Simpson Thacher represented the initial purchasers, led by J.P. Morgan Securities LLC and RBC Capital Markets, LLC, in connection with a Rule 144A/Regulation S offering by Empire Communities Corp. (“Empire”) of US$475 million aggregate principal amount of 9.75% Senior Notes due 2029 (“2029 Notes”), which were issued on April 29, 2024.~~Simpson Thacher also represented J.P. Morgan Securities LLC, as dealer manager, in connection with a concurrent any-and-all cash tender offer for Empire’s outstanding 7.00% senior notes due 2025 (the “Tender Offer”). Net proceeds of the 2029 Notes offering were used to pay a portion of the cash consideration for the Tender Offer.~~Empire is one of North America’s largest private homebuilders, with over 30 years of experience and operating history.~~The Simpson Thacher team included Marisa Stavenas, John O’Connell, Patrick Baron, Jieun Lim, Ziang Zhou, David Turitzin, Jack Ligon and Khalia Williams (Capital Markets); Michael Mann (Tax); Pasco Struhs (Executive Compensation and Employee Benefits); Noreen Lavan (Environmental); Timothy Gallagher (Real Estate); Kate Mirino and Chandler Gerard-Reimer (Intellectual Property); and Jennie Getsin (Blue Sky).