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8-K - FORM 8-K - HOVNANIAN ENTERPRISES INC | y93094e8vk.htm |
Exhibit 99.1
HOVNANIAN ENTERPRISES, INC. | News Release | |||
Contact:
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J. Larry Sorsby | Jeffrey T.OKeefe | ||
Executive Vice President & CFO | Vice President, Investor Relations | |||
732-747-7800 | 732-747-7800 |
Hovnanian Enterprises Announces the Extension of the Early Tender and Consent Time in
Connection with its Previously Announced Private Debt Exchange Offers for Certain of its Debt
Securities
RED BANK, NJ, October 12, 2011 Hovnanian Enterprises, Inc. (NYSE: HOV) (the Company) announced
today that in connection with its previously announced private exchange offers and consent
solicitation, it has extended the Early Tender and Consent Time from 5:00 p.m., New York City time,
on October 12, 2011 to 5:00 p.m., New York City time, on October 17, 2011. The Company also
announced that the Withdrawal and Revocation Deadline expired at 5:00 p.m., New York City time, on
October 12, 2011. As a result of the extension of the Early Tender and Consent Time, holders of
Senior Notes that properly tender their Senior Notes prior to or on the extended Early Tender and
Consent Time, and whose Senior Notes are accepted for exchange will receive the Total
Consideration. Holders of Senior Notes who properly tender their Senior Notes after the Early
Tender and Consent Time and on or before the Expiration Time, and whose Senior Notes are accepted
for exchange will receive the Exchange Consideration. In addition, accrued and unpaid interest up
to, but not including, the settlement date will be paid in cash on all properly tendered and
accepted Senior Notes. The exchange offers will expire at 11:59 p.m., New York City time, on
October 26, 2011, unless extended or earlier terminated (the Expiration Time). Capitalized terms
used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the
Confidential Offering Memorandum and Consent Solicitation Statement (the Offering Memorandum)
relating to the exchange offers and consent solicitation and the accompanying Consent and Letter of
Transmittal.
The exchange offers are being made within the United States only to qualified institutional
buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the Securities Act),
and outside the United States to non-U.S. investors pursuant to Regulation S under the Securities
Act. The New Secured Notes to be offered have not been and will not be registered under the
Securities Act and may not be offered or sold in the United States absent registration or an
applicable exemption from registration requirements. This press release does not constitute an
offer to sell or the solicitation of an offer to buy Senior Notes or New Secured Notes in any
jurisdiction in which such an offer or sale would be unlawful.
K. Hovnanians obligation to accept any Senior Notes tendered and to pay the applicable
consideration for them is set forth solely in the Offering Memorandum and the accompanying Consent
and Letter of Transmittal. Documents relating to the exchange offers will only be distributed to
holders of Senior Notes who complete a letter of eligibility confirming that they are within the
category of eligible holders for the exchange offers. Copies of the eligibility letter are
available to holders of the Senior Notes through the information agent, Global Bondholder Services
Corporation, at (866) 389-1500 (toll free) or (212) 430-3774 (collect). The exchange offers are
made only by, and pursuant to, the terms set forth in the Offering Memorandum, and the information
in this press release is qualified by reference to the Offering Memorandum and the accompanying
Letter of Transmittal. Subject to applicable law, K. Hovnanian may amend, extend or terminate the
exchange offers and the consent solicitation.
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 nations largest homebuilders with operations in Arizona,
California, Delaware, Florida, Georgia, Illinois, Maryland, Minnesota, New Jersey, New York, North
Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia, Washington, D.C. and West Virginia.
The Companys homes are marketed and sold under the trade names K. Hovnanian® Homes®, Matzel &
Mumford, Brighton Homes, Parkwood Builders, Town & Country Homes and Oster Homes. As the developer
of K. Hovnanians® Four Seasons communities, the Company is also one of the nations largest
builders of active adult homes.
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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 the Companys plans, intentions and
expectations reflected in, or suggested by such forward-looking statements are reasonable, neither
we nor the Company can provide assurance that such plans, intentions or expectations will be
achieved. Such risks, uncertainties and other factors include, but are not limited to, (1) changes
in general and local economic and industry and business conditions and impacts of the sustained
homebuilding downturn, (2) adverse weather, natural disasters and environmental conditions, (3)
changes in market conditions and seasonality of the Companys business, (4) changes in home prices
and sales activity in the markets where the Company builds homes, (5) government laws and
regulations, including, among others, those concerning development of land, the home building,
sales and customer financing processes, tax laws, and the protection of the environment, (6)
fluctuations in interest rates and the availability of mortgage financing, (7) shortages in, and
price fluctuations of, raw materials and labor, (8) the availability and cost of suitable land and
improved lots, (9) levels of competition, (10) availability of financing to the Company, (11)
utility shortages and outages or rate fluctuations, (12) levels of indebtedness and restrictions on
the Companys operations and activities imposed by the agreements governing the Companys
outstanding indebtedness, (13) the Companys sources of liquidity, (14) changes in the Companys
credit ratings, (15) availability of net operating loss carryforwards, (16) operations through
joint ventures with third parties, (17) product liability litigation and warranty claims, (18)
successful identification and integration of acquisitions, (19) significant influence of the
Companys controlling stockholders, (20) geopolitical risks, terrorist acts and other acts of war,
and (21) other factors described in detail in the Companys Annual Report on Form 10-K/A for the
year ended October 31, 2010 and the Companys quarterly reports on Form 10-Q or 10-Q/A for the
quarters ended January 31, 2011, April 30, 2011 and July 31, 2011, respectively and in the Offering
Memorandum under Risk Factors. All forward-looking statements attributable to the Company, us or
persons acting on the Companys or our behalf are expressly qualified in their entirety by the
cautionary statements and risk factors contained throughout the Offering Memorandum. Except as
otherwise required by applicable securities laws, neither we nor the Company undertakes any
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.
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