TMHC by Berkshire Hathaway Inc. ("Berkshire Hathaway") (the "Merger"). Berkshire Hathaway has advised TMHC and the Issuer that following consummation of the proposed Merger, Berkshire Hathaway intends to unconditionally guarantee each series of the Notes; however, Berkshire Hathaway has no obligation to guarantee the Notes and there can be no assurance that Berkshire Hathaway will provide such guarantee.

Subject to the terms and conditions set forth in the Consent Solicitation Statement, the Issuer will pay eligible holders whose consents were delivered (and not validly revoked) on or prior to 5:00 p.m., New York City time, on July 22, 2026 (the "Expiration Date"), a cash payment of $1.00 for each $1,000 principal amount of Notes in respect of which such consent relates (as applicable, the "Consent Fee"). The Consent Fee with respect to each consent solicitation will only be payable if all conditions to the applicable consent solicitation, including the receipt of the Requisite Consents (as defined below) with respect to the applicable series of Notes, have been satisfied or, if applicable, waived.

Each consent solicitation is subject to customary conditions, including, among other things, the delivery by holders of consents (which consents have not been validly revoked) in respect of a majority in aggregate principal amount of the outstanding Notes of each series (the "Requisite Consents") on or prior to the Expiration Date. Delivered consents may be validly revoked until the time at which the applicable supplemental indenture effecting the Amendments has been executed and delivered. The Issuer anticipates that, promptly after receipt of the Requisite Consents with respect to a series of Notes and the other conditions applicable to each consent solicitation are satisfied or waived, the Issuer will give notice to the applicable trustee, and the Issuer and the applicable trustee will execute and deliver a supplemental indenture with respect to each Indenture to effect the Amendments. Pursuant to the terms of such supplemental indenture, the Amendments will not become operative until (i) the Consent Fee, with respect to the applicable consent solicitation, is paid in full and (ii) the consummation of the Merger.

Each consent solicitation is being made solely on the terms and subject to the conditions set forth in the Consent Solicitation Statement. The Issuer may, in its sole discretion, subject to applicable law, extend, amend or terminate any or all of the consent solicitations.

The Issuer has retained J.P. Morgan Securities LLC ("J.P. Morgan") to act as sole solicitation agent in connection with the consent solicitations. Questions may be directed to J.P. Morgan at (866) 834-4666 (toll-free) or (212) 834-3424 (collect). The Issuer has retained D.F. King & Co., Inc. to act as the information and tabulation agent in connection with the consent solicitations. Questions and requests for additional documents may be directed to D.F. King & Co, Inc. at (212) 269-5550 (banks and brokers), (888) 887-1266 (all others) or TMHC@dfking.com.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any security. This press release does not constitute a solicitation of consents with respect to the Amendments or any securities. The solicitation of consents is not being made in any jurisdiction in which, or to or from any person to or from whom, it is unlawful to make such solicitation under applicable state or foreign securities or "blue sky" laws.

About Taylor Morrison

Headquartered in Scottsdale, Arizona, Taylor Morrison is one of the nation's leading homebuilders and developers. We serve a wide array of consumers from coast to coast, including first-time, move-up, luxury and resort lifestyle homebuyers and renters under our family of brands—including Taylor Morrison, Esplanade and Yardly. From 2016-2025, Taylor Morrison has been recognized as America's Most Trusted® Builder by Lifestory Research. 

Forward-Looking Statements

This press release includes "forward-looking statements" including, but not limited to, statements regarding TMHC's expectations, plans, intentions, strategies or prospects with respect to the proposed Merger. These statements are subject to a number of risks, uncertainties and other factors that could cause our actual results, performance, prospects or opportunities, as well as those of the markets we serve or intend to serve, to differ materially from those expressed in, or implied by, these statements. You can identify these statements by the fact that they do not relate to matters of a strictly factual or historical nature and generally discuss or relate to forecasts, estimates or other expectations regarding future events. Generally, the words "anticipate," "estimate," "expect," "project," "intend," "plan," "believe," "may," "will," "can," "could," "might," "should" and similar expressions identify forward-looking statements, including statements related to expected financial, operating and performance results, planned transactions, planned objectives of management, future developments or conditions in the industries in which we participate and other trends, developments and uncertainties that may affect TMHC's business in the future. A detailed discussion of such risks and uncertainties is included in TMHC's Form 10-K, on file with the Securities and Exchange Commission, in the section titled "Risk Factors," as updated in our subsequent reports filed with the Securities and Exchange Commission. Any forward-looking statement made in this press release is based only on currently available information and speaks only as of the date on which it is made. TMHC undertakes no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments, or otherwise.

CONTACT:
Mackenzie Aron, VP Investor Relations
(407) 906-6262
investor@taylormorrison.com 

 

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SOURCE Taylor Morrison

FAQ

What are the Taylor Morrison (TMHC) consent solicitations announced on July 16, 2026?

Taylor Morrison’s subsidiary began consent solicitations to amend indentures for its 2028, 2030 and 2032 Senior Notes. According to Taylor Morrison, the Amendments are tied to the previously announced Berkshire Hathaway acquisition and are made on the terms and conditions in the July 16, 2026 Consent Solicitation Statement.

Which Taylor Morrison (TMHC) bond series are affected by the July 2026 consent solicitations?

The solicitations cover Taylor Morrison Communities’ 5.75% Senior Notes due 2028, 5.125% Senior Notes due 2030 and 5.750% Senior Notes due 2032. According to Taylor Morrison, each series requires Requisite Consents, defined as a majority in aggregate principal amount outstanding for that series.

What is the consent fee for Taylor Morrison (TMHC) noteholders in the July 2026 solicitations?

Eligible holders receive a consent fee of $1.00 per $1,000 principal amount of Notes for which consent is delivered. According to Taylor Morrison, the fee is payable only if all conditions, including receipt of Requisite Consents for the applicable series, are satisfied or waived.

When is the expiration date and record date for Taylor Morrison’s (TMHC) July 2026 consent solicitations?

The record date is 5:00 p.m. New York City time on July 15, 2026, and the expiration date is 5:00 p.m. on July 22, 2026. According to Taylor Morrison, only holders of record at the record date may deliver consents by the expiration time.

How are the Taylor Morrison (TMHC) consent solicitations related to the Berkshire Hathaway acquisition?

The proposed Amendments are being sought in connection with the previously announced acquisition of TMHC by Berkshire Hathaway. According to Taylor Morrison, Berkshire Hathaway has advised it intends to unconditionally guarantee each Notes series after the merger but has no obligation to do so.

What conditions must be met for Taylor Morrison (TMHC) consent Amendments to become operative?

The Amendments become operative only after full payment of the applicable consent fee and consummation of the Berkshire Hathaway merger. According to Taylor Morrison, supplemental indentures will be executed after Requisite Consents are obtained, but will not operate until these conditions are met.

Can Taylor Morrison (TMHC) change or terminate the July 2026 consent solicitations?

Yes. According to Taylor Morrison, the Issuer may, in its sole discretion and subject to applicable law, extend, amend or terminate any or all consent solicitations. Delivered consents can be validly revoked until the related supplemental indenture is executed and delivered.