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): January 10, 2002
HOVNANIAN ENTERPRISES, INC.
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(Exact Name of registrant specified in its charter)
Delaware 1-8551 22-1851059
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(State or other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
10 Highway 35, P.O. Box 500
Red Bank, New Jersey 07701
(Address of principal executive offices)
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Registrant's telephone number:
(732) 747-7800
Item 2. Acquisition or Disposition of Assets
On January 10, 2002, Hovnanian Enterprises, Inc., a Delaware
corporation ("Hovnanian" or the "Registrant"), completed its acquisition of
the California homebuilding operations of The Forecast Group, L.P., a
privately held, single family homebuilder headquartered in Rancho Cucamonga,
California ("Forecast").
The total equity value of Hovnanian's acquisition of Forecast was
approximately $176.5 million, paid by the issuance of 2,208,738 shares of
Hovnanian's Class A Common Stock plus approximately $131.0 million in cash.
Hovnanian also repaid approximately $88 million of Forecast's indebtedness.
The purchase price is subject to adjustment based on Forecast's earnings
through January 31, 2002. Additionally, and subject to option contracts, for a
period of three years following January 10, 2002, Hovnanian will have the
option to purchase certain land parcels retained by the principal owner of
Forecast valued at $49 million.
Copies of the Asset Purchase Agreement, dated as of January 4, 2002
between Hovnanian and Forecast and the Securities Purchase Agreement, dated as
of January 4, 2002, between Hovnanian and Forecast are incorporated by
reference herein to Exhibit 2(a) and Exhibit 2(b) of Hovnanian's annual report
for the fiscal year ended October 31, 2001 on Form 10-K (Commission File No.
1-8551). A copy of the press release, dated January 11, 2002, is attached as
an exhibit hereto and incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Statements of Business Acquired.
Financial Statements required by this item shall be filed not later
than 60 days after the date that this report is required to be filed.
(b) Pro Forma Financial Information.
Financial Statements required by this item shall be filed not later
than 60 days after the date that this report is required to be filed.
(c) Exhibits.
Exhibit 2.1 Asset Purchase Agreement, dated as of January 4,
2002, between Hovnanian Enterprises, Inc. and
The Forecast Group (incorporated by reference to
Exhibit 2(a) to Hovnanian Enterprises, Inc.'s
annual report for the fiscal year ended
October 31, 2001 on Form 10-K (Commission File
No. 1-8551)).
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Exhibit 2.2 Securities Purchase Agreement, dated as of
January 4, 2002, between Hovnanian Enterprises,
Inc. and The Forecast Group (incorporated by
reference to Exhibit 2(b) to Hovnanian
Enterprises, Inc.'s annual report for the fiscal
year ended October 31, 2001 on Form 10-K.
(Commission File No. 1-8551)).
Exhibit 99.1 Press Release dated January 11, 2002.
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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)
By: /s/ Peter S. Reinhart
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Name: Peter S. Reinhart
Title: Senior Vice President
General Counsel
Date: January 24, 2002
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INDEX TO EXHIBITS
Exhibit Number Exhibit
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Exhibit 2.1 Asset Purchase Agreement, dated as of January 4, 2002,
between Hovnanian Enterprises, Inc. and The Forecast Group
(incorporated by reference to Exhibit 2(a) to Hovnanian
Enterprises, Inc.'s annual report for the fiscal year
ended October 31, 2001 on Form 10-K (Commission File No.
1-8551)).
Exhibit 2.2 Securities Purchase Agreement, dated as of January 4,
2002, between Hovnanian Enterprises, Inc. and The Forecast
Group (incorporated by reference to Exhibit 2(b) to
Hovnanian Enterprises, Inc.'s annual report for the fiscal
year ended October 31, 2001 on Form 10-K (Commission File
No. 1-8551)).
Exhibit 99.1 Press Release dated January 11, 2002.
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