Quarterly report pursuant to Section 13 or 15(d)

Notes and Other Debts Payable, net

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Notes and Other Debts Payable, net
9 Months Ended
Sep. 30, 2024
Debt Disclosure [Abstract]  
Notes and Other Debts Payable, net Notes and Other Debts Payable, net
Amounts outstanding under notes and other debts payable, net consist of the following:
September 30, 2024 December 31, 2023
(dollars in thousands)
11.0% Senior Notes due July 2028
$ 250,000  $ 250,000 
8.875% Senior Notes due April 2029
300,000  — 
Discount and deferred loan costs (20,339) (13,857)
Senior Notes, net $ 529,661  $ 236,143 
September 30, 2024 December 31, 2023
(dollars in thousands)
Line of credit facility $ 207,400  $ 315,000 
Deferred loan costs (4,923) (7,369)
Line of credit facility, net $ 202,477  $ 307,631 
In April 2024, the Company completed the sale to certain purchasers of $300.0 million of 8.875% senior notes (the “8.875% Senior Notes”, together with the 11.0% Senior Notes, the “Senior Notes”). The Company received the proceeds, net of fees, in April 2024. The 8.875% Senior Notes mature in April 2029.
In July 2023, the Company entered into a senior unsecured note (the “Note Purchase Agreement”). The Note Purchase Agreement provided for the private placement of $250.0 million aggregate principal amount of 11.0% senior notes (the “11.0% Senior Notes”). The Company received the proceeds, net of discount and fees, in July 2023. The 11.0% Senior Notes mature in July 2028.
In October 2021, the Company entered into a line of credit agreement which was amended in April 2024 (the “Amended Credit Agreement”). The Amended Credit Agreement provides for a senior unsecured borrowing of up to $455.0 million of which there was $207.4 million outstanding as of September 30, 2024. As part of the amendment, the Company wrote off $5.2 million of previously deferred financing costs associated with the line of credit facility prior to the amendment. This write-off is included in other (expense) income, net on the consolidated statements of operations. The Company may increase the borrowing capacity up to $850.0 million, under certain conditions. Funds available under the Amended Credit Agreement are subject to a borrowing base requirement which is calculated on specified percentages of our real estate inventories. The borrowings under the Amended Credit Agreement bear interest at a daily simple Secured Overnight Financing Rate (“SOFR”) rate, a term SOFR rate, or a base rate (in each case calculated in accordance with the Amended Credit Agreement), plus, in each case, an applicable margin. The applicable margin is adjusted by reference to a grid based on a leverage ratio calculated in accordance with the Amended Credit Agreement. As of September 30, 2024, the applicable margin was 3.40%. The Amended Credit Agreement matures in April 2027. As of September 30, 2024, the interest rate on the loan was 8.23%.
The Amended Credit Agreement and the Note Purchase Agreement contain certain restrictive financial covenants, such as requirements for the Company to maintain a minimum liquidity balance, minimum tangible net worth, and leverage and interest
coverage ratios. The 8.875% Senior Notes do not contain financial covenants. As of September 30, 2024, the Company was in compliance with all financial covenants.
Our Senior Notes are not secured, however, the agreements governing the Senior Notes contain some restrictions on secured debt and other transactions. Our Senior Notes are fully and unconditionally guaranteed on an unsecured basis, jointly and severally, by most of our homebuilding segment subsidiaries. The Senior Notes are redeemable in whole or in part at any time at our option, with a standard make whole provision until July 17, 2025, then at premiums that vary based upon the remaining term of the Senior Notes to be redeemed.