04/17/2026 | Press release | Distributed by Public on 04/17/2026 06:30
| Item 8.01 |
Other Events |
As previously disclosed in our Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (the "SEC") on February 13, 2026, Tri Pointe Homes, Inc., a Delaware corporation (the "Company"), entered into the Agreement and Plan of Merger, dated February 13, 2026 (the "Merger Agreement"), with Sumitomo Forestry Co., Ltd., a Japanese corporation (kabushiki kaisha) ("Parent"), and Teton NewCo, Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub will merge with and into the Company, with the Company continuing as the surviving corporation and an indirect wholly owned subsidiary of Parent (the "Merger").
The completion of the Merger is conditioned upon, among other things, the expiration or termination of the waiting period (and any extension thereof) applicable to the Merger under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the "HSR Act"). At 11:59 p.m., Eastern Time, on April 16, 2026, the waiting period applicable to the Merger under the HSR Act expired. Accordingly, the portion of the conditions to the Merger relating to the expiration or termination of the waiting period under the HSR Act has been satisfied. The Merger continues to be subject to the remaining conditions set forth in the Merger Agreement.