Item 1.01 Entry into a Material Definitive Agreement.
On August 19, 2021, NETREIT DUBOSE MODEL HOME REIT, LP, a Delaware limited
partnership ("NetREIT Dubose"), NETREIT MODEL HOMES, INC., a Delaware
corporation, formerly NETREIT MODEL HOMES, LLC ("NMH"), DUBOSE MODEL HOME
INVESTORS #202 LP, a California limited partnership ("Dubose #202"), DUBOSE
MODEL HOME INVESTORS #203 LP, a California limited partnership ("Dubose #203"),
DUBOSE MODEL HOME INVESTORS #204, LP, a California limited partnership ("Dubose
#204"), DUBOSE MODEL HOME INVESTORS #205, LP, a California limited partnership
("Dubose #205"), and DUBOSE MODEL HOME INVESTORS #206, LP, a California limited
partnership ("Dubose #206", and together with NetREIT Dubose, NMH, Dubose #202,
Dubose #203, Dubose #204, and Dubose #205 collectively, "Borrowers"), and
IBERIABANK, a division of First Horizon Bank ("Lender") entered into the ninth
amendment ("Amendment") to their loan agreement, dated as of February 26, 2016,
which was previously amended by the first eight amendments dated March 14, 2016,
June 29, 2016, April 11, 2017, February 20, 2018, April 11, 2018, April 11,
2019, May 22, 2020 and June 26, 2020 (as amended, the "Loan Agreement").
In connection with the Loan Agreement, PRESIDIO PROPERTY TRUST, INC., a Maryland
corporation, formerly NETREIT, INC. (the "Company") executed a Guaranty
Agreement dated as of February 26, 2016 (the "Guaranty Agreement") pursuant to
which it guaranteed to Lender the payment and performance of the obligations
under the Loan Agreement.
The Amendment provides for a $30 million loan, less the outstanding principal
amount under that certain separate Loan Agreement dated as of February 15, 2021
between Lender and NMH. The Loan calls for the unpaid principal amount of any
advance shall bear interest prior to maturity at a fixed rate per annum equal to
the lesser of (a) the maximum rate permitted under Texas law, or (b) the greater
of (i) three percent (3.00%) per annum and (ii) the sum of the Index Rate then
in effect on the date Borrower directs Lender to fix the interest rate for an
impending Advance plus two and one-fourth percent (2.25%); provided, however,
that such fixing of the Interest Rate shall not be effective for more than
thirty (30) days and upon the expiration of such thirty (30) day period, the
Index Rate shall be reset five (5) Business Days prior to the date of such
Advance. The Amendment provides for a termination date of August 17, 2022.
Under the terms of the Loan Agreement, Lender agrees to make to Borrower
periodic advances, from time to time, with the proceeds from such advances used
for purchase by Borrower of model homes approved by Lender in its reasonable
discretion. Principal amounts under the Loan Agreement will be amortized over a
20-year period. Each advance made by Lender to Borrower will be equal to or
lesser than: (a) 70% of the lesser of the appraisal or the purchase price of the
model home purchased by Borrower with the proceeds of such advance, and (b) the
amount which would cause the Lease Payment Coverage Ratio (as defined in the
Loan Agreement) for such advance to equal (but not be less than) 1.25 to 1.00.
For each advance made by Lender to Borrower, Borrower will pay an origination
fee of 1.0% of the amount of such Advance. Borrower shall grant to Lender a
first priority lien on each model home or on the lease of each model home in
connection with the advance to Borrower to acquire such model home.
If an event of default occurs, the Lender will be entitled to take various
actions, including a default interest rate, acceleration of amounts due under
the loan and foreclosure of any lien granted to Lender to secure payment and
performance of the obligations under the Loan Agreement.
The foregoing summary of the Loan Agreement and Amendment is qualified in its
entirety by reference to the Loan Agreement and Amendment, copies of which are
attached hereto as Exhibits 1.1 and 1.2 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 in response to Item 1.01 of this Form 8-K is
incorporated by reference in response to this Item 2.03.
Item 8.01 Other Events.
A copy of the press release issued by the Company announcing the Amendment is
included as Exhibits 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Description
1.1 Ninth Amendment to Loan Agreement singed August 19, 2021.
1.2 Loan Agreement dated February 26, 2016, together with Second
Amendment to Loan Agreement dated as of June 29, 2016, Third
Amendment to Loan Agreement dated as of April 11, 2017, Joinder and
Fourth Amendment to Loan Agreement dated as of February 20, 2018,
Fifth Amendment to Loan Agreement dated as of April 11, 2018,
Joinder and Sixth Amendment to Loan Agreement dated as of April 11,
2019, Joinder and Seventh Amendment to Loan Agreement dated as May
22, 2020 and Eighth Amendment to Loan Agreement dated as of June 26,
99.1 Press Release, dated August 20, 2021.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
© Edgar Online, source Glimpses