8-K - Millrose Properties, Inc. | StockGist

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Millrose Properties, Inc. entered into an Amended and Restated Credit Agreement on March 25, 2026, establishing a $1.835 billion unsecured credit facility to replace its prior secured agreement, providing increased liquidity for general business purposes.

Key Takeaways

1The company entered into an Amended and Restated Credit Agreement on March 25, 2026.

2The credit facility is unsecured and has an aggregate maximum commitment amount of $2.5 billion.

3The facility includes a $1.335 billion revolving credit commitment and a $500 million delayed draw term loan facility.

4Borrowings mature on March 25, 2030, and bear interest at Adjusted Term SOFR plus a margin ranging from 2.00% to 2.50%.

5Net proceeds will be used for general business purposes, including repaying loans under the prior credit agreement.

6The company's obligations are guaranteed by subsidiaries Millrose SPE LLC and MPSAB, LLC.

Current Report Details

Event Type

Material Agreement+3 More

Disclosure

Mandatory

Variant

8-K

Items Reported

1.01

. 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 in Item

Material Agreement

Source Document

2.03

. Item 7.01 Regulation FD Disclosure. On March 27, 2026, the Company issued a press release announcing the Company’s entrance into the Credit Agreement. A copy

Financing

7.01

of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1

Regulation Fd

9.01

Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description of Exhibit 10.1 Amended and Restated Credit Agreement, dated as of March 25, 2026, a

Exhibits Only

Source Document

Transaction Details

Material Agreement

Agreement: Amended and Restated Credit Agreement
Parties: Millrose Properties, Inc., Lenders party thereto, Issuing banks party thereto, JPMorgan Chase Bank, N.A. as administrative agent

•Four-year revolving credit facility with commitments of $1.335 billion
•Delayed draw term loan facility of $500 million available during first year
•Uncommitted accordion feature with aggregate maximum commitment of $2.5 billion
•Borrowings subject to compliance with borrowing base based on property values
•Revolving loans and delayed draw term loans mature March 25, 2030
•Credit Agreement is unsecured
•Liens securing prior credit agreement loans were released
•Interest based on Adjusted Term SOFR Rate plus applicable margin of 2.00%-2.50% depending on Leverage Ratio
•Alternate Base Rate option available with margin 1.00% lower than Adjusted Term SOFR margin
•Obligations guaranteed by Millrose SPE LLC and MPSAB, LLC
•Contains affirmative and negative covenants including regarding indebtedness, liens, dividends, investments, asset sales
•Contains financial covenants tested quarterly including maximum Leverage Ratio, minimum interest coverage ratio, minimum tangible net worth
•Requires company to maintain REIT status
•Events of default include Kennedy Lewis Land and Residential Advisors LLC ceasing to be manager without replacement within 90 days

Debt / Financing

Instrument: Amended and Restated Credit Agreement
Principal: $1.835 billion total facility ($1.335 billion revolving, $500 million term loan)
Rate: Adjusted Term SOFR Rate plus applicable margin of 2.00%-2.50% depending on Leverage Ratio, or Alternate Base Rate plus margin 1.00% lower
Maturity: 2030-03-25
Use of Proceeds: General business purposes, including funding repayment of loans outstanding under prior credit agreement

Exhibits (3)

10.1

EX-10.1

8-K

99.1

EX-99.1