8-K 1 d8k.txt CURRENT REPORT DATED JUNE 13, 2001 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): June 13, 2001 (June 6, 2001) STANDARD PACIFIC CORP. (Exact Name of Registrant as Specified in Charter) Delaware 1-4785 86-0077724 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 15326 Alton Parkway Irvine, California 92618 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (949) 789-1600 Not Applicable (Former Name or Former Address, if Changed Since Last Report) INFORMATION TO BE INCLUDED IN THE REPORT Item 5. Other Events. On January 11, 2001 Standard Pacific Corp. (the "Company") filed, pursuant to Rule 415 under the Securities Act of 1933, as amended, a registration statement on Form S-3 (File No. 333-52732) including a prospectus (the "Prospectus"), which was declared effective by the Securities and Exchange Commission on January 16, 2001. On June 8, 2001, the Company filed a Prospectus Supplement, dated June 6, 2001, and the Prospectus, relating to the offering of $50,000,000 principal amount of the Company's 8 1/2% Senior Notes due 2009 (the "Notes"). In connection with the offering of the Notes, the Company is filing certain exhibits as part of this Form 8-K. See "Item 7. Financial Statements and Exhibits." Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits: The following exhibits are filed with this report on Form 8-K: Exhibit Number Description of Exhibit -------------- ---------------------- 1.1 Underwriting Agreement, dated June 6, 2001, by and between the Company and Credit Suisse First Boston Corporation with respect to the issuance and sale of the Notes. 4.1 Form of Note 5.1 Opinion letter of Gibson, Dunn & Crutcher LLP regarding the validity of the Notes. 12.1 Statement re Computation of Ratio of Earnings to Fixed Charges. 23.1 Consent of Gibson, Dunn & Crutcher LLP (included as part of Exhibit 5.1). 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: June 12, 2001 STANDARD PACIFIC CORP. By: /s/ CLAY A. HALVORSEN ------------------------- Clay A. Halvorsen Senior Vice President, General Counsel and Secretary