Forestar Group Inc filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation
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)
Registrant’s telephone number, including area code:
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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 (see General Instruction A.2. below):
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 |
Name of Each Exchange on Which Registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
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 December 18, 2024, Forestar Group Inc. (the “Borrower”), JPMorgan Chase Bank, N.A., as administrative agent (“JPMorgan” or “Administrative Agent”) and certain Lenders entered into Amendment No. 4 (“Amendment No. 4”) to the Credit Agreement dated as of August 16, 2018 as amended prior to the date hereof (as so amended, the “Credit Agreement”).
Pursuant to the terms of Amendment No. 4, the Administrative Agent and the Lenders party thereto agreed to, among other things, extend the Termination Date of the Series A Revolving Credit Facility to December 18, 2029, modify pricing for the Series A Revolving Credit Facility and increase the Aggregate Commitment to $640 million.
Pursuant to the terms of Amendment No. 4, the Administrative Agent and the Lenders party thereto also agreed to increase the Credit Agreement’s accordion feature to permit the Aggregate Commitment to be increased up to $1 billion subject to certain conditions and availability of bank commitments.
Certain of the Lenders under the Credit Agreement, and their affiliates, have various relationships with the Borrower and have in the past provided, and may in the future provide, investment banking, commercial banking and financial advisory services to the Borrower and its affiliates in the ordinary course of business for which they have received and may continue to receive fees and commissions.
The description and terms of Amendment No. 4 provided herein are qualified in their entirety by reference to the full and complete terms contained in Amendment No. 4, which is attached to this Form 8-K as Exhibit 10.1 and incorporated by reference herein. Capitalized terms not defined herein are defined in Amendment No. 4 or as provided therein.
Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
All the information set forth above under Item 1.01 is hereby incorporated by reference into this Item 2.03.
Item 9.01. | Financial Statements and Exhibits. |
(d) | Exhibit |
10.1 | Amendment No. 4 to Credit Agreement, dated December 18, 2024 by and among Forestar Group Inc., JPMorgan Chase Bank, N.A., as Administrative Agent, and the Lenders named therein. | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document contained in Exhibit 101). |
2
SIGNATURE
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.
Forestar Group Inc. | ||||||
Date: December 23, 2024 | By: | /s/ James D. Allen | ||||
James D. Allen | ||||||
Executive Vice President, Chief Financial Officer & Treasurer |
3