Century Communities Announces a Cash Tender Offer for Any and All of its 6.875% Senior Notes due 2022

GREENWOOD VILLAGE, Colo.–(BUSINESS WIRE)–Century Communities, Inc. (the “Company”) today announced the
commencement of a cash tender offer (the “Tender Offer”) to purchase any
and all of the Company’s 6.875% Senior Notes due 2022 (CUSIP No. 156504
AD4 / U15662 AC0 (144A) / ISIN No. US156504AD48 / USU15662AC06 (Reg. S))
(the “2022 Notes”). The Tender Offer is being made pursuant to an Offer
to Purchase, dated May 9, 2019, and the related Notice of Guaranteed
Delivery.

Upon the terms and subject to the conditions described in the Offer to
Purchase and the Notice of Guaranteed Delivery, the Company is offering
to purchase for cash any and all of the 2022 Notes. Tenders of the 2022
Notes may be withdrawn at any time at or prior to 5:00 p.m., New York
City time, on May 22, 2019, unless extended or earlier terminated (such
date and time, as it may be extended or earlier terminated, the
“Withdrawal Deadline”), but may not be withdrawn thereafter. The Tender
Offer for any and all of the 2022 Notes will expire at 5:00 p.m., New
York City time, on May 22, 2019, unless extended or earlier terminated
(such date and time, as it may be extended or earlier terminated, the
“Expiration Date”).

The consideration for each US$1,000 principal amount of 2022 Notes
validly tendered, not validly withdrawn and accepted for purchase will
be as set forth in the table below under “Tender Offer Consideration.”
In addition, all holders of 2022 Notes accepted for purchase in the
Tender Offer will also receive accrued and unpaid interest on such
purchased 2022 Notes from the last interest payment date up to, but not
including, the settlement date.

_______________________________

(1) Per $1,000 principal amount of Notes accepted for purchase.
This number excludes accrued and unpaid interest which will be paid
as described in the Offer to Purchase.

The Tender Offer is not conditioned on any minimum amount of the 2022
Notes being tendered. However, the Company’s obligation to accept for
purchase and to pay for the 2022 Notes validly tendered pursuant to the
Tender Offer is subject to the satisfaction or waiver of a number of
conditions, including the Company’s completion, at or prior to the
Expiration Date, of a financing transaction on terms satisfactory to the
Company. Following consummation of the Tender Offer, the 2022 Notes that
are purchased pursuant to the Tender Offer will be retired and cancelled
and no longer remain outstanding obligations. To the extent that less
than $385 million aggregate principal amount of the 2022 Notes are
tendered in the Tender Offer, we intend to redeem all of the remaining
outstanding 2022 Notes. The Company reserves the right, subject to
applicable law, to (i) waive any and all conditions to the Tender Offer,
(ii) extend or terminate the Tender Offer, or (iii) otherwise amend the
Tender Offer in any respect.

The Company anticipates that it will accept for purchase and pay for
2022 Notes validly tendered and not validly withdrawn pursuant to the
Tender Offer at or prior to the Expiration Date, one business day
following the Expiration Date, which first business day is expected to
occur on or about May 23, 2019, or (ii) to the extent that such 2022
Notes are not delivered at or prior to the Expiration Date but are
delivered pursuant to the guaranteed delivery provisions set forth in
the Offer to Purchase, three business days following the Expiration
Date, which third business day is expected to occur on or about May 28,
2019.

None of the Company, its subsidiaries or its affiliates, its or their
respective boards of directors, officers or employees, the dealer
manager, tender agent and information agent or the trustee for the 2022
Notes makes any recommendation that holders tender or refrain from
tendering all or any portion of the principal amount of their 2022
Notes, and no one has been authorized by the Company or any of them to
make such a recommendation. Holders must make their own decision as to
whether to tender their 2022 Notes, and, if so, the principal amount of
2022 Notes to tender.

All of the 2022 Notes are held in book-entry form through the facilities
of The Depository Trust Company (“DTC”). If you hold 2022 Notes through
a broker, dealer, bank, trust company or other intermediary or nominee,
you must contact such broker, dealer, bank, trust company or other
intermediary or nominee if you wish to tender 2022 Notes pursuant to the
Tender Offer. You should check with such broker, dealer, bank, trust
company or other intermediary or nominee to determine whether they will
charge you a fee for tendering 2022 Notes on your behalf. You should
also confirm with the broker, dealer, bank, trust company or other
intermediary or nominee any deadlines by which you must provide your
tender instructions, because the relevant deadline set by such nominee
will be earlier than the deadlines set forth herein.

The Company has retained J.P. Morgan Securities LLC to serve as the
dealer manager for the Tender Offer. The Company has retained D.F. King
& Co., Inc. to act as the tender agent and information agent in respect
of the Tender Offer.

For additional information regarding the terms of the Tender Offer,
please contact J.P. Morgan Securities LLC at (212) 834-3260 or toll free
at (866) 834-4666. Copies of the Offer to Purchase and the Notice of
Guaranteed Delivery are available at www.dfking.com/ccs,
or may be obtained by contacting D.F. King & Co., Inc. at its offices at
48 Wall Street, New York, New York 10005, by telephone at (212) 269-5550
for banks and brokers or at (800) 967-7510 for all others or by email at [email protected].

This press release does not constitute an offer to buy or the
solicitation of an offer to sell any securities in any jurisdiction or
in any circumstances in which such offer or solicitation is unlawful.
In those jurisdictions where the securities, blue sky or other laws
require the Tender Offer to be made by a licensed broker or dealer, the
Tender Offer will be deemed to be made by the dealer manager or one or
more registered brokers or dealers licensed under the laws of such
jurisdiction.

Forward-Looking Statements

Certain statements in this announcement are forward-looking statements
based on current expectations. By their nature, forward-looking
statements require us to make assumptions and are subject to important
known and unknown risks and uncertainties, which may cause our actual
results in future periods to differ materially from those set forth in
the forward-looking statements. For additional information regarding
these risks and uncertainties, and the assumptions underlying the
forward-looking statements, please refer to the Offer to Purchase.

Contacts

Investor Relations
303-268-8398
[email protected]