Dream Finders Homes, Inc. $300,000,000 8.250% Senior Notes due 2028 PURCHASE AGREEMENTPurchase Agreement • August 9th, 2023 • Dream Finders Homes, Inc. • Operative builders • New York
The Securities will be issued pursuant to an indenture, to be dated as of the Closing Date (as defined below) (the “Indenture”), by and among the Company, the guarantors party thereto from time to time and U.S. Bank National Association, as trustee (the “Trustee”). The Notes will be issued only in book-entry form in the name of Cede & Co., as nominee of The Depository Trust Company (the “Depositary”), pursuant to a blanket letter of representations to be dated on or before the Closing Date (including the applicable Rule 144A and Regulation S riders thereto) (the “DTC Letter of Representations”), between the Company and the Depositary.
EMPLOYMENT AGREEMENT as Amended and RestatedEmployment Agreement • November 2nd, 2023 • Dream Finders Homes, Inc. • Operative builders • Florida
THIS EMPLOYMENT AGREEMENT (this “Agreement”), as amended and restated, is by and between Dream Finders Homes, Inc., a Delaware corporation (the “Company”), and Patrick Zalupski (“Executive”), to be effective as of the Agreement Effective Date. The “Agreement Effective Date” shall mean November 1, 2023.
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 2, 2022 among DREAM FINDERS HOMES, INC., as Borrower, BANK OF AMERICA, N.A., as Administrative Agent, and an L/C Issuer, The Other L/C Issuers Party Hereto, and The Other Lenders Party Hereto...Credit Agreement • June 8th, 2022 • Dream Finders Homes, Inc. • Operative builders • New York
This AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of June 2, 2022, among DREAM FINDERS HOMES, INC., a Delaware corporation (“Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), BANK OF AMERICA, N.A., as Administrative Agent and an L/C Issuer, and the other L/C Issuers from time to time party hereto.
FORM OF EMPLOYMENT AGREEMENTForm of Employment Agreement • January 14th, 2021 • Dream Finders Homes, Inc. • Operative builders • Florida
SEVENTH AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • December 22nd, 2020 • Dream Finders Homes, Inc. • Operative builders
THIS SEVENTH AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Amendment”) is entered into effective as of September 22, 2020, by and between DREAM FINDERS HOLDINGS LLC, a Florida limited liability company (“Purchaser”), and H&H CONSTRUCTORS, INC., a North Carolina corporation (“Seller”).
FIFTH AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • December 22nd, 2020 • Dream Finders Homes, Inc. • Operative builders
THIS FIFTH AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Amendment”) is entered into effective as of August 31, 2020, by and between DREAM FINDERS HOLDINGS LLC, a Florida limited liability company (“Purchaser”), and H&H CONSTRUCTORS, INC., a North Carolina corporation (“Seller”).
FOURTH AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • December 22nd, 2020 • Dream Finders Homes, Inc. • Operative builders
THIS FOURTH AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Amendment”) is entered into effective as of August 18, 2020, by and between DREAM FINDERS HOLDINGS LLC, a Florida limited liability company (“Purchaser”), and H&H CONSTRUCTORS, INC., a North Carolina corporation (“Seller”).
DREAM FINDERS HOMES, INC. (a Delaware corporation) 9,600,000 Shares of Class A Common Stock and DREAM FINDERS HOLDINGS, LLC (a Florida limited liability company) UNDERWRITING AGREEMENTUnderwriting Agreement • January 25th, 2021 • Dream Finders Homes, Inc. • Operative builders • New York
THIRD AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • December 22nd, 2020 • Dream Finders Homes, Inc. • Operative builders
THIS THIRD AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Amendment”) is entered into effective as of June 30, 2020, by and between DREAM FINDERS HOLDINGS LLC, a Florida limited liability company (“Purchaser”), and H&H CONSTRUCTORS, INC., a North Carolina corporation (“Seller”).
SIXTH AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • December 22nd, 2020 • Dream Finders Homes, Inc. • Operative builders
THIS SIXTH AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Amendment”) is entered into effective as of September 18, 2020, by and between DREAM FINDERS HOLDINGS LLC, a Florida limited liability company (“Purchaser”), and H&H CONSTRUCTORS, INC., a North Carolina corporation (“Seller”).
ContractMembership Interest Grant Agreement • December 22nd, 2020 • Dream Finders Homes, Inc. • Operative builders • Florida
MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND BETWEEN Dream Finders Holdings LLC, as Purchaser, AND H&H Constructors, Inc., as Seller January 29, 2020Membership Interest Purchase Agreement • December 22nd, 2020 • Dream Finders Homes, Inc. • Operative builders • Florida
This Membership Interest Purchase Agreement (this “Agreement”), dated as of January 29, 2020 (the “Effective Date”), is entered into by and between DREAM FINDERS HOLDINGS LLC, a Florida limited liability company (“Purchaser”), and H&H CONSTRUCTORS, INC., a North Carolina corporation (“Seller”) both Seller and Purchaser being referred to collectively from time to time as the “Parties”.
EIGHTH AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • December 22nd, 2020 • Dream Finders Homes, Inc. • Operative builders
FIRST AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • December 22nd, 2020 • Dream Finders Homes, Inc. • Operative builders
THIS FIRST AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Amendment”) is entered into effective as of March 17 , 2020, by and between DREAM FINDERS HOLDINGS LLC, a Florida limited liability company (“Purchaser”), and H&H CONSTRUCTORS, INC., a North Carolina corporation (“Seller”).
MEMBERSHIP INTEREST GRANT AGREEMENTMembership Interest Grant Agreement • December 22nd, 2020 • Dream Finders Homes, Inc. • Operative builders • Florida
This Membership Interest Grant Agreement (the “Agreement”) is effective as of June 15, 2017 (the “Effective Date”), and is made by and between DREAM FINDERS HOLDINGS, LLC (the “Company”) and RICK ANTHONY MOYER, an individual (the “Grantee”).
SECOND AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • December 22nd, 2020 • Dream Finders Homes, Inc. • Operative builders
THIS SECOND AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Amendment”) is entered into effective as of April 30, 2020, by and between DREAM FINDERS HOLDINGS LLC, a Florida limited liability company (“Purchaser”), and H&H CONSTRUCTORS, INC., a North Carolina corporation (“Seller”).
DREAM FINDERS HOMES, INC. as Issuer THE GUARANTORS PARTY HERETO FROM TIME TO TIME and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee Indenture Dated as of August 22, 2023 8.250% Senior Notes due 2028Indenture • August 22nd, 2023 • Dream Finders Homes, Inc. • Operative builders • New York
INDENTURE, dated as of August 22, 2023 (this “Indenture”), by and among Dream Finders Homes, Inc., a Delaware corporation (the “Company”), each of the Guarantors (as defined herein) and U.S. Bank Trust Company, National Association, a national banking association, as trustee (the “Trustee”).
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • January 25th, 2021 • Dream Finders Homes, Inc. • Operative builders • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of January 20, 2021, by and among Dream Finders Holdings LLC, a Florida limited liability company (“DFH LLC”), Dream Finders Homes, Inc., a Delaware corporation and, prior to the consummation of the Merger (as defined below), a wholly owned subsidiary of DFH LLC (“DFH Inc.”), and DFH Merger Sub LLC, a Delaware limited liability company and wholly owned subsidiary of DFH Inc. (“Merger Sub”).
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • September 13th, 2021 • Dream Finders Homes, Inc. • Operative builders • Texas
This PURCHASE AND SALE AGREEMENT (this "Agreement") is dated as of June 17, 2021 (the "Effective Date"), by and between (i) each of the Persons identified as a "Seller" on Exhibit A attached hereto (each is a "Seller", and collectively are the "Sellers"); (ii) FRANK B. MCGUYER ("Owner"), McGuyer Interests, Ltd., a Texas limited partnership ("McGuyer Interests", and together with Owner, the "Interest Holders"); and (iii) Dream Finders Holdings llc, a Florida limited liability company ("Buyer"). Sellers, Interest Holders and Buyer are referred herein collectively as the "Parties" and individually as a "Party".
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 5th, 2021 • Dream Finders Homes, Inc. • Operative builders • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made as of September 29, 2021, by and among Dream Finders Homes, Inc., a Delaware corporation (the “Company”), and each of the parties listed on Schedule A hereto, each of which is referred to in this Agreement as a “Holder”.
JOINDER, COMMITMENT INCREASE, AND REALLOCATION AGREEMENT, and Reallocation Agreement • October 5th, 2021 • Dream Finders Homes, Inc. • Operative builders • New York
THIS JOINDER, COMMITMENT INCREASE, AND REALLOCATION AGREEMENT (this “Agreement”) is made this 29th day of September, 2021, by and among Comerica Bank (“New Lender”), Flagstar Bank, FSB (“Increasing Lender”), Bank of America, N.A., as administrative agent for the lenders (in such capacity, “Administrative Agent”), and Dream Finders Homes, Inc., a Delaware corporation (“Borrower”). Reference is made to the Credit Agreement, dated as of January 25, 2021, by and among Borrower, each of the Lenders defined therein (collectively, together with New Lender, “Lenders”), Administrative Agent and the other parties thereto (as renewed, extended, modified, and amended from time to time prior to the date hereof, the “Credit Agreement”). Terms defined in the Credit Agreement and not otherwise defined herein are used herein as therein defined.
SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • September 13th, 2021 • Dream Finders Homes, Inc. • Operative builders
THIS SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT (this "Amendment") is made as of the 7th day of September, 2021 by and among (i) each of the Persons identified as a "Seller" on the signature page hereto (each is a "Seller", and collectively are the "Sellers); (ii) FRANK B. MCGUYER ("Owner), MCGUYER INTERESTS, LTD., a Texas limited partnership ("McGuyer Interests, and together with Owner, the "Interest Holders); (iii) DREAM FINDERS HOLDINGS LLC, a Florida limited liability company ("Buyer) and (iv) DFH COVENTRY, LLC, a Florida limited liability company ("Buyer Assignee"). Sellers, Interest Holders, Buyer Assignee and Buyer are referred herein collectively as the "Parties" and individually as a "Party".
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • September 13th, 2021 • Dream Finders Homes, Inc. • Operative builders
THIS FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (this ''Amendment") is entered into as of August 31, 2021 by and among (i) each of the Persons identified as a "Seller" on the signature page hereto (each is a ''Seller'' and collectively are the ''Sellers''); (ii) FRANK B. MCGUYER (''Owner''), MCGUYER INTERESTS, LTD., a Texas limited partnership (''McGuyer Interests'', and together with Owner, the "Interest Holders"); (iii) DREAM FINDERS HOLDINGS LLC, a Florida limited liability company ("Buyer''), Sellers, Interest Holders, and Buyer are referred herein collectively as the "Parties" and individually as a "Party".
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 25th, 2021 • Dream Finders Homes, Inc. • Operative builders • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made as of January 25, 2021, by and among Dream Finders Homes, Inc., a Delaware corporation (the “Company”), and each of the stockholders listed on Schedule A hereto, each of which is referred to in this Agreement as a “Holder.”
MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND BETWEEN Dream Finders Holdings LLC, as Purchaser, AND Four Seventeen, LLC, as Seller November 3 , 2020 CENTURY HOMES FLORIDA, LLCMembership Interest Purchase Agreement • March 30th, 2021 • Dream Finders Homes, Inc. • Operative builders • Florida
This Membership Interest Purchase Agreement (this “Agreement”), dated as of ____________, 2020 (the “Effective Date”), is entered into by and between DREAM FINDERS HOLDINGS LLC, a Florida limited liability company (“Purchaser”), and FOUR SEVENTEEN, LLC, a Florida limited liability company (“Seller”) (Purchaser and Seller are sometimes individually referred to herein as a “Party” and collectively as the “Parties”).
FORM OF REGISTRATION RIGHTS AGREEMENTForm of Registration Rights Agreement • January 11th, 2021 • Dream Finders Homes, Inc. • Operative builders • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made as of January [●], 2021, by and among Dream Finders Homes, Inc., a Delaware corporation (the “Company”), and each of the stockholders listed on Schedule A hereto, each of which is referred to in this Agreement as a “Holder.”
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • January 11th, 2021 • Dream Finders Homes, Inc. • Operative builders • Delaware
This Indemnification Agreement (this “Agreement”), made and entered into as of the ___ day of _________, 202__ by and between Dream Finders Homes, Inc., a Delaware corporation (the “Corporation”), and ________________ (“Indemnitee”).
FORM OF AGREEMENT AND PLAN OF MERGERForm of Agreement and Plan of Merger • January 11th, 2021 • Dream Finders Homes, Inc. • Operative builders • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of January ___, 2021, by and among Dream Finders Holdings LLC, a Florida limited liability company (“DFH LLC”), Dream Finders Homes, Inc., a Delaware corporation and, prior to the consummation of the Merger (as defined below), a wholly owned subsidiary of DFH LLC (“DFH Inc.”), and DFH Merger Sub LLC, a Delaware limited liability company and wholly owned subsidiary of DFH Inc. (“Merger Sub”).
SUBSCRIPTION AGREEMENT BY AND BETWEEN DREAM FINDERS HOMES, INC. AND THE PURCHASERS PARTY HERETO Dated as of September 8, 2021Subscription Agreement • September 13th, 2021 • Dream Finders Homes, Inc. • Operative builders • Delaware
This SUBSCRIPTION AGREEMENT, dated as of September 8, 2021 (this “Agreement”), is by and between Dream Finders Homes, Inc., a Delaware corporation (the “Company”), and each of the purchasers set forth Exhibit E (each, a “Purchaser,” and together, the “Purchasers”). Capitalized terms used but not defined herein have the meanings assigned to them in Exhibit A.
FIRST AMENDMENT AND COMMITMENT INCREASE AGREEMENTCommitment Increase Agreement • September 13th, 2021 • Dream Finders Homes, Inc. • Operative builders • New York
THIS FIRST AMENDMENT AND COMMITMENT INCREASE AGREEMENT (this “Amendment”) is dated as of September 8, 2021, by and among DREAM FINDERS HOMES, INC., a Delaware corporation (“Borrower”), BANK OF AMERICA, N.A., as administrative agent for the lenders (in such capacity, “Administrative Agent”), and the Lenders (defined below) party hereto.
