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Press release from PR Newswire

Standard Pacific Corp. Announces Proposed Concurrent Offering of $150 Million of Convertible Senior Notes Due 2032 and 12.5 Million Shares of Common Stock

Tuesday, July 31, 2012

Standard Pacific Corp. Announces Proposed Concurrent Offering of $150 Million of Convertible Senior Notes Due 2032 and 12.5 Million Shares of Common Stock07:03 EDT Tuesday, July 31, 2012IRVINE, Calif., July 31, 2012 /PRNewswire/ -- Standard Pacific Corp. (NYSE: SPF) today announced the proposed public offering by the Company of $150 million aggregate principal amount of convertible senior notes due 2032.  The Company also expects to grant the underwriters of the proposed notes offering an option to purchase up to an additional $22.5 million aggregate principal amount of notes solely to cover over allotments.  J.P. Morgan, Citigroup, Credit Suisse and BofA Merrill Lynch will act as joint book-running managers for the proposed notes offering.The principal amount of the notes will be convertible into shares of the Company's common stock.  The interest rate, conversion rate, conversion price and certain other pricing terms of the notes will be determined at the time of pricing of the offering by the Company and the underwriters.  The notes will be guaranteed on a senior unsecured basis by certain of the Company's subsidiaries that have guaranteed the Company's outstanding notes.The Company also announced the proposed concurrent public offering by the Company of 12.5 million shares of its common stock.  The Company also expects to grant the underwriters of the proposed common stock offering an option to purchase up to an additional 1.875 million shares of common stock solely to cover over allotments.  J.P. Morgan, Citigroup, Credit Suisse and BofA Merrill Lynch will also act as joint book-running managers for the proposed common stock offering.The Company intends to use the net proceeds of the notes offering and the concurrent common stock offering for general corporate purposes, including land acquisition and development, home construction, and other related purposes.  Neither the notes offering nor the common stock offering will be conditioned upon consummation of the other.  This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities, nor shall there be any sale of such securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.Standard Pacific has filed a registration statement (including a prospectus) and will file prospectus supplements with the Securities and Exchange Commission (the "SEC") for the offerings to which this communication relates.  Before you invest, you should read the prospectus in that registration statement and other documents Standard Pacific has filed and will file with the SEC for more complete information about Standard Pacific and these offerings.  You may get these documents for free by visiting EDGAR on the SEC web site at www.sec.gov. Alternatively, copies may be obtained from J.P. Morgan Securities LLC, Attention: Broadridge Financial Solutions at 1155 Long Island Avenue, Edgewood, New York 11717 or toll free at (866) 803-9204, Citigroup, Brooklyn Army Terminal, 140 58th Street, Brooklyn, New York 11220 or toll free at (800) 831-9146, Credit Suisse Securities (USA) LLC, Attention: Prospectus Department, One Madison Avenue, New York, New York 10010, e-mail: newyork.prospectus@credit-suisse.com or toll free at (800) 221-1037, or BofA Merrill Lynch, 222 Broadway, 7th Floor, New York, New York 10038, Attention: Prospectus Department, e-mail: dg.prospectus_requests@baml.com.About Standard Pacific Corp.Standard Pacific, one of the nation's largest homebuilders, has built more than 115,000 homes during its 47-year history.  The Company constructs homes within a wide range of price and size targeting a broad range of homebuyers.  Standard Pacific operates in many of the largest housing markets in the country with operations in major metropolitan areas in California, Florida, Arizona, the Carolinas, Texas and Colorado.This news release contains forward-looking statements.  These statements include but are not limited to statements regarding the proposed offerings and the intended use of the net proceeds from the offerings.  Forward-looking statements are based on our current expectations or beliefs regarding future events or circumstances, and you should not place undue reliance on these statements.  Such statements involve known and unknown risks, uncertainties, assumptions and other factors many of which are out of the Company's control and difficult to forecast that may cause actual results to differ materially from those that may be described or implied.  The Company cannot be certain that the offerings will be completed on the terms discussed above, or at all.  For a discussion of certain other risks, uncertainties and other factors affecting the statements contained in this news release, see the Company's Annual Report on Form 10-K for the year ended December 31, 2011 and its subsequent Quarterly Reports on Form 10-Q.  The Company assumes no, and hereby expressly disclaims any, obligation to update any of the foregoing or any other forward-looking statements.  The Company nonetheless reserves the right to make such updates from time to time by press release, periodic report or other method of public disclosure without the need for specific reference to this news release.  No such update shall be deemed to indicate that other statements not addressed by such update remain correct or create an obligationto provide any other updates.  Contact: Jeff McCall, EVP & CFO (949) 789-1655, jmccall@stanpac.comSOURCE Standard Pacific Corp.