HOVNANIAN ENTERPRISES, INC. (OTCMKTS:HOVVB) Files An 8-K Other Events
Item 8.01 Other Events.
On June 26, 2017, Hovnanian Enterprises, Inc. (the Company)
issued a press release announcing that K. Hovnanian Enterprises,
Inc., the Companys wholly-owned subsidiary (K. Hovnanian), has
commenced tender offers (the Tender Offers) to purchase for cash,
and solicitations of consents (the Consent Solicitations) to
certain proposed amendments to the indentures andsecurity
documents with respect to, any and all of its $75 million
outstanding 10.000% Senior Secured Second Lien Notes due 2018
(the 2018 Notes), $145 million outstanding 9.125% Senior Secured
Second Lien Notes due 2020 (the 2020 9.125% Notes) and $577
million outstanding 7.250% Senior Secured First Lien Notes due
2020 (together with the 2018 Notes and the 2020 9.125% Notes, the
Notes) on the terms and subject to the conditions set forth in an
Offer to Purchase and Consent Solicitation Statement, dated June
26, 2017, and in the related Letter of Transmittal and Consent. A
copy of the press release announcing the Tender Offers and
Consent Solicitations is attached hereto as Exhibit 99.1 and is
incorporated herein by reference.
The Tender Offers and the Consent Solicitations are being made in
connection with K. Hovnanians proposed financing transactions of
privately placed senior secured notes having a collateral
priority ranking junior to K. Hovnanians senior secured super
priority term loan facility and, if any, other first lien
indebtedness (collectively, the Financings). K. Hovnanian expects
to use all or a portion of the net proceeds from the Financings
to fund the maximum aggregate total consideration for Notes
tendered and accepted for purchase in the Tender Offers and
accrued and unpaid interest thereon and to pay fees and expenses
incurred in connection therewith and in connection with the
Financings, with any remaining net proceeds to be used to redeem,
repurchase or otherwise acquire outstanding indebtedness (which
may include any Notes that remain outstanding after the
expiration of the Tender Offers and K. Hovnanians unsecured
notes).
This current report is neither an offer to purchase or sell nor a
solicitation of an offer to sell or buy the Notes or any other
securities of the Company or K. Hovnanian, including any
securities to be issued in the proposed new Financings. This
report also is not a solicitation of consents to the proposed
amendments to the indentures and security documents governing the
Notes. The Tender Offers and Consent Solicitations are being made
solely on the terms and subject to the conditions set forth in
the documents governing the Tender Offers and Consent
Solicitations and the information in this report is qualified by
reference to such documents.
All statements in this Form 8-K 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. Such forward-looking
statements include but are not limited to statements related to
the Companys goals and expectations with respect to its financial
results for futurefinancialperiods. Although the Company believes
that its plans, intentions and expectations reflected in, or
suggested by, such forward-looking statements are reasonable, it
can give no assurance that such plans, intentions or expectations
will be achieved. By their nature, forward-looking statements:
(1) speak only as of the date they are made, (2) are not
guarantees of future performance or results and (3) are subject
to risks, uncertainties and assumptions that are difficult to
predict or quantify. Therefore, actual results could differ
materially and adversely from those forward-looking statements
asaresult of a variety of factors. Such risks, uncertainties and
other factors include, but are not limited to, (1) changes in
general and local economic, industry and business conditions and
impacts ofasustained homebuilding downturn; (2) adverse weather
and other environmental conditions and natural disasters; (3)
levels of indebtedness and restrictions on the Companys
operations and activities imposed by the agreements governing the
Companys outstanding indebtedness; (4) the Companys sources of
liquidity; (5) changes in credit ratings; (6) changes in market
conditions and seasonality of the Companys business; (7) the
availability and cost of suitable land and improved lots; (8)
shortages in, and price fluctuations of, raw materials and labor;
(9) regional and local economic factors, including dependency on
certain sectors of the economy, and employment levels affecting
home prices and sales activity in the markets where the Company
builds homes; (10) fluctuations in interest rates and the
availability of mortgage financing; (11) changes in tax laws
affecting the after-tax costs of owning a home; (12) operations
through joint ventures with third parties; (13) government
regulation, including regulations concerning development of land,
the home building, sales and customer financing processes, tax
laws and the environment; (14) product liability litigation,
warranty claims and claims made by mortgage investors; (15)
levels of competition; (16) availability and terms of financing
to the Company; (17) successful identification and integration of
acquisitions; (18) significant influence of the Companys
controlling stockholders; (19) availability of net operating loss
carryforwards; (20) utility shortages and outages or rate
fluctuations; (21) geopolitical risks, terrorist acts and other
acts of war; (22) increases in cancellations of agreements of
sale; (23) loss of key management personnel or failure to attract
qualified personnel; (24) information technology failures and
data security breaches; (25) legal claims brought against the
Company and not resolved in the Companys favor; and (26)certain
risks, uncertainties andother factors described in detail in the
Companys Annual Report on Form 10-K for the fiscal year ended
October 31, 2016and subsequent filings with the Securities and
Exchange Commission. Except as otherwise required by applicable
securities laws, the Company undertakes 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.
Item 9.01.Financial Statements and Exhibits.
(d)Exhibits.
|
Exhibit99.1 |
Press Release, dated June 26, 2017. |
HOVNANIAN ENTERPRISES INC ExhibitEX-99.1 2 ex99-1.htm EXHIBIT 99.1 ex99-1.htm Exhibit 99.1 HOVNANIAN ENTERPRISES,…To view the full exhibit click here About HOVNANIAN ENTERPRISES, INC. (OTCMKTS:HOVVB)
Hovnanian Enterprises, Inc. is a builder of residential homes. The Company designs, constructs, markets and sells single-family detached homes, attached townhomes and condominiums, urban infill and active lifestyle homes in planned residential developments. The Company has two distinct operations: homebuilding and financial services. Its homebuilding operations consist of six segments: Northeast: New Jersey and Pennsylvania; Mid-Atlantic: Delaware, Maryland, Virginia, Washington, District of Columbia, and West Virginia; Midwest: Illinois and Ohio; Southeast: Florida, Georgia and South Carolina; Southwest: Arizona and Texas, and West: California. Its financial services operations provide mortgage loans and title services to the customers of its homebuilding operations. The Company markets and builds homes for first-time buyers, first-time and second-time move-up buyers, luxury buyers, active lifestyle buyers and empty nesters.