Business Context and Reporting Period
Company: Greystone Housing Impact Investors LP (GHI)
Filing Type: Form 8-K (Current Report)
Date of Report: June 30, 2025
Event: Entry into a new Material Definitive Agreement (Credit Agreement) and termination of the prior agreement.
Key Financial Metrics and Debt Structure
This filing details a new credit facility rather than reporting period-end operating results (revenue, profit, or cash flow). Key debt metrics include:
- Total Credit Facility: $80,000,000 Line of Credit.
- Principal Outstanding (as of June 30, 2025): $1,000,000.
- Interest Rate: Adjusted Term SOFR + 2.50% (resetting monthly).
- Default Interest Rate: Applicable rate + 3.00%.
- Unused Commitment Fee: 0.15% on average daily unused amount.
- Upfront Fees Paid: $80,000 commitment fee to Lenders and $80,000 arranger fee to Agent.
- Maturity Date: June 30, 2027 (extendable twice for 12 months each).
- Leverage Ratio Covenant: Must not exceed 85%.
Material Changes Versus Prior Period
Termination of Prior Agreement: The Partnership terminated its Amended and Restated Credit Agreement dated August 23, 2021, in its entirety on June 30, 2025.
New Facility Terms: The new agreement replaces the old facility with a $80 million limit. Proceeds are restricted to purchasing taxable or tax-exempt Mortgage Revenue Bonds (MRBs), loans for affordable housing, or loans secured by master lease agreements. Individual advances are capped at the lesser of 100% of cost, 80% of fair market value, or $30,000,000.
Outlook, Risks, and Covenants
Management Commentary & Use of Proceeds: Advances are intended as short-term financing for asset acquisition, to be repaid via long-term debt or equity financing. The Partnership maintains a Pledged Account where financed assets are deposited as collateral.
Key Covenants:
- Affirmative: Maintain leverage ratio <= 85%; file timely 10-K/10-Q reports; maintain insurance and environmental compliance.
- Negative: Restrictions on additional debt, liens, mergers, and distributions to preferred unit holders without notice.
- Events of Default: Include failure to pay, bankruptcy, change in control, or a decline in total capital below the greater of $227,000,000 or 50% of the highest total capital since the agreement date.
- Market Risks: Fluctuations in short-term interest rates, collateral valuations, and credit market conditions.
Investor Verification Checklist
- Verify the exact expiration date of the terminated Prior Credit Agreement, which is redacted in the filing text.
- Confirm the current "Total Capital" of the Partnership to ensure it remains above the $227,000,000 threshold required to avoid an event of default.
- Review the full text of the Credit Agreement (Exhibit 10.1) for specific definitions of "Financed Assets" and "Leverage Ratio."
- Monitor the utilization of the $80 million line, noting that only $1 million was drawn as of the filing date.
- Check subsequent filings for the quarterly unused commitment fee payments and any extensions of the Maturity Date.