0001437749-12-003131.txt : 20120330 0001437749-12-003131.hdr.sgml : 20120330 20120330163059 ACCESSION NUMBER: 0001437749-12-003131 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120326 ITEM INFORMATION: Unregistered Sales of Equity Securities FILED AS OF DATE: 20120330 DATE AS OF CHANGE: 20120330 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HOVNANIAN ENTERPRISES INC CENTRAL INDEX KEY: 0000357294 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 221851059 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08551 FILM NUMBER: 12729648 BUSINESS ADDRESS: STREET 1: 110 WEST FRONT STREET STREET 2: PO BOX 500 CITY: RED BANK STATE: NJ ZIP: 07701 BUSINESS PHONE: 7327477800 MAIL ADDRESS: STREET 1: 110 WEST FRONT STREET PO BOX 500 STREET 2: 110 WEST FRONT STREET PO BOX 500 CITY: RED BANK STATE: NJ ZIP: 07701 8-K 1 hov20120330_8k.htm FORM 8-K hov20120330_8k.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): March 26, 2012


HOVNANIAN ENTERPRISES, INC.
(Exact Name of Registrant as Specified in Charter)


Delaware

(State or Other

Jurisdiction

of Incorporation)

1-8551

(Commission File Number)

22-1851059

(I.R.S. 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 (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 3.02.     Unregistered Sales of Equity Securities.


Pursuant to agreements with bondholders, each dated March 26, 2012, Hovnanian Enterprises, Inc. (the “Company”) issued an aggregate of 981,302 shares of the Company's Class A common stock, par value $0.01 per share, in exchange for an aggregate of approximately $4.1 million aggregate principal amount of the Company's outstanding 8.625% Senior Notes due 2017 (the “exchanges”).  


The exchanges were effected with existing bondholders and no commission or other remuneration was paid or given directly or indirectly for soliciting such exchanges. Accordingly, the exchanges were effected pursuant to Section 3(a)(9) of the Securities Act of 1933, as amended.

 
 
 

 

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: March 30, 2012