Item 1.01 Entry into a Material Definitive Agreement
On
Aggregate borrowing capacity under the Amended Credit Agreement may be
increased, at the Company's option, to up to
The Revolving Facility matures on
Loans outstanding under the Revolving Facility (other than negotiated rate
loans) bear interest at an annual rate equal to (i) the applicable margin, plus
(ii) at the Company's option, the base rate or LIBOR (or other applicable rate
with respect to non-dollar borrowings). The applicable margin under the
Revolving Facility ranges from 0.00% to 0.40% for base rate loans and 0.70% to
1.40% for LIBOR loans and non-dollar borrowings, in each case, based on the
non-credit enhanced, senior unsecured long-term debt ratings of the Company
("Debt Ratings"). The Amended Credit Agreement also includes a
sustainability-linked pricing component whereby the applicable margin under the
Revolving Facility may be reduced by up to 0.025% based on the Company's
achievement of specified sustainability-linked metrics, subject to certain
conditions. Negotiated rate loans pursuant to the Amended Credit Agreement bear
interest at the rate agreed to between the Company and the applicable lender(s).
In addition, the Company is obligated to pay a facility fee on the Revolving
Facility (regardless of usage) at a rate per annum ranging from 0.10% to 0.30%
based on the Company's Debt Ratings. Based on the Company's current Debt
Ratings, the applicable margins for revolving loans are 0.775% for Eurocurrency
rate loans or 0.00% for base rate loans, and the facility fee is 0.15%. The
Amended Credit Agreement includes customary LIBOR replacement language,
including, but not limited to, the use of rates based on the secured overnight
financing rate ("SOFR") administered by the
The Amended Credit Agreement contains certain customary representations and
warranties, covenants, events of default provisions, and other requirements,
including financial covenants and cross-default provisions to certain other
indebtedness. Among other things, these covenants, using terms defined in the
Amended Credit Agreement: (i) limit the ratio of Enterprise Total Indebtedness
to Enterprise Gross Asset Value to 60%; (ii) limit the ratio of Enterprise
Secured Debt to Enterprise Gross Asset Value to 40%; (iii) limit the ratio of
Enterprise Unsecured Debt to Enterprise Unencumbered Asset Value to 60%;
(iv) require a minimum Fixed Charge Coverage Ratio of 1.5 times; and (v) require
a minimum Consolidated Tangible
The representations, warranties and covenants contained in the Amended Credit
Agreement were made as of a specified date, may be subject to a contractual
standard of materiality different from what might be viewed as material to
investors, or may have been used for the purpose of allocating risk among the
parties thereto. Accordingly, the representations and warranties in the Amended
Credit Agreement are not necessarily characterizations of the actual state of
facts of the Company and its subsidiaries at the time they were made or
otherwise and should be read only in conjunction with the other information that
the Company makes publicly available in reports, statements and other documents
filed with the
The Company's obligations under the Amended Credit Agreement rank equal in right of payment with all other unsecured, unsubordinated general obligations of the Company.
Certain of the lenders party to the Amended Credit Agreement and their respective affiliates engage in financial advisory, investment banking, commercial banking or other transactions of a financial nature with the Company and its subsidiaries, including the provision of advisory services for which they receive certain fees, expense reimbursement or other payments.
The foregoing description 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 is filed herewith 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 included in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
Item 7.01 Regulation FD Disclosure.
On
The information set forth in this Item 7.01 and the related information in
Exhibit 99.1 attached hereto are being furnished, and shall not be deemed filed
for 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 incorporated by reference in any filing with the
Item 9.01 Financial Statements and Exhibits. (d) Exhibits. No. Description 10.1* Second Amended and Restated Credit Agreement, dated as ofSeptember 20, 2021 , by and among the Company, as borrower, the lenders referred to therein, andBank of America, N.A ., as administrative agent. 99.1 Press Release datedSeptember 20, 2021 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
*Certain schedules and exhibits have been omitted from this filing pursuant to
Item 601(a)(5) of Regulation S-K.
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