Southland Holdings Enters Material Definitive Agreement
Ticker: SLND-WT · Form: 8-K · Filed: Oct 3, 2024 · CIK: 1883814
Sentiment: neutral
Topics: material-definitive-agreement, financial-obligation, corporate-action
TL;DR
Southland Holdings just signed a big deal, expect financial updates soon.
AI Summary
Southland Holdings, Inc. entered into a material definitive agreement on September 30, 2024, related to a direct financial obligation. The company, formerly known as Legato Merger Corp. II, is incorporated in Delaware and operates in heavy construction. This filing also includes financial statements and exhibits.
Why It Matters
This filing indicates a significant new financial commitment or obligation for Southland Holdings, which could impact its financial structure and future operations.
Risk Assessment
Risk Level: medium — Entering into material definitive agreements can introduce new financial risks or obligations that may not be fully understood without further details.
Key Players & Entities
- Southland Holdings, Inc. (company) — Registrant
- Legato Merger Corp. II (company) — Former Company Name
- September 30, 2024 (date) — Date of earliest event reported
FAQ
What is the nature of the material definitive agreement Southland Holdings entered into?
The filing states that Southland Holdings, Inc. entered into a material definitive agreement on September 30, 2024, which also constitutes the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement.
When was the earliest event reported in this 8-K filing?
The earliest event reported in this 8-K filing was on September 30, 2024.
What was Southland Holdings, Inc. formerly known as?
Southland Holdings, Inc. was formerly known as Legato Merger Corp. II.
In which state is Southland Holdings, Inc. incorporated?
Southland Holdings, Inc. is incorporated in Delaware.
What is the Standard Industrial Classification code for Southland Holdings, Inc.?
The Standard Industrial Classification code for Southland Holdings, Inc. is 1600, which corresponds to HEAVY CONSTRUCTION OTHER THAN BUILDING CONST - CONTRACTORS.
Filing Stats: 1,295 words · 5 min read · ~4 pages · Grade level 10.5 · Accepted 2024-10-03 07:05:18
Key Financial Figures
- $0.0001 — ch registered Common stock, par value $0.0001 per share SLND NYSE American LLC
- $11.50 — of common stock at an exercise price of $11.50 per share SLND WS NYSE American LLC
- $160.0 million — eement provides for a four-year secured $160.0 million term loan facility (the "Credit Facilit
- $140.0 million — the "Credit Facility"), consisting of a $140.0 million initial draw term loan (the "Term Loan"
- $20.0 million — draw term loan (the "Term Loan") and a $20.0 million committed delayed draw term loan (the "
- $2.5 m — ce per quarter in minimum increments of $2.5 million, and once drawn, any repaid amoun
- $140.0 m — . From the total Term Loan proceeds of $140.0 million, approximately $96.0 million was
- $96.0 million — oceeds of $140.0 million, approximately $96.0 million was used to refinance existing indebted
- $37.8 million — sed to refinance existing indebtedness, $37.8 million will be available for general corporate
- $6.2 million — l corporate purposes, and the remaining $6.2 million will cover costs and expenses related t
- $74.5 million — standing borrowings for the Revolver of $74.5 million and thereafter terminated the Revolver.
- $30 million — ere the Company's Liquidity falls below $30 million until the Company's Liquidity exceeds $
- $20 million — any must maintain Liquidity of at least $20 million. The Credit Agreement also stipulates t
Filing Documents
- southlandhold_8k.htm (8-K) — 39KB
- southlandhold_ex10-1.htm (EX-10.1) — 891KB
- southlandhold_ex99-1.htm (EX-99.1) — 9KB
- img_001.jpg (GRAPHIC) — 2KB
- 0001829126-24-006622.txt ( ) — 1356KB
- slnd-20240930.xsd (EX-101.SCH) — 4KB
- slnd-20240930_def.xml (EX-101.DEF) — 26KB
- slnd-20240930_lab.xml (EX-101.LAB) — 36KB
- slnd-20240930_pre.xml (EX-101.PRE) — 25KB
- southlandhold_8k_htm.xml (XML) — 6KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. On September 30, 2024, Southland Holdings, Inc. and its subsidiaries (the "Company"), as borrowers, entered into a term loan and security agreement (the "Credit Agreement") with Callodine Commercial Finance, LLC as administrative agent and lender (the "Lender"). The Credit Agreement provides for a four-year secured $160.0 million term loan facility (the "Credit Facility"), consisting of a $140.0 million initial draw term loan (the "Term Loan") and a $20.0 million committed delayed draw term loan (the "Delayed Draw"). The Delayed Draw is a committed facility in which the Company may request all or a portion of the Delayed Draw to be available to the Company. The Delayed Draw can be drawn no more than once per quarter in minimum increments of $2.5 million, and once drawn, any repaid amounts of the Delayed Draw cannot be re-borrowed. Any undrawn portion of the Delayed Draw commitment will terminate on September 30, 2027, the third anniversary of the closing date. The Credit Facility has a maturity date of September 30, 2028. From the total Term Loan proceeds of $140.0 million, approximately $96.0 million was used to refinance existing indebtedness, $37.8 million will be available for general corporate purposes, and the remaining $6.2 million will cover costs and expenses related to the Credit Agreement. Concurrently with the Company's entry into the Credit Agreement, the Company terminated its previously existing revolving credit facility with Frost Bank. As referenced above, the Company used a portion of the Term Loan proceeds to pay in full all outstanding borrowings for the Revolver of $74.5 million and thereafter terminated the Revolver. Texas Capital Securities served as exclusive financial advisor to the Company on the transaction. Amortization The Credit Agreement requires quarterly principal payments on the Term Loan, which will commence on December 31, 2024, the first full quarter ending after the c
03 Creation of a Direct Financial Obligation
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth above in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference into this Item 2.03.
01 Regulation FD Disclosure
Item 7.01 Regulation FD Disclosure. On October 3, 2024, the Company issued a press release relating to the Credit Agreement. A copy of the Company's press release is attached hereto as Exhibit 99.1. The foregoing description of the press release is qualified in its entirety by reference to the attached exhibit.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits 10.1 Credit Agreement, dated as of September 30, 2024, by and among the Company, as borrowers, and Callodine Commercial Finance, LLC, as administrative agent and lender. 99.1 Press Release, dated October 3, 2024. 104 Cover Page Interactive Data File (embedded within Inline XBRL document) 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: October 3, 2024 SOUTHLAND HOLDINGS, INC. By: /s/ Frank S. Renda Name: Frank S. Renda Title: President and Chief Executive Officer 3