RED BANK, N.J., Oct. 2, 2012 (GLOBE NEWSWIRE) -- Hovnanian Enterprises, Inc. (NYSE:HOV) (the "Company") today announced that the early tender period in respect of the previously announced cash tender offer and consent solicitation (the "Tender Offer") by its wholly owned subsidiary, K. Hovnanian Enterprises, Inc. ("K. Hovnanian"), for any and all of K. Hovnanian's outstanding 10 5/8% Senior Secured Notes Due 2016 (the "Notes") expired on October 1, 2012 at 5:00 p.m., New York City time (the "Early Tender Deadline"). The Company further announced that as of the Early Tender Deadline, K. Hovnanian had received tenders and consents from the holders of approximately $637.2 million, or 79.95%, of the total outstanding principal amount of the Notes. The consents received exceed the amount needed to approve the proposed amendments to the indenture under which the Notes were issued (the "Indenture"). The Company also announced that withdrawal rights with respect to Notes tendered in the Tender Offer expired at 5:00 p.m., New York City time, on October 1, 2012.
K. Hovnanian has elected to exercise its early purchase option described in the Offer to Purchase and Consent Solicitation Statement, dated September 18, 2012 (the "Statement"), relating to the Tender Offer. Holders of the Notes who validly tendered and did not validly withdraw their Notes at or prior to the Early Tender Deadline will receive on October 2, 2012 (the "Early Payment Date"), the total consideration of $1,085.00 per $1,000 principal amount of Notes validly tendered at or before the Early Tender Deadline and accepted in the Tender Offer, which includes an early tender premium of $30.00 for each $1,000 principal amount of Notes, plus accrued and unpaid interest from the last interest payment date for the Notes to, but not including, the Early Payment Date.
The Company further announced that the time and date at which the Tender Offer will expire has been extended to 5:00 p.m., New York City time, on November 2, 2012. Holders of Notes who validly tender their Notes after the Early Tender Deadline but before the expiration of the Tender Offer will receive only the Tender Offer Consideration of $1,055.00 per $1,000 principal amount of Notes validly tendered, plus accrued and unpaid interest from the last interest payment date for the Notes to, but not including, the purchase date therefor.
The consummation of the Tender Offer (including the payment of the total consideration on the Early Payment Date) is subject to the satisfaction or waiver of the conditions set forth in the Statement, including the completion of certain debt financings expected to close on October 2, 2012.
The Company also announced that on the Early Payment Date, K. Hovnanian intends to call for redemption on November 1, 2012 all Notes that were not validly tendered as of the Early Tender Deadline in accordance with the redemption provisions of the Indenture and to satisfy and discharge its obligations under the Indenture and the related security documents in accordance with the satisfaction and discharge provisions of the Indenture. Upon the satisfaction and discharge of the Indenture on the Early Payment Date, all of the collateral securing the Notes will be released and any restrictive covenants and certain events of default contained in the Indenture will cease to have effect.
K. Hovnanian's obligation to accept any Notes tendered and to pay the consideration for them are set forth solely in the Statement and related Letter of Transmittal and Consent. The Tender Offer is made only by, and pursuant to the terms of, the Statement, and the information in this news release is qualified by reference to the Statement and the related Letter of Transmittal and Consent. Subject to applicable law, K. Hovnanian may amend, further extend, or, subject to certain conditions, terminate the Tender Offer.
The depositary and information agent for the Tender Offer is Global Bondholder Services Corporation. The dealer managers and solicitation agents for the Tender Offer are Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC. Persons with questions regarding the Tender Offer should contact Citigroup Global Markets Inc. at (212) 723-6106 (collect) or (800) 558-3745 (toll-free) or Credit Suisse Securities (USA) LLC at (212) 538-2147 (collect) or (800) 820-1653 (toll-free).
This press release is for informational purposes only and does not constitute a notice of redemption under the optional redemption provisions of the Indenture, nor does it constitute an offer to sell, or a solicitation of an offer to buy, any security. No offer, solicitation, or sale will be made in any jurisdiction in which such an offer, solicitation, or sale would be unlawful.
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 nation's largest homebuilders with operations in Arizona, California, Delaware, Florida, Georgia, Illinois, Maryland, Minnesota, New Jersey, North Carolina, 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®, Matzel & Mumford, Brighton Homes, Parkwood Builders, Town & Country Homes and Oster Homes. As the developer of K. Hovnanian's® Four Seasons communities, the Company is also one of the nation's largest builders of active adult homes.
The Hovnanian Enterprises, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=7499
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 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. 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 and other environmental conditions and man-made or natural disasters, (3) changes in market conditions and seasonality of the Company's business, (4) changes in home prices and sales activity in the markets where the Company builds homes, (5) government regulation, including regulations concerning development of land, the home building, sales and customer financing processes, tax laws and 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 in order to satisfy the financing condition for the Offer, (11) utility shortages and outages or rate fluctuations, (12) levels of indebtedness and restrictions on the Company's operations and activities imposed by the agreements governing the Company's outstanding indebtedness, (13) the Company's sources of liquidity, (14) changes in credit ratings, (15) availability of net operating loss carryforwards, (16) operations through joint ventures with third parties, (17) product liability litigation, warranty claims and claims made by mortgage investors, (18) successful identification and integration of acquisitions, (19) changes in tax laws affecting the after-tax costs of owning a home, (20) significant influence of the Company's controlling stockholders, (21) geopolitical risks, terrorist acts and other acts of war and (22) other factors described in detail in the Company's Annual Report on Form 10-K for the fiscal year ended October 31, 2011 and the Company's Quarterly Reports on Form 10-Q for the quarters ended January 31, 2012, April 30, 2012 and July 31, 2012. 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: J. Larry Sorsby Executive Vice President & CFO 732-747-7800 Jeffrey T. O'Keefe Vice President of Investor Relations 732-747-7800
Source:Hovnanian Enterprises, Inc.