K. Hovnanian Enterprises, Inc. Announces Extension of Early Tender Deadline
August 12 2016 - 7:30AM
Hovnanian Enterprises, Inc. (NYSE:HOV) (the “Company”) announced
today that its wholly-owned subsidiary, K. Hovnanian
Enterprises, Inc. (“K. Hovnanian”), has extended the early tender
deadline by which holders of its 8.625% Senior Notes due 2017 (the
“Notes”) must tender such Notes in K. Hovnanian’s previously
announced tender offer to purchase for cash any and all of the
Notes (the “Tender Offer”) and related solicitation of consents
(the “Consent Solicitation” and together with the Tender Offer, the
“Tender Offer and Consent Solicitation”) in order to receive the
Total Consideration (as defined below) to the “Expiration Time” for
the Tender Offer and Consent Solicitation, which is 8:30 a.m., New
York City time, on September 7, 2016.
Accordingly, all Notes validly tendered and not withdrawn at or
before the Expiration Time will be eligible to receive the total
consideration of $1,010 per $1,000 principal amount of Notes
purchased pursuant to the Tender Offer and Consent Solicitation
(such amount, the “Total Consideration”). The Total Consideration
includes a payment of $30.00 per $1,000 principal amount of Notes,
which was previously payable only in respect of Notes tendered with
consents at or before 5:00 p.m., New York City time, on August 11,
2016, but which is now payable in respect of all Notes tendered
with consents at or before the Expiration Time. The “Withdrawal
Deadline” for the Tender Offer and Consent Solicitation of 5:00
p.m., New York City time, on August 11, 2016 has passed and holders
may no longer withdraw Notes tendered or revoke consents delivered
in the Tender Offer and Consent Solicitation. Holders of Notes who
have previously tendered their Notes and delivered consents do not
need to re-tender such Notes or re-deliver consents or take any
other action in response to this announcement in order to tender
and consent or receive the Total Consideration.
In addition to the Total Consideration, all holders whose Notes
are purchased in the Tender Offer will receive accrued and unpaid
interest in respect of their purchased Notes from the most recent
interest payment date to, but not including, the payment date for
Notes purchased in the Tender Offer. The Tender Offer and Consent
Solicitation is being made in accordance with the terms and subject
to the conditions stated in the Offer to Purchase and Consent
Solicitation Statement, dated July 29, 2016, and in the related
Letter of Transmittal and Consent (together, the “Tender Offer and
Consent Solicitation Documents”). Holders of Notes are
referred to the Tender Offer and Consent Solicitation Documents for
the detailed terms and conditions of the Tender Offer and Consent
Solicitation with respect to the Notes, which, other than with
respect to the extension of the early tender deadline discussed
herein, remain unchanged.
Credit Suisse Securities (USA) LLC and Merrill Lynch, Pierce,
Fenner & Smith Incorporated are serving as dealer managers for
the Tender Offer and the solicitation agents for the Consent
Solicitation. Global Bondholder Services Corporation is serving as
the depositary and the information agent for the Tender Offer and
Consent Solicitation. Any question regarding procedures for
tendering Notes may be directed to Global Bondholder Services by
phone at 866-470-4300 (toll free) or 212-430-3774. Questions
regarding the terms of the Tender Offer and Consent Solicitation
may be directed to Credit Suisse Securities (USA) LLC by phone toll
free at 800-820-1653 or collect at 212-325-2476 and Merrill Lynch,
Pierce, Fenner & Smith Incorporated by phone toll free at
888-292-0070 or collect at 646-855-2464.
This press release 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. This press release also is not a
solicitation of consents to the proposed amendments to the
indenture governing the Notes. The Tender Offer and Consent
Solicitation are being made solely on the terms and subject to the
conditions set forth in the Tender Offer and Consent Solicitation
Documents and the information in this press release is qualified by
reference to such Tender Offer and Consent Solicitation
Documents.
About Hovnanian Enterprises Hovnanian
Enterprises, Inc., founded in 1959 by Kevork S. Hovnanian, is
headquartered in Red Bank, New Jersey. The Company is one of the
nation’s largest homebuilders with operations in Arizona,
California, Delaware, Florida, Georgia, Illinois, Maryland, New
Jersey, Ohio, Pennsylvania, South Carolina, Texas, Virginia,
Washington, D.C. and West Virginia. The Company’s homes are
marketed and sold under the trade names K. Hovnanian® Homes,
Brighton Homes® and Parkwood Builders. As the developer of K.
Hovnanian’s® Four Seasons communities, the Company is also one of
the nation’s largest builders of active lifestyle communities.
Forward-Looking Statements 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. By their
nature, forward-looking statements: (i) speak only as of the date
they are made, (ii) are not guarantees of future performance or
results and (iii) 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 as a result 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 of the sustained homebuilding
downturn; (2) adverse weather and other environmental conditions
and natural disasters; (3) levels of indebtedness and restrictions
on the Company’s operations and activities imposed by the
agreements governing the Company’s outstanding indebtedness; (4)
the Company's sources of liquidity; (5) changes in credit ratings;
(6) changes in market conditions and seasonality of the Company’s
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 Company’s
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 us and not
resolved in our favor; and (26) certain risks, uncertainties and
other factors described in detail in the Company’s Annual Report on
Form 10-K for the fiscal year ended October 31, 2015 and subsequent
filings with the Securities and Exchange Commission. Except as
otherwise required by applicable securities laws, 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.
Contact:
J. Larry Sorsby
Executive Vice President & CFO
732-747-7800
Jeffrey T. O’Keefe
Vice President of Investor Relations
732-747-7800
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