8-KMaterial AgreementsExhibits & Filings

HORTON D R INC /DE/ 8-K Report, Material Agreement (May 14, 2009)

Filed May 14, 2009For Securities:DHI

Summary

D.R. Horton, Inc. (DHI) announced on May 14, 2009, the completion of a public offering of $500 million in aggregate principal amount of 2.00% Convertible Senior Notes due 2014. The company received net proceeds of approximately $487.5 million after underwriting discounts. These notes are unsecured obligations and are convertible into DHI common stock at an initial rate of 76.5697 shares per $1,000 principal amount, implying a conversion price of roughly $13.06 per share. Investors should note that the notes mature on May 15, 2014, and can be converted at any time prior to two business days before maturity. The company has the option to settle conversion obligations in cash, shares, or a combination. In the event of a "fundamental change" in the company, noteholders have the right to require DHI to repurchase their notes at par value plus accrued interest. The notes are effectively subordinated to debt of non-guarantor subsidiaries and secured creditors.

Key Highlights

  • 1Completed a $500 million public offering of 2.00% Convertible Senior Notes due 2014.
  • 2Net proceeds from the offering were approximately $487.5 million.
  • 3Notes are convertible into DHI common stock at an initial conversion price of approximately $13.06 per share.
  • 4Initial conversion rate is 76.5697 shares per $1,000 principal amount.
  • 5Maturity date for the notes is May 15, 2014.
  • 6Holders can convert notes at any time prior to the second business day before maturity.
  • 7Notes are general unsecured obligations, effectively subordinated to secured debt and debt of non-guarantor subsidiaries.

Frequently Asked Questions

D.R. Horton issued $500,000,000 in aggregate principal amount of 2.00% Convertible Senior Notes due 2014.

The company received net proceeds of approximately $487.5 million after accounting for underwriting discounts and commissions.

Holders can convert their notes at any time prior to the close of business on the second scheduled trading day immediately preceding the Maturity Date (May 15, 2014). The initial conversion price is approximately $13.06 per share of common stock.

D.R. Horton has the option to deliver cash, shares of its common stock, or a combination of both to satisfy its conversion obligation.

The notes are general unsecured obligations of the Company and the Guarantors. They rank equally with existing and future unsecured unsubordinated debt. However, they are effectively subordinated to all debt and liabilities of the Company's non-Guarantor subsidiaries and junior to secured creditors to the extent of the value of their security.