-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LkY6eWGgbkvh6pExOe8oUKcw64cVD/WRMetwuihW2axkFz4huCLLwp/GegU506Bk 14dAVIAdG3moN66WO+Kw4g== 0001193125-09-178969.txt : 20090820 0001193125-09-178969.hdr.sgml : 20090820 20090820154326 ACCESSION NUMBER: 0001193125-09-178969 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090818 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090820 DATE AS OF CHANGE: 20090820 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PULTE HOMES INC/MI/ CENTRAL INDEX KEY: 0000822416 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 382766606 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09804 FILM NUMBER: 091026622 BUSINESS ADDRESS: STREET 1: 100 BLOOMFIELD HILLS PKWY STE 300 CITY: BLOOMFIELD HILLS STATE: MI ZIP: 48304 BUSINESS PHONE: 2486472750 MAIL ADDRESS: STREET 1: 100 BLOOMFIELD HILLS PKWY STE 300 CITY: BLOOMFIELD HILLS STATE: MI ZIP: 48304 FORMER COMPANY: FORMER CONFORMED NAME: PULTE CORP DATE OF NAME CHANGE: 19931118 FORMER COMPANY: FORMER CONFORMED NAME: PHM CORP DATE OF NAME CHANGE: 19920703 8-K 1 d8k.htm FORM 8-K Form 8-K

 

 

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): August 18, 2009

 

 

PULTE HOMES, INC.

(Exact name of registrant as specified in its Charter)

 

 

 

            Michigan            

 

            1-9804            

 

            38-2766606            

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

100 Bloomfield Hills Parkway, Suite 300, Bloomfield Hills, Michigan   48304
(Address of principal executive offices)   (Zip Code)

Registrant's telephone number, including area code (248) 647-2750

  

 

(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))

 

 

 

 

1


Item 1.01 Entry Into a Material Definitive Agreement

On August 18, 2009, Pulte Homes, Inc. (the “Company”) entered into an agreement with Centex Corporation to assume obligations under the Indenture between Centex Corporation and Chase Bank of Texas, National Association, dated as of October 1, 1998, along with the related Series of Senior Debt Securities. Such Senior Debt Securities had an aggregate principal balance totaling $3.1 billion at August 18, 2009.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

 

10.1    Assignment and Assumption Agreement dated as of August 18, 2009 between Pulte Homes, Inc. and Centex Corporation

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.

 

    PULTE HOMES, INC.
Date: August 20, 2009     By:   /s/ Steven M. Cook
      Name: Steven M. Cook
     

Title:   Senior Vice President, General Counsel

            and Secretary

 

2

EX-10.1 2 dex101.htm ASSIGNMENT AND ASSUMPTION AGREEMENT DATED AS OF AUGUST 18, 2009 Assignment and Assumption Agreement dated as of August 18, 2009

Exhibit 10.1

ASSIGNMENT AND ASSUMPTION AGREEMENT

This Assignment and Assumption Agreement (this “Agreement”) is made as of August 18, 2009, between Centex Corporation, a Nevada corporation (“Assignor”) and Pulte Homes, Inc., a Michigan corporation (“Assignee”). Capitalized terms not otherwise defined in this Agreement will have the meanings given to them in the Indenture (as defined in Recital A below).

Recitals

A. Assignor and Chase Bank of Texas, National Association are parties to an Indenture dated as of October 1, 1998 (as supplemented from time to time, the “Indenture”) pursuant to which Assignor has issued the Series of Senior Debt Securities (the “Securities”) set forth on the attached Exhibit A.

B. Assignor desires to assign to Assignee, and Assignee desires to assume from Assignor, all of Assignor’s obligations under the Indenture and the Securities (the “Assumed Obligations”).

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:

1. Assignor hereby assigns and delivers to Assignee all of Assumed Obligations.

2. Assignee hereby assumes and agrees to discharge, and indemnify and hold harmless Assignor from, all of the Assumed Obligations.

3. Except as otherwise set forth in this Agreement, Assignee is not assuming any liability or obligation of Assignor.

4. This Agreement will not affect Assignee’s right to assert any defense with respect to any of the Indenture, the Securities or the Assumed Obligations, at law, in equity or otherwise, against the validity or enforceability of any liability or obligation with respect to any of the Indenture, the Securities or the Assumed Obligations.

5. This Agreement will be binding upon and inure to the benefit of the parties and their respective successors and assigns.

6. The Assignor and Assignee will treat the assignment and assumption of the Assumed Obligation under this Agreement for accounting, tax and all other purposes as follows: (a) for the Assignor, as an increase or credit to equity of the Assignor and an equivalent decrease or debit to the liabilities of the Assignor; and (b) for the Assignee, as an increase or debit to investment in subsidiary of the Assignee and an equivalent increase or credit to the liabilities of the Assignee.

7. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same agreement.


IN WITNESS WHEREOF, the parties have caused this Assignment and Assumption Agreement to be duly executed as of the date first written above.

 

ASSIGNOR:

 

CENTEX CORPORATION

By:

  /s/ Steven M. Cook

Name:

Its:

 

Steven M. Cook

Vice President and Secretary

ASSIGNEE:

 

PULTE HOMES, INC.

By:

  /s/ Gregory M. Nelson

Name:

Its:

 

Gregory M. Nelson

Vice President

 

2


Exhibit A

Senior Debt Securities

 

 

1.      5.800% Senior Notes      Issued 09/20/02   Due 09/15/09
2.      4.550% Senior Notes      Issued 11/02/04   Due 11/01/10
3.      7.778% Senior Notes      Issued 02/06/01   Due 02/01/11
4.      7.500% Senior Notes      Issued 01/11/02   Due 01/15/12
5.      5.450% Senior Notes      Issued 08/18/05   Due 08/15/12
6.      5.125% Senior Notes      Issued 10/06/03   Due 10/01/13
7.      5.700% Senior Notes      Issued 05/05/04   Due 05/15/14
8.      5.250% Senior Notes      Issued 06/06/05   Due 06/15/15
9.      6.500% Senior Notes      Issued 05/05/06   Due 05/01/16
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