UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): January 31, 2017
WILLIAM LYON HOMES
(Exact name of registrant as specified in charter)
| | | | |
| Delaware | | 001-31625 | | 33-0864902 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
4695 MacArthur Court, 8th Floor
Newport Beach, California 92660
(Address of principal executive offices and zip code)
(949) 833-3600
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
| Item 7.01. | Regulation FD Disclosure. |
In a press release issued on January 31, 2017, William Lyon Homes (“Parent”) announced that William Lyon Homes, Inc. (“California Lyon”) will today accept for payment, subject to the terms and conditions specified in the Offer to Purchase (as defined below), $395,648,000 in aggregate principal amount of 8.5% Senior Notes due 2020 (the “2020 notes”), representing approximately 93.09% of the 2020 notes validly tendered and not validly withdrawn on or prior to 5:00 PM New York City time on January 30, 2017 pursuant to its previously announced tender offer and consent solicitation for the 2020 notes. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form8-K and is incorporated by reference into this Item 7.01.
In accordance with General Instruction B.2 of Form8-K, the information in this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits:
| | |
Exhibit
No. | | Description |
99.1 | | Press Release dated January 31, 2017 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: January 31, 2017
WILLIAM LYON HOMES
| | | | |
| By: | | /s/ Colin T. Severn | | |
Name: | | Colin T. Severn | | |
Its: | | Senior Vice President and Chief Financial Officer | | |
