|3 Months Ended|
Mar. 31, 2021
Lines-of-Credit and Notes Payable
Bluegreen has outstanding borrowings with various financial institutions and other lenders. Financial data related to Bluegreen’s lines of credit and notes payable (other than receivable-backed notes payable, which are discussed below) as of March 31, 2021 and December 31, 2020, were as follows (dollars in thousands):
NBA Éilan Loan. In March 2021, Bluegreen repaid in full the outstanding balance at that time of $15.6 million on the NBA Éilan Loan. Accordingly, the related unamortized debt issuance costs of $0.2 million were written off during the first quarter of 2021.
Except as described above, there were no new debt issuances or significant changes related to the above listed lines-of-credit or notes payable during the three ended months March 31, 2021. See Note 10 to the Company’s Consolidated Financial Statements included in its 2020 Annual Report on Form 10-K for additional information regarding these lines-of-credit and notes payable.
Receivable-Backed Notes Payable
Financial data related to Bluegreen’s receivable-backed notes payable facilities as of March 31, 2021 and December 31, 2020 was as follows (dollars in thousands):
(1)Recourse on the Liberty Bank Facility is limited to $10.0 million, subject to certain exceptions.
(2)Recourse to Bluegreen/Big Cedar Vacations was reduced to $16.0 million as of March 31, 2021 and will be reduced by $1.3 million per month until it reaches a floor of $10.0 million.
(3)Recourse on the Pacific Western Facility is limited to $10.0 million, subject to certain exceptions.
There were no new debt issuances or significant changes related to the above listed facilities during the three months ended March 31, 2021. See Note 10 to the Company’s Consolidated Financial Statements included in its 2020 Annual Report on Form 10-K for additional information regarding the receivable-backed notes payable facilities.
Junior Subordinated Debentures
Financial data relating to the Company’s junior subordinated debentures as of March 31, 2021 and December 31, 2020 was as follows (dollars in thousands):
(1)The Company’s junior subordinated debentures bear interest at three-month LIBOR (subject to quarterly adjustment) plus a spread ranging from 3.80% to 4.90%.
(2)All of the junior subordinated debentures were eligible for redemption by Woodbridge Holding Corporation (“Woodbridge”) and Bluegreen, as applicable, as of March 31, 2021 and December 31, 2020. Woodbridge is a wholly owned subsidiary of BVH through which it holds its investments in Bluegreen.
During February 2021, Bluegreen purchased approximately $4.0 million of BST II trust preferred securities (par value of $6.1 million) for approximately $4.0 million and delivered such securities to the trust in exchange for the cancellation of par value of $6.1 million of Bluegreen’s junior subordinated debentures held by BST II.
As of March 31, 2021, BVH and its subsidiaries were in compliance with all financial debt covenants under its debt instruments. As of March 31, 2021, Bluegreen had availability of approximately $271.4 million under its receivable-backed purchase and credit facilities, inventory lines of credit and corporate credit line, subject to eligible collateral and the terms of the facilities, as applicable.
Note Payable to BBX Capital
In connection with its spin-off of BBX Capital in September 2020, BVH issued a $75.0 million note payable to BBX Capital that accrues interest at a rate of 6% per annum and requires payments of interest on a quarterly basis. Under the terms of the note, BVH has the option in its discretion to defer interest payments under the note, with interest on the outstanding balance thereafter to accrue at a compounded rate of 8% per annum until such time as BVH is current on all accrued payments under the note, including deferred interest. All outstanding amounts will become due and payable in five years or earlier upon certain other events. As of March 31, 2021, and December 31, 2020, $1.1 million was included in other liabilities as accrued interest payable in the Company’s unaudited consolidated balance sheet in connection with this note payable.
The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.
Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef