Item 1.01.
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Entry into a Material Definitive Agreement.
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On September 9, 2020, NVR, Inc. (the “Company”) closed its sale of an additional $250 million aggregate principal amount of its 3.000% Senior Notes due 2030 (the “Additional Senior Notes”) pursuant to an Underwriting Agreement, dated September 3, 2020 (the “Underwriting Agreement”), between the Company and Credit Suisse Securities (USA) LLC, as underwriter (the “Underwriter”). The Additional Senior Notes were issued at 108.352% of the principal amount thereof, plus accrued and unpaid interest from, and including, May 4, 2020 to, and excluding, the closing date. The Additional Senior Notes have been registered under the Securities Act of 1933, as amended (the “Securities Act”), pursuant to a registration statement on Form S-3 (File No. 333-237918) (the “Registration Statement”) previously filed with the Securities and Exchange Commission (the “Commission”) under the Securities Act.
The Underwriting Agreement contains customary representations, warranties and agreements by the Company and customary conditions to closing, indemnification obligations of the Company and the Underwriter, including for liabilities under the Securities Act, other obligations of the parties and termination provisions.
The Company maintains ordinary banking and commercial relationships with the Underwriter and its affiliates, for which they receive customary fees.
The offering is more fully described in the prospectus supplement, dated September 3, 2020, to the accompanying prospectus filed with the Commission on April 30, 2020, as part of the Registration Statement. The foregoing description of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by reference to the Underwriting Agreement, which is filed as Exhibit 1.1 hereto and incorporated herein by reference.
The Company’s outstanding $600 million aggregate principal amount of 3.000% Senior Notes due 2030, issued on May 4, 2020 (the “Initial Notes” and, together with the Additional Senior Notes, the “Senior Notes”) were issued pursuant to the indenture dated as of April 14, 1998 (the “Base Indenture”), as supplemented by a Sixth Supplemental Indenture, dated as of May 4, 2020, and the Additional Senior Notes were issued pursuant to the Base Indenture, as supplemented by such Sixth Supplemental Indenture and a Seventh Supplemental Indenture, dated as of September 9, 2020 (collectively, the “Indenture”), in each case, between the Company and U.S. Bank Trust National Association, as successor trustee to The Bank of New York (the “Trustee”). The Additional Senior Notes constitute a further issuance of, and form a single series with the Initial Notes. The Additional Senior Notes have substantially identical terms as the Initial Notes, will be treated as a single series of securities with the Initial Notes under the Indenture and will have the same CUSIP number as, and be fungible with the Initial Notes.
The Senior Notes bear interest at the fixed rate of 3.000% per year and mature on May 15, 2030. Interest on the Senior Notes is payable semi-annually on May 15 and November 15 of each year, commencing on November 15, 2020. The Company may redeem the Senior Notes, in whole or in part, at any time prior to their maturity at the redemption price described in the Indenture, which includes a make-whole premium for redemptions prior to November 15, 2029. Additionally, at the option of the holders of the Senior Notes, the Company may be required to