SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 30, 2013
D.R. Horton, Inc.
(Exact name of registrant as specified in its charter)
301 Commerce Street, Suite 500, Fort Worth, Texas 76102
(Address of principal executive offices)
Registrants telephone number, including area code: (817) 390-8200
(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):
On January 30, 2013, D.R. Horton, Inc. (the Company) and the Guarantors (as defined below) entered into an underwriting agreement (the Underwriting Agreement) with J.P. Morgan Securities LLC with respect to the offering and sale in an underwritten public offering (the Offering) by the Company of (i) $400 million aggregate principal amount of its 3.625% Senior Notes due 2018 (the 2018 Notes) and (ii) $300 million aggregate principal amount of its 4.750% Senior Notes due 2023 (the 2023 Notes, and together with the 2018 Notes, the Notes).
The Offering has been registered under the Securities Act pursuant to a registration statement on Form S-3, File No. 333-184065 (the Registration Statement) of the Company and certain direct and indirect wholly-owned subsidiaries of the Company listed as co-registrants thereto (the Guarantors) and the prospectus supplement dated January 30, 2013 and filed with the Securities and Exchange Commission pursuant to Rule 424(b) of the Securities Act of 1933, as amended, on January 31, 2013. The Offering is expected to close on February 5, 2013, subject to customary closing conditions. Certain legal opinions relating to the Registration Statement are also filed herewith as Exhibits 5.1 and 5.2.
The Notes will be issued pursuant to an Indenture (the Base Indenture) between the Company and American Stock Transfer & Trust Company, as trustee (the Trustee), dated as of May 1, 2012, as supplemented by the Third Supplemental Indenture with respect to the 2018 Notes (the Third Supplemental Indenture), to be dated as of February 5, 2013, among the Company, the Guarantors and the Trustee, and as supplemented by the Fourth Supplemental Indenture with respect to the 2023 Notes (the Fourth Supplemental Indenture), to be dated as of February 5, 2013, among the Company, the Guarantors and the Trustee. The 2018 Notes and the 2023 Notes will each be represented by a global security, which are included as an exhibit to the Third Supplemental Indenture and Fourth Supplemental Indenture, respectively. The forms of the Third Supplemental Indenture and the Fourth Supplemental Indenture and the forms of the 2018 Notes and 2023 Notes are filed as Exhibits to this Current Report on Form 8-K and are incorporated herein by reference.
The Company intends to use the net proceeds from the Offering for general corporate purposes.
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.
Date: February 4, 2013