Item 1.01 Entry into a Material Definitive Agreement.
Reference is made to Note 6 to the consolidated financial statements contained
in the Annual Report on Form 10-K of AMREP Corporation for the year ended April
30, 2022, which was filed with the Securities and Exchange Commission on July
21, 2022, regarding the Loan Agreement (the "Loan Agreement") entered into
between BOKF, NA dba Bank of Albuquerque ("BOKF") and AMREP Southwest Inc.
("ASW"), a subsidiary of AMREP Corporation, in which BOKF agrees to lend up to
$4,000,000 to ASW on a revolving line of credit basis for general corporate
purposes.
On August 15, 2022, ASW and BOKF entered into the Third Modification Agreement
to the Loan Agreement and ASW entered into the First Amended and Restated
Revolving Line of Credit Promissory Note in favor of BOKF. These documents
resulted in the following changes to the revolving line of credit financing
facility: (1) the maximum amount available for borrowing increased by $1,750,000
to a new total maximum amount of $5,750,000, (2) the interest rate on borrowed
amounts is equal to the one-month secured overnight financing rate as
administered by the CME Group Benchmark Administration Limited plus a spread of
3.15%, adjusted monthly, and (3) the scheduled maturity date of the loan is
August 15, 2025. ASW incurred customary costs and expenses and paid certain fees
to BOKF in connection with the amendment of the revolving line of credit
financing facility.
The foregoing description of the loan documentation is a summary only and is
qualified in all respects by the provisions of the loan documentation; copies of
the Third Modification Agreement and First Amended and Restated Revolving Line
of Credit Promissory Note are attached hereto as Exhibits 10.1 and 10.2 and are
incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information in Item 1.01 of this Current Report on Form 8-K is incorporated
by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Description
Number
10.1 Third Modification Agreement, dated as of August 15, 2022, between
BOKF, NA dba Bank of Albuquerque and AMREP Southwest Inc.
10.2 First Amended and Restated Revolving Line of Credit Promissory Note,
dated August 15, 2022, by AMREP Southwest Inc. in favor of BOKF, NA dba
Bank of Albuquerque.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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