Attached files
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8-K - ORLEANS HOMEBUILDERS INC | v169846_8k.htm |
EX-10.1 - ORLEANS HOMEBUILDERS INC | v169471_ex10-1.htm |
NEWS
RELEASE
Garry
P. Herdler – Executive Vice President & Chief Financial
Officer
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Orleans
Homebuilders, Inc. (215) 245-7500
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(www.orleanshomes.com)
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For
Immediate Release:
Orleans
Homebuilders Announces Limited Waiver and Amendment Extension
BENSALEM,
Pa., December 18, 2009 /PRNewswire-FirstCall/ -- Orleans Homebuilders, Inc. (the
“Company”) (Amex: OHB) announced that today the Company and its lenders have now
executed a Limited Waiver and Amendment extension (the “Temporary Amendment”) to
its $375 million Second Amended and Restated Revolving Credit Loan Agreement
dated September 30, 2008 (as amended, the “Credit Facility”), effective
immediately. The Temporary Amendment, which effectively extends the
maturity of the Credit Facility from December 20, 2009 to January 29, 2010,
generally provides, among other things, the Company with the ability, subject to
compliance with conditions precedent and covenants, to continue existing
amendments to the determination of borrowing base availability as provided in
the Third Amendment to the Credit Facility and to immediately permit the
extension of letters of credit issued under the Credit Facility to February 26,
2010.
The
Company continues to work actively with its bank lending group to obtain a
maturity extension to its Credit Facility. On December 8, 2009, the
Company announced that it and certain of its lenders had agreed to a non-binding
term sheet (the “Term Sheet”) relating to a 24-month maturity extension and
structural modifications (the “Amendment”) of the Credit Facility.
The
Amendment will be subject to an affirmative vote by each of the approximately 16
lenders party to the Credit Facility and the Company can offer no assurances
that each of the lenders will approve the Amendment or as to the specific terms
of the document that may be approved. If the Company does not enter
into the Amendment on or before approximately January 29, 2010, the Credit
Facility will mature on such date and the Company will not have sufficient funds
to repay amounts outstanding or continue normal operations.
The
Company currently expects that it and its lenders will enter into the Amendment
on or before January 29, 2010, or thereabouts, although the Company can offer no
assurance that it will be able to do so. The Company anticipates that
without the Amendment: (i) the Credit Facility will otherwise mature on
approximately January 29, 2010; (ii) the Company will likely not have sufficient
liquidity to continue its normal operations at or before that time; and (iii)
without an additional temporary amendment on or before January 15, 2010, the
Company will likely experience liquidity problems due to borrowing base
limitations or covenant or other defaults under the Credit Facility on or before
January 15, 2010. In addition, in the event that, at any time,
beneficiaries of letters of credit draw under outstanding letters of credit, any
draw will have an adverse effect on the Company’s ability to borrow under the
Credit Facility and draws of any significant amount of letters of credit will
materially adversely affect the Company’s liquidity to continue its
operations.
For
additional discussion of the Company’s liquidity, please refer to the Liquidity
and Capital Resources section of the Company’s Quarterly Report on Form 10-Q for
the quarter ended March 31, 2009 filed with the Securities and Exchange
Commission on May 15, 2009, as well as the Current Reports on Form 8-K and press
releases filed with the Securities and Exchange Commission on August 14, 2009,
October 6, 2009, November 5, 2009 and December 9, 2009, the Company’s Form
12b-25 related to Form 10-K filed with the Securities and Exchange Commission on
September 29, 2009, and the Company’s Form 12b-25 related to Form 10-Q filed
with the Securities and Exchange Commission on November 17, 2009.
The
Company is currently noncompliant with the continuing listing standards of the
NYSE Amex LLC (the “Exchange”) as set forth in Sections 134 and 1101 of the NYSE
Amex LLC Company Guide (the “Company Guide”) because it failed to timely file
its Annual Report on Form 10-K (the “Form 10-K”) for the fiscal year ended June
30, 2009 and its Quarterly Report on Form 10-Q (the “Form 10-Q”) for the fiscal
quarter ended September 30, 2009. The Exchange is continuing the
Company’s listing pursuant to an extension. The Company submitted to
the Exchange a plan of compliance (the “Plan”) on November 16,
2009. The Exchange has completed its review of the Plan and has
determined that, in accordance with Section 1009 of the Company Guide, the Plan
makes a reasonable demonstration of the Company’s ability to regain compliance
with the continued listing standards. Based upon the information that
the Company provided the Exchange, the Exchange has granted the Company an
extension until February 15, 2010 for the Company to file its Form 10-K for the
fiscal year ended June 30, 2009 and its Form 10-Q for the three months ended
September 30, 2009.
About
Orleans Homebuilders, Inc.
Orleans
Homebuilders, Inc. develops, builds and markets high-quality single-family
homes, townhouses and condominiums. The Company serves a broad
customer base including first-time, move-up, luxury, empty nester and active
adult homebuyers. The Company currently operates in the following
eleven distinct markets: Southeastern Pennsylvania; Central and Southern New
Jersey; Orange County, New York; Charlotte, Raleigh and Greensboro, North
Carolina; Richmond and Tidewater, Virginia; Chicago, Illinois; and Orlando,
Florida. The Company’s Charlotte, North Carolina operations also
include adjacent counties in South Carolina. To learn more about
Orleans Homebuilders, please visit www.orleanshomes.com.
Forward-Looking
Statements
Certain
information included herein and in other Company statements, reports and SEC
filings is forward-looking within the meaning of the Private Securities
Litigation Reform Act of 1995, including, but not limited to, statements
concerning anticipated or expected financing arrangements; including the terms
of and timing of entry into the Amendment; payments on its 8.52% Trust Preferred
Securities and the Junior Subordinated Notes; anticipated tax refunds and the
timing of receipt of any refund; potential strategic transactions, including
refinancing, recapitalization and sale transactions involving the Company;
anticipated and potential asset sales; anticipated liquidity; anticipated
increase in net new orders, conditions in or recovery of the housing market, and
economic conditions; the Company’s long-term opportunities; the timing of future
filings by the Company of its Annual and Quarterly Reports and the continued
listing of the Company’s common stock on the Exchange; continuing overall
economic conditions and conditions in the housing and mortgage markets and
industry outlook; anticipated or expected operating results, revenues, sales,
net new orders, backlog, pace of sales, spec unit levels, and traffic; future or
expected liquidity, financial resources, debt or equity financings, amendments
to or extensions of our existing revolving Credit Facility; strategic
transactions and alternatives; the anticipated impact of bank reappraisals;
future impairment charges; future tax valuation allowance and its value;
anticipated or possible federal and state stimulus plans or other possible
future government support for the housing and financial services industries;
anticipated cash flow from operations; reductions in land expenditures; the
Company’s ability to meet its internal financial objectives or projections, and
debt covenants; the Company’s future liquidity, capital structure and finances;
the Company’s response to market conditions; and the Company’s response to the
Exchange’s notice concerning listing requirements. Such
forward-looking information involves important risks and uncertainties that
could significantly affect actual results and cause them to differ materially
from expectations expressed herein and in other Company statements, reports and
SEC filings. These risks and uncertainties include our ability to
amend and extend the Credit
Facility;
our ability to remain in compliance with the terms of the Credit Facility, if
the Amendment is entered into; local, regional and national economic conditions;
the effects of governmental regulation; the competitive environment in which the
Company operates; fluctuations in interest rates; changes in home prices; the
availability of capital; our ability to engage in a financing or strategic
transaction; the availability and cost of labor and materials; our dependence on
certain key employees; and weather conditions. In addition, there can
be no assurance that the Company will be able to obtain any Amendment to or
extension of its existing revolving Credit Facility or other alternative
financing or adjust successfully to current market
conditions. Additional information concerning factors the Company
believes could cause its actual results to differ materially from expected
results is contained in Item 1A of the Company’s Annual Report on Form 10-K/A
for the fiscal year ended June 30, 2008 filed with the SEC and subsequently
filed Quarterly Reports on Form 10-Q.