UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
Current Report
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Item 8.01. Other Events.
On September 29, 2020, 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, Mizuho Securities USA LLC and U.S. Bancorp Investments, Inc. as representatives of the several underwriters named therein, with respect to the offering and sale in an underwritten public offering (the “Offering”) by the Company of $500 million aggregate principal amount of its 1.400% Senior Notes due 2027 (the “Notes”).
The Offering has been registered under the Securities Act pursuant to a registration statement on Form S-3, File No. 333-226644 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 September 29, 2020 and filed with the Securities and Exchange Commission pursuant to Rule 424(b) of the Securities Act of 1933, as amended, on October 1, 2020. The Offering is expected to close on October 2, 2020, subject to customary closing conditions. Certain legal opinions relating to the Notes are also filed herewith as Exhibits 5.1 and 5.2.
The Notes will be issued pursuant to an Indenture between the Company and Truist Bank (formerly known as Branch Banking and Trust Company) (the “Trustee”), as trustee, dated as of October 10, 2019, as supplemented by the Third Supplemental Indenture with respect to the Notes (the “Third Supplemental Indenture”), to be dated as of October 2, 2020, among the Company, the Guarantors and the Trustee. The Notes will be represented by a global security, which is included as an exhibit to the Third Supplemental Indenture. The form of the Third Supplemental Indenture and the form of the Notes are filed as Exhibits to this Current Report on Form 8-K and are incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
SIGNATURE
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: October 2, 2020
| D.R. Horton, Inc. | ||
| By: | /s/ Thomas B. Montano | |
| Thomas B. Montano | ||
| Vice President – Corporate Securities Counsel and | ||
| Corporate Secretary | ||