UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01. Entry into a Material Definitive Agreement.
On January 26, 2024, United Homes Group, Inc. (the “Company”) entered into the Second Amendment to the Second Amended and Restated Credit Agreement and Omnibus Amendment to Loan Documents (the “Second Amendment”), amending the Second Amended and Restated Credit Agreement (as amended, the “Credit Agreement”), by and among the Company, Great Southern Homes, Inc., a South Carolina corporation and a wholly-owned subsidiary of the Company (“GSH”), Rosewood Communities, Inc., a South Carolina corporation and a wholly-owned subsidiary of the Company (“Rosewood”), Wells Fargo Bank, National Association, as administrative agent (the “Administrative Agent”), Wells Fargo Securities, LLC, as the sole Lead Arranger and sole Bookrunner, and the lenders party thereto (the “Lenders”). Capitalized terms used and not otherwise defined herein have the meanings given them in the Credit Agreement and the Second Amendment.
The Second Amendment establishes a process for the joinder of additional subsidiary borrowers of the Company. In connection with the Second Amendment, Rosewood was joined, jointly and severally with the Company and GSH, as a Borrower to the Credit Facility. Additional changes to the Credit Agreement pursuant to the Second Amendment authorize the Company to make certain Permitted Investments when adhering to specific requirements and restrictions set forth in the Credit Agreement as amended.
The foregoing description of the Second Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of Second Amendment which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.
Item 7.01. Regulation FD Disclosure
On January 29, 2024, the Company issued a press release announcing its acquisition of the homebuilding assets of Creekside Custom Homes, LLC, a homebuilder based in Myrtle Beach, South Carolina. The press release is being furnished hereto as Exhibit 99.1.
The information in this Item 7.01 disclosure, including Exhibit 99.1 and the information set forth therein, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits:
* Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company hereby undertakes to supplementally furnish copies of any omitted schedules and exhibits to the Securities and Exchange Commission upon request.
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.
Date: January 29, 2024
| United Homes Group, Inc. | ||
| By: | /s/ Keith Feldman | |
| Name: | Keith Feldman | |
| Title: | Chief Financial Officer | |