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Filed by U.S. Home Corporation
Pursuant to Rule 425 under the
Securities Act of 1933 and
deemed filed pursuant to
Rule 14a-12 of the Securities
Exchange Act of 1934
Subject Company: U.S. Home Corporation
Commission File No: 001-05899
U.S. Home Corporation distributed this letter to its shareholders
beginning on or about March 23, 2000:
Dear Shareholders:
Enclosed is U.S. Home Corporation's Annual Report on Form 10-K which
describes the Company's outstanding performance for the year ended December 31,
1999. Our last fiscal year marked the eighth year of improved performance for
U.S. Home: eight years of increased revenue and eight years of increased
operating income.
On February 17, 2000, we announced that the Boards of Directors of
Lennar Corporation and U.S. Home Corporation had approved a definitive
agreement for the purchase of U.S. Home by Lennar. Under the terms of the
agreement, U.S. Home shareholders will receive a combination of cash and
Lennar common stock. The transaction is expected to close in May 2000 following
regulatory and shareholder approvals and customary closing conditions. As a
result of this merger, U.S. Home will not hold its traditional annual meeting
of shareholders. There will, however, be a shareholders' meeting to vote
on the proposed acquisition. You will receive proxy information shortly
concerning the meeting.
We appreciate the efforts of all our employees who have so
successfully applied their talents, knowledge and skills in implementing the
strategies that made this a successful year. We thank our Board of Directors
for their dedicated guidance and support and we appreciate the confidence our
shareholders have shown.
As we approach the merger with Lennar, we look forward to
opportunities in the new century to build an even stronger Company offering
the best in housing for all generations of Americans.
/s/ Robert J. Strudler /s/ Isaac Heimbinder
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Robert J. Strudler Isaac Heimbinder
Chairman and President,
Co-Chief Executive Officer Co-Chief Executive Officer
and Chief Operating Officer
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These communications include certain "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995.
These statements are based on management's current expectation and are
naturally subject to uncertainty and changes in circumstances. Actual results
may vary materially from the expectations contained herein. The forward-looking
statements in this document include statements about future financial and
operating results. The following factors, among others, could cause actual
results to differ materially from those described herein: inability to obtain,
or meet conditions imposed for, governmental approvals for the merger with
Lennar Corporation; failure of the U.S. Home or Lennar stockholders to approve
the merger; the risk that the U.S. Home and Lennar businesses will not be
integrated successfully; the costs related to the merger; and other economic,
business, competitive and/or regulatory factors affecting U.S. Home's and
Lennar's businesses generally. More detailed information about those factors
is set forth in U.S. Home's filings with the Securities and Exchange
Commission, including its Annual Report filed on Form 10-K for the fiscal year
ended December 31, 1999, especially in the Management's Discussion and
Analysis section, its most recent quarterly reports on Form 10-Q, and its
Current Reports on Form 8-K. U.S. Home is under no obligation to (and
expressly disclaims any such obligation to) update or alter its forward-looking
statements whether as a result of new information, future events or otherwise.
* * * * *
U.S. Home and Lennar will be jointly preparing a joint proxy
statement/prospectus and will be filing such joint proxy statement/prospectus
with the Securities and Exchange Commission as soon as practicable. WE URGE
INVESTORS TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT
DOCUMENTS TO BE FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, BECAUSE
THEY CONTAIN IMPORTANT INFORMATION. Investors and security holders may obtain
a free copy of the joint proxy statement/prospectus and other documents filed
by U.S. Home Corporation and Lennar Corporation with the Securities and
Exchange Commission at the Securities and Exchange Commission's web site at In
addition, the joint proxy statement/prospectus and other documents filed with
the Securities and Exchange Commission by U.S. Home Corporation may be
obtained for free from U.S. Home Corporation by directing a request to U.S.
Home Corporation, 10707 Clay Road, Houston, Texas 77041, Attention: Investor
Relations, telephone (713) 877-2311. The joint proxy statement/prospectus and
other documents filed with the Securities and Exchange Commission by Lennar
Corporation may be obtained for free from Lennar Corporation by directing a
request to Lennar Corporation, 700 Northwest 107th Avenue, 4th Floor; Miami,
Florida 33172, Attention: Investor Relations, telephone (305) 559-4000.
READ THE DEFINITIVE JOINT PROXY STATEMENT/PROSPECTUS CAREFULLY BEFORE
MAKING A DECISION CONCERNING THE MERGER.
U.S. Home Corporation, its directors, executive officers and certain
other members of U.S. Home Corporation management and employees may be
soliciting proxies from U.S. Home Corporation stockholders in favor of the
merger. Information concerning the participants will be set forth on a
Schedule 14A filed as soon as practicable.
