UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
The information set forth under “Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant” is incorporated herein by reference into this Item 1.01.
| Item 2.03 | Creation of Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
On June 29, 2022, Terreno Realty LLC, a wholly-owned subsidiary of Terreno Realty Corporation (the “Company”), entered into a First Amendment to the Sixth Amended and Restated Senior Credit Agreement (as amended, the “Amended Facility”) in order to (i) increase the revolving credit facility by $150.0 million to $400.0 million, (ii) decrease the accordion feature by $150.0 million to $500.00 million, and (iii) provide for the calculation of interest, pricing and fees based on SOFR. Keybank National Association acted as administrative agent and as a lender, and PNC Bank National Association, MUFG Union Bank, N.A., Regions Bank, U.S. Bank National Association, Citizens Bank, NA, The Huntington National Bank and Goldman Sachs Bank USA acted as lenders on the First Amendment.
Outstanding borrowings under the Amended Facility are limited to the lesser of (i) the sum of the $400.0 million revolving credit facility and the $100.0 million term loan maturing in January 2027 or (ii) 60.0% of the value of the unencumbered properties. Interest on the Amended Facility, including the term loan, is generally to be paid based upon, at the Company’s option, either (i) SOFR plus the applicable SOFR margin or (ii) the applicable base rate, which is the greatest of the administrative agent’s prime rate, 0.50% above the federal funds effective rate, or thirty-day SOFR plus the applicable SOFR margin for SOFR rate loans under the Amended Facility plus 1.25%. The applicable SOFR margin will range from 1.0% to 1.45% for the revolving credit facility and 1.15% to 1.65% for the term loan, depending on the ratio of the Company’s outstanding consolidated indebtedness to the value of the Company’s consolidated gross asset value. The credit adjustment for daily SOFR or term SOFR shall be 10 basis points.
A copy of the Amended Facility is attached hereto as Exhibit 10.1. The foregoing summary of the Amended Facility is qualified in its entirety by reference to the Amended Facility, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits |
(d) Exhibits
| * | Filed herewith |
Signatures
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.
| Terreno Realty Corporation | ||||
| Date: July 5, 2022 | By: | /s/ Jaime J. Cannon | ||
| Jaime J. Cannon | ||||
| Executive Vice President and Chief Financial Officer | ||||