Attached files
| file | filename |
|---|---|
| EX-10.1 - EXHIBIT 10.1 AMENDMENT TO 2008 CONDUIT - Diamond Resorts International, Inc. | exhibit101omnibusamendment.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): October 18, 2013
Diamond Resorts International, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 001-35967 | 46-1750895 | ||
(State or other jurisdiction | (Commission | (I.R.S. Employer | ||
of incorporation) | File Number) | Identification No.) | ||
10600 West Charleston Boulevard, Las Vegas, Nevada | 89135 | |||
(Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: 702-684-8000
Not Applicable
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 1.01 Entry into a Material Definitive Agreement.
On October 18, 2013, Diamond Resorts International, Inc. (the “Company”) and various indirect wholly-owned subsidiaries of the Company entered into an omnibus amendment (the “Amendment”) to the documents governing the Company’s 2008 Conduit Facility (the “Conduit Facility”). The Amendment increased the maximum facility balance under the Conduit Facility from $125,000,000 to $180,000,000.
Credit Suisse AG, New York Branch, serves as administrative agent for the Conduit Facility, and Wells Fargo Bank, National Association serves as indenture trustee, custodian and back-up servicer.
The description of the Amendment set forth above in this Item 1.01 does not purport to be complete, and is qualified in its entirety by reference to the full text of the Omnibus Amendment, dated as of October 18, 2013, by and among Diamond Resorts Issuer 2008 LLC, as Issuer; Diamond Resorts Corporation, Diamond Resorts Holdings, LLC and Diamond Resorts International, Inc., as Performance Guarantors; Diamond Resorts Depositor 2008 LLC, as Depositor; Diamond Resorts Financial Services, Inc., as Servicer; Wells Fargo Bank, National Association, as Indenture Trustee, Custodian and Back-Up Servicer; Credit Suisse AG, New York Branch, as Administrative Agent and a Funding Agent; GIFS Capital Company, LLC, as Conduit; and Diamond Resorts Finance Holding Company, as Seller, which is attached as Exhibit 10.1 to this Form 8-K and is incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information in Item 1.01 above is incorporated by reference herein.
Item 7.01 Regulation FD Disclosure
On October 21, 2013, Diamond Resorts Owner Trust 2009-1 (“DROT 2009-1”), an indirect wholly-owned subsidiary of the Company and the issuer of the Series 2009-1 Class A and Class B Notes (the “2009 Notes”), redeemed the 2009 Notes at aggregate redemption prices of $24,442,199.67 (for the 2009 Notes - Class A) and $1,849,070.96 (for the 2009 Notes – Class B), respectively. Pursuant to the terms of the Indenture, dated as of October 1, 2009, by and among DROT 2009-1, Diamond Resorts Financial Services, Inc. and Wells Fargo Bank, National Association, notice of the redemption was provided to holders of the 2009 Notes on October 1, 2013.
The information furnished pursuant to this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
d) Exhibits
Exhibit No. | Description |
10.1 | Omnibus Amendment, dated as of October 18, 2013, by and among Diamond Resorts Issuer 2008 LLC, as Issuer; Diamond Resorts Corporation, Diamond Resorts Holdings, LLC and Diamond Resorts International, Inc., as Performance Guarantors; Diamond Resorts Depositor 2008 LLC, as Depositor; Diamond Resorts Financial Services, Inc., as Servicer; Wells Fargo Bank, National Association, as Indenture Trustee, Custodian and Back-Up Servicer; Credit Suisse AG, New York Branch, as Administrative Agent and a Funding Agent; GIFS Capital Company, LLC, as Conduit; and Diamond Resorts Finance Holding Company, as Seller. |
SIGNATURES
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.
Diamond Resorts International, Inc. | ||||||
October 24, 2013 | By: | /s/ Howard Lanznar | ||||
Name: | Howard S. Lanznar | |||||
Title: | Executive Vice President and Chief Administrative Officer | |||||
Exhibit Index
Exhibit No. | Description | ||||
10.1 | Omnibus Amendment, dated as of October 18, 2013, by and among Diamond Resorts Issuer 2008 LLC, as Issuer; Diamond Resorts Corporation, Diamond Resorts Holdings, LLC and Diamond Resorts International, Inc., as Performance Guarantors; Diamond Resorts Depositor 2008 LLC, as Depositor; Diamond Resorts Financial Services, Inc., as Servicer; Wells Fargo Bank, National Association, as Indenture Trustee, Custodian and Back-Up Servicer; Credit Suisse AG, New York Branch, as Administrative Agent and a Funding Agent; GIFS Capital Company, LLC, as Conduit; and Diamond Resorts Finance Holding Company, as Seller. | ||||