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EX-99.1 - EXHIBIT 99.1 - HOVNANIAN ENTERPRISES INCex99-1.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): September 7, 2016

 

 


HOVNANIAN ENTERPRISES, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 


 

         

Delaware

 

1-8551

 

22-1851059

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

110 West Front Street

P.O. Box 500

Red Bank, New Jersey 07701

(Address of Principal Executive Offices) (Zip Code)

 

(732) 747-7800

(Registrant’s telephone number, including area code)

 

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:

 

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 7.01.  Regulation FD Disclosure.

 

On September 7, 2016, Hovnanian Enterprises, Inc. (“Hovnanian”) issued a press release relating to its wholly-owned subsidiary’s, K. Hovnanian Enterprises, Inc. (“K. Hovnanian”), previously announced tender offer (the “Tender Offer”) to purchase for cash any and all of its 8.625% Senior Notes due 2017 (the “Notes”) and related solicitation of consents (the “Consent Solicitation” and together with the “Tender Offer”, the “Tender Offer and Consent Solicitation”). In the press release, Hovnanian announced, among other things, the expiration of the Tender Offer and Consent Solicitation as of 8:30 a.m., New York City time, on September 7, 2016 without the satisfaction of all conditions, and K. Hovnanian’s intention to call all outstanding Notes for redemption using a portion of the net cash proceeds from certain financing transactions and to satisfy and discharge the indenture under which the Notes were issued.

 

A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference solely for purposes of this Item 7.01.

 

The information in Item 7.01 of this Current Report, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01.  Financial Statements and Exhibits.

 

(d)

Exhibits.

 

     

Exhibit 99.1

  

Press Release, dated September 7, 2016.

 

 
 

 

 

SIGNATURES

 

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.

       
 

HOVNANIAN ENTERPRISES, INC.

 

(Registrant)

       
 

By:

/s/ Michael Discafani

   

Name:

Michael Discafani

   

Title:

Vice President and Corporate Counsel

 

Date: September 7, 2016

 

 
 

 

 

INDEX TO EXHIBITS

 

     

Exhibit
Number

  

Exhibit

   

Exhibit 99.1

  

Press Release, dated September 7, 2016.