UCP Inc. To Combine With Century Communities - Quick Facts

(RTTNews) - PICO Holdings, Inc. (PICO) announced its majority owned subsidiary, UCP, Inc., (UCP) has entered into an agreement with Century Communities, Inc. (CCS), pursuant to which the two companies have agreed to merge in a stock-and-cash transaction. As UCP's largest shareholder, PICO has entered into a voting agreement pursuant to which it has committed to vote its interest in UCP for the adoption of the merger agreement. PICO is expected to own, on a pro-forma basis, approximately 9% of the combined company.

In the merger, each outstanding share of UCP common stock will be converted into the right to receive $5.32 in cash and 0.2309 of a newly issued share of Century common stock. The implied value of the total stock and cash consideration to be received by UCP's stockholders in the merger is $11.35 per share.