Item 1.01. Entry into a Material Definitive Agreement.
On
• increases the borrowing capacity from$450.0 million to$750.0 million ; • renews and extends the commitment period of the Warehouse Credit Facility fromAugust 12, 2022 toMay 3, 2024 , with a maturity date ofMay 26, 2025 ; • permits the Trust to pledge as collateral timeshare loan receivables originated by certain subsidiaries ofDiamond Resorts Corporation (the "Diamond Timeshare Loans"), subject to similar eligibility criteria and other conditions for timeshare loans receivables originated byHilton Resorts Corporation and its subsidiaries, and generally updates the Warehouse Credit Facility and certain defined terms to reflect the foregoing; • uses one-month term SOFR as a main benchmark interest rate; • increases the maximum advance rate for the borrowing base calculation from 87.50% to 90.00%; • amends the "Collateral Value" definition to provide a separate advance rate for the Diamond Timeshare Loans based on FICO® scores, foreign obligors and domestic obligors with no FICO® score; and • includes customary used and unused fees, some of which will be based on the achievement of key environmental, social and governance performance indicators applicable to the Company.
As of
Affiliates of various lenders and/or agents under the Warehouse Credit Facility,
including
This summary is qualified in its entirety by reference to the full text of the Amended Warehouse Credit Agreement, filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
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Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information provided in Item 1.01 of this Current Report on Form 8-K is incorporated by reference herein.
Item 8.01 Other Events.
On
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description Exhibit 10.1 Amended and Restated Receivables Loan Agreement, dated as ofMay 3, 2022 , by and amongHilton Grand Vacations Trust I LLC , as borrower,Wells Fargo Bank, National Association , as paying agent and securities intermediary,Bank of America, N.A ., as administrative agent, the financial institutions signatory thereto as managing agents, the financial institutions signatory thereto as conduit lenders, and the financial institutions signatory thereto as committed lenders. Exhibit 99.1 Press Release, datedMay 4, 2022 . Exhibit 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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