Item 1.01. Entry into a Material Definitive Agreement.
On
7-Year Term Loan Amendment and 2018 Credit Agreement Amendment
The 7-Year Term Loan Amendment and 2018 Credit Agreement Amendment extend the
debt covenant suspension period (the "Suspension Period") under each of the
7-Year Term Loan and the 2018 Credit Agreement, respectively, until
The 7-Year Term Loan Amendment and 2018 Credit Agreement Amendment also modify certain definitions, including the definition of Permitted Indebtedness to include, among other things, additional indebtedness incurred pursuant to the Secured Term Loan, and eliminate the minimum liquidity requirement under the 7-Year Term Loan and 2018 Credit Agreement. The Borrower must pay certain amendment fees in connection with the 7-Year Term Loan Amendment and the 2018 Credit Agreement Amendment.
The Borrower continues to work with the Lenders to negotiate and finalize definitive documentation for further amendments to the 7-Year Term Loan Agreement and 2018 Credit Agreement in an effort to provide further liquidity and to ensure continued compliance with its obligations following the end of the extended Suspension Period.
Secured Term Loan Amendment
The Secured Term Loan Amendment (i) extends the maturity date of the Secured
Term Loan from
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Each of the Loan Agreements contains certain affirmative and negative covenants
customarily found in facilities of its type that remain unchanged under the
September Loan Amendments, and which are described in PREIT's Quarterly Report
on Form 10-Q for the quarterly period ended
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 on Form 8-K is hereby incorporated by reference to this Item 2.03.
Item 3.03 Material Modification to Rights of Security Holders.
The information set forth under Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference to this Item 3.03.
As previously disclosed, the Loan Agreements prohibit PREIT from making certain Restricted Payments, which include cash dividends with respect to PREIT shares. Accordingly, during the Suspension Period and the duration of the Secured Term Loan, the payment of dividends on its common shares and preferred shares is suspended.
Item 8.01. Other Events.
PREIT suspended its Distribution Reinvestment and Share Purchase Plan (the
"DRIP") effective as of
Forward Looking Statements
This current report contains certain forward-looking statements that can be
identified by the use of words such as "anticipate," "believe," "estimate,"
"expect," "project," "intend," "may" or similar expressions. Forward-looking
statements relate to expectations, beliefs, projections, future plans,
strategies, anticipated events, trends and other matters that are not historical
facts. These forward-looking statements reflect our current views about future
events, achievements and results and are subject to risks, uncertainties and
changes in circumstances that might cause future events, achievements or results
to differ materially from those expressed or implied by the forward-looking
statements. Such factors include those discussed herein, and in the sections
entitled "Item 1A. Risk Factors" in our Annual Report on Form 10-K for the year
ended
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 10.1 Eighth Amendment to Seven-Year Term Loan Agreement dated as ofJanuary 8, 2014 , as amended, by and amongPREIT Associates, L.P. ,PREIT-RUBIN, Inc. ,Pennsylvania Real Estate Investment Trust , and the financial institutions party thereto, dated as ofSeptember 30, 2020 . 10.2 Third Amendment to Amended and Restated Credit Agreement dated as ofMay 24, 2018 , by and amongPREIT Associates, L.P. ,PREIT-RUBIN, Inc. ,Pennsylvania Real Estate Investment Trust , and the financial institutions party thereto, dated as ofSeptember 30, 2020 . 10.3 First Amendment to Credit Agreement dated as ofAugust 11, 2020 , by and amongPREIT Associates, L.P. ,PREIT-RUBIN, Inc. ,Pennsylvania Real Estate Investment Trust , and the financial institutions party thereto and their assignees, dated as ofSeptember 30, 2020 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
PENNSYLVANIA REAL ESTATE INVESTMENT TRUST Date: October 2, 2020 By: /s/ Lisa M. Most Lisa M. Most Executive Vice President, Secretary and General Counsel
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