D.R. Horton, Inc. (NYSE:DHI) Files An 8-K Regulation FD Disclosure

D.R. Horton, Inc. (NYSE:DHI) Files An 8-K Regulation FD Disclosure

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Item7.01.

Regulation FD Disclosure.

On June5, 2017, D.R. Horton, Inc. (the Company) issued a press
release announcing that it had delivered to the Board of
Directors of Forestar Group Inc. (Forestar) a proposal (the
Proposal) whereby the Company would acquire 75% of the currently
outstanding shares of Forestar for $16.25 per share in cash (the
Proposed Transaction). The press release announcing the Proposal
and the Proposal are furnished as Exhibits 99.1 and 99.2 to this
Current Report on Form 8-K (Current Report),
respectively, and each is incorporated herein by
reference.

On June5, 2017,
the Company held a conference call to discuss the Proposal and
the Proposed Transaction. A copy of the script used by the
spokesmen during the call is attached to this Current Report as
Exhibit 99.3 and is incorporated herein by reference. The Company
also referenced the presentation set forth in Exhibit 99.4 to
this Current Report concerning the Proposed Transaction.

The information in
Exhibits 99.1, 99.2, 99.3 and 99.4 shall not be deemed filed for
purposes of Section18 of the Securities Exchange Act of 1934, as
amended, and shall not be deemed incorporated by reference into
any filing under the Securities Act of 1933, as amended.

Item8.01. Other Events.

On June5, 2017,
the Company issued a press release announcing that it had
delivered to the Board of Directors of Forestar a proposal to
acquire 75% of the currently outstanding shares of Forestar for
$16.25 per share in cash.

Item9.01. Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press Release dated June5, 2017 related to the Proposal and
the Proposed Transaction.
99.2 Proposal dated June5, 2017.
99.3 Script used during the analyst and investor conference call
held on June5, 2017.
99.4 Investor Presentation issued by D.R. Horton, Inc. dated
June5, 2017.

Forward-Looking
Statements

Portions of this
Current Report may constitute forward-looking statements as
defined by the Private Securities Litigation Reform Act of 1995.
Although the Company believes any such statements are based on
reasonable assumptions, there is no assurance that actual
outcomes will not be materially different. All forward-looking
statements are based upon information available to the Company on
the date this filing was issued. The Company does not undertake
any obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise. Forward-looking statements in this Current Report
include the Companys merger proposal to Forestar and all of the
terms and statements related to the proposal.

Additional
Information

In connection with
the possible completion of the Companys proposed transaction with
Forestar, it is expected that the parties would cause the filing
with the SEC of a registration statement on Form S-4 that
would

include a proxy
statement/prospectus to be distributed to Forestar stockholders.
SECURITY HOLDERS ARE ADVISED TO READ THE REGISTRATION STATEMENT
AND PROXY STATEMENT/PROSPECTUS IF AND WHEN THEY BECOME AVAILABLE
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. The registration
statement, proxy statement/prospectus and other relevant
documents will be available at no cost at the SECs website at
http://www.sec.gov and on the Companys website at
investor.drhorton.com. Copies may also be obtained at no cost by
contacting the Companys Investor Relations department by
telephone at (817) 390-8200 or by email at
[email protected]

The Company and
its directors and certain of its executive officers may be deemed
to be participants in any solicitation in connection with the
proposed transaction with Forestar. Information regarding the
Companys directors and executive officers is available in the
Companys proxy statement for the 2017 Annual Meeting of
Stockholders, filed with the Securities and Exchange Commission
(the SEC) on December9, 2016. Other information regarding the
Company participants in any proxy solicitation in connection with
the proposed transaction and a description of their direct and
indirect interests, by security holdings or otherwise, will be
contained in the proxy statement/prospectus and other relevant
materials to be filed with the SEC. As of the date hereof, the
Company participants do not own any securities of
Forestar.

This Current
Report shall not constitute an offer to sell or the solicitation
of an offer to buy any securities, nor shall there be any sale of
securities in any jurisdiction in which such offer, solicitation
or sale would be unlawful prior to registration or qualification
under the securities laws of any such jurisdiction. No offering
of securities shall be made except by means of a prospectus
meeting the requirements of Section10 of the U.S. Securities Act
of 1933, as amended.


About D.R. Horton, Inc. (NYSE:DHI)

D.R. Horton, Inc. is a homebuilding company. The Company constructed and sold homes in 27 states and 79 markets, as of September 30, 2015. The Company’s segments include its 39 homebuilding divisions, its financial services operations and its other business activities. In the homebuilding segment, the Company builds and sells single-family detached homes and attached homes, such as town homes, duplexes, triplexes and condominiums. The Company’s 39 homebuilding divisions are aggregated into six segments: East Region, South Central Region, Midwest Region, West Region, Southwest Region and Southeast Region. In the financial services segment, the Company sells mortgages and collects fees for title insurance agency and closing services. The Company has subsidiaries that conduct insurance-related operations; construct and own income-producing rental properties; own non-residential real estate, including ranch land and improvements, and own and operate oil and gas-related assets.

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