Hovnanian Enterprises Inc. (HOV, Financial) filed Quarterly Report for the period ended 2009-04-30.
HOVNANIAN ENT. primarily designs constructs and markets multi-family attached condominium apartments and townhouses and single family detached homes in planned residential developments in its Northeast Region (comprised primarily of ersey and eastern Pennsylvania) in southeastern Florida in North Carolina in Metro Washington D. C. (northern Virginia) and in southwestern California. The Company recently began housing operations in Poland. The Company markets its homes to first time buyers and to first and second time move-up buyers and concentrates on the moderately priced segment of th Hovnanian Enterprises Inc. has a market cap of $208.4 million; its shares were traded at around $2.7 with and P/S ratio of 0.1. Hovnanian Enterprises Inc. had an annual average earning growth of 18.8% over the past 5 years.
We have exposure to additional impairments of our inventories, which, as of April 30, 2009, have a book value of $1.5 billion, net of $1.0 billion of impairments recorded on 251 of our communities. We also have $99.5 million invested in 13,299 lots under option, including cash and letters of credit option deposits of $43.0 million as of April 30, 2009. We will record a write-off for the amounts associated with an option if we determine it is probable we will not exercise it. As of April 30, 2009, we have total investments in, and advances to, unconsolidated joint ventures of $42.2 million. Each of our joint ventures assesses its inventory and other long-lived assets for impairment and we separately assess our investment in joint ventures for recoverability in accordance with GAAP, which has resulted in total reductions in our investment in joint ventures of $102.7 million from May 1, 2006 through April 30, 2009. We still have exposure to future write-downs of our investment in unconsolidated joint ventures if conditions continue to deteriorate in the markets in which our joint ventures operate. With respect to goodwill and intangibles, there is no remaining risk of further exposure to impairments because both goodwill and definite life intangibles have been fully written off as of October 31, 2008.
On May 16, 2008, we entered into Amendment No. 1 (the Amendment) to the Seventh Amended and Restated Credit Agreement (as amended, the Amended Credit Agreement). On May 27, 2008, in conjunction with the consummation of the issuance of $600 million of 11 1/2% Senior Secured Notes due 2013, the Amendment became effective. The Amendment decreased the aggregate amount of commitments under the Amended Credit Agreement from $900 million to $300 million. The maturity date of the facility remains May 31, 2011. Availability under the Amended Credit Agreement equals the lesser of $300 million and the amount available pursuant to the borrowing base and the sub-limit for revolving loans is $100 million. Borrowings under the Amended Credit Agreement bear interest at a rate equal, at the Companys option, to (1) one, two, three or six month LIBOR, plus 4.50%, (2) a base rate equal to the greater of PNC Bank, National Associations prime rate and the federal funds effective rate plus 0.50%, plus 2.75% or (3) an index rate based on daily LIBOR, plus 4.625%. In addition to paying interest on outstanding principal under the revolving facility, the Company is required to pay an unused fee equal to 0.55% per annum on the daily average unused portion of the revolving facility. The Company will also pay a letter of credit fee of 4.50% per annum on the average outstanding face amount of letters of credit issued under the revolving facility. Notwithstanding the foregoing, the interest rate and fees payable under the revolving facility may not be less than the applicable interest rates and fees that would have been payable pursuant to the revolving facility that was in effect prior to March 7, 2008, the date of the Amended Credit Agreement. Borrowings under the Amended Credit Agreement may be used for general corporate purposes and working capital. As of April 30, 2009 and October 31, 2008, there was $100 million and zero, respectively, drawn under the Amended Credit Agreement, excluding letters of credit totaling $146.0 million and $197.5 million, respectively. The $100 million drawn as of April 30, 2009, was subsequently repaid in full in May 2009.
At April 30, 2009, we had $629.3 million ($624.5 million net of discount) of outstanding senior secured notes, comprised of $600 million 11 1/2% Senior Secured Notes due 2013 and $29.3 million 18% Senior Secured Notes due 2017. At April 30, 2009 we also had $1,069.3 million of outstanding senior notes ($1,066.9 million net of discount), comprised of $88.2 million 8% Senior Notes due 2012, $144.1 million 6 1/2% Senior Notes due 2014, $115.3 million 6 3/8% Senior Notes due 2014, $135.4 million 6 1/4% Senior Notes due 2015, $182.4 million 6 1/4% Senior Notes due 2016, $196.7 million 7 1/2% Senior Notes due 2016 and $207.2 million 8 5/8% Senior Notes due 2017. In addition, we had $196.0 million of outstanding senior subordinated notes, comprised of $28.9 million 6% Senior Subordinated Notes due 2010, $70.9 million 8 7/8% Senior Subordinated Notes due 2012, and $96.2 million 7 3/4 % Senior Subordinated Notes due 2013.
On December 3, 2008, the Company issued $29.3 million of 18% Senior Secured Notes due 2017 in exchange for $71.4 million of unsecured senior notes as follows: $0.6 million aggregate principal amount of 8% Senior Notes due 2012, $12.0 million aggregate principal amount of 6 1/2% Senior Notes due 2014, $1.1 million aggregate principal amount of 6 3/8% Senior Notes due 2014, $3.3 million aggregate principal amount of 6 1/4% Senior Notes due 2015, $24.8 million aggregate principal amount of 7 1/2% Senior Notes due 2016, $28.7 million aggregate principal amount of 6 1/4% Senior Notes due 2016 and $1.0 million aggregate principal amount of 8 5/8% Senior Notes due 2017. This exchange resulted in a recognized gain on extinguishment of debt of $41.3 million, net of the write-off of unamortized discounts and fees. The 18% Senior Secured Notes due 2017 are secured, subject to permitted liens and other exceptions, by a third-priority lien on substantially all the assets owned by us, K. Hovnanian Enterprises, Inc. (the issuer of the senior secured notes) and the guarantors to the extent such assets secure obligations under the Amended Credit Agreement and the 11 1/2% Senior Secured Notes due 2013. The notes are redeemable in whole or in part at our option at 102% of principal commencing May 1, 2011, 101% of principal commencing November 1, 2011 and 100% of principal commencing November 1, 2012. In addition, we may redeem up to 35% of the aggregate principal amount of the notes before May 1, 2011 with the net cash proceeds from certain equity offerings at 118.0% of principal.
In addition to this exchange, during the three and six months ended April 30, 2009, we repurchased in open market transactions $5.5 million and $11.3 million principal amount, respectively, of 8% Senior Notes due 2012, $55.5 million and $58.9 million principal amount, respectively, of 6 1/2% Senior Notes due 2014, $58.3 million and $78.5 million principal amount, respectively, of 7 1/2% Senior Notes due 2016, $75.0 million and $79.1 million principal amount, respectively, of 8 7/8% Senior Subordinated Notes due 2012, and $34.0 million and $53.8 million principal amount, respectively, of 7 3/4% Senior Subordinated Notes due 2013. For both the three and six months ended April 30, 2009 (there were no repurchases in the three months ended January 31, 2009), we repurchased in open market transactions $33.6 million principal amount of 6 3/8% Senior Notes due 2014, $61.3 million principal amount of 6 1/4% of Senior Notes due 2015, $88.9 million principal amount of 6 1/4% Senior Notes due 2016, $41.8 million principal amount of 8 5/8% Senior Notes due 2017, and $71.1 million principal amount of 6% Senior Subordinated Notes due 2010. The aggregate purchase price for these repurchases was $208.4 million and $223.1 million, plus accrued and unpaid interest, for the three and six months ended April 30, 2009, respectively. These repurchases resulted in a gain on extinguishment of debt of $311.3 million and $349.5 million, for the three and six months ended April 30, 2009, respectively, net of the write-off of unamortized discounts and fees. The gains from the exchanges and repurchases are included in the Condensed Consolidated Statement of Operations for the three and six months ended April 30, 2009Read the The complete ReportHOV is in the portfolios of Charles Brandes of Brandes Investment.
HOVNANIAN ENT. primarily designs constructs and markets multi-family attached condominium apartments and townhouses and single family detached homes in planned residential developments in its Northeast Region (comprised primarily of ersey and eastern Pennsylvania) in southeastern Florida in North Carolina in Metro Washington D. C. (northern Virginia) and in southwestern California. The Company recently began housing operations in Poland. The Company markets its homes to first time buyers and to first and second time move-up buyers and concentrates on the moderately priced segment of th Hovnanian Enterprises Inc. has a market cap of $208.4 million; its shares were traded at around $2.7 with and P/S ratio of 0.1. Hovnanian Enterprises Inc. had an annual average earning growth of 18.8% over the past 5 years.
Highlight of Business Operations:
Beginning during the second half of our fiscal year ended October 31, 2006 and continuing through today, the U. S. housing market has been impacted by a lack of consumer confidence, increasing home foreclosure rates and large supplies of resale and new home inventories. The result has been weakened demand for new homes, slower sales, higher than normal cancellation rates, and increased price discounts and other sales incentives to attract homebuyers. Additionally, the availability of certain mortgage financing products became more constrained starting in February 2007 when the mortgage industry began to more closely scrutinize sub-prime, Alt-A, and other non-prime mortgage products. The overall economy has weakened significantly and fears of a prolonged recession are pronounced due to rising unemployment levels, further deterioration in consumer confidence and the reduction in extensions of credit and consumer spending. As a result, we have experienced significant decreases in our revenues and gross margins during 2007 and 2008 and through the second quarter of 2009 compared with prior years. Additionally, we incurred total land-related impairment charges of $710.1 million for the year ended October 31, 2008 and $420.4 million for the six months ended April 30, 2009. These charges resulted from the write-off of deposit and preacquisition costs of $23.6 million related to land we no longer plan to pursue and impairments on owned inventory of $396.8 million. The charges for the six months ended April 30, 2009, are largely related to the continued decline in land values and are in addition to the $1.5 billion total land-related charges, consisting of $380.6 million from the write-off of deposit plus preacquisition costs and impairments on owned land of $1.1 billion we have taken from the fourth quarter of our fiscal year ended October 31, 2006 through October 31, 2008. In addition to land related charges, the continued weakening of the market resulted in impairments of our intangible assets and goodwill of $3.3 million, $135.2 million, and $35.4 million during fiscal 2006, 2007 and 2008, respectively, resulting in a full write-off of these assets as of October 31, 2008.We have exposure to additional impairments of our inventories, which, as of April 30, 2009, have a book value of $1.5 billion, net of $1.0 billion of impairments recorded on 251 of our communities. We also have $99.5 million invested in 13,299 lots under option, including cash and letters of credit option deposits of $43.0 million as of April 30, 2009. We will record a write-off for the amounts associated with an option if we determine it is probable we will not exercise it. As of April 30, 2009, we have total investments in, and advances to, unconsolidated joint ventures of $42.2 million. Each of our joint ventures assesses its inventory and other long-lived assets for impairment and we separately assess our investment in joint ventures for recoverability in accordance with GAAP, which has resulted in total reductions in our investment in joint ventures of $102.7 million from May 1, 2006 through April 30, 2009. We still have exposure to future write-downs of our investment in unconsolidated joint ventures if conditions continue to deteriorate in the markets in which our joint ventures operate. With respect to goodwill and intangibles, there is no remaining risk of further exposure to impairments because both goodwill and definite life intangibles have been fully written off as of October 31, 2008.
On May 16, 2008, we entered into Amendment No. 1 (the Amendment) to the Seventh Amended and Restated Credit Agreement (as amended, the Amended Credit Agreement). On May 27, 2008, in conjunction with the consummation of the issuance of $600 million of 11 1/2% Senior Secured Notes due 2013, the Amendment became effective. The Amendment decreased the aggregate amount of commitments under the Amended Credit Agreement from $900 million to $300 million. The maturity date of the facility remains May 31, 2011. Availability under the Amended Credit Agreement equals the lesser of $300 million and the amount available pursuant to the borrowing base and the sub-limit for revolving loans is $100 million. Borrowings under the Amended Credit Agreement bear interest at a rate equal, at the Companys option, to (1) one, two, three or six month LIBOR, plus 4.50%, (2) a base rate equal to the greater of PNC Bank, National Associations prime rate and the federal funds effective rate plus 0.50%, plus 2.75% or (3) an index rate based on daily LIBOR, plus 4.625%. In addition to paying interest on outstanding principal under the revolving facility, the Company is required to pay an unused fee equal to 0.55% per annum on the daily average unused portion of the revolving facility. The Company will also pay a letter of credit fee of 4.50% per annum on the average outstanding face amount of letters of credit issued under the revolving facility. Notwithstanding the foregoing, the interest rate and fees payable under the revolving facility may not be less than the applicable interest rates and fees that would have been payable pursuant to the revolving facility that was in effect prior to March 7, 2008, the date of the Amended Credit Agreement. Borrowings under the Amended Credit Agreement may be used for general corporate purposes and working capital. As of April 30, 2009 and October 31, 2008, there was $100 million and zero, respectively, drawn under the Amended Credit Agreement, excluding letters of credit totaling $146.0 million and $197.5 million, respectively. The $100 million drawn as of April 30, 2009, was subsequently repaid in full in May 2009.
At April 30, 2009, we had $629.3 million ($624.5 million net of discount) of outstanding senior secured notes, comprised of $600 million 11 1/2% Senior Secured Notes due 2013 and $29.3 million 18% Senior Secured Notes due 2017. At April 30, 2009 we also had $1,069.3 million of outstanding senior notes ($1,066.9 million net of discount), comprised of $88.2 million 8% Senior Notes due 2012, $144.1 million 6 1/2% Senior Notes due 2014, $115.3 million 6 3/8% Senior Notes due 2014, $135.4 million 6 1/4% Senior Notes due 2015, $182.4 million 6 1/4% Senior Notes due 2016, $196.7 million 7 1/2% Senior Notes due 2016 and $207.2 million 8 5/8% Senior Notes due 2017. In addition, we had $196.0 million of outstanding senior subordinated notes, comprised of $28.9 million 6% Senior Subordinated Notes due 2010, $70.9 million 8 7/8% Senior Subordinated Notes due 2012, and $96.2 million 7 3/4 % Senior Subordinated Notes due 2013.
On December 3, 2008, the Company issued $29.3 million of 18% Senior Secured Notes due 2017 in exchange for $71.4 million of unsecured senior notes as follows: $0.6 million aggregate principal amount of 8% Senior Notes due 2012, $12.0 million aggregate principal amount of 6 1/2% Senior Notes due 2014, $1.1 million aggregate principal amount of 6 3/8% Senior Notes due 2014, $3.3 million aggregate principal amount of 6 1/4% Senior Notes due 2015, $24.8 million aggregate principal amount of 7 1/2% Senior Notes due 2016, $28.7 million aggregate principal amount of 6 1/4% Senior Notes due 2016 and $1.0 million aggregate principal amount of 8 5/8% Senior Notes due 2017. This exchange resulted in a recognized gain on extinguishment of debt of $41.3 million, net of the write-off of unamortized discounts and fees. The 18% Senior Secured Notes due 2017 are secured, subject to permitted liens and other exceptions, by a third-priority lien on substantially all the assets owned by us, K. Hovnanian Enterprises, Inc. (the issuer of the senior secured notes) and the guarantors to the extent such assets secure obligations under the Amended Credit Agreement and the 11 1/2% Senior Secured Notes due 2013. The notes are redeemable in whole or in part at our option at 102% of principal commencing May 1, 2011, 101% of principal commencing November 1, 2011 and 100% of principal commencing November 1, 2012. In addition, we may redeem up to 35% of the aggregate principal amount of the notes before May 1, 2011 with the net cash proceeds from certain equity offerings at 118.0% of principal.
In addition to this exchange, during the three and six months ended April 30, 2009, we repurchased in open market transactions $5.5 million and $11.3 million principal amount, respectively, of 8% Senior Notes due 2012, $55.5 million and $58.9 million principal amount, respectively, of 6 1/2% Senior Notes due 2014, $58.3 million and $78.5 million principal amount, respectively, of 7 1/2% Senior Notes due 2016, $75.0 million and $79.1 million principal amount, respectively, of 8 7/8% Senior Subordinated Notes due 2012, and $34.0 million and $53.8 million principal amount, respectively, of 7 3/4% Senior Subordinated Notes due 2013. For both the three and six months ended April 30, 2009 (there were no repurchases in the three months ended January 31, 2009), we repurchased in open market transactions $33.6 million principal amount of 6 3/8% Senior Notes due 2014, $61.3 million principal amount of 6 1/4% of Senior Notes due 2015, $88.9 million principal amount of 6 1/4% Senior Notes due 2016, $41.8 million principal amount of 8 5/8% Senior Notes due 2017, and $71.1 million principal amount of 6% Senior Subordinated Notes due 2010. The aggregate purchase price for these repurchases was $208.4 million and $223.1 million, plus accrued and unpaid interest, for the three and six months ended April 30, 2009, respectively. These repurchases resulted in a gain on extinguishment of debt of $311.3 million and $349.5 million, for the three and six months ended April 30, 2009, respectively, net of the write-off of unamortized discounts and fees. The gains from the exchanges and repurchases are included in the Condensed Consolidated Statement of Operations for the three and six months ended April 30, 2009Read the The complete ReportHOV is in the portfolios of Charles Brandes of Brandes Investment.
