EPR PROPERTIES : Entry into a Material Definitive Agreement, Results of Operations and Financial Condition, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Material Modification to Rights of Security Holders, Financial Statements and Exhibits (form 8-K)

Item 1.01. Entry into a Material Agreement.

On October 6, 2021, EPR Properties (the "Company") entered into a Third Amended,
Restated and Consolidated Credit Agreement (the "Amended Credit Agreement")
providing for a $1.0 billion senior unsecured revolving credit facility (the
"New Revolving Credit Facility") with KeyBank National Association ("KeyBank"),
as administrative agent, and the other agents and lenders party thereto.

The Amended Credit Agreement amended, restated and replaced the Company's prior
senior unsecured revolving credit and term loan facilities provided under the
Second Amended, Restated and Consolidated Credit Agreement, dated as of
September 27, 2017, as amended, among the Company, as borrower, KeyBank, as
administrative agent, and the other agents and lenders party thereto. The
amendments to the prior senior unsecured revolving credit and term loan
facilities reflected in the Amended Credit Agreement, among other things: (i)
eliminated the term loan facility (which the Company had previously prepaid in
full on September 13, 2021); (ii) extended the maturity date of the revolving
credit facility; (iii) improved the valuation of certain asset types for
purposes of certain financial covenants under the revolving credit facility; and
(iv) modified the Company's option to extend the maturity date of the revolving
credit facility, subject to certain conditions.

The Amended Credit Agreement provides for an initial maximum principal amount of
$1.0 billion available under the New Revolving Credit Facility (which includes a
$100.0 million letter-of-credit subfacility and a $300.0 million foreign
currency revolving credit subfacility). The Amended Credit Agreement contains an
"accordion" feature under which the Company may increase the total maximum
principal amount available under the Amended Credit Agreement by $1.0 billion,
to a total of $2.0 billion. If the Company exercises all or any portion of the
$1.0 billion accordion feature referenced above, the resulting increase in the
New Revolving Credit Facility may have a shorter or longer maturity date and
different pricing terms. Any exercise of the accordion feature requires the
consent of each lender participating in the increased facility.

The New Revolving Credit Facility matures on October 6, 2025, subject to two
six-month extensions (for a total of 12 months) exercisable at the Company's
option. The Company's exercise of an extension option is subject to the absence
of any default under the Amended Credit Agreement and the Company's compliance
with certain conditions, including the payment of extension fees to the lenders
under the New Revolving Credit Facility.

The full $1.0 billion of borrowing availability under the New Revolving Credit
Facility was available at closing. The Company's ability to obtain revolving
credit advances under the Amended Credit Agreement is contingent upon certain
conditions, including the absence of a default under the Amended Credit
Agreement. Revolving credit loan proceeds may be used for general business
purposes, including the acquisition of real estate and other permitted
investments.

The outstanding principal balance of U.S. dollar-denominated loans under the New
Revolving Credit Facility bears interest at fluctuating rates. These rates are
based on LIBOR or the Base Rate, at the Company's option, plus an applicable
spread based on the ratings periodically assigned to the Company's senior
long-term unsecured debt by rating agencies, as set forth in the table below.
The Company also pays a facility fee on the total facility amount ($1.0 billion
or, upon the exercise of the "accordion" feature described above, the resulting
increased amount), which fee is calculated by multiplying the total facility
amount by a fluctuating annual rate based on the ratings periodically assigned
to the Company's senior long-term unsecured debt by rating agencies, as set
forth in the table below.

      S&P rating            Moody's rating           Fitch's rating           Base rate spread           LIBOR spread          Facility fee
         ? A-                    ? A3                     ? A-                     0.00%                    0.825%                0.125%
        = BBB+                  = Baa1                   = BBB+                    0.00%                    0.875%                 0.15%
        = BBB                   = Baa2                   = BBB                     0.10%                    1.00%                  0.20%
        = BBB-                  = Baa3                   = BBB-                    0.20%                    1.20%                  0.25%
        ? BB+                   ? Ba1                    ? BB+                     0.55%                    1.55%                  0.30%

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During any period that the Company has received credit ratings from any of the
three rating agencies set forth in the table above which are not equivalent,
pricing will be determined by the highest of the credit ratings, provided that
the next highest credit rating is only one level below that of the highest
credit rating. If the next highest credit rating is more than one level below
that of the highest credit rating, pricing will be determined by the credit
rating one level higher than the second highest credit rating. Different
interest rates apply to loans outstanding under the New Revolving Credit
Facility that are not denominated in U.S. Dollars.

The New Revolving Credit Facility does not require payment of an unused line fee on the unused portion of the New Revolving Credit Facility.

For purposes of the New Revolving Credit Facility: (i) "LIBOR" is determined
based upon the Company's selection of interest periods of one-, two-, three- or
. . .

Item 2.02. Results of Operations and Financial Condition.

On October 6, 2021, the Company issued a press release providing a general business update. The Company's press release is attached as Exhibit 99.1 hereto and is incorporated by reference in this Item 2.02.

The information set forth in this Item 2.02, including Exhibit 99.1, is being
"furnished" and shall not be deemed "filed" for the purposes of or otherwise
subject to liabilities under Section 18 of the Securities Exchange Act of 1934,
as amended, and shall not be deemed to be incorporated by reference into the
filings of the Company under the Securities Act of 1933, as amended, or the
Securities Exchange Act of 1934, as amended.

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 above is incorporated herein by reference as if fully set forth herein.

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Item 3.03. Material Modification to Rights of Security Holders.

The information set forth under Item 1.01 above is incorporated herein by reference as if fully set forth herein.

Item 9.01. Financial Statements and Exhibits.

Exhibit No. Description

10.1 Third Amended, Restated and Consolidated Credit Agreement, dated as of October

                    6, 2021, among the Company, as borrower, KeyBank

National Association, as

                    administrative agent, and the other agents and lenders party thereto.
       99.1         Press Release, dated October 6, 2021, issued by EPR Properties.

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

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