Millrose Properties, Inc.: Completed offering of $1,000,000,000 senior notes

What happened

• Millrose Properties, Inc. reported that on Oct 6, 2026 it completed the offer and sale (the "Offering") of $1,000,000,000 aggregate principal amount of senior notes in two tranches: $500,000,000 of 6.500% senior notes due 2029 (the "2029 Notes") and $500,000,000 of 6.750% senior notes due 2031 (the "2031 Notes").
• The filing states the 2029 Notes were issued under a 2029 notes indenture and the 2031 Notes were issued under a 2031 notes indenture, each dated Oct 6, 2026, among the company, the subsidiary guarantors and Citibank, N.A., as trustee. The notes are fully and unconditionally guaranteed on a senior unsecured basis by Millrose Properties SPE LLC and MPSAB, LLC.

Key details

• Interest: 2029 Notes at 6.500% per annum; 2031 Notes at 6.750% per annum; interest accrues from Oct 6, 2026 and is payable Apr 15 and Oct 15, commencing Apr 15, 2027.
• Maturities: 2029 Notes mature Oct 15, 2029; 2031 Notes mature Oct 15, 2031.
• Redemption and repurchase: Company may redeem 2029 Notes on or after Oct 15, 2027 and 2031 Notes on or after Oct 15, 2028 at prices in the indentures; limited early redemptions prior to those dates include make-whole options and up to 40% cash redemptions from certain equity proceeds at specified premiums (106.500% for 2029 Notes; 106.750% for 2031 Notes). Change of control repurchase is at 101% of principal plus accrued interest.
• Offering and registration: Notes were sold to qualified institutional buyers under Rule 144A and to certain non-U.S. persons under Regulation S and are not registered under the Securities Act.

Why it may matter

• Item reported: Item 1.01 (entry into a material definitive agreement) and Item 2.03 (creation of a direct financial obligation). The filing describes the indentures governing the 2029 Notes and 2031 Notes and the terms of the notes, including interest rates, maturities, guarantees and certain covenants and redemption provisions.

This filing does not show why the company acted.