BEAZER HOMES USA, INC. (NYSE:BZH) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01.
Seventh Amendment to Second Amended and Restated Credit Agreement
On September 9 2019, Beazer Homes USA, Inc. (the “Company”) executed a Seventh Amendment (the “Amendment”) to the Second Amended and Restated Credit Agreement, dated as of September 24, 2012, between the Company, as borrower, the lenders party thereto, the issuers party thereto, and Credit Suisse AG, Cayman Islands Brach, as agent, as amended on November 10, 2014, November 6, 2015, October 13, 2016, October 24, 2017, October 1, 2018 and February 20, 2019 (as amended, the “Credit Agreement”). The Amendment, among other things:
The foregoing description of the Amendment is qualified in its entirety to the full text of the Amendment filed herewith as Exhibit 10.1 and incorporated in this Item 1.01 by reference.
Senior Unsecured Term Loan
On September 9, 2019, the Company entered into a term loan agreement (the “Term Loan Agreement”) with Credit Suisse International (“Lender”) and certain subsidiaries of the Company as guarantors. The Term Loan Agreement provides for an unsecured term loan in an aggregate principal amount of up to $150 million (the “Term Loan”), the availability of which is subject to certain funding conditions and the discretion of the Lender. Any proceeds from the Term Loan are to be used to prepay a portion of the Company’s 8.750% Senior Notes, due March 15, 2022, issued in the aggregate principal amount of $500 million. The Company’s subsidiaries that guarantee the obligations under the Company’s secured revolving credit facility are guarantors of the obligations under the Term Loan Agreement. In the event that the Term Loan is not funded on or prior to September 30, 2019, the Term Loan Agreement will terminate automatically. If funded, the Term Loan will (i) mature on September 9, 2022, with $50 million amortizing on September 10, 2020 and $50 million amortizing on September 10, 2021, (ii) bear interest at a fixed rate determined at the time of borrowing based on prevailing market conditions and (iii) be prepayable at the Company’s option, subject to certain circumstances and the payment of certain premiums. In the event of a prepayment of the Term Loan, the Company may be obligated to pay certain unwind and breakage costs on certain hedging arrangements of the Lender. The Term Loan Agreement contains covenants generally consistent with the covenants contained in the Credit Agreement which, subject to certain exceptions, limit the ability of the Company and its restricted subsidiaries (as defined in the Term Loan Agreement) to, among other things, incur additional indebtedness, engage in certain asset sales, make certain types of restricted payments and create liens on assets of the Company or the restricted subsidiaries. The Term Loan Agreement also includes customary events of default, including, but not limited to, the failure to pay any interest, principal or fees when due, the failure to perform or the violation of any covenant or agreement, inaccurate or false representations or warranties, a default on other material indebtedness, insolvency or bankruptcy, a change of control and the occurrence of certain material judgments against the Company.
