SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) May 2, 2002
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Standard Pacific Corp.
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(Exact name of registrant as specified in charter)
Delaware 001-10959 33-0475989
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(State or other jurisdiction of (Commission file number) (IRS employer identification no.)
incorporation)
15326 Alton Parkway, Irvine, California 92618
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (949) 789-1600
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Not applicable
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(Former name or former address, if changed since last report)
Item 5. Other Events.
In connection with the public offering of common stock described
immediately below, Standard Pacific Corp. (the "Company") is hereby filing
certain exhibits. See "Item 7. Exhibits."
On January 11, 2001, 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 which, as amended, was declared effective
on January 16, 2001. On May 3, 2002, the Company filed a prospectus supplement,
dated May 2, 2002, relating to the underwritten public offering of up to
4,025,000 shares (the "Shares") of the Company's common stock, $.01 per share
(the "Common Stock"), consisting of (a) up to 2,825,000 shares of Common Stock
to be issued and sold by the Company (including 325,000 shares for which the
underwriters have been granted an over-allotment option), and (b) up to
1,200,000 shares of Common Stock to be sold by the selling stockholders
indicated in the prospectus supplement (including 200,000 shares for which the
underwriters have been granted an over-allotment option).
Item 7. Exhibits.
(c) Exhibits:
The following exhibits are filed with this report on Form 8-K:
Exhibit No. Description
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1.1 Underwriting Agreement, dated May 2, 2002, by and
among the Company, the selling stockholders listed
therein and the underwriters listed on the first
page thereof with respect to the issuance and sale
of the Shares.
5.1 Opinion Letter of Gibson, Dunn & Crutcher LLP
regarding the legality of the Shares.
23.1 Consent of Gibson Dunn & Crutcher LLP (included as
part of Exhibit 5.1).
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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.
Date: May 3, 2002
STANDARD PACIFIC CORP.
By: /s/ Clay A. Halvorsen
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Clay A. Halvorsen
Senior Vice President, General Counsel
and Secretary
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EXHIBIT INDEX
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Exhibit No. Description
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1.1 Underwriting Agreement, dated May 2, 2002, by and among the
Company, the selling stockholders listed therein and the
underwriters listed on the first page thereof with respect to the
issuance and sale of the Shares.
5.1 Opinion Letter of Gibson, Dunn & Crutcher LLP regarding the
legality of the Shares.
23.1 Consent of Gibson Dunn & Crutcher LLP (included as part of
Exhibit 5.1).
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