Dream Finders Homes, Inc 8-K, filed Jan 23, 2025
Dream Finders Homes, Inc. (DFH)
8-K
2025-01-23
For: 2025-01-23
View Original
Added on
April 12, 2026
About this 8-K
Dream Finders Homes, Inc filed this 8-K on January 23, 2025.
Items reported
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): January 23, 2025
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
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Registrant’s telephone number, including area code: (904 ) 644-7670
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2):
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
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| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01 Regulation FD Disclosure.
On January 23, 2025, the Company issued a press release announcing that it has completed the acquisition of the majority of homebuilding assets of Liberty Communities, LLC, a privately-held homebuilder operating in the markets of Atlanta, Georgia and Greenville, South Carolina. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
None of the information furnished in Item 7.01 or the accompanying Exhibit 99.1 will be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of such section, nor will such information be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act, regardless of the general incorporation language of such filing, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Number | Description | |||||||
| Press Release dated January 23, 2025 | ||||||||
| 104 | Cover Page Interactive Data File (embedded within the inline XBRL document) | |||||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| DREAM FINDERS HOMES, INC. | ||||||||
| By: | /s/ Robert E. Riva | |||||||
| Robert E. Riva | ||||||||
| Vice President, General Counsel and Corporate Secretary | ||||||||
| Date: January 23, 2025 | ||||||||
Exhibit 99.1 | ||
Dream Finders Homes Closes Acquisition
Forming New Partnership with Liberty Communities in Atlanta
Jacksonville, FL. — January 23, 2025 — Dream Finders Homes, Inc. (the “Company”, “Dream Finders” or “DFH”) (NYSE: DFH) today announced that it has completed the acquisition of the core homebuilding operations and assets of privately-held homebuilder, Liberty Communities, LLC, in the Atlanta, Georgia and Greenville, South Carolina markets, in addition to its captive pre-engineered panel and truss and building component import businesses (collectively, “Liberty Communities” or “Liberty”).
This transaction enables Dream Finders’ expansion to the Atlanta homebuilding market, one of the largest and fastest-growing in the United States, and increases its community count and future land supply in Greenville. In addition, the acquisition of Liberty’s offsite manufacturing and component import businesses provide cost and operating efficiencies in Liberty’s existing markets and position DFH with a potential platform for expansion to other active markets in the future.
Patrick Zalupski, Dream Finders’ Chairman and CEO, said: “We are excited to partner with Liberty, led by its dynamic founder and CEO, Neil Koelbl, and his exceptional leadership team. Atlanta – the sixth largest homebuilding market in the U.S. and the largest in the Southeast – has been one of our highest-priority expansion markets. Atlanta had over 27,000 estimated single-family permits in 2024, and was, effectively, the only Southeastern market where we were not active. This transaction gives us a running start to build Atlanta into one of the top markets for DFH. In addition, Liberty’s offsite manufacturing operations provide us with a unique and differentiated opportunity to explore incremental cost and production efficiencies for our homebuilding operations.”
Said Koelbl, “This partnership with Dream Finders is a significant milestone for Liberty and a unique opportunity to pursue aggressive and sustainable growth with one of the leading national builders in our industry. Dream Finders is an outstanding organization that shares our core values and our commitment to customer service and product quality. I am grateful to our many talented team members at Liberty who have made this possible, with special thanks to Chris Cox, Chrissy Marler, and Dolores Allen, who truly embody our “hungry, humble, and smart” professional ethos. This is a unique opportunity to do something extraordinary – combining our local market knowledge, operational excellence, and desire to win with Dream Finders’ growth objectives and access to the public capital markets ideally positions us for long-term success.”
DFH funded the transaction with cash on hand and borrowings under its existing senior unsecured revolving credit facility. Simultaneously with the acquisition closing, DFH paid off Liberty’s vertical lines of credit associated with the assets acquired.
Zelman, a Walker & Dunlop Company (NYSE: WD), served as the exclusive sell-side financial advisor to Liberty Communities on the transaction.
About Dream Finders Homes, Inc.
Dream Finders Homes (NYSE: DFH) is a homebuilder based in Jacksonville, Florida. Dream Finders Homes builds single-family homes throughout the Southeast, Mid-Atlantic and Midwest, including Florida, Texas, Tennessee, North Carolina, South Carolina, Georgia, Colorado, Arizona, and the Washington, D.C. metropolitan area, which comprises Northern Virginia and Maryland. Through its wholly owned subsidiaries, DFH also provides mortgage financing and title services to homebuyers. Dream Finders Homes achieves its industry-leading growth and returns by maintaining an asset-light homebuilding model. For more information, please visit www.dreamfindershomes.com.
Forward-Looking Statements
This press release includes forward-looking statements regarding future events which include, but are not limited to, market conditions, possible or assumed future results of operations, expected benefits of the Liberty Communities acquisition and statements regarding the Company’s strategies and expectations as they relate to market opportunities and growth. All forward-looking statements are based on managements’ beliefs as well as assumptions made by and information currently available to management. These statements reflect managements’ current views with respect to future events and are subject to various risks, uncertainties and assumptions, which are discussed in Dream Finders Homes’ Annual Report on Form 10-K for the year ended December 31, 2023, subsequently filed Form 10-Qs and other filings with the U.S. Securities and Exchange Commission. Dream Finders Homes undertakes no obligation to update or revise any forward-looking statement except as may be required by applicable law.
Contacts:
Investor Contact: investors@dreamfindershomes.com
Media Contact: mediainquiries@dreamfindershomes.com