United Homes Group Inc.
04/03/2026 | Press release | Distributed by Public on 04/03/2026 05:33
Material Agreement (Form 8-K)
Item 1.01. Entry into a Material Definitive Agreement.
WF Credit Facility Amendment
On March 31, 2026 (the "Fifth Amendment Effective Date"), United Homes Group, Inc. (the "Company") entered into the Fifth Amendment to the Second Amended and Restated Credit Agreement and Omnibus Amendment to Loan Documents (the "Fifth Amendment"), amending the Second Amended and Restated Credit Agreement (as amended, the "WF 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 in the WF Credit Agreement and the Fifth Amendment.
The Fifth Amendment waives (i) the Debt Service Coverage Ratio requirement and (ii) the Leverage Ratio requirement, each from the date of the Fifth Amendment until the earlier to occur of (1) May 31, 2026 (the "Outside Date"), if the Company's pending merger with Stanley Martin Homes, LLC (the "Merger") has not occurred on or prior to the Outside Date or (2) an Event of Default that is unrelated to the Debt Service Coverage Ratio requirement or the Leverage Ratio requirement, respectively. In addition, the Fifth Amendment requires that, if the Merger has not closed by the Outside Date, the Borrower shall have 60 days from the earlier to occur of (y) the Outside Date and (z) the date Borrower receives notice from the buyer that the Merger will not occur, to refinance the Credit Facility and repay the Obligations in full.
The foregoing description of the Fifth Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Fifth Amendment which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.
Kennedy Lewis Credit Facility Amendment
On March 31, 2026 (the "KL Second Amendment Effective Date"), the Company entered into the Second Amendment to Credit Agreement (the "KL Second Amendment"), amending the Credit Agreement (as amended, the "KL Credit Agreement") by and among the Company, GSH, the financial institutions from time to time a party thereto (collectively, the "KL Lenders"), and Kennedy Lewis Agency Partners LLC, as administrative agent (the "KL Administrative Agent"; the KL Administrative Agent and the other Lenders are referred to herein collectively as the "KL Lender Parties"). Capitalized terms used and not otherwise defined herein have the meanings given in the KL Credit Agreement and the KL Second Amendment.
The KL Second Amendment waives (i) the Debt Service Coverage Ratio requirement and (ii) the Leverage Ratio requirement, each for the period from January 1, 2026 through and including the fiscal quarter ending on or prior to March 31, 2026. In addition, the KL Second Amendment requires that, if the Merger has not closed by the Outside Date, the Borrower shall have 60 days from the earlier to occur of (y) the Outside Date and (z) the date Borrower receives notice from the buyer that the Merger will not occur, to refinance the Credit Facility and repay the Obligations in full.
The foregoing description of the KL Second Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the KL Second Amendment which is filed herewith as Exhibit 10.2 and is incorporated herein by reference.
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