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| HOV > SEC Filings for HOV > Form 8-K on 19-Sep-2012 | All Recent SEC Filings |
19-Sep-2012
Other Events, Financial Statements and Exhibits
On September 18, 2012, Hovnanian Enterprises, Inc. (the "Company") announced that its wholly owned subsidiary, K. Hovnanian Enterprises, Inc. ("K. Hovnanian"), plans to issue an aggregate principal amount of up to $550.0 million of senior secured first lien notes due 2020 (the "First Lien Notes") and $247.0 million of senior secured second lien notes due 2020 (the "Second Lien Notes" and, together with the First Lien Notes, the "Notes") in a private placement (the "Notes Offering"). Concurrently with the Notes Offering, K. Hovnanian announced today its plans to issue 90,000 exchangeable note units (or 100,000 exchangeable note units if the underwriters exercise their option to purchase additional exchangeable note units with respect to that offering in full) (the "Units") in an underwritten public offering (the "Units Offering"). In conjunction with the Notes Offering and the Units Offering, K. Hovnanian announced today it has commenced a tender offer (the "Tender Offer") to purchase for cash, and a solicitation of consents to certain proposed amendments to the indenture with respect to, any and all of its approximately $797 million outstanding 10 5/8% Senior Secured Notes due 2016. A copy of the press releases announcing the Notes Offering, the Units Offering and the Tender Offer are attached hereto as Exhibits 99.1, 99.2 and 99.3, respectively, and are incorporated herein by reference.
The Notes Offering has not been registered under the Securities Act of 1933, as amended (the "Securities Act"). The Notes may not be offered or sold within the United States or to U.S. persons, except to "qualified institutional buyers" in reliance on the exemption from registration provided by Rule 144A and to certain persons in offshore transactions in reliance on Regulation S. You are hereby notified that sellers of the Notes may be relying on the exemption from the provisions of Section 5 of the Securities Act provided by Rule 144A. This announcement does not constitute an offer to sell or the solicitation of an offer to buy Notes or Units in any jurisdiction in which such an offer or sale would be unlawful.
All statements in this press release that are not historical facts should be
considered as "forward-looking statements." Such statements involve known and
unknown risks, uncertainties and other factors that may cause actual results,
performance or achievements of the Company to be materially different from any
future results, performance or achievements expressed or implied by the
forward-looking statements. Although we believe that our plans, intentions and
expectations reflected in, or suggested by such forward-looking statements are
reasonable, we can give no assurance that such plans, intentions, or
expectations will be achieved. Such risks, uncertainties and other factors
include, but are not limited to, (1) changes in general and local economic and
industry and business conditions and impacts of the sustained homebuilding
downturn, (2) adverse weather and other environmental conditions and man-made or
natural disasters, (3) changes in market conditions and seasonality of the
Company's business, (4) changes in home prices and sales activity in the markets
where the Company builds homes, (5) government regulation, including regulations
concerning development of land, the home building, sales and customer financing
processes, tax laws, and the environment, (6) fluctuations in interest rates and
the availability of mortgage financing, (7) shortages in, and price fluctuations
of, raw materials and labor, (8) the availability and cost of suitable land and
improved lots, (9) levels of competition, (10) availability of financing to the
Company, (11) utility shortages and outages or rate fluctuations, (12) levels of
indebtedness and restrictions on the Company's operations and activities imposed
by the agreements governing the Company's outstanding indebtedness, (13) the
Company's sources of liquidity, (14) changes in credit ratings, (15)
availability of net operating loss carryforwards, (16) operations through joint
ventures with third parties, (17) product liability litigation, warranty claims
and claims made by mortgage investors, (18) successful identification and
integration of acquisitions, (19) changes in tax laws affecting the after-tax
costs of owning a home, (20) significant influence of the Company's controlling
stockholders, (21) geopolitical risks, terrorist acts and other acts of war, and
(22) other factors described in detail in the Company's Annual Report on
Form 10-K for the fiscal year ended October 31, 2011 and the Company's Quarterly
Reports on Form 10-Q for the quarters ended January 31, 2012, April 30, 2012 and
July 31, 2012. We undertake no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information, future
events, changed circumstances or any other reason.
(d) Exhibits.
Exhibit 99.1 Press Release issued September 18, 2012 relating to the Notes Offering. Exhibit 99.2 Press Release issued September 18, 2012 relating to the Units Offering. Exhibit 99.3 Press Release issued September 18, 2012 relating to the Tender Offer. |
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