UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 17, 2017

 

 

CENTURY COMMUNITIES, INC.

(Exact name of registrant as specified in its charter)

 

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

001-36491   68-0521411

(Commission

File Number)

 

(I.R.S. Employer

Identification Number)

8390 East Crescent Parkway, Suite 650

Greenwood Village, Colorado

  80111
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (303) 770-8300

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933, as amended, or Rule 12b-2 of the Securities Exchange Act of 1934, as amended.

Emerging growth company  ☑

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☑

 

 

 


Item 1.01. Entry into a Material Definitive Agreement.

Seventh Supplemental Indenture; 6.875% Senior Notes due 2022

On October 17, 2017, Century Communities, Inc. (the “Company”) and its subsidiary guarantors party thereto (the “Guarantors”) entered into a Seventh Supplemental Indenture (the “Seventh Supplemental Indenture”) with U.S. Bank National Association, as trustee (the “Trustee”), which supplements the Indenture, dated as of May 5, 2014, as supplemented by the Supplemental Indenture, dated as of December 18, 2014, the Second Supplemental Indenture, dated as of March 13, 2015, the Third Supplemental Indenture, dated as of April 9, 2015, the Fourth Supplemental Indenture, dated August 27, 2015, the Fifth Supplemental Indenture, dated as of November 8, 2016, and the Sixth Supplemental indenture, dated as of January 26, 2017, each among the Company, the Guarantors party thereto, and the Trustee (as supplemented, the “2014 Indenture”). Pursuant to the Seventh Supplemental Indenture, each of the Guarantors listed in the Schedule thereto agrees to provide a Security Guarantee (as defined therein) on the terms and subject to the conditions set forth in the 2014 Indenture.

The foregoing description of the Seventh Supplemental Indenture does not purport to be complete and is qualified in its entirety by reference to the complete terms of the Seventh Supplemental Indenture, which is filed as Exhibit 4.1 to this Current Report on Form 8-K and incorporated herein by reference.

First Supplemental Indenture; 5.875% Senior Notes due 2025

On October 17, 2017, the Company and the Guarantors entered into a First Supplemental Indenture (the “First Supplemental Indenture”) with the Trustee, which supplements the Indenture, dated as of May 12, 2017, among the Company, the Guarantors party thereto, and the Trustee (the “2017 Indenture”). Pursuant to the First Supplemental Indenture, each of the Guarantors listed in the Schedule thereto agrees to provide a Security Guarantee (as defined therein) on the terms and subject to the conditions set forth in the 2017 Indenture.

The foregoing description of the First Supplemental Indenture does not purport to be complete and is qualified in its entirety by reference to the complete terms of the First Supplemental Indenture, which is filed as Exhibit 4.2 to this Current Report on Form 8-K and incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit
Number

 

Description

4.1   Seventh Supplemental Indenture, dated as of October 17, 2017, by and among Century Communities, Inc., the Guarantors party thereto, and U.S. Bank National Association, as trustee under the 2014 Indenture.
4.2   First Supplemental Indenture, dated as of October 17, 2017, by and among Century Communities, Inc., the Guarantors party thereto, and U.S. Bank National Association, as trustee under the 2017 Indenture.


EXHIBIT INDEX

 

Exhibit
Number

 

Description

4.1   Seventh Supplemental Indenture, dated as of October 17, 2017, by and among Century Communities, Inc., the Guarantors party thereto, and U.S. Bank National Association, as trustee under the 2014 Indenture.
4.2   First Supplemental Indenture, dated as of October 17, 2017, by and among Century Communities, Inc., the Guarantors party thereto, and U.S. Bank National Association, as trustee under the 2017 Indenture.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: October 20, 2017     C ENTURY C OMMUNITIES , I NC .
    By:   /s/ David Messenger
     

Name: David Messenger

     

Title: Chief Financial Officer

Exhibit 4.1

SEVENTH SUPPLEMENTAL INDENTURE

SEVENTH SUPPLEMENTAL INDENTURE (this “ Supplemental Indenture ”), dated as of October 17, 2017, among Century Communities, Inc., a Delaware corporation (the “ Company ”), those companies listed in the Schedule to this Supplemental Indenture (the “ Guaranteeing Subsidiaries ”), each a subsidiary of the Company, the other Guarantors (as defined in the Indenture referred to herein), and U.S. Bank National Association, as trustee under the Indenture (the “ Trustee ”).

WITNESSETH

WHEREAS, the Company has heretofore executed and delivered to the Trustee an indenture, dated as of May 5, 2014 providing for the issuance of 6.875% Senior Notes due 2022 (the “ Securities ”), as supplemented by the Supplemental Indenture dated as of December 18, 2014, the Second Supplemental Indenture, dated as of March 13, 2015, the Third Supplemental Indenture, dated as of April 9, 2015, the Fourth Supplemental Indenture, dated as of August 27, 2015, the Fifth Supplemental Indenture, dated as of November 8, 2016, and the Sixth Supplemental Indenture, dated as of January 26, 2017 (as supplemented, the “ Indenture ”);

WHEREAS, the Indenture provides that under certain circumstances the Guaranteeing Subsidiaries shall execute and deliver to the Trustee a supplemental indenture pursuant to which the Guaranteeing Subsidiaries shall each unconditionally guarantee all of the Company’s Obligations under the Securities and the Indenture on the terms and conditions set forth herein (each a “ Security Guarantee ”); and

WHEREAS, pursuant to Section 9.01 of the Indenture, the Company and the Trustee are authorized to execute and deliver this Supplemental Indenture without the consent of the Holders.

NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Company, the other Guarantors, the Guaranteeing Subsidiaries and the Trustee mutually covenant and agree for the equal and ratable benefit of the Securityholders as follows:

1. CAPITALIZED TERMS. Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture.

2. AGREEMENT TO GUARANTEE. The Guaranteeing Subsidiaries each hereby agree to provide an unconditional Security Guarantee on the terms and subject to the conditions set forth in the Security Guarantee and in the Indenture including but not limited to Article 10 thereof.

3. NO RECOURSE AGAINST OTHERS. No director, officer, employee, incorporator or stockholder of the Company or any Security Guarantor, as such, will have any liability for any obligations of the Company or the Security Guarantors under the Securities, this Indenture, the Security Guarantees, or for any claim based on, in respect of, or by reason of, such obligations or their creation. Each Securityholder by accepting a Security waives and releases all such liability. The waiver and release are part of the consideration for issuance of the Securities and the Security Guarantees. The waiver may not be effective to waive liabilities under the federal securities laws.

4. GOVERNING LAW. THIS SUPPLEMENTAL INDENTURE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.


5. COUNTERPARTS. The parties may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement. One signed copy is enough to prove this Supplemental Indenture. The exchange of copies of this Supplemental Indenture and of signature pages by facsimile or PDF transmissions shall constitute effective execution and delivery of this Supplemental Indenture as to the parties hereto and may be used in lieu of the original Supplemental Indenture for all purposes. Signatures of the parties hereto transmitted by facsimile or PDF shall be deemed to be their original signatures for all purposes.

6. EFFECT OF HEADINGS. The Section headings herein are for convenience of reference only, are not intended to be considered a part hereof and shall not modify or restrict any of the terms or provisions hereof.

7. THE TRUSTEE. The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Supplemental Indenture or for or in respect of the recitals contained herein, all of which recitals are made solely by the Guaranteeing Subsidiaries and the Company.

8. RATIFICATION OF INDENTURE. Except as expressly amended hereby, the Indenture is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. This Supplemental Indenture shall form a part of the Indenture for all purposes, and every Holder heretofore and hereafter authenticated and delivered shall be bound hereby.

[Signature Pages Follow]

 

2


CENTURY COMMUNITIES, INC.
By:     /s/ David Messenger
 

Name: David Messenger

Title: Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


U.S. BANK NATIONAL ASSOCIATION,

as Trustee

By:     /s/ Kathy L. Mitchell
 

Name: Kathy L. Mitchell

Title: Vice President

 

Signature Pages to the Seventh Supplemental Indenture


A UGUSTA P OINTE , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

A VALON AT I NVERNESS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

AVR A, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


AVR B, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

AVR C, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

B EACON P OINTE , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


B ENCHMARK B UILDERS N ORTH C AROLINA , LLC

By:

  /s/ David Messenger
  David Messenger
  Chief Financial Officer

 

B ENCHMARK C OMMUNITIES , LLC

By:

  /s/ David Messenger
  David Messenger
  Chief Financial Officer

 

B ENCHMARK M ADERA I, LLC
By:   /s/ David Messenger
  David Messenger
  Chief Financial Officer

 

B LACKSTONE H OMES , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

BMC C ARNATION , LLC

By:

  /s/ David Messenger
  David Messenger
  Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


BMC C ORNERSTONE II R IPON , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC E AST G ARRISON , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC EG B LUFFS , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC EG B UNGALOW , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC EG C OURTYARDS , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC EG G ARDEN , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


BMC EG G ROVE , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC EG T OWNS , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC EG V ILLAGE , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC H EIGHTS , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC M EADOWOOD II, LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC P INE R IDGE , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


BMC P ROMISE W AY , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC R ANCHO E TIWANDA , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC R EALTY A DVISORS , I NC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC R ED H AWK , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC R OSEMEAD , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC S AGEWOOD , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


BMC S AGEWOOD 40 S , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC S AGEWOOD 60 S , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC S HIELDS L OCAN , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC S TEIN , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC T OUCHSTONE , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC W OOD R ANCH , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


BMCH C ALIFORNIA , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMCH N ORTH C AROLINA , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMCH T ENNESSEE , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMCH W ASHINGTON , LLC

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

B RADBURN V ILLAGE H OMES , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


C ASA A CQUISITION C ORP .

By:

  /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

CC C OMMUNITIES , LLC
By:  

Century Land Holdings, LLC,

its Managing Member

  By:  

CCC Holdings, LLC

its Manager

    By:  

Century Communities, Inc.

its Manager and Sole Member

      By:   /s/ David Messenger
       

David Messenger

Chief Financial Officer

 

CCC H OLDINGS , LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

CCG C ONSTRUCTORS LLC
By:  

Century Communities of Georgia, LLC,

its Manager and Sole Member

  By:  

Century Communities, Inc.

its Manager and Sole Member

    By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


CCG R EALTY G ROUP LLC
By:  

Century Communities of Georgia, LLC,

its Manager and Sole Member

  By:  

Century Communities, Inc.

its Manager and Sole Member

    By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

 

CCH H OMES , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

     

By:

 

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

C ENTENNIAL H OLDING C OMPANY LLC
By:  

Century Communities, Inc.,

its Managing Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


C ENTRAL P ARK R OWHOMES , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

     

By:

 

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT A SH M EADOWS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

     

By:

 

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT B EACON P OINTE , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

     

By:

 

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


C ENTURY AT C ALEY , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

     

By:

 

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT C ANDELAS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

     

By:

 

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT C AROUSEL F ARMS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

     

By:

 

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


C ENTURY AT C LAREMONT R ANCH , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT C OMPARK V ILLAGE N ORTH , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC its Manager

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT C OMPARK V ILLAGE S OUTH , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


C ENTURY AT F OREST M EADOWS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT H ARVEST M EADOWS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT L ANDMARK , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


C ENTURY AT L ITTLETON V ILLAGE , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT LOR, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT L OWRY , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


C ENTURY AT M ARVELLA , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT M AYFIELD , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT M IDTOWN , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


C ENTURY AT M ILLENNIUM , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT M URPHY C REEK , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT O AK S TREET , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


C ENTURY AT O BSERVATORY H EIGHTS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT O UTLOOK , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT S ALISBURY H EIGHTS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


C ENTURY AT S OUTHSHORE , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT S TERLING R ANCH , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT T ERRAIN , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


C ENTURY AT T HE G ROVE , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT T HE M EADOWS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT V ISTA R IDGE , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


C ENTURY AT W ILDGRASS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT W OLF R ANCH , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY C ITY , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
          David Messenger
          Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


C ENTURY C OMMUNITIES C ONSTRUCTION , LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

C ENTURY C OMMUNITIES OF G EORGIA , LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

C ENTURY C OMMUNITIES OF N EVADA , LLC
By:  

Century Communities, Inc.

its Sole Managing Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

C ENTURY C OMMUNITIES OF N EVADA R EALTY , LLC
By:  

Century Communities of Nevada, LLC,

its Sole Managing Member

      By:  

Century Communities, Inc.

its Sole Managing Member

        By:   /s/ David Messenger
          David Messenger
          Chief Financial Officer
C ENTURY C OMMUNITIES OF U TAH , LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


C ENTURY C OMMUNITIES S OUTHEAST , LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
    David Messenger
    Chief Financial Officer
C ENTURY G ROUP LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
    David Messenger
    Chief Financial Officer
C ENTURY L AND H OLDINGS , LLC
By:  

CCC Holdings, LLC,

its Manager

  By:  

Century Communities, Inc.

its Manager and Sole Member

    By:   /s/ David Messenger
      David Messenger
      Chief Financial Officer
C ENTURY L AND H OLDINGS II, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


C ENTURY L AND H OLDINGS OF T EXAS , LLC
By:  

Century Communities, Inc.

its Sole Managing Member

  By:   /s/ David Messenger
    David Messenger
    Chief Financial Officer
C ENTURY L AND H OLDINGS OF U TAH , LLC
By:  

Century Communities, Inc.

its Sole Managing Member

  By:   /s/ David Messenger
    David Messenger
    Chief Financial Officer
C ENTURY R HODES R ANCH GC, LLC
By:  

Century Communities of Nevada, LLC,

its Sole Managing Member

  By:  

Century Communities, Inc.

its Sole Managing Member

    By:   /s/ David Messenger
      David Messenger
      Chief Financial Officer
C ENTURY T USCANY GC, LLC
By:  

Century Communities of Nevada, LLC,

its Sole Managing Member

  By:  

Century Communities, Inc.

its Sole Managing Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


C HERRY H ILL P ARK , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C OTTAGES AT W ILLOW P ARK , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

E NCLAVE AT B OYD P ONDS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


E NCLAVE AT C HERRY C REEK , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

E STATES AT C HATFIELD F ARMS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

H EARTH AT O AK M EADOWS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


H OMETOWN , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

H OMETOWN S OUTH , LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
    David Messenger
    Chief Financial Officer
L AKEVIEW F ORT C OLLINS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


M ADISON E STATES , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

M ERIDIAN R ANCH , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

M ONTECITO AT R IDGEGATE , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


N EIGHBORHOOD A SSOCIATIONS G ROUP , LLC
By:  

Century Communities of Nevada, LLC,

its Sole Managing Member

  By:  

Century Communities, Inc.

its Sole Managing Member

    By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

P ARK 5 TH A VENUE D EVELOPMENT C O ., LLC
By:  

Century Communities, Inc.

its Sole Managing Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

R ESERVE AT H IGHPOINTE E STATES , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


R ESERVE AT T HE M EADOWS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

S ADDLE R OCK G OLF , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

S ADDLEBACK H EIGHTS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


S TETSON R IDGE H OMES , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

T HE R ETREAT AT R IDGEGATE , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

T HE V ISTAS AT N OR WOOD , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


T HE W HEATLANDS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

UCP, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

UCP B ARCLAY III, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

UCP C HATEAU G ROVE , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

UCP E AST G ARRISON , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


UCP H ILLCREST H OLLISTER , LLC
By:    /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP J OVITA , LLC
By:    /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP K ERMAN , LLC
By:    /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP M EADOWOOD III, LLC
By:    /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP Q UAIL R UN , LLC
By:    /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP S AGEWOOD , LLC
By:    /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


UCP S ANTA A NA H OLLISTER , LLC
By:    /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP S OLEDAD , LLC
By:    /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP T APESTRY , LLC
By:    /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

V ENUE AT A RISTA , LLC
By:   

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:    /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


V ERONA E STATES , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:    /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

V ILLAS AT M URPHY C REEK , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:    /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

W ATERSIDE AT H IGHLAND P ARK , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:    /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


W ESTOWN C ONDOMINIUMS , LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

W ESTOWN T OWNHOMES , LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:    /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

W ILDGRASS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:    /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the Seventh Supplemental Indenture


SCHEDULE TO THE SEVENTH SUPPLEMENTAL INDENTURE

THE GUARANTEEING SUBSIDIARIES

 

Name

  

State or Other

Jurisdiction of

Incorporation,

Formation, or

Organization

Benchmark Builders North Carolina, LLC

   Delaware

Benchmark Communities, LLC

   Delaware

Benchmark Madera I, LLC

   Delaware

BMC Carnation, LLC

   Delaware

BMC Cornerstone II Ripon, LLC

   Delaware

BMC East Garrison, LLC

   Delaware

BMC EG Bluffs, LLC

   Delaware

BMC EG Bungalow, LLC

   Delaware

BMC EG Courtyards, LLC

   Delaware

BMC EG Garden, LLC

   Delaware

BMC EG Grove, LLC

   Delaware

BMC EG Towns, LLC

   Delaware

BMC EG Village, LLC

   Delaware

BMC Heights, LLC

   Delaware

BMC Meadowood II, LLC

   Delaware

BMC Pine Ridge, LLC

   Delaware

BMC Promise Way, LLC

   Delaware

BMC Rancho Etiwanda, LLC

   Delaware

BMC Realty Advisors, Inc

   California

BMC Red Hawk, LLC

   Delaware

BMC Rosemead, LLC

   Delaware

BMC Sagewood, LLC

   Delaware

BMC Sagewood 40s, LLC

   Delaware

BMC Sagewood 60s, LLC

   Delaware

BMC Shields Locan, LLC

   Delaware

BMC Stein, LLC

   Delaware

BMC Touchstone, LLC

   Delaware

BMC Wood Ranch, LLC

   Delaware

BMCH California, LLC

   Delaware

BMCH North Carolina, LLC

   Delaware

BMCH Tennessee, LLC

   Delaware

BMCH Washington, LLC

   Delaware


Casa Acquisition Corp.

   Delaware

Centennial Holding Company LLC

   Colorado

Century at Compark Village North, LLC

   Colorado

Century at Compark Village South, LLC

   Colorado

Century at Forest Meadows, LLC

   Colorado

Century at Mayfield, LLC

   Colorado

Century at Oak Street, LLC

   Colorado

UCP, LLC

   Delaware

UCP Barclay III, LLC

   Delaware

UCP Chateau Grove, LLC

   Delaware

UCP East Garrison, LLC

   Delaware

UCP Hillcrest Hollister, LLC

   Delaware

UCP Jovita, LLC

   Delaware

UCP Kerman, LLC

   Delaware

UCP Meadowood III, LLC

   Delaware

UCP Quail Run, LLC

   Delaware

UCP Sagewood, LLC

   Delaware

UCP Santa Ana Hollister, LLC

   Delaware

UCP Soledad, LLC

   Delaware

UCP Tapestry, LLC

   Delaware

Exhibit 4.2

FIRST SUPPLEMENTAL INDENTURE

FIRST SUPPLEMENTAL INDENTURE (this “ Supplemental Indenture ”), dated as of October 17, 2017, among Century Communities, Inc., a Delaware corporation (the “ Company ”), those companies listed in the Schedule to this Supplemental Indenture (the “ Guaranteeing Subsidiaries ”), each a subsidiary of the Company, the other Guarantors (as defined in the Indenture referred to herein), and U.S. Bank National Association, as trustee under the Indenture (the “ Trustee ”).

WITNESSETH

WHEREAS, the Company has heretofore executed and delivered to the Trustee an indenture (the “ Indenture ”), dated as of May 12, 2017 providing for the issuance of 5.875% Senior Notes due 2025 (the “ Securities ”);

WHEREAS, the Indenture provides that under certain circumstances the Guaranteeing Subsidiaries shall execute and deliver to the Trustee a supplemental indenture pursuant to which the Guaranteeing Subsidiaries shall each unconditionally guarantee all of the Company’s Obligations under the Securities and the Indenture on the terms and conditions set forth herein (each a “ Security Guarantee ”); and

WHEREAS, pursuant to Section 9.01 of the Indenture, the Company and the Trustee are authorized to execute and deliver this Supplemental Indenture without the consent of the Holders.

NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Company, the other Guarantors, the Guaranteeing Subsidiaries and the Trustee mutually covenant and agree for the equal and ratable benefit of the Securityholders as follows:

1. CAPITALIZED TERMS. Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture.

2. AGREEMENT TO GUARANTEE. The Guaranteeing Subsidiaries each hereby agree to provide an unconditional Security Guarantee on the terms and subject to the conditions set forth in the Security Guarantee and in the Indenture including but not limited to Article 10 thereof.

3. NO RECOURSE AGAINST OTHERS. No director, officer, employee, incorporator or stockholder of the Company or any Security Guarantor, as such, will have any liability for any obligations of the Company or the Security Guarantors under the Securities, this Indenture, the Security Guarantees, or for any claim based on, in respect of, or by reason of, such obligations or their creation. Each Securityholder by accepting a Security waives and releases all such liability. The waiver and release are part of the consideration for issuance of the Securities and the Security Guarantees. The waiver may not be effective to waive liabilities under the federal securities laws.

4. GOVERNING LAW. THIS SUPPLEMENTAL INDENTURE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.

5. COUNTERPARTS. The parties may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement. One signed copy is enough to prove this Supplemental Indenture. The exchange of copies of this Supplemental Indenture and of signature pages by facsimile or PDF transmissions shall constitute


effective execution and delivery of this Supplemental Indenture as to the parties hereto and may be used in lieu of the original Supplemental Indenture for all purposes. Signatures of the parties hereto transmitted by facsimile or PDF shall be deemed to be their original signatures for all purposes.

6. EFFECT OF HEADINGS. The Section headings herein are for convenience of reference only, are not intended to be considered a part hereof and shall not modify or restrict any of the terms or provisions hereof.

7. THE TRUSTEE. The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Supplemental Indenture or for or in respect of the recitals contained herein, all of which recitals are made solely by the Guaranteeing Subsidiaries and the Company.

8. RATIFICATION OF INDENTURE. Except as expressly amended hereby, the Indenture is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. This Supplemental Indenture shall form a part of the Indenture for all purposes, and every Holder heretofore and hereafter authenticated and delivered shall be bound hereby.

[Signature Pages Follow]

 

2


CENTURY COMMUNITIES, INC.
By:   /s/ David Messenger
 

Name: David Messenger

Title: Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


U.S. BANK NATIONAL ASSOCIATION,

as Trustee

By:   /s/ Kathy L. Mitchell
 

Name: Kathy L. Mitchell

Title: Vice President

 

Signature Pages to the First Supplemental Indenture


A UGUSTA P OINTE , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

A VALON AT I NVERNESS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

AVR A, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


AVR B, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

AVR C, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

B EACON P OINTE , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


B ENCHMARK B UILDERS N ORTH C AROLINA , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

B ENCHMARK C OMMUNITIES , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

B ENCHMARK M ADERA I, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

B LACKSTONE H OMES , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

BMC C ARNATION , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


BMC C ORNERSTONE II R IPON , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC E AST G ARRISON , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC EG B LUFFS , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC EG B UNGALOW , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC EG C OURTYARDS , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC EG G ARDEN , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


BMC EG G ROVE , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC EG T OWNS , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC EG V ILLAGE , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC H EIGHTS , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC M EADOWOOD II, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC P INE R IDGE , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


BMC P ROMISE W AY , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC R ANCHO E TIWANDA , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC R EALTY A DVISORS , I NC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC R ED H AWK , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC R OSEMEAD , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC S AGEWOOD , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


BMC S AGEWOOD 40 S , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC S AGEWOOD 60 S , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC S HIELDS L OCAN , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC S TEIN , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC T OUCHSTONE , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMC W OOD R ANCH , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


BMCH C ALIFORNIA , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMCH N ORTH C AROLINA , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMCH T ENNESSEE , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

BMCH W ASHINGTON , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

B RADBURN V ILLAGE H OMES , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


C ASA A CQUISITION C ORP .
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

CC C OMMUNITIES , LLC
By:  

Century Land Holdings, LLC,

its Managing Member

  By:  

CCC Holdings, LLC

its Manager

    By:  

Century Communities, Inc.

its Manager and Sole Member

      By:   /s/ David Messenger
       

David Messenger

Chief Financial Officer

CCC H OLDINGS , LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

CCG C ONSTRUCTORS LLC
By:  

Century Communities of Georgia, LLC,

its Manager and Sole Member

  By:  

Century Communities, Inc.

its Manager and Sole Member

    By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


CCG R EALTY G ROUP LLC
By:  

Century Communities of Georgia, LLC,

its Manager and Sole Member

  By:  

Century Communities, Inc.

its Manager and Sole Member

    By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

CCH H OMES , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTENNIAL H OLDING C OMPANY LLC
By:  

Century Communities, Inc.,

its Managing Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


C ENTRAL P ARK R OWHOMES , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT A SH M EADOWS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT B EACON P OINTE , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


C ENTURY AT C ALEY , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT C ANDELAS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT C AROUSEL F ARMS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


C ENTURY AT C LAREMONT R ANCH , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT C OMPARK V ILLAGE N ORTH , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT C OMPARK V ILLAGE S OUTH , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


C ENTURY AT F OREST M EADOWS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT H ARVEST M EADOWS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT L ANDMARK , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


C ENTURY AT L ITTLETON V ILLAGE , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT LOR, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT L OWRY , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


C ENTURY AT M ARVELLA , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT M AYFIELD , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT M IDTOWN , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


C ENTURY AT M ILLENNIUM , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT M URPHY C REEK , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT O AK S TREET , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


C ENTURY AT O BSERVATORY H EIGHTS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT O UTLOOK , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT S ALISBURY H EIGHTS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


C ENTURY AT S OUTHSHORE , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT S TERLING R ANCH , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT T ERRAIN , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


C ENTURY AT T HE G ROVE , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT T HE M EADOWS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT V ISTA R IDGE , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


C ENTURY AT W ILDGRASS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY AT W OLF R ANCH , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

C ENTURY C ITY , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


C ENTURY C OMMUNITIES C ONSTRUCTION , LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

C ENTURY C OMMUNITIES OF G EORGIA , LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

C ENTURY C OMMUNITIES OF N EVADA , LLC
By:  

Century Communities, Inc.

its Sole Managing Member

  By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

 

C ENTURY C OMMUNITIES OF N EVADA R EALTY , LLC
By:  

Century Communities of Nevada, LLC,

its Sole Managing Member

  By:  

Century Communities, Inc.

its Sole Managing Member

    By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

 

C ENTURY C OMMUNITIES OF U TAH , LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


C ENTURY C OMMUNITIES S OUTHEAST , LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

C ENTURY G ROUP LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

C ENTURY L AND H OLDINGS , LLC
By:  

CCC Holdings, LLC,

its Manager

  By:  

Century Communities, Inc.

its Manager and Sole Member

    By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

 

C ENTURY L AND H OLDINGS II, LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


C ENTURY L AND H OLDINGS OF T EXAS , LLC
By:  

Century Communities, Inc.

its Sole Managing Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

C ENTURY L AND H OLDINGS OF U TAH , LLC
By:  

Century Communities, Inc.

its Sole Managing Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

C ENTURY R HODES R ANCH GC, LLC
By:  

Century Communities of Nevada, LLC,

its Sole Managing Member

  By:  

Century Communities, Inc.

its Sole Managing Member

    By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

 

C ENTURY T USCANY GC, LLC
By:  

Century Communities of Nevada, LLC,

its Sole Managing Member

  By:  

Century Communities, Inc.

its Sole Managing Member

    By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


C HERRY H ILL P ARK , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

C OTTAGES AT W ILLOW P ARK , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

E NCLAVE AT B OYD P ONDS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


E NCLAVE AT C HERRY C REEK , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

E STATES AT C HATFIELD F ARMS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

H EARTH AT O AK M EADOWS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


H OMETOWN , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

H OMETOWN S OUTH , LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

L AKEVIEW F ORT C OLLINS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


M ADISON E STATES , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

M ERIDIAN R ANCH , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

M ONTECITO AT R IDGEGATE , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


N EIGHBORHOOD A SSOCIATIONS G ROUP , LLC
By:  

Century Communities of Nevada, LLC,

its Sole Managing Member

  By:  

Century Communities, Inc.

its Sole Managing Member

    By:   /s/ David Messenger
     

David Messenger

Chief Financial Officer

 

P ARK 5 TH A VENUE D EVELOPMENT C O ., LLC
By:  

Century Communities, Inc.

its Sole Managing Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

R ESERVE AT H IGHPOINTE E STATES , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


R ESERVE AT T HE M EADOWS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

S ADDLE R OCK G OLF , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

S ADDLEBACK H EIGHTS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


S TETSON R IDGE H OMES , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

T HE R ETREAT AT R IDGEGATE , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

T HE V ISTAS AT N OR WOOD , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


T HE W HEATLANDS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

UCP, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

UCP B ARCLAY III, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

UCP C HATEAU G ROVE , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

UCP E AST G ARRISON , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


UCP H ILLCREST H OLLISTER , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP J OVITA , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP K ERMAN , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP M EADOWOOD III, LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP Q UAIL R UN , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP S AGEWOOD , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


UCP S ANTA A NA H OLLISTER , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP S OLEDAD , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

UCP T APESTRY , LLC
By:   /s/ David Messenger
 

David Messenger

Chief Financial Officer

 

V ENUE AT A RISTA , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


V ERONA E STATES , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

V ILLAS AT M URPHY C REEK , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

W ATERSIDE AT H IGHLAND P ARK , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


W ESTOWN C ONDOMINIUMS , LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

W ESTOWN T OWNHOMES , LLC
By:  

Century Communities, Inc.

its Manager and Sole Member

  By:   /s/ David Messenger
   

David Messenger

Chief Financial Officer

 

W ILDGRASS , LLC
By:  

Horizon Building Services, LLC,

its Manager

  By:  

Century Land Holdings, LLC

its Managing Member

    By:  

CCC Holdings, LLC

its Manager

      By:  

Century Communities, Inc.

its Manager and Sole Member

        By:   /s/ David Messenger
         

David Messenger

Chief Financial Officer

 

Signature Pages to the First Supplemental Indenture


SCHEDULE TO THE FIRST SUPPLEMENTAL INDENTURE

THE GUARANTEEING SUBSIDIARIES

 

Name

  

State or Other

Jurisdiction of

Incorporation,

Formation, or

Organization

Benchmark Builders North Carolina, LLC

   Delaware

Benchmark Communities, LLC

   Delaware

Benchmark Madera I, LLC

   Delaware

BMC Carnation, LLC

   Delaware

BMC Cornerstone II Ripon, LLC

   Delaware

BMC East Garrison, LLC

   Delaware

BMC EG Bluffs, LLC

   Delaware

BMC EG Bungalow, LLC

   Delaware

BMC EG Courtyards, LLC

   Delaware

BMC EG Garden, LLC

   Delaware

BMC EG Grove, LLC

   Delaware

BMC EG Towns, LLC

   Delaware

BMC EG Village, LLC

   Delaware

BMC Heights, LLC

   Delaware

BMC Meadowood II, LLC

   Delaware

BMC Pine Ridge, LLC

   Delaware

BMC Promise Way, LLC

   Delaware

BMC Rancho Etiwanda, LLC

   Delaware

BMC Realty Advisors, Inc.

   California

BMC Red Hawk, LLC

   Delaware

BMC Rosemead, LLC

   Delaware

BMC Sagewood, LLC

   Delaware

BMC Sagewood 40s, LLC

   Delaware

BMC Sagewood 60s, LLC

   Delaware

BMC Shields Locan, LLC

   Delaware

BMC Stein, LLC

   Delaware

BMC Touchstone, LLC

   Delaware

BMC Wood Ranch, LLC

   Delaware

BMCH California, LLC

   Delaware

BMCH North Carolina, LLC

   Delaware

BMCH Tennessee, LLC

   Delaware

BMCH Washington, LLC

   Delaware


Casa Acquisition Corp.

   Delaware

Centennial Holding Company LLC

   Colorado

Century at Compark Village North, LLC

   Colorado

Century at Compark Village South, LLC

   Colorado

Century at Forest Meadows, LLC

   Colorado

Century at Mayfield, LLC

   Colorado

Century at Oak Street, LLC

   Colorado

UCP, LLC

   Delaware

UCP Barclay III, LLC

   Delaware

UCP Chateau Grove, LLC

   Delaware

UCP East Garrison, LLC

   Delaware

UCP Hillcrest Hollister, LLC

   Delaware

UCP Jovita, LLC

   Delaware

UCP Kerman, LLC

   Delaware

UCP Meadowood III, LLC

   Delaware

UCP Quail Run, LLC

   Delaware

UCP Sagewood, LLC

   Delaware

UCP Santa Ana Hollister, LLC

   Delaware

UCP Soledad, LLC

   Delaware

UCP Tapestry, LLC

   Delaware