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| LEN > SEC Filings for LEN > Form 8-K on 1-May-2009 | All Recent SEC Filings |
1-May-2009
Entry into a Material Definitive Agreement, Creation of a Direct Financial Obli
On April 30, 2009, Lennar Corporation (the "Company") entered into an Indenture with The Bank of New York Mellon, as Trustee, relating to a new issue of 12.25% Senior Notes due 2017. The principal terms of the Notes are described under Item 2.03.
On April 30, 2009, the Company also entered into a Registration Rights Agreement with the initial purchasers of the 12.25% Senior Notes, Citigroup Global Markets Inc., Banc of America Securities LLC and J.P. Morgan Securities Inc., in which the Company agreed to register substantially identical Notes under the Securities Act of 1933, as amended, and to offer to exchange registered Notes for the Notes the Company issued as described under Item 2.03. If the Company fails to file a registration statement relating to the exchange of Notes within 120 days after April 30, 2009, that registration statement does not become effective within 150 days after April 30, 2009, or if the Company does not complete the exchange offer within 180 days after April 30, 2009, the annual interest rate on the Notes will increase, initially by 0.25% per year, and by an additional 0.25% per year for each subsequent 90-day period during which the registration default continues, up to a maximum additional interest rate of 1.0% per year.
On April 30, 2009, the Company sold $400 million principal amount of a new issue of 12.25% Senior Notes due 2017 to initial purchasers, for resale by the initial purchasers to qualified institutional buyers under SEC Rule 144A and to persons outside the U.S. under SEC Regulation S.
The principal terms of the 12.25% Senior Notes are as follows:
Maturity date June 1, 2017
Interest rate 12.25% per year (calculated using a 360-day year composed
of twelve 30-day months)
Interest payment June 1 and December 1 of each year, beginning on December
dates 1, 2009
Sinking fund None
Ranking Senior unsecured and unsubordinated obligations
Guarantees All of the Company's wholly-owned subsidiaries, other than
finance company subsidiaries and foreign subsidiaries,
guarantee the Notes. The guarantees may be suspended under
some circumstances.
Redemption The Company may redeem any or all of the Notes at any time
at a redemption price equal to the greater of (a) 100% of
the principal amount of the Notes being redeemed, and (b)
the sum of the present values of the remaining scheduled
payments of principal and interest on the Notes being
redeemed, discounted to the redemption date at the interest
rate on comparable Treasury notes plus 50 basis points,
plus, in either case, accrued but unpaid interest to the
redemption date.
Offer to repurchase Upon a change of control of the Company (as defined in the
upon change of Indenture), the Company will be required to make an offer
control to repurchase all the outstanding Notes at a price in cash
equal to 101% of the principal amount of the Notes, plus
any accrued but unpaid interest to, but not including, the
repurchase date.
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(d) Exhibits
Exhibit No. Description of Documents
99.1 Indenture dated as of April 30, 2009, between Lennar Corporation
and The Bank of New York Mellon, as Trustee.
99.2 Registration Rights Agreement dated as of April 30, 2009, among
Lennar Corporation and Citigroup Global Markets Inc., Banc of
America Securities LLC and J.P. Morgan Securities Inc.
99.3 Purchase Agreement dated April 23, 2009, among Lennar Corporation
and Citigroup Global Markets Inc., Banc of America Securities LLC
and J.P. Morgan Securities Inc.
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