ITEM 2.03. CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT
OnAugust 6, 2021 ,M.D.C. Holdings, Inc. (the "Company") completed the issuance of$350 million of 3.966% Senior Notes dueAugust 6, 2061 (the "Notes"), in accordance with terms previously announced. The offering was made pursuant to the Company's registration statement on Form S-3ASR (Registration No. 333-232327), as supplemented by the prospectus supplement datedAugust 3, 2021 . The Notes were issued pursuant to the Indenture dated as ofDecember 3, 2002 , among the Company, the guarantors named therein andU.S. Bank National Association , as Trustee, as supplemented by the supplemental indenture dated as ofAugust 6, 2021 . ITEM 8.01. OTHER EVENTS
In connection with the offering and sale of the Notes described under Item 2.03 above,Sherman & Howard L.L.C. andMiles & Stockbridge P.C ., respectively, provided the Company with the legal opinions attached as Exhibit 5.1 and Exhibit 5.2 hereto.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits Exhibit Number Description 4.1 Indenture dated as ofDecember 3, 2002 ,
by and among the Company and
U.S. Bank National Association
(incorporated by reference to Exhibit
4.2 of the Company's Form S-3/A filed on
4.2 Supplemental Indenture dated as of
the Company, the guarantors named therein andU.S. Bank National Association , as Trustee. 5.1 Opinion ofSherman & Howard L.L.C. 5.2 Opinion ofMiles & Stockbridge P.C . 104 Cover Page Interactive Data file (formatted in Inline XBRL)
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