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Note 23 - Subsequent Events
12 Months Ended
Oct. 31, 2019
Notes to Financial Statements  
Subsequent Events [Text Block]
23.
Subsequent Events
 
On
November 5, 2019,
K. Hovnanian commenced a private offer to exchange its
10.0%
2022
Notes and its
10.5%
2024
Notes for its newly issued
10.0%
1.75
Lien Notes due
2025
(the
“1.75
Lien Notes”). In conjunction with this exchange offer, K. Hovnanian solicited consents to proposed amendments (the “ Proposed Amendments”) from the holders of such Notes to the indenture, dated as of
July 27, 2017,
among HEI, K. Hovnanian and the other guarantors parties thereto and Wilmington Trust, National Association, as trustee and collateral agent (the “Existing Indenture”), providing for, among other matters, the elimination of most of the restrictive covenants, certain of the affirmative covenants and certain of the events of default contained in such indenture.
 
The Exchange Offers and the Consent Solicitations expired at
11:59
p.m., New York City time, on
December 5, 2019.
As of the expiration date of the Exchange Offers, K. Hovnanian had received tenders from holders of
$23.2
million in aggregate principal amount, or
10.6%,
of the
10.0%
2022
Notes and
$141.7
million in aggregate principal amount, or
67.0%,
of the
10.5%
2024
Notes, all of which were accepted for exchange, and had received the requisite consents in connection with the Consent Solicitation for the
10.5%
2024
Notes. K. Hovnanian did
not
receive the requisite consents in connection with the Consent Solicitation for the
10%
2022
Notes and therefore the
10.5%
2022
Notes will continue to be subject to the terms of the Existing Indenture without giving effect to the Proposed Amendments. On
December 6, 2019,
K. Hovnanian, HEI, as guarantor, the other guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agent, entered into the Tenth Supplemental Indenture, dated as of
December 6, 2019,
amending and supplementing the Existing Indenture in respect of the Proposed Amendments, which amendments became operative on the settlement date of the Exchange Offer.
 
On
December 10, 2019,
K. Hovnanian settled the exchange offer and issued
$158.5
million aggregate principal amount of
1.75
Lien Notes and paid cash to exchanging holders in respect of accrued and unpaid interest on the
10.0%
2022
Notes and
10.5%
2024
Notes accepted for exchange to, but
not
including, the settlement date and, if applicable, amounts due in lieu of fractional amounts of
1.75
Lien Notes. The
1.75
Lien Notes were issued under an Indenture, dated as of
December 10, 2019,
among HEI, K. Hovnanian, the guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agent (the “New
2025
Notes Indenture”).  The
1.75
Lien Notes are guaranteed by HEI and the Notes Guarantors and the
1.75
Lien Notes and the guarantees thereof will be secured by substantially all of the assets owned by K. Hovnanian and the Notes Guarantors, subject to permitted liens and certain exceptions. The New
1.75
Lien Notes bear interest at
10.0%
per annum and mature on
November 15, 2025.
Interest on the
1.75
Lien Notes is payable semi-annually on
May 15
and
November 15
of each year, beginning on
May 15, 2020,
to holders of record at the close of business on
May 1
or
November 1,
as the case
may
be, immediately preceding each such interest payment date. The New
2025
Notes Indenture contains restrictive covenants that are substantially similar to those contained in the indentures governing the New Secured Notes.
 
In addition, on
December 10, 2019,
K. Hovnanian, HEI, the other Notes Guarantors party thereto, Wilmington Trust, National Association, as administrative agent, and affiliates of certain investment managers (the “Investors”), as lenders, entered into a credit agreement (the
“1.75
Lien Credit Agreement”) providing for
$81.5
million of senior secured
1.75
lien term loans (the
“1.75
Lien Term Loans”), that were borrowed by K. Hovnanian and guaranteed by the Notes Guarantors in exchange for
$163.0
million of K. Hovnanian’s senior unsecured term loans due
February 1, 2027
pursuant to an Exchange Agreement, dated
December 10, 2019,
by and among K. Hovnanian, HEI, the other Notes Guarantors party thereto and the Investors. The
1.75
Lien Term Loans and the guarantees thereof will be secured on a pari passu basis with the
1.75
Lien Notes by the same assets that will secure the
1.75
Lien Notes, subject to permitted liens and certain exceptions. The
1.75
Lien Term Loans will bear interest at a rate equal to
10.0%
per annum and will mature on
January 31, 2028. 
The
1.75
Lien Credit Agreement contains representations and warranties and covenants that are substantially similar to those contained in the Secured Credit Agreement.