Item 1.01 Entry into a Material Definitive Agreement
OnJanuary 5, 2022 ,American Assets Trust, Inc. (the "Company") andAmerican Assets Trust, L.P. (the "Operating Partnership") entered into the Third Amended and Restated Credit Agreement (the "Third Amended and Restated Credit Agreement") with the lenders from time to time party thereto,Bank of America, N.A ., as Administrative Agent, and other entities named therein, which amends and restates the Second Amended and Restated Credit Agreement datedJanuary 9, 2018 . The Third Amended and Restated Credit Agreement provides for aggregate, unsecured borrowings of up to$500 million , consisting of a revolving line of credit of$400 million (the "Revolver Loan") and a term loan of$100 million (the "$100mm Term Loan"). Borrowings under the Third Amended and Restated Credit Agreement bear interest at floating rates equal to, at theOperating Partnership's option, either (1) the applicable Secured Overnight Financing Rate ("SOFR"), plus the applicable SOFR Adjustment and a spread which ranges from (a) 1.05%-1.50% (with respect to Revolver Loans) and (b) 1.20% to 1.70% (with respect to the $100mm Term Loan), in each case based on the Company's consolidated leverage ratio, or (2) a base rate equal to the highest of (a) the prime rate, (b) the federal funds rate plus 50 bps, (c) the Term SOFR Screen Rate with a term of one month plus 100 bps and (d) 1.00%, plus a spread which ranges from (i) 0.10%-0.50% (with respect to Revolver Loans) and (ii) 0.20% to 0.70% (with respect to the $100mm Term Loan), in each case based on the Company's consolidated leverage ratio. Additionally, theOperating Partnership may elect for borrowings to bear interest based on a ratings-based pricing grid as per theOperating Partnership's then-applicable investment grade debt ratings under the terms set forth in the Third Amended and Restated Credit Agreement. The Revolver Loan initially matures onJanuary 5, 2026 , subject to theOperating Partnership's option to extend the Revolver Loan up to two times, with each such extension for a six-month period. The foregoing extension options are exercisable by theOperating Partnership subject to the satisfaction of certain conditions. The $100mm Term Loan matures onJanuary 5, 2027 , with no further extension options. Certain of the banks and financial institutions that are parties to the Third Amended and Restated Credit Agreement and their respective affiliates have in the past provided, are currently providing, and in the future may continue to provide investment banking, commercial banking and other financial services to the Company,Operating Partnership and their affiliates in the ordinary course of business for which they have received and will receive customary compensation. The foregoing description of the Third Amended and Restated Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Third Amended and Restated Credit Agreement, which is filed as Exhibit 10.1 hereto, and is incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of Registrant
The terms of the direct financial obligations are summarized in Item 1.01 of this Form 8-K and are incorporated by reference into this Item 2.03.
Item 7.01 Regulation FD Disclosure.
OnJanuary 5, 2022 , the Company andOperating Partnership issued a press release announcing the Third Amended and Restated Credit Agreement. A copy of the press release is attached hereto as Exhibit 99.1. The information contained in Item 7.01 of this Current Report, including Exhibit 99.1, is being furnished and shall not be deemed "filed" for any purposes, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Such information shall not be incorporated by reference into any filing of the Company andOperating Partnership , whether made before or after the date hereof, regardless of any general incorporation language in such filing. 2
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Item 9.01 Financial Statements and Exhibits. (d) Exhibits: The following exhibits are filed herewith:
Exhibit Number Exhibit Description
10.1* Third Amended and Restated Credit Agreement dated
the Company, theOperating Partnership , Bank of
Agent, and other entities named therein. 99.1* Press release issued by American Assets Trust, Inc. on J anuary 5 , 202 2 . * Furnished herewith 3
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