Free signup for more
- Track your favorite companies
- Receive email alerts for new filings
- Personalized dashboard of news and more
- Access all data and search results
Filing tables
Filing exhibits
- S-4 Registration of securities issued in business combination transactions
- 3.1 EX-3.1(A) Certificate of Organization of Ashton Woods USA L.L.C.
- 3.1 EX-3.1(B) Certificate of Incorporation of Ashton Woods Finance Co.
- 3.1 EX-3.1(C) Articles of Organization of Ashton Woods Construction LLC
- 3.1 EX-3.1(D) Articles of Organization of Ashton Woods Corporate LLC
- 3.1 EX-3.1(E) Articles of Organization of Ashton Woods California LLC
- 3.1 EX-3.1(F) Certificate of Amendment to Articles of Organization
- 3.1 EX-3.1(G) Articles of Organization of Ashton Woods Arizona LLC
- 3.1 EX-3.1(H) Certificate of Amendment to Articles of Organization
- 3.1 EX-3.1(I) Articles of Organization of Ashton Tampa Residential LLC
- 3.1 EX-3.1(J) Articles of Organization of Ashton Denver Residential LLC
- 3.1 EX-3.1(K) Articles of Organization of Ashton Woods Florida L.L.C.
- 3.1 EX-3.1(L) Articles of Organization of Ashton Woods Butler L.L.C.
- 3.1 EX-3.1(M) Articles of Organization of Ashton Woods Lakeside L.L.C.
- 3.1 EX-3.1(N) Articles of Organization of Canyon Realty L.L.C.
- 3.1 EX-3.1(O) Articles of Organization of Ashton Dallas Residential L.L.C.
- 3.1 EX-3.1(P) Articles of Organization of Ashton Houston Residential L.L.C.
- 3.1 EX-3.1(Q) Articles of Organization of Ashton Houston Development L.L.C.
- 3.1 EX-3.1(R) Articles of Incorporation of Ashton Brookstone, Inc.
- 3.1 EX-3.1(S) Articles of Incorporation of Black Amber Florida, Inc.
- 3.1 EX-3.1(T) Articles of Organization of Ashton Burden, LLC.
- 3.1 EX-3.1(U) Certificate of Limited Partnership of Ashton Woods Orlando Limited Partnership.
- 3.1 EX-3.1(V) Certificate of Amendment to Certificate of Limited Partnership
- 3.1 EX-3.1(W) Certificate of Limited Partnership of Lake Louise
- 3.1 EX-3.1(X) Certificate of Amendment to Certificate of Limited Partnership
- 3.1 EX-3.1(Y) Articles of Organization of Ashton Atlanta Residential, L.L.C.
- 3.2 EX-3.2(A) Amended and Restated Regulation of Ashton Woods USA L.L.C.
- 3.2 EX-3.2(B) Bylaws of Ashton Woods Finance Co.
- 3.2 EX-3.2(C) Regulations of Ashton Woods Corporate, LLC.
- 3.2 EX-3.2(D) Regulations of Ashton Woods California L.L.C.
- 3.2 EX-3.2(E) First Amendment to Regulations of Ashton Woods California L.L.C.
- 3.2 EX-3.2(F) Regulations of Ashton Woods Arizona L.L.C.
- 3.2 EX-3.2(G) First Amendment to Regulations of Ashton Woods Arizona L.L.C.
- 3.2 EX-3.2(H) Regulations of Ashton Tampa Residential L.L.C.
- 3.2 EX-3.2(I) Regulations of Ashton Denver Residential LLC.
- 3.2 EX-3.2(J) Amended and Restated Regulations of Ashton Woods Florida L.L.C.
- 3.2 EX-3.2(K) First Amendment to Regulation of Ashton Woods Florida L.L.C.
- 3.2 EX-3.2(L) Regulations of Ashton Woods Butler L.L.C.
- 3.2 EX-3.2(M) First Amendment to Regulations of Ashton Woods Butler L.L.C.
- 3.2 EX-3.2(N) Regulations of Ashton Woods Lakeside L.L.C.
- 3.2 EX-3.2(O) First Amendment to Regulations of Ashton Woods Lakeside L.L.C.
- 3.2 EX-3.2(P) Regulations of Canyon Realty L.L.C.
- 3.2 EX-3.2(Q) Regulations of Ashton Dallas Residential L.L.C.
- 3.2 EX-3.2(R) First Amendment to Regulations of Ashton Dallas Residential L.L.C.
- 3.2 EX-3.2(S) Regulations of Ashton Houston Residential L.L.C.
- 3.2 EX-3.2(T) First Amendment to Regulation of Ashton Houston Residential L.L.C.
- 3.2 EX-3.2(U) Regulations of Ashton Houston Development L.L.C.
- 3.2 EX-3.2(V) First Amendment to Regulations of Ashton Houston Development L.L.C.
- 3.2 EX-3.2(W) Second Amendment to Regulations of Ashton Houston Development L.L.C.
- 3.2 EX-3.2(X) Bylaws of Ashton Brookstone, Inc.
- 3.2 EX-3.2(Y) Regulations of Ashton Burden, LLC.
- 3.2 EX-3.2(Z) Form of Agreement of Limited Partnership
- 3.2 EX-3.2(AA) First Amendment to Agreement of Limited Partnership
- 3.2 EX-3.2(AB) Form of Agreement of Limited Partnership
- 3.2 EX-3.2(AC) Form of First Amendment to Agreement of Limited Partnership
- 3.2 EX-3.2(AD) Second Amendment to Agreement of Limited Partnership
- 3.2 EX-3.2(AE) Joint Venture Agreement of Pinery Joint Venture.
- 3.2 EX-3.2(AF) First Amendment to Joint Venture Agreement of Pinery Joint Venture
- 3.2 EX-3.2(AG) Agreement Pinery Joint Venture.
- 3.2 EX-3.2(AH) Second Amendment to the Joint Venture Agreement
- 3.2 EX-3.2(AI) Operating Agreement of Ashton Atlanta Residential, L.L.C.
- 3.2 EX-3.2(AJ) First Amendment to Operation Agreement
- 4.1 EX-4.1 Form of Indenture Dated As of September 21, 2005
- 4.2 EX-4.2 Form of 9.5% Senior Subordinated Note Due 2015
- 4.3 EX-4.3 Form of Registration Rights Agreement
- 5.1 EX-5.1 Opinion of Paul, Hastings, Janofsky & Walker LLP
- 5.2 EX-5.2 Opinion of Lionel Sawyer & Collins
- 5.3 EX-5.3 Opinion of Hagen & Parsons, P.C.
- 5.4 EX-5.4 Opinion of Akerman Senterfitt.
- 5.5 EX-5.5 Opinion of Holley, Albertson & Polk P.C..
- 5.6 EX-5.6 Opinion of Fennemore Craig.
- 10.1 EX-10.1 Form of Credit Agreement
- 10.2 EX-10.2 Form of Amendment to Credit Agreement
- 10.3 EX-10.3 Form of Second Amendment to Credit Agreement
- 10.4 EX-10.4 Limited Partnership Agreement of Navo South Development Partners, LTD.
- 10.5 EX-10.5 Agreement of Limited Partnership
- 10.6 EX-10.6 Limited Liability Company Agreement of Palm Cove Developers, LLC
- 10.7 EX-10.7 Services and Software License Agreement
- 10.8 EX-10.8 Form of Ashton Woods USA, LLC
- 12.1 EX-12.1 Statement Re Compuation of Ratios
- 21 EX-21 List of Subsidiaries of Ashton Woods USA L.L.C.
- 23.7 EX-23.7 Consent of KPMG LLP
- 25.1 EX-25.1 Statement of Eligibility of U.S. Bank National Association
- 99.1 EX-99.1 Form of Letter of Transmittal.
- 99.2 EX-99.2 Form of Letter to Clients.
- 99.3 EX-99.3 Form of Letter to Registered Holders.
- 99.4 EX-99.4 Form of Notice of Guaranteed Delivery.
Ashton Atlanta Residential, L.L.C. similar filings
Filing view
External links
Exhibit 99.3
Offer to Exchange
9.5% Senior Subordinated Notes due 2015,
which are not registered under the Securities Act of 1933,
for any and all outstanding
9.5% Senior Subordinated Notes due 2015,
which have been registered under the Securities Act of 1933,
of
ASHTON WOODS USA L.L.C.
and
ASHTON WOODS FINANCE CO.
THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON , 2006, UNLESS EXTENDED (THE “EXPIRATION DATE”). ORIGINAL NOTES TENDERED IN THE EXCHANGE OFFER MAY BE WITHDRAWN AT ANY TIME PRIOR TO 5:00 P.M., NEW YORK CITY TIME, ON THE EXPIRATION DATE.
To Registered Holders and The Depository Trust Company Participants:
We are enclosing herewith the materials listed below relating to the offer by Ashton Woods USA L.L.C., a Nevada limited liability company, and Ashton Woods Finance Co., a Delaware corporation (collectively, the “Issuers”), to exchange its 9.5% Senior Subordinated Notes due 2015, which have been registered under the Securities Act of 1933 (the “New Notes”), for a like principal amount of its issued and outstanding 9.5% Senior Subordinated Notes due 2015, which are not registered under the Securities Act of 1933 (the “Original Notes”), upon the terms and subject to the conditions set forth in the Issuers’ Prospectus, dated , 2006 (the “Prospectus”) and the related Letter of Transmittal (which, together with the Prospectus constitute the “Exchange Offer”).
Enclosed herewith are copies of the following documents:
1. Prospectus;
2. Letter of Transmittal;
3. Notice of Guaranteed Delivery; and
4. | Letter which may be sent to your clients for whose account you hold Original Notes in your name or in the name of your nominee, with space provided for obtaining such client’s instruction with regard to the Exchange Offer. |
We urge you to contact your clients promptly. Please note that the Exchange Offer will expire on 5:00 p.m., New York City time, on the Expiration Date unless extended.
The Exchange Offer is not conditioned upon any minimum number of Original Notes being tendered.
The Issuers will not pay any fee or commissions to any broker or dealer or to any other persons (other than the Exchange Agent) in connection with the solicitation of tenders of Original Notes pursuant to the Exchange Offer. The Issuers will pay or cause to be paid any transfer taxes payable on the transfer of Original Notes to it, except as otherwise provided in Instruction 11 of the enclosed Letter of Transmittal.
Additional copies of the enclosed material may be obtained from the Exchange Agent.