Orleans Homebuilders Announces Amendment to Revolving Credit Facility
August 13 2009 - 9:32PM
PR Newswire (US)
BENSALEM, Pa., Aug. 13 /PRNewswire-FirstCall/ -- Orleans
Homebuilders, Inc. (the "Company") (AMEX:OHB) announced today that
it and its lenders have entered into the Second Amendment to its
Second Amended and Restated Revolving Credit Loan Agreement,
effective immediately. Jeffrey P. Orleans, Chief Executive Officer,
stated, "This bank amendment will provide us with the additional
liquidity and flexibility needed to execute our business plan while
we work with our bank lending group towards the Company's desired
bank maturity extension prior to September 30, 2009. We would like
thank our lending group for securing both this amendment and the
previous bank consent for the $75 million trust preferred
securities debt exchange completed last week." This bank amendment
was primarily effected in order to address the Company's near-term
liquidity needs through approximately September 30, 2009, while
providing additional time for the Company to work with its lending
group to attempt to obtain a maturity extension of the Company's
bank credit facility and certain longer-term modifications to
borrowing base availability and other covenants. The amendment
entered into today includes modifications to avoid previously
scheduled reductions in borrowing base availability as a result of
changes to the calculations of certain category limitations
previously scheduled for the borrowing base certificate as of July
31, 2009 (due on August 17, 2009); to exclude certain financial
letters of credit that previously reduced net borrowing base
availability; and to postpone the potential negative impact on the
borrowing base of new appraisals of borrowing base assets. The key
terms of this bank amendment are generally as set forth below: --
The existing category limitations applicable to the determination
of the net borrowing base availability were adjusted as follows: --
The maximum borrowing base availability attributable to
work-in-progress inventory not subject to a qualifying agreement of
sale (i.e., spec inventory and model home inventory) will be
maintained at the existing 58% of total work-in-process inventory
including backlog units (rather than otherwise being reduced to 45%
for the borrowing base certificate as of July 31, 2009), and -- The
maximum borrowing base availability attributable to land under
development will be maintained at the existing 65% of total
borrowing base availability (rather than otherwise being reduced to
55% for the borrowing base certificate as of July 31, 2009), but
generally subject to a maximum of $235 million prior to September
30, 2009. These changes apply to all borrowing base certificates
delivered to lenders before September 30, 2009. -- The definition
of "borrowing base availability" was modified to exclude up to $5.1
million of existing financial letters of credit through and
including September 29, 2009, which improves the Company's
liquidity by the same amount. Without the amendment, all financial
letters of credit would be deducted when determining borrowing base
availability. -- The ongoing bank reappraisals of borrowing base
assets received by the Company after July 8, 2009 are not required
to be reflected in any borrowing base certificate delivered after
the amendment date and before the borrowing base certificate due on
October 15, 2009. -- The Company's minimum liquidity covenant was
amended to temporarily reduce the amount of liquidity required to
be maintained by the Company to not less than $0 through and
including September 29, 2009; and not less than $10 million
thereafter. -- The additional loan fee under the existing loan
agreement previously due to lenders on September 15, 2009 was
postponed until September 30, 2009. -- A "change of control"
definition was added to the credit agreement to conform to the
exchange offer for $75 million of trust preferred securities
completed on August 3, 2009. The events of default under the credit
agreement were modified to include such a change of control, as is
customary in credit agreements. The Company is actively working
with its bank lenders to obtain a maturity extension of its credit
facility that currently matures on December 20, 2009 and certain
longer-term modifications to borrowing base availability and other
covenants prior to September 30, 2009. The Company continues to
work constructively with its lenders to obtain such a credit
facility maturity extension and other modifications, and it remains
hopeful a credit facility maturity extension and other
modifications can be obtained. However, the Company can offer no
assurance that it will be able to obtain such a credit facility
maturity extension or other modifications at all or on acceptable
terms, or obtain alternative financing in the event it does not
obtain such a credit facility maturity extension and other
necessary modifications. The enhanced liquidity achieved through
this temporary credit facility amendment should meet the Company's
liquidity needs only up to approximately September 30, 2009. The
Company anticipates that without either a credit facility maturity
extension and other related modifications, or an additional
amendment to the Company's existing revolving credit facility, on
or before September 30, 2009: (i) the net borrowing base
availability at that time will likely be significantly less than
the borrowings under the revolving credit facility at that time;
(ii) the Company will be unable to pay the existing additional loan
fee presently due on September 30, 2009; (iii) the Company will
violate the minimum liquidity covenant at some time between
September 30, 2009 and October 22, 2009; and (iv) the Company will
not have sufficient liquidity to continue its normal operations on
approximately September 30, 2009, or shortly thereafter. In
addition, the Company may need additional amendments to its credit
facility for a variety of reasons prior to September 30, 2009, such
as to provide additional liquidity. For additional discussion of
the Company's liquidity, including a discussion of the scheduled
December 20, 2009 maturity date of the Company's revolving credit
facility, please refer to the Liquidity and Capital Resources
section of the Company's Quarterly Report on Form 10-Q for the
quarter ended March 31, 2009 filed with the Securities and Exchange
Commission on May 15, 2009. Garry P. Herdler, Executive Vice
President and Chief Financial Officer, stated, "After the important
$75 million debt exchange we completed on August 3, 2009, this bank
amendment to temporarily improve liquidity through approximately
September 30, 2009 provides us with additional time to negotiate a
bank maturity extension prior to the December 20, 2009 maturity
date. We continue to work constructively with lenders to obtain a
bank maturity extension and other necessary longer-term
modifications. However, there can be no assurance provided that
such a maturity extension will be obtained at all or on acceptable
terms, or that other satisfactory alternatives will be available."
About Orleans Homebuilders, Inc. Orleans Homebuilders, Inc.
develops, builds and markets high-quality single-family homes,
townhouses and condominiums. The Company serves a broad customer
base including first-time, move-up, luxury, empty nester and active
adult homebuyers. The Company currently operates in the following
eleven distinct markets: Southeastern Pennsylvania; Central and
Southern New Jersey; Orange County, New York; Charlotte, Raleigh
and Greensboro, North Carolina; Richmond and Tidewater, Virginia;
Chicago, Illinois; and Orlando, Florida. The Company's Charlotte,
North Carolina operations also include adjacent counties in South
Carolina. To learn more about Orleans Homebuilders, please visit
http://www.orleanshomes.com/. Forward-Looking Statements Certain
information included herein and in other Company statements,
reports and SEC filings is forward-looking within the meaning of
the Private Securities Litigation Reform Act of 1995, including,
but not limited to, statements concerning anticipated or expected
conditions in or recovery of the housing market, and economic
conditions; the Company's long-term opportunities; continuing
overall economic conditions and conditions in the housing and
mortgage markets and industry outlook; anticipated or expected
operating results, revenues, sales, net new orders, pace of sales,
spec unit levels, and traffic; future or expected liquidity,
financial resources, debt or equity financings, amendments to or
extensions of our existing revolving credit facility, strategic
transactions and alternatives; other alternative recapitalization
or exchange offer transactions; the anticipated impact of bank
reappraisals; future impairment charges, future tax valuation
allowance and its value; anticipated or possible federal and state
stimulus plans or other possible future government support for the
housing and financial services industries; anticipated legislation
and its impact; expected tax refunds; anticipated use of proceeds
from transactions; anticipated cash flow from operations;
reductions in land expenditures; the Company's ability to meet its
internal financial objectives or projections, and debt covenants;
potential future land sales; the Company's future liquidity,
capital structure and finances; and the Company's response to
market conditions. Such forward-looking information involves
important risks and uncertainties that could significantly affect
actual results and cause them to differ materially from
expectations expressed herein and in other Company statements,
reports and SEC filings. For example, there can be no assurance
that the Company will be able to obtain any amendment to or
extension of its existing revolving credit facility or other
alternative financing or adjust successfully to current market
conditions. These risks and uncertainties include local, regional
and national economic conditions, the effects of governmental
regulation, the competitive environment in which the Company
operates, fluctuations in interest rates, changes in home prices,
the availability and cost of land for future growth, the
availability of capital, our ability to modify or extend our
existing credit facility or otherwise engage in a financing or
strategic transaction; the availability and cost of labor and
materials, our dependence on certain key employees and weather
conditions. Additional information concerning factors the Company
believes could cause its actual results to differ materially from
expected results is contained in Item 1A of the Company's Annual
Report on Form 10-K/A for the fiscal year ended June 30, 2008 filed
with the SEC and subsequently filed Quarterly Reports of Form 10-Q.
DATASOURCE: Orleans Homebuilders, Inc. CONTACT: Garry P. Herdler -
Executive Vice President & Chief Financial Officer, Orleans
Homebuilders, Inc. +1-215-245-7500 Web Site:
http://www.orleanshomes.com/
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