Toll Brothers Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Financial Statements and Exhibits
$TOL
Homebuilding
Consumer Discretionary
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): February 7, 2025
(Exact Name of Registrant as Specified in Charter)
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ITEM 1.01. Entry into a Material Definitive Agreement
On February 7, 2025, Toll Brothers, Inc. (the “Registrant”) and its wholly owned subsidiary First Huntingdon Finance Corp. (the “Borrower”) extended the maturity date of the Borrower’s senior unsecured revolving credit agreement, dated as of February 14, 2023, among the Registrant, the Borrower, the lenders party thereto and Mizuho Bank, Ltd. as Administrative Agent (as amended, restated, extended, supplemented or otherwise modified from time to time, the “Revolving Credit Agreement”) from February 14, 2028 to February 7, 2030. In connection therewith, the total amount of revolving loans and commitments available under the Revolving Credit Agreement was increased from $1.955 billion to $2.35 billion pursuant to the existing terms of the Revolving Credit Agreement and through a series of commitment, termination and extension notices and acceptances between the Borrower, the Registrant and the existing and new lenders party thereto. Other than the extension of the maturity date and the increase in revolving loans and commitments, no other provisions of the Revolving Credit Agreement were modified.
In addition, on February 7, 2025, the Registrant and the Borrower extended the maturity date of all $650 million of outstanding loans under the Borrower’s existing $650 million senior unsecured term loan credit agreement, dated as of February 3, 2014 among the Registrant, the Borrower, the lenders party thereto and Truist Bank (as successor by merger to SunTrust Bank), as Administrative Agent (as amended, restated, extended, supplemented or otherwise modified from time to time, the “Term Loan Agreement”), from the several existing maturity dates to February 7, 2030. The maturity date extensions were made pursuant to the existing terms of the Term Loan Agreement and were accomplished through a series of commitment, termination and extension notices and acceptances between the Borrower, the Registrant and the existing lenders party thereto. Other than the maturity date extensions, no other provisions of the Term Loan Agreement were modified.
The Registrant and substantially all of its 100% owned home building subsidiaries are guarantors of the obligations under each of the Revolving Credit Agreement and the Term Loan Agreement.
ITEM 9.01. Financial Statements and Exhibits
(d). Exhibits
The following Exhibits are furnished as part of this Current Report on Form 8-K:
Exhibit
No. Item
10.1* Revolving Credit Facility Extension Agreements, effective as of February 7, 2025 with respect to the Amended and Restated Credit Agreement, dated as of October 31, 2019 (as amended, supplemented or otherwise modified), among the Borrower, the Registrant, the lenders party thereto and Citibank, N.A., as Administrative Agent
10.3* Commitment and Acceptance Agreement, effective as of February 7, 2025, with respect to the Amended and Restated Credit Agreement, dated as of October 31, 2019 (as amended, supplemented or otherwise modified), among the Borrower, the Registrant, the lenders party thereto and Citibank, N.A., as Administrative Agent
10.4* Commitment and Acceptance Agreement, effective as of February 7, 2025, with respect to the Term Loan Credit Agreement dated as of February 3, 2014 (as amended, supplemented or otherwise modified) among the Registrant, the Borrower, the lenders party thereto and Truist Bank, (as successor by merger to SunTrust Bank), as Administrative Agent
10.5* Termination Notice of Declining Lenders, effective as of February 7, 2025, with respect to the Amended and Restated Credit Agreement, dated as of October 31, 2019 (as amended, supplemented or otherwise modified), among the Borrower, the Registrant, the lenders party thereto and Citibank, N.A., as Administrative Agent
10.6* Termination Notice of Declining Lenders, effective as of February 7, 2025, with respect to the Term Loan Credit Agreement dated as of February 3, 2014 (as amended, supplemented or otherwise modified) among the Registrant, the Borrower, the lenders party thereto and Truist Bank, (as successor by merger to SunTrust Bank), as Administrative Agent
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104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
* Filed electronically herewith
SIGNATURES
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.
| TOLL BROTHERS, INC. | ||||||||||||||||||||
| Dated: | February 11, 2025 | By: | /s/ Michael J. Grubb | |||||||||||||||||
| Michael J. Grubb Senior Vice President, Chief Accounting Officer | ||||||||||||||||||||
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