Beazer shareholders approve Dream Finders' $2.2 billion takeover, which Dream Finders expects to close Oct. 20

Beazer Homes shareholders voted on Thursday, Oct. 15, to approve the company's sale to Dream Finders Homes for $33.50 a share in cash, removing one of the last obstacles to a deal that values Beazer at about $2.2 billion including debt. Dream Finders expects to complete the purchase on Tuesday, Oct. 20, after which Beazer's shares will stop trading on the New York Stock Exchange.

What the vote settled

Beazer Homes USA stockholders approved the company's sale to Dream Finders Homes at a virtual special meeting on Thursday, Oct. 15. According to Beazer's filing with the Securities and Exchange Commission, 21,541,108 shares were voted for the merger agreement, 12,898 against and 32,312 abstained. Beazer had 26,679,623 shares outstanding on the Sept. 14 record date, so roughly 81% of all outstanding shares voted yes, by TickerGrove's calculation.

Holders were less enthusiastic about executive pay. The separate, nonbinding vote on compensation tied to the merger passed with 17,294,632 shares for and 4,275,714 against, meaning about one in five votes cast opposed it, also by TickerGrove's calculation.

The deal pays $33.50 in cash for each Beazer share and values the Atlanta-based builder at about $2.2 billion including debt.

What is set for Oct. 20

Dream Finders said the antitrust waiting period had already ended early and that it expects to complete the purchase on Tuesday, Oct. 20, using funds it has already lined up. The merger agreement sets closing for the third business day after the remaining conditions are satisfied or waived. By TickerGrove's count, the third business day after Thursday, Oct. 15 is Tuesday, Oct. 20, which matches Dream Finders' expected date if the remaining conditions are treated as satisfied on the day of the vote. Beazer said it still has to satisfy customary closing conditions and expects to announce completion within days.

Once the deal closes, Beazer's stock will stop trading on the New York Stock Exchange, and its proxy statement says the company will be deregistered and stop filing periodic reports with the SEC.

Beazer plans to retire some of its debt the same day if the deal closes. Beazer has issued a conditional notice to redeem all $350 million of its 7.25% senior notes due 2029 on Oct. 20 at 101.208% of face value plus accrued interest, provided the merger closes and the money is in hand. Holders of two other bond series, the 7.5% notes due 2031 and 8% notes due 2032, consented in September to amendments under which the merger will not count as a change of control; the consent fees are expected to be paid when the deal closes.

How the price got to $33.50

The vote caps a contest that began with private offers early this year. Beazer's proxy statement shows Dream Finders made private offers in early 2026, including $29 a share in March, before going public on May 11 with a $25.75 bid. That was 37.2% above Beazer's $18.77 closing price on May 8, the last trading day before the offer became public. Dream Finders raised its offer to $32 on June 30 and to $33.50 on Aug. 3, a 78.5% premium to that May 8 price. The two companies announced the agreement on Aug. 7.

Dream Finders was not the only bidder. A strategic buyer the proxy identifies only as "Party B" offered $32 a share in June and $33.50 in July. On Aug. 2, it told Beazer it would not submit a proposal on Aug. 3 "due to, among other things, increased financing costs and concerns around operational limitations and implications from certain terms of its proposed land bank financing."

What Dream Finders is buying

The companies say the combination will be the sixth-largest homebuilder headquartered in the U.S. by 2025 revenue, operating in 26 markets with about 520 active communities across the Southeast, Mid-Atlantic, Texas, the West and the Midwest. Beazer brings operations in 15 markets across 13 states.

Dream Finders expects more than $100 million in annual run-rate cost savings, and says it expects the deal to be double-digit percentage accretive to earnings per share in the first year. It is paying with existing resources and committed financing from Goldman Sachs, Bank of America and affiliates of Kennedy Lewis Asset Management, and it has said it aims to return to, or improve on, its leverage metrics at the time of the announcement within 18 to 24 months of closing. The price is about 0.8 times Beazer's book value, according to the August announcement.

What to watch after closing

Once the deal closes, the savings target and the leverage pledge become the yardsticks Dream Finders has set for itself. Trade publication The Builder's Daily, writing on HousingWire when the deal was announced, noted that Dream Finders came into the transaction already carrying higher leverage after a period of rapid expansion, and that Beazer arrives with its own owned and controlled land even though Dream Finders says the combined company will keep a 100% land-light strategy. The publication wrote that Dream Finders can move land into third-party structures; Dream Finders has not said whether, or how fast, it will do that with Beazer's owned land. How the combined business will be reported is also not yet known.