Diamond Resorts Corporation, through its subsidiaries, owns and manages a network of resorts in the Caribbean, Europe, and North America. The company was formerly known as Sunterra Corporation and changed its name to Diamond Resorts Corporation in October 2007. The company was founded in 1996 and is based in Las Vegas, Nevada. As of April 25, 2007, Diamond Resorts Corporation operates as a subsidiary of Diamond Resorts Holdings, LLC.
10600 West Charleston Boulevard
Las Vegas, NV 89135
Founded in 1996
Diamond Resorts International, Inc. and Diamond Resorts Corporation Enter Second Amendment and First Incremental Assumption Agreement
Dec 8 15
On December 3, 2015, Diamond Resorts International, Inc. and Diamond Resorts Corporation entered into a Second Amendment and First Incremental Assumption Agreement to the Company's existing Credit Agreement, dated as of May 9, 2014 and previously amended as of December 22, 2014, with Credit Suisse AG, Cayman Islands Branch, as administrative agent and collateral agent, and lenders comprising at least 50% of the sum of all loans outstanding and unused commitments under the Credit Agreement. As contemplated by the Credit Agreement, the Second Amendment provides for an aggregate $150 million incremental term loan (in addition to the existing approximately $425 million in term loans outstanding under the Credit Agreement (collectively, the Existing Term Loan")). The Company received approximately $144 million in proceeds upon the closing of the incremental term loan, which was issued with 2.0% original issue discount and has the same interest rate and maturity date (May 9, 2021) as the Existing Term Loan. The term loans under the Credit Agreement have an interest rate, at the Company's option, of LIBOR plus 450 basis points, with a 1% floor, or an alternative base rate plus 350 basis points. For additional information regarding the Credit Agreement and its terms, see the Company's periodic reports filed with the Securities and Exchange Commission. In addition, the Second Amendment amended the Credit Agreement to, among other things, provide that the 50% sweep of Excess Cash Flow (as defined in the Credit Agreement) will step down to a 25% sweep of Excess Cash Flow when the Secured Leverage Ratio (as defined in the Credit Agreement) is greater than 1.5:1 (rather than 1:1 as originally set forth in the Credit Agreement), but equal to or less than 2:1 (rather than 1.5:1 as originally set forth in the Credit Agreement), and there will be no sweep of Excess Cash Flow when the Secured Leverage Ratio is equal to or less than 1.5:1 (rather than 1:1 as originally set forth in the Credit Agreement), and (2) include a soft call at 1.01 for a period of six months following the effective date of the Second Amendment. The proceeds of the incremental term loan, which replace a substantial portion of the approximately $167.5 million in cash paid by the Company in its previously disclosed acquisition of the vacation ownership business of Gold Key Resorts, will be used for general corporate purposes and to pay costs related to the closing of the transactions contemplated by the Second Amendment. Credit Suisse Securities (USA) LLC is acting as a lender with respect to the incremental term loan and served as the sole arranger in connection with the arrangement of the incremental term loan and the amendments to the Credit Agreement. Credit Suisse Securities (USA) LLC and certain of its affiliates are performing, have from time to time performed, and may in the future perform, various financial advisory, commercial banking and investment banking services for the Company and its affiliates in the ordinary course of business, including with respect to the Company's securitization, conduit and other financing transactions. In addition, affiliates of Guggenheim Partners, LLC (Guggenheim"), on behalf of certain investment advisory clients, purchased an approximate aggregate principal amount of $26.5 million of the $150 million in incremental term loans. Affiliates of Guggenheim that were existing lenders under the Credit Agreement received standard fees of approximately $154,000 for consenting to the Second Amendment. Mr. Zachary D. Warren is a principal of Guggenheim and, pursuant to the terms of a Director Designation Agreement, was nominated to, and serves on, the Company's board of directors.