Welcome to our dedicated page for Landsea Homes SEC filings (Ticker: LSEAW), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The LSEAW SEC filings page on Stock Titan provides access to regulatory documents related to the warrants of Landsea Homes Corporation and the corporate actions that affected them. LSEAW denotes warrants exercisable for common stock of Landsea Homes Corporation, a homebuilding company that designs and builds homes and sustainable master-planned communities in U.S. markets such as New York, Boston, New Jersey, Arizona and parts of California.
For this ticker, several types of SEC filings are especially relevant. Forms 8-K describe material events, including the Agreement and Plan of Merger among Landsea Homes Corporation, Lido Holdco, Inc. and Lido Merger Sub, Inc., the tender offer for all issued and outstanding shares of common stock, and the completion of the merger that made Landsea Homes Corporation a wholly owned subsidiary of Lido Holdco, Inc. These filings also explain how the merger affected outstanding options, restricted stock units, performance share units and warrants.
Listing and registration status for LSEAW is documented through a Form 25 and a Form 15. The Form 25, filed by The Nasdaq Stock Market LLC, records the removal of Landsea Homes Corporation’s common stock and warrants from listing and registration on Nasdaq, and notes that trading was suspended. The Form 15, filed by Landsea Homes Corporation, certifies the termination of registration of the common stock and warrants under Section 12(g) of the Securities Exchange Act of 1934 and the suspension of reporting obligations under Sections 13 and 15(d). It also reports that there were zero holders of record of the warrants at the time of certification.
On Stock Titan, these filings are paired with AI-powered summaries that highlight key terms, corporate actions and implications for the LSEAW warrants. Users can quickly understand how tender offers, mergers, delisting steps and deregistration affected this warrant security without reading every line of each filing.
Transaction Overview: Amendment No. 3 to the Schedule TO confirms that the cash tender offer launched on 23 May 2025 by Lido Merger Sub, Inc., an Apollo-affiliated vehicle, for all outstanding common shares of Landsea Homes Corporation has successfully closed.
Key Terms & Metrics
- Offer price: US $11.30 per share in cash, without interest and subject to tax withholding.
- Expiration: Offer expired at 12:00 midnight (NYC time) on 24 Jun 2025.
- Shares tendered: 28,239,278 shares validly tendered and not withdrawn – approximately 77.35 % of total outstanding shares.
- Minimum condition: Satisfied; all other conditions either satisfied or waived.
- Payment date: Offeror will pay for accepted shares on 25 Jun 2025.
Next Steps
- Because more than a simple majority was acquired, the merger will be effected under DGCL §251(h) without a Landsea shareholder vote.
- On 25 Jun 2025, Lido Merger Sub will merge with and into Landsea; Landsea will survive as a wholly owned subsidiary of Lido Holdco.
- At the effective time, every share not already purchased (other than excluded or appraisal shares) will automatically convert into the right to receive the same US $11.30 cash consideration.
- Post-merger, Landsea shares will be delisted from the Nasdaq Capital Market and registration under the Exchange Act will be terminated.
Implications for Investors
Public shareholders will receive a definitive cash exit at US $11.30 on or shortly after 25 Jun 2025; after that date the security will no longer trade publicly. The filing is the final amendment reporting tender-offer results, signalling transaction certainty and elimination of further deal-completion risk.
Landsea Homes Corporation ("Landsea") confirms its pending acquisition by Lido Holdco, Inc. The amended Schedule 14D-9 discloses that the cash tender offer at $11.30 per share expired at 12:00 a.m. (NYC) on 24 June 2025. The depositary reported 28,239,278 shares validly tendered and not withdrawn, representing 77.35% of outstanding stock, thereby satisfying the offer’s Minimum Condition.
Because the acceptance threshold exceeded the statutory requirement, Lido Merger Sub, Inc. will irrevocably accept and pay for all tendered shares on 25 June 2025. Using Delaware General Corporation Law §251(h), Merger Sub will immediately execute a short-form merger without a shareholder vote, with Landsea surviving as a wholly owned subsidiary of Lido Holdco.
At the merger’s effective time, each remaining share (other than excluded or appraisal shares) will automatically convert into the right to receive the $11.30 cash consideration. Post-closing, Landsea’s common stock and warrants will be delisted from Nasdaq Capital Market and deregistered under the Exchange Act.
The filing states that all other terms in the original Schedule 14D-9 remain unchanged.