Newport Merger Sub Inc. (the “Merger Sub”), an affiliate of certain investment funds managed by affiliates of Apollo Global Management Inc. (together with its consolidated subsidiaries, “Apollo”), announced that it has commenced a solicitation of consents (the “Consent Solicitation”) from holders of The New Home Company Inc.’s 7.250% Senior Notes due 2025 (the “Notes”) to certain proposed amendments to the Indenture, dated as of October 28, 2020, by and among The New Home Company Inc. (“The New Home Company”), the guarantors party thereto and U.S. Bank National Association as trustee (the “Trustee”), as supplemented by the First Supplemental Indenture dated as of February 24, 2021, the Second Supplemental Indenture dated as of March 9, 2021, the Officer’s Certificate dated as of February 24, 2021 and by the Global Security for the 7.250% Senior Notes due 2025, as further amended or supplemented (the “Indenture”). The Consent Solicitation is being conducted in connection with the previously announced merger agreement, pursuant to which, among other things, Newport Holdings, LLC, the parent of Merger Sub, has agreed to acquire The New Home Company (the “Merger”). The Merger would constitute a “Change of Control” under the Notes. The proposed amendments would eliminate the requirement for The New Home Company to make a “Change of Control Offer” with respect to the Notes in connection with the Merger and would make certain other customary changes for a privately-held company to the “Change of Control” provisions in the Notes. Holders of Notes who validly consent to the proposed amendments as part of the Consent Solicitation on or prior to 5:00 p.m., New York City time, on August 3, 2021 (such date and time, as they may be extended, the “Consent Date”), will be eligible to receive a consent fee of $2.50 in cash for each $1,000 in principal amount of Notes for which consents are received on or prior to the Consent Date. Approval of the proposed amendments requires consents from the holders of at least a majority in aggregate principal amount of the Notes, excluding any Notes owned by The New Home Company or any of its affiliates (the “Requisite Consents”). Upon receipt of the Requisite Consents, The New Home Company and the Trustee will execute the third supplemental indenture setting the proposed amendments, and the proposed amendments will become operative upon Merger Sub providing notice to the information and tabulation agent that it will pay the consent fee. Except in certain limited circumstances, consents delivered pursuant to the Consent Solicitation may not be withdrawn or revoked after the Requisite Consents are received and the third supplemental indenture is executed. The deadline to revoke consents shall be no earlier than one business day after the filing of The New Home Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2021. Merger Sub’s payment of the consent fee is conditioned upon, among other things, receipt of the Requisite Consents on or prior to the Consent Date and the closing of the Merger. If the conditions to the Consent Solicitation are satisfied or waived in accordance with the terms of the Consent Solicitation, Merger Sub will, promptly after the closing of the Merger, pay the consent fee to each holder of Notes who validly consented and did not revoke their consent on or prior to the Consent Date. No consent fee will be paid if the Requisite Consents are not received, if the Consent Solicitation is terminated prior to the closing date of the Merger for any reason or if the Merger is not closed. Merger Sub reserves the right to terminate, withdraw, extend or amend the Consent Solicitation at any time and from time to time, in the Consent Solicitation Statement. None of Merger Sub, The New Home Company, the Solicitation Agents, the Trustee, the information and tabulation agent nor any of their respective affiliates makes any recommendation as to whether or not holders of the Notes should consent or refrain from consenting with respect to the Notes.