CREDIT AGREEMENT among CALATLANTIC GROUP, INC., a Delaware corporation, as Borrower, The Several Lenders from Time to Time Parties Hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent with J.P. MORGAN SECURITIES LLC and CITIGROUP GLOBAL...Credit Agreement • October 5th, 2015 • CalAtlantic Group, Inc. • Operative builders • New York
CREDIT AGREEMENT (this “Agreement”), dated as of October 5, 2015, among CALATLANTIC GROUP, INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), and JPMORGAN CHASE BANK, N.A., as administrative agent.
GUARANTEECalAtlantic Group, Inc. • October 5th, 2015 • Operative builders
For value received, each of the undersigned hereby fully and unconditionally guarantees, on a senior and unsubordinated basis, as principal obligor and not only as a surety, to the Holders of the 0.25% Convertible Senior Notes due 2019 (the “Notes”) issued pursuant to the indenture dated as of June 28, 1996, by and among CalAtlantic Group, Inc. (successor in interest to The Ryland Group, Inc.), a Delaware corporation (the “Company”), the Subsidiary Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, N.A. f/k/a Chemical Bank), as trustee (the “Trustee”), as amended by the Twelfth Supplemental Indenture, dated as of October 1, 2015, between the Company and the Trustee (the “Base Indenture”), as supplemented by the Ninth Supplemental Indenture, dated as of May 20, 2013, among the Company, the Guarantors named therein and the Trustee (the “Supplemental Indenture”), cash payments in United States Dollars of any amounts due with
GUARANTEEGuarantee • October 5th, 2015 • CalAtlantic Group, Inc. • Operative builders
For value received, each of the undersigned hereby fully and unconditionally guarantees, on a senior and unsubordinated basis, as principal obligor and not only as a surety, to the Holders of the 1.625% Convertible Senior Notes due 2018 (the “Notes”) issued pursuant to the indenture dated as of June 28, 1996, by and among CalAtlantic Group, Inc. (successor in interest to The Ryland Group, Inc.), a Delaware corporation (the “Company”), the Subsidiary Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, N.A. f/k/a Chemical Bank), as trustee (the “Trustee”), as amended by the Eleventh Supplemental Indenture, dated as of October 1, 2015, between the Company and the Trustee (the “Base Indenture”), as supplemented by the Seventh Supplemental Indenture, dated as of May 16, 2012, among the Company, the Guarantors named therein and the Trustee (the “Supplemental Indenture”), cash payments in United States Dollars of any amounts due w
THIRTEENTH SUPPLEMENTAL INDENTURESupplemental Indenture • October 5th, 2015 • CalAtlantic Group, Inc. • Operative builders • New York
THIRTEENTH SUPPLEMENTAL INDENTURE, dated as of October 1, 2015 (the “Supplemental Indenture”), to the Base Indenture (defined below), by and among CalAtlantic Group, Inc. (successor in interest to the Company referred to below), a Delaware corporation (the “Successor Company”), the Guarantors and The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, N.A. f/k/a Chemical Bank), as trustee (the “Trustee”).
ELEVENTH SUPPLEMENTAL INDENTUREEleventh Supplemental Indenture • October 5th, 2015 • CalAtlantic Group, Inc. • Operative builders • New York
ELEVENTH SUPPLEMENTAL INDENTURE, dated as of October 1, 2015 (the “Supplemental Indenture”), to the Base Indenture (defined below), by and among CalAtlantic Group, Inc. (successor in interest to the Company referred to below), a Delaware corporation (the “Successor Company”), the Subsidiary Guarantors and The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, N.A. f/k/a Chemical Bank), as trustee (the “Trustee”).
CALATLANTIC GROUP, INC. TWENTY-FIFTH SUPPLEMENTAL INDENTURESupplemental Indenture • October 5th, 2015 • CalAtlantic Group, Inc. • Operative builders • New York
This Twenty-Fifth Supplemental Indenture, dated as of October 1, 2015 (the “Twenty-Fifth Supplemental Indenture”), is entered into by and among CalAtlantic Group, Inc. (f/k/a Standard Pacific Corp.), a Delaware corporation (the “Company”), the Subsidiaries of the Company party hereto (each, a “Guaranteeing Subsidiary” and, collectively, the “Guaranteeing Subsidiaries”) and The Bank of New York Mellon Trust Company, N.A. (as successor to J.P. Morgan Trust Company, National Association, Bank One Trust Company, N.A. and The First National Bank of Chicago), as trustee (the “Trustee”);
CALATLANTIC GROUP, INC. TWENTY-FOURTH SUPPLEMENTAL INDENTURESupplemental Indenture • October 5th, 2015 • CalAtlantic Group, Inc. • Operative builders • New York
This Twenty-Fourth Supplemental Indenture, dated as of October 1, 2015 (the “Twenty-Fourth Supplemental Indenture”), is entered into by and among CalAtlantic Group, Inc. (f/k/a Standard Pacific Corp.), a Delaware corporation (the “Company”), the Subsidiaries of the Company party hereto (each, a “Guaranteeing Subsidiary” and, collectively, the “Guaranteeing Subsidiaries”) and The Bank of New York Mellon Trust Company, N.A. (as successor to J.P. Morgan Trust Company, National Association, Bank One Trust Company, N.A. and The First National Bank of Chicago), as trustee (the “Trustee”);
CALATLANTIC GROUP, INC. TWENTY-SIXTH SUPPLEMENTAL INDENTURESupplemental Indenture • October 5th, 2015 • CalAtlantic Group, Inc. • Operative builders • New York
This Twenty-Sixth Supplemental Indenture, dated as of October 1, 2015 (the “Twenty-Sixth Supplemental Indenture”), is entered into by and among CalAtlantic Group, Inc. (f/k/a Standard Pacific Corp.), a Delaware corporation (the “Company”), the Subsidiaries of the Company party hereto (each, a “Guaranteeing Subsidiary” and, collectively, the “Guaranteeing Subsidiaries”) and The Bank of New York Mellon Trust Company, N.A. (as successor to J.P. Morgan Trust Company, National Association, Bank One Trust Company, N.A. and The First National Bank of Chicago), as trustee (the “Trustee”);
GUARANTEEGuarantee • October 5th, 2015 • CalAtlantic Group, Inc. • Operative builders
For value received, each of the undersigned hereby fully and unconditionally guarantees, on a senior and unsubordinated basis, as principal obligor and not only as a surety, to the Holders of the 6.625% Senior Notes due 2020 (the “Notes”) issued pursuant to the indenture dated as of June 28, 1996, by and among CalAtlantic Group, Inc. (successor in interest to The Ryland Group, Inc.), a Delaware corporation (the “Company”), the Subsidiary Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, N.A. f/k/a Chemical Bank), as trustee (the “Trustee”), as amended by the Fourteenth Supplemental Indenture, dated as of October 1, 2015, between the Company and the Trustee (the “Base Indenture”), as supplemented by the Sixth Supplemental Indenture, dated as of April 29, 2010, among the Company, the Subsidiary Guarantors named therein and the Trustee (the “Supplemental Indenture”), cash payments in United States Dollars of any amounts due
CALATLANTIC GROUP, INC. TWENTY-SECOND SUPPLEMENTAL INDENTURESupplemental Indenture • October 5th, 2015 • CalAtlantic Group, Inc. • Operative builders • New York
This Twenty-Second Supplemental Indenture, dated as of October 1, 2015 (the “Twenty-Second Supplemental Indenture”), is entered into by and among CalAtlantic Group, Inc. (f/k/a Standard Pacific Corp.), a Delaware corporation (the “Company”), the Subsidiaries of the Company party hereto (each, a “Guaranteeing Subsidiary” and, collectively, the “Guaranteeing Subsidiaries”) and The Bank of New York Mellon Trust Company, N.A. (as successor to J.P. Morgan Trust Company, National Association, Bank One Trust Company, N.A. and The First National Bank of Chicago), as trustee (the “Trustee”);
TENTH SUPPLEMENTAL INDENTURETenth Supplemental Indenture • October 5th, 2015 • CalAtlantic Group, Inc. • Operative builders • New York
TENTH SUPPLEMENTAL INDENTURE, dated as of October 1, 2015 (the “Supplemental Indenture”), to the Base Indenture (defined below) by and between CalAtlantic Group, Inc. (successor in interest to the Company referred to below), a Delaware corporation (the “Successor Company”), and The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, N.A. f/k/a Chemical Bank), as trustee (the “Trustee”).
FIFTEENTH SUPPLEMENTAL INDENTUREFifteenth Supplemental Indenture • October 5th, 2015 • CalAtlantic Group, Inc. • Operative builders • New York
FIFTEENTH SUPPLEMENTAL INDENTURE, dated as of October 1, 2015 (the “Supplemental Indenture”), to the Base Indenture (defined below), by and between CalAtlantic Group, Inc. (successor in interest to the Company referred to below), a Delaware corporation (the “Successor Company”), the Subsidiary Guarantors and The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, N.A. f/k/a Chemical Bank), as trustee (the “Trustee”).
GUARANTEECalAtlantic Group, Inc. • October 5th, 2015 • Operative builders
For value received, each of the undersigned hereby fully and unconditionally guarantees, on a senior and unsubordinated basis, as principal obligor and not only as a surety, to the Holders of the 8.4% Senior Notes due 2017 (the “Notes”) issued pursuant to the indenture dated as of June 28, 1996, by and among CalAtlantic Group, Inc. (successor in interest to The Ryland Group, Inc.), a Delaware corporation (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, N.A. f/k/a Chemical Bank), as trustee (the “Trustee”), as amended by the Thirteenth Supplemental Indenture, dated as of October 1, 2015, between the Company and the Trustee (the “Base Indenture”), as supplemented by the Fifth Supplemental Indenture, dated as of May 5, 2009, among the Company, the Guarantors named therein and the Trustee (the “Supplemental Indenture”), cash payments in United States Dollars of any amounts due with respect to the Notes i
FOURTEENTH SUPPLEMENTAL INDENTUREFourteenth Supplemental Indenture • October 5th, 2015 • CalAtlantic Group, Inc. • Operative builders • New York
FOURTEENTH SUPPLEMENTAL INDENTURE, dated as of October 1, 2015 (the “Supplemental Indenture”), to the Base Indenture (defined below), by and between CalAtlantic Group, Inc. (successor in interest to the Company referred to below), a Delaware corporation (the “Successor Company”), the Subsidiary Guarantors and The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, N.A. f/k/a Chemical Bank), as trustee (the “Trustee”).
CALATLANTIC GROUP, INC. TWENTY-THIRD SUPPLEMENTAL INDENTURESupplemental Indenture • October 5th, 2015 • CalAtlantic Group, Inc. • Operative builders • New York
This Twenty-Third Supplemental Indenture, dated as of October 1, 2015 (the “Twenty-Third Supplemental Indenture”), is entered into by and among CalAtlantic Group, Inc. (f/k/a Standard Pacific Corp.), a Delaware corporation (the “Company”), the Subsidiaries of the Company party hereto (each, a “Guaranteeing Subsidiary” and, collectively, the “Guaranteeing Subsidiaries”) and The Bank of New York Mellon Trust Company, N.A. (as successor to J.P. Morgan Trust Company, National Association, Bank One Trust Company, N.A. and The First National Bank of Chicago), as trustee (the “Trustee”);
TWELFTH SUPPLEMENTAL INDENTURESupplemental Indenture • October 5th, 2015 • CalAtlantic Group, Inc. • Operative builders • New York
TWELFTH SUPPLEMENTAL INDENTURE, dated as of October 1, 2015 (the “Supplemental Indenture”), to the Base Indenture (defined below), by and among CalAtlantic Group, Inc. (successor in interest to the Company referred to below), a Delaware corporation (the “Successor Company”), the Subsidiary Guarantors and The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, N.A. f/k/a Chemical Bank), as trustee (the “Trustee”).
ContractSupplemental Indenture • October 5th, 2015 • CalAtlantic Group, Inc. • Operative builders • New York
SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of October 1, 2015, among CALATLANTIC GROUP, INC. (f/k/a Standard Pacific Corp.), a Delaware corporation and successor-in-interest to Standard Pacific Escrow LLC, a Delaware limited liability company (the “Company”), each of the Subsidiaries of the Company party hereto (each, a “Guaranteeing Subsidiary” and, together, the “Guaranteeing Subsidiaries”) and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as trustee under the indenture referred to below (the “Trustee”).
