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
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On October 19, 2023, Five Point Operating Company, LP (the “Operating Company”), through which Five Point Holdings, LLC (the “Company”) owns all of its assets and conducts all of its operations, entered into a Fifth Amendment to Credit Agreement (the “Fifth Amendment”), with Zions Bancorporation, N.A. dba California Bank & Trust, as administrative agent and as a lender, and Comerica Bank, JPMorgan Chase Bank, N.A. and Citibank, N.A., as lenders.
The Fifth Amendment amends and restates the Operating Company’s $125 million senior unsecured revolving credit facility (as amended and restated, the “Revolving Credit Facility”). The Fifth Amendment, among other things, extends the maturity date of the Revolving Credit Facility from April 2024 to April 2026 (subject to a springing earlier maturity date of July 2025 to the extent the substantial majority of the Operating Company’s existing senior notes are not refinanced, repaid or extended prior to such date), with one option to extend the maturity date by an additional year, subject to the satisfaction of certain conditions, including the approval of the administrative agent and lenders.
Any borrowings under the Revolving Credit Facility will bear interest at CME Term SOFR 1 month increased by 0.10% plus a margin of either 2.25% or 2.50% based on the Operating Company’s leverage ratio. As of the date of the Fifth Amendment, no borrowings or letters of credit were outstanding on the Operating Company’s Revolving Credit Facility.
The foregoing description of the Fifth Amendment is qualified in its entirety by reference to the full text of such Fifth Amendment, a copy of which is filed herewith as Exhibit 10.1 and incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| 10.1 | Fifth Amendment to Credit Agreement, dated as of October 19, 2023, by and among Five Point Operating Company, LP, Zions Bancorporation, N.A. dba California Bank & Trust, as administrative agent and as a lender, and Comerica Bank, JPMorgan Chase Bank, N.A. and Citibank, N.A., as lenders. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned duly authorized.
Date: October 20, 2023
| FIVE POINT HOLDINGS, LLC | ||
| By: | /s/ Michael Alvarado | |
| Name: | Michael Alvarado | |
| Title: | Chief Legal Officer, Vice President and Secretary | |
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