D.R. Horton, Inc. (NYSE:DHI) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01.Entry into a Material Definitive Agreement.
Effective February22, 2019, DHI Mortgage Company, Ltd., a Texas limited partnership (“DHI Mortgage” or the “Seller”), and a subsidiary of D.R. Horton, Inc., a Delaware corporation, U.S. Bank National Association, a national banking association, as a buyer, and as administrative agent, (“U.S. Bank” or “Buyer” or “Administrative Agent”) and other buyers listed as a buyer (collectively, the “Buyers”) hereto entered into a Sixth Amendment to the Second Amended and Restated Master Repurchase Agreement (the “Sixth Amendment”). The Seller, the Buyers, and the Administrative Agent are parties to a Second Amended and Restated Master Repurchase Agreement dated as of February27, 2015, a First Amendment to Second Amended and Restated Master Repurchase Agreement dated as of February26, 2016, a Second Amendment to Second Amended and Restated Master Repurchase Agreement dated as of June24, 2016, a Third Amendment to Second Amended and Restated Master Repurchase Agreement dated as of September23, 2016, a Fourth Amendment to Second Amended and Restated Master Repurchase Agreement dated as of February24, 2017, and a Fifth Amendment to Second Amended and Restated Master Repurchase Agreement dated as of February23, 2018 (collectively, the “Amended Repurchase Facility”).
The Amended Repurchase Facility provides financing and liquidity to DHI Mortgage by facilitating purchase transactions in which DHI Mortgage transfers eligible loans to Buyers against the transfer of funds by Buyers (thereby becoming purchased loans). The purchase transactions are based on the terms and conditions in the Amended Repurchase Facility and the ancillary or operative agreements attached thereto or referred to therein, including the Amended and Restated Custody Agreement, dated March 1, 2013, by and between DHI Mortgage and U.S. Bank.
The primary change covered by the Sixth Amendment is to extend the maturity date of the facility by 364 days, with a secondary benefit of lower pricing.
The Sixth Amendment changes the term of the Amended Repurchase Facility through the earlier of (i) February21, 2020, or (ii) the date when the Buyers’ commitments are terminated to the Amended Repurchase Facility, by order of any governmental authority or by operation of law.
The Sixth Amendment is filed herewith as Exhibit 10.1 and is incorporated by reference into this Item 1.01.
Item 2.03.Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth above under Item 1.01. “Entry into a Material Definitive Agreement” is hereby incorporated by reference into this Item 2.03.
Item 9.01.Financial Statements and Exhibits.
Sixth Amendment to Second Amended and Restated Master Repurchase Agreement, dated February 22, 2019, among DHI Mortgage Company, Ltd., U.S. Bank National Association, as Administrative Agent, Sole Book Runner, Lead Arranger, and a Buyer, and all other Buyers.
HORTON D R INC /DE/ Exhibit
EX-10.1 2 mortrepurch2019-exh101.htm EXHIBIT 10.1 Exhibit Exhibit 10.1SIXTH AMENDMENT TOSECOND AMENDED AND RESTATED MASTER REPURCHASE AGREEMENTTHIS SIXTH AMENDMENT TO SECOND AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT (this “Amendment”),…
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About D.R. Horton, Inc. (NYSE:DHI)
D.R. Horton, Inc. is a homebuilding company. The Company constructed and sold homes in 27 states and 79 markets, as of September 30, 2015. The Company’s segments include its 39 homebuilding divisions, its financial services operations and its other business activities. In the homebuilding segment, the Company builds and sells single-family detached homes and attached homes, such as town homes, duplexes, triplexes and condominiums. The Company’s 39 homebuilding divisions are aggregated into six segments: East Region, South Central Region, Midwest Region, West Region, Southwest Region and Southeast Region. In the financial services segment, the Company sells mortgages and collects fees for title insurance agency and closing services. The Company has subsidiaries that conduct insurance-related operations; construct and own income-producing rental properties; own non-residential real estate, including ranch land and improvements, and own and operate oil and gas-related assets.