BFC FINANCIAL CORPORATION (NASDAQ:BFCF) Files An 8-K Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a RegistrantItem 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On December 16, 2016, Bluegreen Corporation (“Bluegreen”), an indirect wholly owned subsidiary of BFC Financial Corporation (the “Company”), amended and restated the credit agreement and security agreement (the “Credit Facility”) with respect to Bluegreen’s syndicated credit facility led by Fifth Third Bank (“Fifth Third”). The Credit Facility is a $100 million syndicated credit facility with Fifth Third, as Lead Arranger, Sole Bookrunner, Administration Agent and L/C Issuer, and certain other bank participants. The Credit Facility includes a $25 million term loan with quarterly amortization requirements and a $75 million revolving line of credit. Prior to the amendment and restatement, Bluegreen’s syndicated credit facility led by Fifth Third (the “Prior Facility”) allowed for borrowings of up to $25 million. Amounts borrowed under the Credit Facility generally bear interest at a rate of LIBOR plus 2.75-3.25% depending on Bluegreen’s leverage ratio, are collateralized by certain of Bluegreen’s vacation ownership interest inventory, sales center buildings and short term receivables, and will mature in December 2021. The Credit Facility also includes other terms and conditions, including financial covenants, which Bluegreen believes to be customary for a credit facility of this type. As of the date of this Current Report on Form 8-K, outstanding borrowings under the Credit Facility totaled $40 million, including the $25 million term loan and $15 million of borrowings which were outstanding under the Prior Facility. Borrowings under the Credit Facility will be used by Bluegreen for general corporate purposes.
The foregoing description of the Credit Facility is a summary only, does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended and Restated Credit Agreement and Amendment and Restated Security Agreement, which are filed as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit 10.1 – The Amended and Restated Credit Agreement dated as of December 16, 2016, by and among Bluegreen Corporation, as Borrower and Fifth Third Bank, as Administrative Agent and L/C Issuer
Exhibit 10.2 – The Amended and Restated Security Agreement, dated as of December 16, 2016, by and among Bluegreen Corporation, as Borrower, Bluegreen Vacations Unlimited, Inc. and Bluegreen Resorts Management, Inc. as Grantors, and Fifth Third Bank, as Administrative Agent
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