Item 1.01. Entry into a Material Definitive Agreement.
On September 22, 2022, Alexandria Real Estate Equities, Inc., a Maryland
corporation (the "Company"), and its subsidiary, Alexandria Real Estate
Equities, L.P., a Delaware limited partnership (the "Operating Partnership"),
entered into an Amended and Restated Credit Agreement (the "Amended Credit
Agreement"), which amends and restates the Company's Credit Agreement, dated as
of October 6, 2020, among the Company, the Operating Partnership, each lender
and other financial institution party thereto and Citibank, N.A., as
administrative agent. Citibank, N.A. serves as administrative agent and
sustainability structuring agent under the Amended Credit Agreement; Citibank,
N.A., BofA Securities, Inc., JPMorgan Chase Bank, N.A., Goldman Sachs Bank USA,
RBC Capital Markets, The Bank of Nova Scotia, Mizuho Bank, Ltd., Sumitomo Mitsui
Banking Corporation and U.S. Bank National Association serve as joint lead
arrangers under the Amended Credit Agreement; and Citibank, N.A., BofA
Securities, Inc., JPMorgan Chase Bank, N.A., Goldman Sachs Bank USA and RBC
Capital Markets serve as joint bookrunners under the Amended Credit Agreement.
The Amended Credit Agreement provides for, among other things, a $4 billion
unsecured senior revolving credit facility (the "Revolving Credit Facility") and
an accordion option to increase aggregate commitments under the Amended Credit
Agreement by up to an additional $1 billion. Borrowings under the Revolving
Credit Facility bear interest at a "Floating Rate," "Daily RFR Rate," or "Base
Rate" as specified in the Amended Credit Agreement, plus, in any case, a margin
specified in the Amended Credit Agreement. The margin at closing applicable to
loans based on the Floating Rate and Daily RFR Rate is 0.775%.
The Amended Credit Agreement extends the maturity date for the Revolving Credit
Facility to January 22, 2028, provided that the Company exercises its rights to
extend the maturity date twice by an additional six months for each exercise
upon the satisfaction of certain conditions. Under the Amended Credit Agreement,
the interest margins and facility fee rates are also subject to upward or
downward adjustments of up to 0.04% with respect to interest rate margin and of
up to 0.01% with respect to facility fees if the Company achieves, or fails to
achieve, a specified sustainability target. The Amended Credit Agreement also
replaces the London interbank offered rate with the forward-looking term rate
based on the secured overnight financing ("SOFR") rate as a benchmark for
certain borrowings under the Amended Credit Agreement (and includes a 0.10%
credit spread adjustment with respect to such SOFR rates).
Affiliates of lenders under the Amended Credit Agreement have from time to time
performed, and may in the future perform, various financial advisory, investment
banking, and general financing services for the Company.
The foregoing summary of the Amended Credit Agreement does not purport to be
complete and is qualified in its entirety by reference to the full text of the
Amended Credit Agreement, a copy of which will be filed as an exhibit to the
Company's quarterly report on Form 10-Q for the quarter ended September 30,
2022.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information included in Item 1.01 is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
Forward-Looking Statements
This current report on Form 8-K contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. These statements
include words such as "forecast," "guidance," "projects," "estimates,"
"anticipates," "goals," "believes," "expects," "intends," "may," "plans,"
"seeks," "should," or "will," or the negative of these words or similar words.
Forward-looking statements involve certain risks and uncertainties, and actual
results may differ materially from those discussed in each such statement. A
number of important factors could cause actual results to differ materially from
those included within or contemplated by the forward-looking statements,
including, but not limited to, the factors described in the Company's filings
with the Securities and Exchange Commission, including the Company's most recent
annual report on Form 10-K and any subsequent quarterly reports on Form 10-Q.
The Company does not undertake any responsibility to update any of these factors
or to announce publicly any revisions to any of the forward-looking statements
contained in this or any other document, whether as a result of new information,
future events, or otherwise.
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