FEDERAL REAL ESTATE INVESTMENT TRUST: Entering into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Creation of a Direct Financial Obligation or Obligation Under an Off-Balance Sheet Registrant Arrangement, Financial Statements and supporting documents (Form 8-K)
Item 1.01. Entry into the material definitive agreement.
Modification and update of the credit agreement
The New Credit Agreement replaces this Amended and Restated Credit Agreement dated
The new credit agreement consists of a
The New Credit Agreement provides that it may be amended by the Partnership and the Lenders to establish key performance indicators (“KPIs”) with respect to certain environmental, social and governance (“ESG”) objectives of the Partnership and its subsidiaries, or to establish external ESG rating targets, all to be developed by the Partnership in consultation with
The New Credit Agreement contains a number of restrictions on the activities of the Partnership that are similar to the restrictions contained in the Old Credit Agreement, including, but not limited to, restrictions on the ability of the limited partnership from incurring debt, making investments, incurring liens, engaging in certain affiliated transactions and engaging in major transactions such as mergers. In addition, the Partnership is subject to various financial safeguard covenants, including, but not limited to, a minimum fixed charge coverage ratio, a maximum secured indebtedness ratio and an unsecured indebtedness ratio. minimum encumbered. The New Credit Agreement also contains positive covenants and events of default, including, but not limited to, cross default of the Partnership’s other indebtedness and the occurrence of a change of control. The Partnership’s failure to comply with these covenants, or the occurrence of an event of default, could result in the acceleration of the Partnership’s indebtedness and other financial obligations under the New credit.
The foregoing does not constitute a complete summary of the terms and conditions of the New Credit Agreement, which is attached hereto as Exhibit 10.1, or of the Old Credit Agreement, which was included as Exhibit 10.27 to the Partnership's Annual Report on Form 10-K filed with the
Securities and Exchange Commissionon February 10, 2022. The descriptions contained herein of the terms and conditions of the New Credit Agreement and Old Credit Agreement are qualified in their entirety by reference to the New Credit Agreement and Old Credit Agreement, respectively.
Modification of Term Loan Agreement
The Amendment also changed the definitions of interest rates and other terms of the Term Loan Agreement to be similar to those used in the New Credit Agreement, as described above. The margins applicable under the term loan agreement depend on the credit rating of the Partnership and, for SOFR loans, vary from 75 basis points to 165 basis points and, for base rate loans, vary from 0 basis point to 65 basis points. From
The maturity date under the term loan agreement remains
notwithstanding the amendment. The Partnership has the right, exercisable twice, to extend the Maturity Date by twelve months.
The above summary of the Amendment is not a complete description and is qualified in its entirety by reference to the terms and conditions of the Amendment, which is filed herewith as Exhibit 10.2.
Affiliates of certain lenders under the New Credit Agreement and the Term Loan Agreement have served, and may serve in the future, as underwriters in public offerings of shares and of debt securities by
Item 1.02. Termination of a Material Definitive Agreement.
The disclosure required by this Section 1.02 is included in Section 1.01 and incorporated herein by reference.
Item 2.03. Creation of a Direct Financial Obligation or Bond
an Off-Balance Sheet Arrangement of a Registrant.
The disclosure required by this Section 2.03 is included in Section 1.01 and incorporated herein by reference.
Section 9.01. Financial statements and supporting documents.
10.1 Second Amended and Restated Credit Agreement, dated as of
October 5, 2022, by and among the Partnership, the financial institutions party thereto, as Lenders, Wells Fargo Bank, National Association, as Administrative Agent, and the other parties thereto. 10.2 Third Amendment to Term Loan Agreement, dated as of October 5, 2022, by and among the Partnership, the Lenders, the New Lenders (as each such term is defined therein) and PNC Bank, National Association, as Administrative Agent. 104 Cover Page Interactive Data File (the Cover Page Interactive Data File is embedded within the Inline XBRL document)
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