K. Hovnanian Enterprises, Inc. Announces Expiration of Early Tender Deadline of Exchange Offer and Consent Solicitation
May 14 2018 - 7:00AM
Hovnanian Enterprises, Inc. (NYSE:HOV) (the “Company”) announced
today that, in connection with its wholly-owned subsidiary K.
Hovnanian Enterprises, Inc.’s (the “Issuer”) previously announced
private offer to exchange (the “Exchange Offer”) any and all of the
Issuer’s $440.0 million outstanding 10.000% Senior Secured Notes
due 2022 (the “Existing 2022 Notes”) and $400.0 million outstanding
10.500% Senior Secured Notes due 2024 (together with the Existing
2022 Notes, the “Existing Notes”) for the Issuer’s newly issued
3.0% Senior Notes due 2047 (the “New Notes”) and concurrent
solicitation of consents with respect to the Existing 2022 Notes
(the “Existing 2022 Notes Consent Solicitation”), the early tender
deadline expired at 5:00 p.m., New York City time, on May 11, 2018
(the “Early Tender Deadline”).
As of the Early Tender Deadline, the minimum exchange condition
to the Exchange Offer (which required that at least $50.0 million
in aggregate principal amount of the Existing Notes had been
validly tendered and not validly withdrawn by the Early Tender
Deadline) had not been satisfied. As a result, a condition to the
Exchange Offer has not been satisfied and no Existing Notes will be
accepted for exchange in the Exchange Offer. The Issuer will
promptly return Existing Notes tendered pursuant to the Exchange
Offer (and corresponding consents will be revoked).
Global Bondholder Services Corporation is serving as the
exchange agent, tabulation agent and information agent for the
Exchange Offer and Existing 2022 Notes Consent Solicitation. Any
question regarding procedures and copies of the Confidential
Offering Memorandum, dated April 6, 2018, and in the related Letter
of Transmittal and Consent (as such documents have been amended and
supplemented to the date hereof, the “Exchange Offer Documents”)
may be directed to Global Bondholder Services Corporation by phone
at 866-470-4300 (toll free) or 212-430-3774.
This press release is neither an offer to purchase or sell nor a
solicitation of an offer to sell or buy the Existing Notes, the New
Notes or any other securities of the Issuer or the Company. This
press release also is not a solicitation of consents to the
proposed amendment to the indenture governing the Existing 2022
Notes. The Exchange Offer and Existing 2022 Notes Consent
Solicitation were made solely on the terms and subject to the
conditions set forth in the Exchange Offer Documents and the
information in this press release is qualified by reference to such
documents.
About Hovnanian Enterprises®,
Inc.
Hovnanian Enterprises, Inc., founded in 1959 by
Kevork S. Hovnanian, is headquartered in Matawan, New Jersey and,
through its subsidiaries, 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. Additionally, the Company’s subsidiaries, as developers
of K. Hovnanian’s® Four Seasons communities, make the Company 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. Such
forward looking statements include but are not limited to
statements related to the Company’s goals and expectations with
respect to its financial results for future financial periods.
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 a
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, 2017 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:
Jeffrey T. O’Keefe
Vice President of Investor Relations
732-747-7800
Ethan Lyle
Teneo Strategy
212-886-9376
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