UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________________________
FORM
_______________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
_______________________________________
(Exact name of registrant as specified in its charter)
_______________________________________
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||||
| (Address of principal executive offices) | (Zip Code) | |||||
Registrant’s telephone number, including
area code:
_______________________________________
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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | Name of Each Exchange on Which Registered | ||
| The Capital Market | ||||
| The |
| Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter) |
| Emerging growth company |
| If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. |
| Item 1.01 | Entry into a Material Definitive Agreement |
Effective as of December 31, 2021, Landsea Homes Corporation, a Delaware corporation (the “Company”), and certain of its subsidiaries entered into that certain Second Amendment Agreement (the “Second Amendment Agreement”) with Western Alliance Bank (“WAB”), and the other lender parties thereto, which amends the Company’s existing Credit Agreement dated October 6, 2021 (as amended from time to time, the “Credit Agreement”), as amended by the First Amendment Agreement dated November 30, 2021, to, among other things, clarify the amount and calculation of our obligation to maintain deposit accounts.
On April 13, 2022, the Company and certain of its subsidiaries entered into that certain Third Amendment Agreement (the “Third Amendment Agreement”) with WAB, as administrative agent, and the other lender parties thereto, which amends the Credit Agreement, to, among other things, provide additional debt capacity for indebtedness evidenced by unsecured bonds in an amount not to exceed $500,000,000.
The foregoing descriptions of the Second Amendment Agreement and the Third Amendment Agreement do not purport to be complete and are subject to, and qualified in their entirety by reference to the Second Amendment Agreement and the Third Amendment Agreement, copies of which are filed herewith as Exhibits 10.1 and 10.2, and are incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description |
| 10.1 | Second Amendment Agreement, effective as of December 31, 2021, by and among Landsea Homes Corporation, as borrower, the other loan parties party thereto, Western Alliance Bank as administrative agent, and the lender parties thereto. |
| 10.2 | Third Amendment Agreement, dated April 13, 2022, by and among Landsea Homes Corporation, as borrower, the other loan parties party thereto, Western Alliance Bank as administrative agent, and the lender parties thereto. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
| LANDSEA HOMES CORPORATION | ||
| Date: April 19, 2022 | By: | /s/ Franco Tenerelli |
| Name: Franco Tenerelli | ||
| Title: EVP, Chief Legal Officer and Secretary | ||