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Southland Holdings (SLND) leans on $59M surety advances amid financing talks

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Southland Holdings, Inc. reports that surety providers are advancing funds to support its bonded construction projects. Markel Insurance has advanced about $5 million under a general indemnity agreement, while previously disclosed arrangements with Berkshire Hathaway Specialty Insurance and Zurich Insurance have led to advances of about $21 million and $33 million, respectively. In total, these sureties have advanced roughly $59 million to pay bonded contract obligations and keep projects moving.

The company is working with Callodine Commercial Finance, as agent under its Term Loan and Security Agreement dated September 30, 2024 (amended March 3, 2025), and the associated lenders to assess how these surety advances affect its credit agreement. Southland is also negotiating with its sureties and lenders for additional surety funding and a long-term financing arrangement, but notes there is no assurance that such additional funding or a long-term solution will be reached.

Positive

  • None.

Negative

  • Reliance on surety advances and financing uncertainty: Approximately $59 million has been advanced by sureties that the company must reimburse, and Southland warns there is no assurance of obtaining additional surety funds or a long-term financing arrangement.

Insights

Southland now relies on $59M of surety advances while long-term financing remains unresolved.

Southland Holdings discloses that surety partners have advanced about $59 million to cover bonded construction contract obligations and maintain project progress. Markel provided about $5 million, while Berkshire Hathaway Specialty Insurance and Zurich Insurance advanced about $21 million and $33 million, respectively, under general indemnity agreements.

These arrangements mean Southland must indemnify and reimburse the sureties for the advanced funds, adding to its financial obligations. The company is working with Callodine Commercial Finance, LLC, as agent under the Term Loan and Security Agreement dated September 30, 2024 (amended March 3, 2025), and the lenders to determine how these advances interact with its credit agreement.

Southland is also seeking additional surety funds and a long-term financing arrangement with its sureties, the agent, and lenders, but explicitly states there can be no assurances that additional advances or a long-term financing solution will be achieved. Subsequent company filings may provide more detail on any modifications to the credit agreement or new funding arrangements.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): February 4, 2026

 

 

SOUTHLAND HOLDINGS, INC.

(Exact Name of Registrant as Specified in Charter)

 

Delaware   001-41090   87-1783910
(State or Other Jurisdiction   (Commission   (IRS Employer
of Incorporation)   File Number)   Identification No.)

 

1100 Kubota Drive

Grapevine, TX 76051

(Address of Principal Executive Offices) (Zip Code)

 

(817) 293-4263

(Registrant’s Telephone Number, Including Area Code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e 4(c))

 

Securities registered pursuant to section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common stock, par value $0.0001 per share   SLND   NYSE American LLC
Redeemable warrants, exercisable for shares of common stock at an exercise price of $11.50 per share   SLND WS   NYSE American LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

 

 

 

 

 

Item 8.01 Other Events.

 

In its industry, Southland Holdings, Inc. (the “Company”) is generally required to provide surety performance and payment bonds guaranteeing the Company’s completion of projects and guaranteeing payment to subcontractors and suppliers. Markel Insurance Company (“Markel”), a surety provider of the Company, has agreed to advance funds (“Surety Funds”) under a general indemnity agreement (“GIA”) for the payment of bonded construction contract obligations and for the continued progress of such projects.

 

As of the date of this filing, pursuant to a GIA between the Company and Markel, Markel has advanced approximately $5 million. As a result, the Company is obligated to indemnify and reimburse Markel for such Surety Funds.

 

As previously disclosed by the Company in its Current Report on Form 8-K filed on December 31, 2025, and in its Current Report on Form 8-K filed on January 16, 2026, Berkshire Hathaway Specialty Insurance Company (“Berkshire”) and Zurich Insurance Company Ltd (“Zurich”), respectively, have also agreed to advance surety funds under GIAs. As of the date of this filing, Berkshire and Zurich have advanced approximately $21 million and $33 million, respectively.

 

Collectively, Berkshire, Zurich and Markel have advanced an aggregate of approximately $59 million as of the date of this filing.

 

The Company is actively working with Callodine Commercial Finance, LLC, as agent (“Agent”), and the lenders party to the Term Loan and Security Agreement dated September 30, 2024, as amended by the First Amendment dated March 3, 2025 (the “Credit Agreement”) to determine the impact that the advancement of the Surety Funds has on the Credit Agreement.

 

Additionally, the Company is actively working with the sureties, the Agent, and the lenders party to the Credit Agreement for the advancement of additional surety funds to ensure the payment of bonded construction contract obligations and a long-term financing arrangement. There can be no assurances that a resolution for the advancement of additional surety funds or a long-term financing arrangement will be reached.

 

1

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated: February 4, 2026 SOUTHLAND HOLDINGS, INC.
       
  By: /s/ Frank S. Renda
    Name: Frank S. Renda
    Title: President and Chief Executive Officer

 

2

 

FAQ

What did Southland Holdings (SLND) disclose about surety funding in this 8-K?

Southland Holdings disclosed that its surety providers have advanced about $59 million to pay bonded construction contract obligations and support project progress. These advances come from Berkshire Hathaway Specialty Insurance, Zurich Insurance, and Markel under general indemnity agreements the company must reimburse.

How much has each surety advanced to Southland Holdings (SLND)?

Markel Insurance has advanced approximately $5 million, Berkshire Hathaway Specialty Insurance about $21 million, and Zurich Insurance about $33 million. Together, these surety providers have advanced roughly $59 million to cover bonded construction contract obligations for Southland projects.

What obligations does Southland Holdings (SLND) have related to the surety advances?

Under general indemnity agreements, Southland is obligated to indemnify and reimburse Berkshire, Zurich, and Markel for all advanced surety funds. Those funds are being used for bonded construction contract obligations and continued project progress, creating repayment responsibilities for the company over time.

How do the surety advances affect Southland Holdings’ (SLND) credit agreement?

Southland is working with Callodine Commercial Finance, as agent, and the lenders under its Term Loan and Security Agreement to determine the impact of the surety advances. The agreement, dated September 30, 2024 and amended March 3, 2025, may be affected by these new funding arrangements.

Is Southland Holdings (SLND) seeking additional surety funds or long-term financing?

Yes. Southland is working with its sureties, the agent, and lenders to arrange additional surety funds and a long-term financing solution. However, the company cautions there can be no assurances that further advances or a long-term financing arrangement will be achieved.

Why are surety funds important for Southland Holdings’ (SLND) projects?

In Southland’s industry, surety performance and payment bonds are generally required to guarantee project completion and payment to subcontractors and suppliers. The advanced surety funds help cover bonded construction contract obligations and support the continued progress of those projects.
Southland Holdings Inc

NYSE:SLND

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Engineering & Construction
Heavy Construction Other Than Bldg Const - Contractors
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United States
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