Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

On September 30, 2022, Bluegreen Vacations Corporation (the "Bluegreen"), a wholly owned subsidiary of Bluegreen Vacations Holding Corporation (the "Company"), amended and restated its vacation ownership interest ("VOI") receivable backed notes purchase facility with DZ Bank AG Deutsche Zentral-Genossenschaftsbank, Frankfurt AM Main ("DZ") and KeyBank National Association ("KeyBank"). The facility, as amended and restated (the "Amended and Restated Purchase Facility"), permits maximum outstanding financings of up $250.0 million (an increase from $80.0 million prior to the amendment and restatement) at an advance rate up to 88.0% (from 80% prior to the amendment and restatement) with respect to VOI receivables securing amounts financed. The Amended and Restated Purchase Facility also extended the advance period from December 2022 to September 2025, subject to eligible collateral and other terms of the Amended and Restated Purchase Facility. In addition to KeyBank and DZ, Bank of America, N.A. ("Bank of America"), Citizens Bank and Truist Bank are the funding agents, with KeyBank and Bank of America serving as Lead Arranger and Co-Lead Arranger, respectively.

The Amended and Restated Purchase Facility will mature and all outstanding amounts will become due twelve months after the revolving advance period has expired, or earlier under certain circumstances set forth in the Amended and Restated Purchase Facility. The interest rate under the Amended and Restated Purchase Facility until the expiration of the revolving advance period will equal the one-month Term SOFR rate plus 1.75% (a decrease from the one-month LIBOR or commercial paper ("CP") rate plus 2.25% prior to the amendment and restatement) and thereafter will equal the one-month Term SOFR rate plus 2.75% (a decrease from the one-month LIBOR or CP rate plus 3.25% prior to the amendment and restatement). Subject to the terms of the Amended and Restated Purchase Facility, Bluegreen will receive the excess cash flow generated by the receivables sold (excess meaning after payments of customary fees, interest and principal under the facility) until the expiration of the advance period, at which point all of the excess cash flow will be paid to the note holders until the outstanding balance is reduced to zero. While ownership of the VOI receivables is transferred and sold for legal purposes, the transfer of the receivables is accounted for as a secured borrowing for financial reporting purposes. The Amended and Restated Purchase Facility is non-recourse and is not guaranteed by Bluegreen or the Company. As of the date of this Current Report on Form 8-K, there were no outstanding borrowings under the Amended and Restated Purchase Facility.

The foregoing description of the Amended and Restated Purchase Facility is a summary only, does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended and Restated Purchase Facility, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits



  10.1    Seventh Amended and Restated Indenture, dated as of September 30, 2022,
          by and among BXG Timeshare Trust I, as issuer, Bluegreen Vacations
          Corporation, as servicer, Vacation Trust, Inc., as club trustee,
          Concord Servicing LLC, as backup servicer, U.S. Bank National
          Association, as custodian, and U.S. Bank Trust Company, National
          Association, as indenture trustee as paying agent.


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