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EQUITY RESIDENTIAL : Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits (form 8-K)

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11/04/2019 | 04:34pm EST

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an

          Sheet Arrangement of a Registrant.

On November 1, 2019, ERP Operating Limited Partnership (the "Operating
Partnership"), the operating partnership of Equity Residential ("EQR"), entered
into a new $2.5 billion unsecured revolving credit agreement (the "Revolving
Credit Agreement") with Bank of America, N.A., as Administrative Agent, and the
financial institutions party thereto. The new credit facility replaced the
Operating Partnership's then existing $2.0 billion revolving credit facility,
which was scheduled to mature on January 10, 2022.
The new credit facility matures on November 1, 2024, subject to extension for
additional one or
periods at the request of the Operating Partnership, provided that lender
consent and certain customary conditions are met. The Operating Partnership has
the ability to increase available borrowings by an additional $750.0 million by
adding lenders to the facility, obtaining the agreement of existing lenders to
increase their commitments, or incurring one or more term loans. The interest
rate on advances under the Revolving Credit Agreement will generally be LIBOR
plus a spread, which is currently 77.5 basis points per annum. In addition,
under the Revolving Credit Agreement, there is a facility fee, paid quarterly in
arrears, which is currently 12.5 basis points per annum. Both the spread and the
facility fee are dependent on the credit rating of the Operating Partnership's
long-term debt. The Revolving Credit Agreement contains customary
representations, financial and other affirmative and negative covenants and
events of default.
The Revolving Credit Agreement contains provisions that establish a process for
entering into an amendment to replace LIBOR under certain circumstances, such as
the anticipated
of LIBOR by the end of 2021. At this time, it cannot be determined what interest
rate(s) may succeed LIBOR, if any, and how any successor or alternative rates
for LIBOR may affect borrowing costs or the availability of variable interest
rate borrowings.



The above description of the new credit facility does not purport to be complete
and is qualified in its entirety by reference to the Revolving Credit Agreement,
a copy of which is attached hereto as Exhibit 10.1 to this Current Report on
and the terms of which are incorporated herein by reference.
From time to time, one or more of the financial institutions party to the credit
facility and certain of their respective affiliates have provided, and may in
the future provide, commercial banking, investment banking and other financial
advisory services to the Operating Partnership and its affiliates from which
they have received or will receive customary fees and expenses.
Item 7.01 Regulation FD Disclosure.
On November 4, 2019, EQR issued a press release announcing the new credit
facility described above and the increase to the Operating Partnership's
commercial paper program described below. A copy of the press release is
attached as Exhibit 99.1 to this Current Report on Form
and is being furnished and shall not be deemed "filed" with the Securities and
Exchange Commission nor incorporated by reference in any registration statement
filed by EQR or the Operating Partnership under the Securities Act of 1933, as
amended (the "Securities Act").
Item 8.01 Other Events.

On November
, 2019, the Operating Partnership increased the maximum aggregate amount for
which it may issue, from time to time, unsecured notes (the "Notes") pursuant to
its U.S. dollar-denominated commercial paper program from a maximum aggregate
amount outstanding at any time of $500.0 million to $1.0 billion. The Notes are
sold under customary terms in the United States commercial paper note market and
rank pari passu with all of the Operating Partnership's other unsecured senior
indebtedness. The Notes have not been and will not be registered under the
Securities Act or state securities laws and may not be offered or sold in the
United States absent registration or an applicable exemption from the
registration requirements of the Securities Act and applicable state laws. The
Notes are being sold pursuant to the exemption from registration contained in
Section 4(a)(2) of the Securities Act. The information contained in this Current
Report on Form
is neither an offer to sell nor a solicitation of an offer to buy any

Item 9.01 Financial Statements and Exhibits.

 Number                                      Description

   10.1            Revolving Credit Agreement, dated as of November 1, 2019, among
                 ERP Operating Limited Partnership, Bank of America, N.A., as
                 Administrative Agent, and the financial institutions party thereto.

   99.1            Press Release, dated November 4, 2019.

   104           Cover Page Interactive Data File (embedded within the Inline XBRL



© Edgar Online, source Glimpses

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