Attached files
file | filename |
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8-K - FORM 8-K - HOVNANIAN ENTERPRISES INC | y91162e8vk.htm |
EX-1.2 - EX-1.2 - HOVNANIAN ENTERPRISES INC | y91162exv1w2.htm |
EX-5.3 - EX-5.3 - HOVNANIAN ENTERPRISES INC | y91162exv5w3.htm |
EX-99.1 - EX-99.1 - HOVNANIAN ENTERPRISES INC | y91162exv99w1.htm |
EX-4.27 - EX-4.27 - HOVNANIAN ENTERPRISES INC | y91162exv4w27.htm |
EX-4.26 - FX-4.26 - HOVNANIAN ENTERPRISES INC | y91162exv4w26.htm |
Exhibit 5.4
[Hovnanian Enterprises, Inc. Letterhead]
May 5, 2011
Hovnanian Enterprises, Inc.
110 West Front Street
P.O. Box 500
Red Bank, New Jersey 07701
110 West Front Street
P.O. Box 500
Red Bank, New Jersey 07701
K. Hovnanian Enterprises, Inc.
110 West Front Street
P.O. Box 500
Red Bank, New Jersey 07701
110 West Front Street
P.O. Box 500
Red Bank, New Jersey 07701
Ladies and Gentlemen:
I am Senior Vice President and General Counsel of Hovnanian Enterprises, Inc., a Delaware
corporation (Hovnanian), and of K. Hovnanian Enterprises, Inc., a California corporation and a
wholly-owned subsidiary of Hovnanian (K. Hovnanian). Hovnanian, K. Hovnanian and certain other
subsidiaries of Hovnanian (the Subsidiary Registrants) have filed a Registration Statement on
Form S-3 (File No. 333-173365) (the Registration Statement) with the Securities and Exchange
Commission (the Commission) under the Securities Act of 1933, as amended (the Securities Act),
pursuant to which K. Hovnanian has issued $12,000,000 aggregate principal amount of 10⅝% Senior
Notes due 2016 (the Notes), unconditionally guaranteed (each a Guarantee, and collectively, the
Guarantees) on a senior secured basis by Hovnanian and the Subsidiary Registrants (together, in
such capacity, the Guarantors), pursuant to the Underwriting Agreement dated April 29, 2011,
among K. Hovnanian, the Guarantors and the underwriter named therein (the Underwriting Agreement)
I have examined the Registration Statement as it became effective under the Securities Act; K.
Hovnanians and Hovnanians prospectus dated April 18, 2011 (the Base Prospectus), as
supplemented by the prospectus supplement dated April 29, 2011 (together with the Base
Prospectus, the Prospectus), filed by K. Hovnanian and Hovnanian pursuant to Rule 424(b) of
the rules and regulations of the Commission under the Securities Act;
the Indenture dated as of October 20, 2009 (the Base Indenture), among K.
Hovnanian, Hovnanian, the other Guarantors party thereto and Wilmington Trust Company, a Delaware
banking corporation, as trustee (the Trustee), as supplemented by the First Supplemental
Indenture dated as of May 4, 2011 (the First Supplemental Indenture and, together with the Base
Indenture, the Indenture), among K. Hovnanian, Hovnanian, the other Guarantors party thereto and
the Trustee; a duplicate of the global note representing the Notes; a duplicate of the Guarantees
annexed to the Notes; and the Underwriting Agreement. I also have examined the originals, or
duplicates or certified or conformed copies, of such corporate and other records, agreements,
documents and other instruments and have made such other investigations as I have deemed relevant
and necessary in connection with the opinions hereinafter set forth. As to questions of fact
material to this opinion, I have relied upon certificates or comparable documents or statements of
public officials and of officers and representatives of Hovnanian and K. Hovnanian.
In rendering the opinions set forth below, I have assumed the genuineness of all signatures,
the legal capacity of natural persons, the authenticity of all documents submitted to me as
originals, the conformity to original documents of all documents submitted to me as duplicates or
certified or conformed copies and the authenticity of the originals of such latter documents.
I also have assumed that the Indenture is the valid and legally binding obligation of the Trustee.
Based upon the foregoing, and subject to the qualifications, assumptions and limitations
stated herein, I am of the opinion that:
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1. | The Notes have been duly authorized, executed and issued by K. Hovnanian. | ||
2. | The Guarantees have been duly authorized, executed and issued by the Subsidiary Registrants. |
I am a member of the Bar of the State of New Jersey, and I do not express any opinion herein
concerning any law other than the law of the State of New Jersey and the State of California.
I hereby consent to the filing of this opinion letter as Exhibit 5.4 to the Current Report on
Form 8-K of Hovnanian filed with the Commission in connection with
the closing of the offering of the Notes and to the use of my name under the caption Legal Matters
in the Prospectus.
Very truly yours, |
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/s/ Peter S. Reinhart | ||||
Peter S. Reinhart Senior Vice President and |
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General Counsel |
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