Dream Finders sells $225.0 million of 12% preferred stock, with $225.0 million more tied to Beazer deal
Dream Finders Homes entered subscription agreements on September 14, 2026, selling 225,000 shares of Series B Convertible Preferred Stock for $225.0 million, and used the proceeds to redeem its Series A preferred stock. The company also agreed to sell 450,000 more Series B shares at a second closing, contingent on completing its previously announced merger with Beazer Homes USA, Inc., which would fund part of the merger consideration. The preferred stock ranks senior to common stock on dividends and liquidation, carries a 12.00% cumulative dividend, and can convert to Class A common stock at a discount after six years, so it adds a senior claim and potential dilution for common shareholders.
Key points
- 225,000 Series B shares sold at a first closing on September 14, 2026, for an aggregate $225.0 million, with a 2.50% original issue discount
- Cumulative dividend of 12.00% per year, payable quarterly, with a maximum rate of 15.00% after step-ups
- Additional 450,000 Series B shares to be sold at a second closing tied to the Beazer Homes USA merger conditions
- Conversion not permitted by purchasers before the sixth anniversary of the First Closing, except in a Fundamental Change; conversion price floor of $4.19
The filing
Written by AI on Nov 8, 2026, 6:59 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on September 15, 2026.
Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.