UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): June 26, 2024
LANDSEA HOMES CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | | 001-38545 | | 82-2196021 |
(State or other jurisdiction
of incorporation) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
| | | | | |
1717 E. McKinney Street, Suite 1000
Dallas, Texas | | | | 75202 |
| (Address of principal executive offices) | | | | (Zip Code) |
Registrant’s telephone number, including area code: (949) 345-8080
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:
| ☐ | 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(s) | | Name of Each Exchange on Which Registered |
| Common Stock, par value $0.0001 per share | | LSEA | | The Nasdaq Capital Market |
| Warrants exercisable for Common Stock | | LSEAW | | The Nasdaq Capital Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)
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
On June 26, 2024, Landsea Homes Corporation, a Delaware corporation (the “Company”), entered into that certain Joinder, Commitment Increase, and Reallocation Agreement (the “Joinder Agreement”) with Truist Bank (“New Lender”), and Bank of America, N.A. as administrative agent for the lenders (the “Administrative Agent”). Reference is made to the Amended and Restated Credit Agreement, dated as of April 19, 2024, by and among the Company, each of the other lenders defined thereto, Administrative Agent and the other parties thereto (the “Credit Agreement”). Pursuant to the Joinder Agreement, the parties thereto agreed to, among other things, add New Lender to the Credit Agreement and increase the aggregate commitments available to the Company under the Credit Agreement from $355,000,000 to $455,000,000.
The foregoing description of the Joinder Agreement does not purport to be complete and is subject to, and qualified in its entirety by reference to the Joinder Agreement, a copy of which is filed herewith as Exhibit 10.1, and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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.
| | LANDSEA HOMES CORPORATION |
| | | |
| Date: July 1, 2024 | By: | /s/ C. Kelly Rentzel |
| | | Name: C. Kelly Rentzel |
| | | Title: General Counsel |
