UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): June 5, 2006
HOVNANIAN ENTERPRISES, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware |
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1-8551 |
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22-1851059 |
(State or Other Jurisdiction of |
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(Commission File Number) |
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(I.R.S. Employer |
Incorporation) |
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Identification No.) |
110 West Front Street
Red Bank, New Jersey 07701
(Address of Principal Executive Offices) (Zip Code)
(732) 747-7800
(Registrants 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 (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events.
On June 5, 2006, K. Hovnanian Enterprises, Inc. (K. Hovnanian), Hovnanian Enterprises, Inc. (the Company) and the Companys subsidiary registrants (the Subsidiary Registrants) filed a Registration Statement on Form S-3, File No. 333-134721, with the Securities and Exchange Commission (the Commission) relating to the public offering, pursuant to Rule 415 under the Securities Act of 1933, as amended (the Securities Act), of up to $350,000,000 aggregate principal amount of Senior Notes. The Registration Statement became effective under the Securities Act automatically upon filing with the Commission
On June 5, 2006, K. Hovnanian, the Company and the Subsidiary Registrants entered into an Underwriting Agreement, dated such date (the Underwriting Agreement), with J.P. Morgan Securities Inc., Banc of America Securities LLC, Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC, as representatives of the other several underwriters named therein (collectively, the Underwriters), with respect to the offer and sale by K. Hovnanian and the purchase by the Underwriters of $250 million aggregate principal amount of 8⅝% Senior Notes due 2017 of K. Hovnanian (the Notes) guaranteed by the Company and the Subsidiary Registrants. The Underwriting Agreement is being filed as Exhibit 1.1 hereto.
Item 9.01. Financial Statements and Exhibits.
(d) |
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Exhibits. |
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Exhibit 1.1 |
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Underwriting Agreement, dated June 5, 2006, among K. Hovnanian Enterprises, Inc., Hovnanian Enterprises, Inc., the Subsidiary Registrants and J.P. Morgan Securities Inc., Banc of America Securities LLC, Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC, as representatives of the several Underwriters named therein. |
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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. |
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(Registrant) |
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By: |
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/s/ Peter S. Reinhart |
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Name: Peter S. Reinhart |
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Title: Senior Vice President and General Counsel |
Date: June 9, 2006
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INDEX TO EXHIBITS
Exhibit Number |
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Exhibit |
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Exhibit 1.1 |
Underwriting Agreement, dated June 5, 2006, among K. Hovnanian Enterprises, Inc., Hovnanian Enterprises, Inc., the Subsidiary Registrants and J.P. Morgan Securities Inc., Banc of America Securities LLC, Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC, as representatives of the several Underwriters named therein. |
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