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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): April 16, 2021

 

 

Forestar Group Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-33662   26-1336998

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

2221 E. Lamar, Blvd., Suite 790, Arlington, Texas 76006

(Address of principal executive offices)

Registrant’s telephone number, including area code: (817) 769-1860

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

Common Stock, par value $1.00 per share   FOR   New York Stock Exchange

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 April 16, 2021, Forestar Group Inc. (the “Borrower”) and JPMorgan Chase Bank, N.A., as administrative agent (“JPMorgan or Administrative Agent”) and the Lenders entered into Amendment No. 2 (the “Amendment No. 2”) to the Credit Agreement dated as of August 16, 2018 as amended by Amendment No. 1, dated as of October 2, 2019 (as so amended, the “Credit Agreement”).

Pursuant to the terms of Amendment No. 2, the Administrative Agent and the Lenders party thereto agreed to extend the Revolving Credit Facility Termination Date to April 16, 2025, increase the Aggregate Commitment to $410,000,000 and modify the pricing for outstanding commitments under the Revolving Credit Facility, as set forth on the Pricing Schedule that is attached to Amendment No. 2.

Pursuant to the terms of Amendment No. 2, 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 $600,000,000, subject to certain conditions and availability of bank commitments.

The description and terms of Amendment No. 2 provided herein are qualified in their entirety by reference to the full and complete terms contained in Amendment No. 2, 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. 2 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. 2 to Credit Agreement, dated April 16, 2021 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).

 

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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: April 20, 2021     By:  

/s/ James D. Allen

      James D. Allen
      Executive Vice President, Chief Financial Officer & Treasurer

 

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