ITEM 1.01 ENTRY INTO A MATERIAL AGREEMENT
OnOctober 7, 2021 ,Kilroy Realty, L.P. (the "Operating Partnership") issued and sold$450,000,000 in aggregate principal amount of its 2.650% Senior Notes due 2033 (the "Notes"). The terms of the Notes are governed by an indenture, datedMarch 1, 2011 (the "Base Indenture"), by and among theOperating Partnership , as issuer,Kilroy Realty Corporation , as guarantor (the "Company"), andU.S. Bank National Association , as trustee, as amended and supplemented by a supplemental indenture, datedJuly 5, 2011 (the "Supplemental Indenture"), by and among theOperating Partnership , as issuer, the Company, as guarantor, andU.S. Bank National Association , as trustee, and an officers' certificate, datedOctober 7, 2021 (the "Officers' Certificate"), pursuant thereto establishing the form and terms of the Notes and the related guarantees. The foregoing descriptions of the Notes, the Base Indenture and the Supplemental Indenture do not purport to be complete and are qualified in their entirety by the full text of the Base Indenture, the Supplemental Indenture and the Officers' Certificate, which are being filed herewith or incorporated by reference, as the case may be, as Exhibit 4.1, Exhibit 4.2 and Exhibit 4.3, respectively, to this Current Report on Form 8-K.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits.
4.1 Indenture, datedMarch 1, 2011 , by and amongKilroy Realty, L.P. , as issuer,Kilroy Realty Corporation , as guarantor, andU.S. Bank National Association , as trustee.(1) 4.2 Supplemental Indenture, datedJuly 5, 2011 , by and amongKilroy Realty, L.P. , as issuer,Kilroy Realty Corporation , as guarantor, andU.S. Bank National Association , as trustee.(2) 4.3* Officers' Certificate, datedOctober 7, 2021 , pursuant to Sections 102, 201, 301 and 303 of the Indenture datedMarch 1, 2011 , as amended and supplemented, amongKilroy Realty, L.P. , as issuer,Kilroy Realty Corporation , as guarantor, andU.S. Bank National Association , as trustee, establishing a series of securities entitled "2.650% Senior Notes due 2033," including the form of 2.650% Senior Note due 2033 and the form of related guarantee. 5.1* Opinion ofBallard Spahr LLP . 5.2* Opinion ofLatham & Watkins LLP . 23.1* Consent ofBallard Spahr LLP (contained in the opinion filed as Exhibit 5.1 hereto). 23.2* Consent ofLatham & Watkins LLP (contained in the opinion filed as Exhibit 5.2 hereto). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * Filed herewith
(1) Previously filed by
exhibit 4.1 to the Registration Statement on Form S-3 filed with theSecurities and Exchange Commission onOctober 2, 2013 .
(2) Previously filed by
exhibit 4.2 to the Registration Statement on Form S-3 filed with theSecurities and Exchange Commission onOctober 2, 2013 .
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