Notes Payable And Other Borrowings |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2020 |
|
December 31, 2019 |
|
|
|
|
|
|
|
|
Carrying |
|
|
|
|
|
|
|
Carrying |
|
|
|
|
|
|
|
|
Amount of |
|
|
|
|
|
|
|
Amount of |
|
|
Debt |
|
Interest |
|
Pledged |
|
Debt |
|
Interest |
|
Pledged |
|
|
Balance |
|
Rate |
|
Assets |
|
Balance |
|
Rate |
|
Assets |
Bluegreen: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NBA Éilan Loan |
|
$ |
16,973 |
|
|
3.50% |
|
$ |
28,235 |
|
$ |
18,820 |
|
|
4.95% |
|
$ |
31,259 |
Fifth Third Syndicated Line of Credit |
|
|
50,000 |
|
|
2.39% |
|
|
74,028 |
|
|
30,000 |
|
|
3.85% |
|
|
49,062 |
Fifth Third Syndicated Term Loan |
|
|
95,000 |
|
|
2.56% |
|
|
140,654 |
|
|
98,750 |
|
|
3.71% |
|
|
161,497 |
Unamortized debt issuance costs |
|
|
(1,302) |
|
|
|
|
|
|
|
|
(1,410) |
|
|
|
|
|
|
Total notes payable and other borrowings |
|
$ |
160,671 |
|
|
|
|
|
|
|
$ |
146,160 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Receivable-Backed Notes Payable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2020 |
|
December 31, 2019 |
|
|
|
|
|
|
|
|
Principal |
|
|
|
|
|
|
|
Principal |
|
|
|
|
|
|
|
|
Balance of |
|
|
|
|
|
|
|
Balance of |
|
|
|
|
|
|
|
|
Pledged/ |
|
|
|
|
|
|
|
Pledged/ |
|
|
Debt |
|
Interest |
|
Secured |
|
Debt |
|
Interest |
|
Secured |
|
|
Balance |
|
Rate |
|
Receivables |
|
Balance |
|
Rate |
|
Receivables |
Receivable-backed notes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
payable - recourse: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liberty Bank Facility (1) |
|
$ |
19,715 |
|
|
3.40% |
|
$ |
26,263 |
|
$ |
25,860 |
|
|
4.75% |
|
$ |
31,681 |
NBA Receivables Facility(2) |
|
|
33,389 |
|
|
3.35% |
|
|
42,792 |
|
|
32,405 |
|
|
4.55% |
|
|
39,787 |
Pacific Western Facility (1) |
|
|
24,313 |
|
|
3.03% |
|
|
31,241 |
|
|
30,304 |
|
|
4.68% |
|
|
37,809 |
Total |
|
$ |
77,417 |
|
|
|
|
$ |
100,296 |
|
$ |
88,569 |
|
|
|
|
$ |
109,277 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Receivable-backed notes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
payable - non-recourse: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
KeyBank/DZ Purchase Facility |
|
|
60,981 |
|
|
2.50% |
|
|
77,140 |
|
|
31,708 |
|
|
3.99% |
|
|
39,448 |
Quorum Purchase Facility |
|
|
34,240 |
|
|
4.75-5.50% |
|
|
39,876 |
|
|
44,525 |
|
|
4.75-5.50% |
|
|
49,981 |
2012 Term Securitization |
|
|
5,025 |
|
|
2.94% |
|
|
6,162 |
|
|
8,638 |
|
|
2.94% |
|
|
9,878 |
2013 Term Securitization |
|
|
13,286 |
|
|
3.20% |
|
|
15,139 |
|
|
18,219 |
|
|
3.20% |
|
|
19,995 |
2015 Term Securitization |
|
|
24,302 |
|
|
3.02% |
|
|
26,998 |
|
|
31,188 |
|
|
3.02% |
|
|
33,765 |
2016 Term Securitization |
|
|
37,952 |
|
|
3.35% |
|
|
43,794 |
|
|
48,529 |
|
|
3.35% |
|
|
54,067 |
2017 Term Securitization |
|
|
54,507 |
|
|
3.12% |
|
|
62,877 |
|
|
65,333 |
|
|
3.12% |
|
|
74,219 |
2018 Term Securitization |
|
|
77,148 |
|
|
4.02% |
|
|
90,088 |
|
|
91,231 |
|
|
4.02% |
|
|
103,974 |
Unamortized debt issuance costs |
|
|
(4,140) |
|
|
— |
|
|
— |
|
|
(5,125) |
|
|
— |
|
|
— |
Total |
|
$ |
303,301 |
|
|
|
|
$ |
362,074 |
|
$ |
334,246 |
|
|
|
|
$ |
385,327 |
Total receivable-backed debt |
|
$ |
380,718 |
|
|
|
|
$ |
462,370 |
|
$ |
422,815 |
|
|
|
|
$ |
494,604 |
(1)Recourse on these facilities is in each case limited to $10 million, subject to certain exceptions.
(2)Pursuant to the September 25, 2020 amendment described below, recourse to Bluegreen/Big Cedar Vacations under this amended facility was reduced to $23.8 million and will be reduced by $1.3 million per month starting October 31, 2020 until it reaches a floor of $10.0 million.
|
Junior Subordinated Debentures Outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2020 |
|
December 31, 2019 |
|
|
|
|
|
Effective |
|
|
|
Effective |
|
|
Carrying |
|
Interest |
|
Carrying |
|
Interest |
|
|
Amounts |
|
Rates (1) |
|
Amounts |
|
Rates (1) |
Woodbridge - Levitt Capital Trusts I - IV |
|
$ |
66,302 |
|
|
4.11 - 4.16% |
|
$ |
66,302 |
|
|
5.74 - 5.95% |
Bluegreen Statutory Trusts I - VI |
|
|
110,827 |
|
|
5.07 - 5.21% |
|
|
110,827 |
|
|
6.74 - 6.86% |
Unamortized debt issuance costs |
|
|
(1,075) |
|
|
|
|
|
(1,129) |
|
|
|
Unamortized purchase discount |
|
|
(38,117) |
|
|
|
|
|
(38,746) |
|
|
|
Total junior subordinated debentures |
|
$ |
137,937 |
|
|
|
|
$ |
137,254 |
|
|
|
(1)The Company’s junior subordinated debentures bear interest at 3-month LIBOR (subject to quarterly adjustment) plus a spread ranging from 3.80% to 4.90%.
|