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EX-10.1 - EXHIBIT 10.1 - HORTON D R INC /DE/a3rdamend-exh101.htm


 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 ______________________________
FORM 8-K
 ______________________________
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 22, 2014
 ______________________________
D.R. Horton, Inc.
(Exact name of registrant as specified in its charter)
______________________________
 
Delaware
 
1-14122
 
75-2386963
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
301 Commerce Street, Suite 500, Fort Worth, Texas 76102
(Address of principal executive offices)
Registrant’s telephone number, including area code: (817) 390-8200
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 ______________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 





Item 1.01.
Entry into a Material Definitive Agreement.

Effective August 22, 2014, D.R. Horton, Inc. (the “Borrower”) and The Royal Bank of Scotland plc, as Administrative Agent, an Issuing Bank and a Lender (“RBS” or “Administrative Agent”) and the Lenders entered into Amendment No. 3 (the “Amendment No. 3”) to the Credit Agreement dated as of September 7, 2012 as amended by, Amendment No. 1, dated as of November 1, 2012, and Amendment No. 2, dated as of August 8, 2013 (as so amended, the “Credit Agreement”).

Pursuant to the terms of Amendment No. 3, the Administrative Agent and the Lenders party hereto agreed to extend the Revolving Credit Facility Termination Date to September 7, 2019 and modify pricing of the Revolving Credit Commitments under the Credit Agreement. In addition, the Aggregate Revolving Credit Facility Limit was increased from $1,000,000,000 to $1,250,000,000.

Further, Additional Lenders were added to the Series A Revolving Credit Commitments, which increased the aggregate amount of outstanding Revolving Credit Commitments under the Revolving Credit Facility from $725,000,000 to $975,000,000, as set forth on Schedule 1 to Amendment No. 3.

The description and terms of Amendment No. 3 provided herein are qualified in their entirety by reference to the full and complete terms contained in Amendment No. 3, which is attached to this Form 8-K as Exhibit 10.1 and incorporated by reference herein. Capitalized terms not defined herein are defined in Amendment No. 3 or as provided therein.
 
Item 2.03.
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

All the information set forth above under Item 1.01 is hereby incorporated by reference into this Item 2.03.

Item 9.01.
Financial Statements and Exhibits.
    
(d)    Exhibit
10.1

  
Amendment No. 3 to Credit Agreement, dated August 22, 2014 by and among D.R. Horton, Inc., The Royal Bank of Scotland plc, as Administrative Agent, and the Lenders named therein.


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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
 
 
D.R. Horton, Inc.
 
 
Date:
August 25, 2014
 
By:
/S/ BILL W. WHEAT
 
 
 
 
Bill W. Wheat
 
 
 
 
Executive Vice President and
 
 
 
 
Chief Financial Officer


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EXHIBIT INDEX
 
Exhibit
Number
  
Description
 
 
 
10.1
 
Amendment No. 3 to Credit Agreement, dated August 22, 2014 by and among D.R. Horton, Inc., The Royal Bank of Scotland plc, as Administrative Agent, and the Lenders named therein.