Item 1.01 Entry into a Material Definitive Agreement.
On
The Third Amendment extends the existing waiver of the quarterly-tested
financial covenants through
Following the end of the Covenant Relief Period, the Third Amendment modifies
certain financial covenants until
•Maximum Leverage Ratio is increased from 60% to 65%; •Unencumbered Leverage Ratio is increased from 60% to 65%; and •Unencumbered Implied Debt Service Coverage Ratio may not be less than 1.00 to 1.00.
During the Covenant Relief Period and until the date the Company has
demonstrated compliance with the financial covenants for the fiscal quarter
following the end of the Covenant Relief Period (the "Restriction Period"), (i)
the net cash proceeds of certain issuances of debt and equity and certain asset
dispositions will, subject to exceptions set forth in the Amended Credit
Agreement, be applied as a mandatory prepayment of the loans outstanding under
the Amended Credit Agreement and (ii) the Company and its subsidiaries will have
limited ability to incur additional indebtedness, pay dividends on common stock
(except to the extent required to maintain REIT status), repurchase shares, make
prepayments of other indebtedness, make capital expenditures, conduct asset
dispositions or transfers and make investments, in each case subject to
exceptions set forth in the Amended Credit Agreement. Additionally, during the
Covenant Relief Period and the Ratio Adjustment Period, the Company and its
subsidiaries must maintain minimum liquidity of
During the Covenant Relief Period and until the Company is in compliance with the original financial covenants under the Credit Agreement prior to any amendments thereto, the applicable interest rate on amounts outstanding under the Amended Credit Agreement will be calculated as follows: (i) for all revolving loans outstanding, LIBOR plus a margin of 2.55% per annum, and (ii) for all term loans outstanding, LIBOR plus a margin of 2.40% per annum. The floor of 0.25% to the LIBOR interest rate calculation remains in place.
As of
The foregoing description of the Third Amendment is qualified in its entirety by the full terms and conditions of the Third Amendment which is filed as Exhibit 10.1 to this Current Report on Form 8-K and 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 set forth under Item 1.01 of this Current Report hereby incorporated by reference into this Item 2.03.
--------------------------------------------------------------------------------
Item 7.01 Regulation FD Disclosure.
A copy of the press release issued by the Company on
The information furnished pursuant to this Current Report, including Exhibit 99.1, shall not be deemed "filed" for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
Item 8.01 Other Events.
On
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are included with this report: Exhibit No. Description 10.1 Third Amendment to Fifth Amended and Restated Credit Agreement 99.1 Press Release, dated January 25, 2021 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
--------------------------------------------------------------------------------
© Edgar Online, source