Article 1.01. Entering into a Material Definitive Agreement.
The revolving credit facility under the Amended Credit Agreement matures on
Under the Amended Credit Agreement, the Company increased the aggregate amount of its two unsecured term loans by
Interest is paid on the periodic advances on the revolving facility and amounts outstanding on the term loans at varying rates, based upon adjusted SOFR as defined in the Amended Credit Agreement plus an applicable margin. The applicable margin is based upon the Company's ratio of net indebtedness to EBITDA, as follows: Level Leverage Ratio Applicable Applicable Applicable Applicable Margin for Margin for Margin for Margin for Revolving Revolving Term Loans Term Loans Loans that are Loans that are that are that are SOFR Loans Base Rate SOFR Loans Base Rate Loans Loans 1 Less than 1.40% 0.40% 1.35% 0.35% 3.00 to 1.00 2 Greater than or equal to 1.45% 0.45% 1.40% 0.40% 3.00 to 1.00 but less than 3.50 to 1.00 3 Greater than or equal to 1.50% 0.50% 1.45% 0.45% 3.50 to 1.00 but less than 4.00 to 1.00 4 Greater than or equal to 1.60% 0.60% 1.55% 0.55% 4.00 to 1.00 but less than 5.00 to 1.00 5 Greater than or equal to 1.80% 0.80% 1.75% 0.75% 5.00 to 1.00 but less than 5.50 to 1.00 6 Greater than or equal to 1.95% 0.95% 1.85% 0.85% 5.50 to 1.00 but less than 6.00 to 1.00 7 Greater than or equal to 2.25% 1.25% 2.20% 1.20% 6.00 to 1.00
In addition, the Amended Credit Agreement also includes a sustainability-related pricing component whereby the applicable margin may be reduced by up to 0.02% if the borrower meets certain sustainability performance targets.
In addition to interest payable on amounts unpaid under the amended credit agreement, the Company is required to pay an amount equal to 0.20% of the unused portion of the revolving commitments if the average unused amount of the revolving commitments is less than or equal to 50% and 0.25% if the average unused amount of renewable commitments is greater than 50%.
The Amended Credit Agreement and Amended Term Loans contain various corporate financial covenants. Here is a summary of some clauses:
Covenant Maximum leverage ratio 6.50:1.00 Minimum fixed charge coverage ratio 1.50:1.00 Maximum unencumbered leverage ratio 0.60:1.00 Minimum unsecured interest expense coverage ratio 2.00:1.00 Secured Indebtedness Less than 45% of Total Asset Value
The amended credit agreement requires the company to maintain a designated group of unencumbered debt base properties. The unencumbered loan base must be a minimum of seven (7) properties with an unencumbered loan base asset value, as defined, of at least
The Amended Credit Agreement contains positive and negative representations, financial covenants and other covenants, events of default and remedies typical for this type of facility.
The foregoing description of the Amended Credit Agreement and Amended Term Loans is qualified in its entirety by the complete terms and conditions of the Amended and Restated Credit Agreement which is filed as Schedule 10.1 hereto. current report on Form 8-K and incorporated herein by reference. .
Item 2.03Creation of a Direct Financial Obligation or Obligation Under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Section 1.01 of this Current Report on Form 8-K is incorporated by reference in this Section 2.03.
Section 7.01 Disclosure of FD Rules.
The information contained in the press release attached as Exhibit 99.1 to this report is not deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of this article. Further, the information contained in the press release attached as Exhibit 99.1 to this report is not deemed to be incorporated by reference in any filing by the registrant under the Securities Act of 1933, such as modified.
Item 9.01 Financial statements and supporting documents.
(d) Exhibits Exhibit No. Description 10.1 Second Amended and Restated Credit Agreement, dated
July 25, 2022. 99.1 Press Release, dated July 27, 2022. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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