Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-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): April 5, 2013

 

 

AV Homes, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-07395   23-1739078

(State or other jurisdiction of

incorporation)

   (Commission File Number)   (I.R.S. Employer Identification No.)

8601 N. Scottsdale Rd. Suite 225

Scottsdale, Arizona

   85253
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (480) 214-7400

Not Applicable

Former name or former address, if changed since last report

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation 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 Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Item 1.01 Entry into a Material Definitive Agreement.

On April 5, 2013, AV Homes, Inc. (the “Company”) entered into an amendment (the “Amendment”) to the existing Registration Rights Agreement, dated October 25, 2010, by and among the Company and certain shareholders (the “Registration Rights Agreement”).

The Amendment, which was entered into in connection with the recent filing of the Company’s universal shelf registration statement, defers certain of the Company’s obligations under the Registration Rights Agreement until the earlier of first anniversary of the Amendment or 180 days following the effectiveness of the first registration statement filed by the Company on or after the date of the Amendment.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of such document, which is filed hereto as Exhibit 10.1 and is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit No.

   

Description

10.1    First Amendment, dated April 5, 2013, to Registration Rights Agreement dated October 25, 2010

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    AV Homes, Inc.
Date: April 5, 2013   By:  

/s/ Roger Cregg

  Name:   Roger Cregg
  Title:   Director, President, and Chief Executive Officer
    (Principal Executive Officer)

Exhibit Index

 

Exhibit No.

   

Description

10.1    First Amendment, dated April 5, 2013, to Registration Rights Agreement dated October 25, 2010