ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN

OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.

On April 14, 2021, The Macerich Company, a Maryland corporation (the "Company"), as a guarantor, The Macerich Partnership, L.P., a Delaware limited partnership and the operating partnership of the Company (the "Borrower" or "Partnership"), as the borrower, certain subsidiary guarantors, Deutsche Bank AG New York Branch, as administrative agent and collateral agent, Deutsche Bank Securities Inc., JPMorgan Chase Bank, N.A. and Goldman Sachs Bank USA, as joint lead arrangers and joint bookrunning managers, Deutsche Bank Securities Inc. and JPMorgan Chase Bank, N.A., as co-syndication agents, Goldman Sachs Bank USA, as documentation agent, and various lenders party thereto entered into a Credit Agreement (the "Credit Agreement").

The Credit Agreement provides for an aggregate $700 million facility, including a $525 million revolving loan facility that matures on April 14, 2023, with an option for the Borrower to extend maturity until April 14, 2024, and a $175 million term loan facility that matures on April 14, 2024. The Borrower has the ability from time to time to increase the size of the revolving loan facility up to an aggregate amount of $800 million, subject to the receipt of lender commitments and other conditions. Loans made under the Credit Agreement bear interest, at the Borrower's election, at either the daily average Base Rate (as defined in the Credit Agreement) or the Reserve Adjusted LIBO Rate (as defined in the Credit Agreement) plus, in both cases, an applicable margin. The applicable margin depends on the Company's overall leverage ratio and ranges from 1.25% to 4.0% over the selected index rate. As of the date of the Credit Agreement, the applicable margin for Base Rate loans was 1.75% per annum and the applicable margin for Reserve Adjusted LIBO Rate loans was 2.75% per annum.

Concurrently with the entry into the Credit Agreement, the Borrower drew the term loan in its entirety and drew $320 million of the amount available under the revolving loan facility. Simultaneously with its entry into the Credit Agreement, the Company repaid debt totaling nearly $1.0 billion, including terminating and repaying in full amounts outstanding under the Borrower's existing Second Amended and Restated Credit Agreement, dated as of July 6, 2016, among the Company, the Borrower, Deutsche Bank AG New York Branch, as administrative agent, the other agents party thereto and the lenders referred to therein.

The Borrower may voluntarily repay outstanding amounts under the revolving loan facility, in whole or in part, at any time, subject to customary administrative provisions.

The Credit Agreement includes security in the form of mortgages on certain previously unencumbered wholly-owned assets and pledges of the Company's and certain subsidiaries' equity interests in certain wholly-owned entities. The Credit Agreement requires the Company to maintain at all times a borrowing base value, based on certain parameters, of 1.2 times the amount of outstanding borrowings on the revolving loan facility (the "Borrowing Base Maintenance Covenant"). Additionally, the Credit Agreement permits the Company to sell or finance portions of the security subject to continued compliance at all times with the Borrowing Base Maintenance Covenant and certain other parameters. All obligations under the Credit Agreement are unconditionally guaranteed by the Company and certain subsidiary guarantors.

The Credit Agreement includes financial covenants requiring a minimum borrowing base interest coverage ratio, minimum total debt yield, minimum fixed charge coverage ratio, minimum liquidity and maximum floating rate debt. In addition, the Credit Agreement also contains other customary affirmative and negative covenants and events of default.

The Borrower pays a monthly facility fee of 0.35% of the unused revolving loan facility commitments and other customary fees, as described in the Credit Agreement.

The foregoing summary of the Credit Agreement, the guaranty and the transactions contemplated thereby do not purport to be complete and are subject to, and qualified in their entirety by, the full text of the Credit Agreement and the guaranty, copies of which are attached as Exhibits 10.1 and 10.2, respectively, and incorporated herein by reference.





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ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits

The following exhibits are included with this Current Report on Form 8-K:





Exhibit
  No.                                    Description

10.1          Credit Agreement, dated as of April 14, 2021, by and among the
            Company, as a guarantor, the Partnership, as borrower, certain
            subsidiary guarantors, Deutsche Bank AG New York Branch, as
            administrative agent and collateral agent, Deutsche Bank Securities
            Inc., JPMorgan Chase Bank, N.A. and Goldman Sachs Bank USA, as joint
            lead arrangers and joint bookrunning managers, Deutsche Bank
            Securities Inc. and JPMorgan Chase Bank, N.A., as co-syndication
            agents, Goldman Sachs Bank USA, as documentation agent, and various
            lenders party thereto.

10.2          Unconditional Guaranty, dated as of April 14, 2021, by the Company
            in favor of Deutsche Bank AG New York Branch, as administrative agent.


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




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