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DHI > SEC Filings for DHI > Form 8-K on 24-Feb-2014All Recent SEC Filings

Show all filings for HORTON D R INC /DE/ | Request a Trial to NEW EDGAR Online Pro

Form 8-K for HORTON D R INC /DE/


24-Feb-2014

Other Events, Financial Statements and Exhibits


Item 8.01. Other Events.

On February 19, 2014, D.R. Horton, Inc. (the "Company") and the Guarantors (as defined below) entered into an underwriting agreement (the "Underwriting Agreement") with Wells Fargo Securities, LLC with respect to the offering and sale in an underwritten public offering (the "Offering") by the Company of $500 million aggregate principal amount of its 3.750% Senior Notes due 2019 (the "Notes").

The Offering has been registered under the Securities Act pursuant to a registration statement on Form S-3, File No. 333-184065 (the "Registration Statement") of the Company and certain direct and indirect wholly-owned subsidiaries of the Company listed as co-registrants thereto (the "Guarantors") and the prospectus supplement dated February 19, 2014 and filed with the Securities and Exchange Commission pursuant to Rule 424(b) of the Securities Act of 1933, as amended, on February 20, 2014. The Offering is expected to close on February 24, 2014, subject to customary closing conditions. Certain legal opinions relating to the Registration Statement are also filed herewith as Exhibits 5.1 and 5.2.

The Notes will be issued pursuant to an Indenture (the "Base Indenture") between the Company and American Stock Transfer & Trust Company, as trustee (the "Trustee"), dated as of May 1, 2012, as supplemented by the Seventh Supplemental Indenture with respect to the Notes (the "Seventh Supplemental Indenture"), to be dated as of February 24, 2014, among the Company, the Guarantors and the Trustee. The Notes will each be represented by a global security, which is included as an exhibit to the Seventh Supplemental Indenture. The form of the Seventh Supplemental Indenture and the form of the Notes are filed as Exhibits to this Current Report on Form 8-K and are incorporated herein by reference.

The Company intends to use the net proceeds from the Offering for general corporate purposes.



Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.

1.1 Underwriting Agreement, dated as of February 19, 2014, among D.R. Horton, Inc., the Guarantors named therein and Wells Fargo Securities, LLC as representative of the underwriters named therein.

4.1 Form of Seventh Supplemental Indenture, to be dated February 24, 2014, among D.R. Horton, Inc., the Guarantors named therein and American Stock Transfer & Trust Company, as trustee.

4.2 Form of 3.750% Senior Notes due 2019 (included in Exhibit 4.1).

5.1 Opinion of Thomas B. Montano, Esquire.

5.2 Opinion of Gibson, Dunn & Crutcher LLP.


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