First American Financial Corp Debt Disclosure
NOTE 12. Notes and Contracts Payable:
|
|
December 31, |
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|||||
|
|
2025 |
|
|
2024 |
|
||
|
|
(dollars in millions) |
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|||||
5.45% senior unsecured notes due September 30, 2034, effective interest rate of |
|
$ |
450.0 |
|
|
$ |
450.0 |
|
2.40% senior unsecured notes due August 15, 2031, effective interest rate of 2.44% |
|
|
650.0 |
|
|
|
650.0 |
|
4.00% senior unsecured notes due May 15, 2030, effective interest rate of 4.05% |
|
|
450.0 |
|
|
|
450.0 |
|
Other notes and contracts payable with maturities through 2029, weighted |
|
|
7.8 |
|
|
|
11.0 |
|
|
|
|
1,557.8 |
|
|
|
1,561.0 |
|
Unamortized discounts and debt issuance costs |
|
|
(12.4 |
) |
|
|
(14.4 |
) |
|
|
$ |
1,545.4 |
|
|
$ |
1,546.6 |
|
The Company maintains a senior unsecured credit agreement with JPMorgan Chase Bank, N.A., in its capacity as administrative agent, and the lenders party thereto that provides for a $900.0 million revolving credit facility. The credit agreement includes an expansion option that permits the Company, subject to satisfaction of certain conditions, to increase the revolving commitments and/or add term loan tranches in an aggregate amount not to exceed $450.0 million. The obligations of the Company under the credit agreement are neither secured nor guaranteed. Proceeds from borrowings made from time to time under the credit agreement may be used for general corporate purposes. Unless terminated earlier, the credit agreement will terminate on May 17, 2028. At December 31, 2025, the Company had no outstanding borrowings under the facility.
At the Company’s election, borrowings of revolving loans under the credit agreement bear interest at (a) the Alternate Base Rate plus the applicable spread, (b) the Adjusted Term SOFR Rate plus the applicable spread, or (c) the Adjusted Daily Simple SOFR plus the applicable spread (in each case as defined in the credit agreement). The Company may select interest periods of one, three or six months for Adjusted Term SOFR Rate borrowings of loans. The applicable spread varies depending upon the Debt Rating assigned by Moody’s Investor Service, Inc., Standard & Poor's Rating Services and/or Fitch Ratings Inc. The minimum applicable spread for Alternate Base Rate borrowings is 0.125% and the maximum is 0.75%. The minimum applicable spread for Adjusted Term SOFR Rate and Adjusted Daily Simple SOFR borrowings is 1.125% and the maximum is 1.75%. The Alternate Base Rate is subject to a floor of 1.00% and the Adjusted Term SOFR Rate and the Adjusted Daily Simple SOFR are each subject to a floor of 0.00%. The rate of interest on any term loans incurred in connection with the expansion option will be established at or about the time such loans are made and may differ from the rate of interest on revolving loans.
The credit agreement includes representations and warranties, reporting covenants, affirmative covenants, negative covenants, financial covenants and events of default customary for financings of this type. Upon the occurrence of an event of default the lenders may accelerate the loans. Upon the occurrence of certain insolvency and bankruptcy events of default the loans will automatically accelerate. As of December 31, 2025, the Company was in compliance with the financial covenants under the credit agreement.
The aggregate annual maturities for notes and contracts payable for the next five years and thereafter are summarized as follows:
Year |
|
Annual maturities |
|
|
|
|
(in millions) |
|
|
2026 |
|
$ |
3.4 |
|
2027 |
|
|
2.2 |
|
2028 |
|
|
2.0 |
|
2029 |
|
|
0.2 |
|
2030 |
|
|
450.0 |
|
Thereafter |
|
|
1,100.0 |
|
|
|
$ |
1,557.8 |
|
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 18, 2026 | Showing above |
| 2024 | Feb 21, 2025 | |
| 2023 | Feb 21, 2024 | |
| 2022 | Feb 15, 2023 | |
| 2021 | Feb 17, 2022 | |
| 2020 | Feb 17, 2021 | |
| 2019 | Feb 18, 2020 | |
| 2018 | Feb 20, 2019 | |
| 2017 | Feb 16, 2018 | |
| 2016 | Feb 17, 2017 | |
| 2015 | Feb 19, 2016 | |
About Debt Disclosures
Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.
Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.