-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LCdPeKcrVFL1GoysOucw3hUnDH7XtRAmw1fHIccX2c2Yli95iSH3rYXCA5t0vjv/ 83FuwcEbCHU8t42qhFYVrw== 0001157523-08-007928.txt : 20081008 0001157523-08-007928.hdr.sgml : 20081008 20081008172652 ACCESSION NUMBER: 0001157523-08-007928 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20081003 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20081008 DATE AS OF CHANGE: 20081008 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RAMCO GERSHENSON PROPERTIES TRUST CENTRAL INDEX KEY: 0000842183 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 136908486 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10093 FILM NUMBER: 081114853 BUSINESS ADDRESS: STREET 1: 31500 NORTHWESTERN HWY STREET 2: SUITE 300 CITY: FARMINGTON HILLS STATE: MI ZIP: 48334 BUSINESS PHONE: 2483509900 MAIL ADDRESS: STREET 1: 31500 NORTHWESTERN HWY STREET 2: SUITE 300 CITY: FARMINGTON HILLS STATE: MI ZIP: 48334 FORMER COMPANY: FORMER CONFORMED NAME: RPS REALTY TRUST DATE OF NAME CHANGE: 19920703 8-K 1 a5799213.htm RAMCO-GERSHENSON PROPERTIES TRUST 8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549


FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15 (d) of
the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported):  October 3, 2008


RAMCO-GERSHENSON PROPERTIES TRUST
(Exact name of registrant as specified in its Charter)


Maryland

1-10093

13-6908486

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)


31500 Northwestern Highway, Suite 300, Farmington Hills, Michigan

48334

(Address of principal executive offices)

(Zip Code)


Registrant's telephone number, including area code

(248) 350-9900


Not applicable
(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 1.01     Entry into a Material Definitive Agreement.

On October 3, 2008, Ramco-Gershenson Properties Trust (the “Company) extended its $150 million unsecured revolving credit facility with the Company’s bank group through December 2009. A copy of the October 3, 2008, letter requesting the extension of the unsecured revolving credit facility is filed herewith as Exhibit 10.1 and is hereby incorporated by reference.  A copy of the October 8, 2008, press release announcing that extension is filed herewith as Exhibit 99.1 and is hereby incorporated by reference.


Item 9.01     Financial Statements and Exhibits

(d)

Exhibits.

 
10.1 Letter to KeyBank National Association, as a Bank and as Agent,
requesting that the Unsecured Credit Facility be extended to
December 13, 2009.
 
99.1 Press release, dated October 8, 2008, entitled “Ramco-Gershenson
Announces The Extension Of Its $150 Million Unsecured
Revolving Credit Facility.”

2

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.

RAMCO-GERSHENSON PROPERTIES TRUST

 
 
Date: October 8, 2008

By:

/s/ Richard J. Smith

Richard J. Smith

Chief Financial Officer

3

EXHIBIT INDEX


Exhibit

Description
 
  10.1

Letter to KeyBank National Association, as a Bank and as Agent,

requesting that the Unsecured Credit Facility be extended to

December 13, 2009.

 
99.1

Press release, dated October 8, 2008, entitled “Ramco-Gershenson

Properties Trust Announces The Extension Of Its $150 Million Unsecured

Revolving Credit Facility.”

4

EX-10.1 2 a5799213_ex101.htm EXHIBIT 10.1

Exhibit 10.1






October 3, 2008


KeyBank National Association, as Agent
1200 Abernathy Road, N.E.
Suite 1550
Atlanta, Georgia  30328
Attention:  Mr. Daniel L. Silbert

Re: Ramco-Gershenson Properties, L.P.
Unsecured Master Loan Agreement dated December 13, 2005 as amended


Dear Dan,

Pursuant to the provisions of Section 4.15 of the Unsecured Master Loan Agreement dated as of December 13, 2005, as amended, restated, extended, supplemented or otherwise modified from time to time (the “Loan Agreement”), among RAMCO-GERSHENSON PROPERTIES, L.P., a Delaware limited partnership (“Borrower”), RAMCO-GERSHENSON PROPERTIES TRUST, a Maryland real estate investment trust (the “Trust”) and KeyBank National Association, as a Bank and as Agent, and the other Banks from time to time party thereto, Borrower hereby requests and certifies as follows:

  1.

Extension Request. Borrower hereby irrevocably requests that the Revolving Credit Maturity Date be extended to December 13, 2009.

 
2.

No Default. The undersigned chief financial or chief accounting officer of Borrower certifies that no Default or Event of Default has occurred and is continuing.

 
3.

Other Conditions. All other conditions to the extension to the Revolving Credit Maturity Date requested hereby set forth in Section 4.15 of the Loan Agreement have been satisified.

 
4.

Definitions. Terms defined in the Loan Agreement are used herein with the meanings so defined.







October 3, 2008
KeyBank National Association, as Agent
Revolving Credit Maturity Date Extension Request

In witness whereof, I have hereunto set my hand this 3rd day of October, 2008.

  BORROWER:
 
RAMCO-GERSHENSON PROPERTIES, L.P.,
A Delaware limited partnership, by its sole general partner
 

By:      Ramco-Gershenson Properties Trust, a

Maryland real estate investment trust
 
 
 

By:

/s/ Richard J. Smith

Name:

Richard J. Smith

Title:

Chief Financial Officer

EX-99.1 3 a5799213_ex991.htm EXHIBIT 99.1

Exhibit 99.1

Ramco-Gershenson Announces the Extension of Its $150 Million Unsecured Revolving Credit Facility

FARMINGTON HILLS, Mich.--(BUSINESS WIRE)--Ramco-Gershenson Properties Trust (NYSE:RPT) announced today that it has extended its $150 million unsecured revolving credit facility with the Company’s bank group led by KeyBank National Association through December of 2009. The Company, at its option, can further extend this facility through 2010, which is coterminous with the Company’s $100 million unsecured term loan credit facility. Pricing is unchanged at LIBOR plus 115 to 150 basis points depending on the Company’s overall leverage. Other participating banks in the transaction include JP Morgan Chase Bank, N.A, Bank of America, N.A., Deutsche Bank Trust Company Americas, PNC Bank National Association, Eurohypo AG, Comerica Bank, The Huntington National Bank and Fifth Third Bank.

“The extension of our revolving credit facility in an uncertain credit market is a win-win for our Company and its shareholders,” said Dennis Gershenson, President and Chief Executive Officer. “We are assured of the same terms as contained in the original agreement through at least December of 2009 and at our option through 2010, providing us with a key element of our capital structure for the next two years.”

About Ramco-Gershenson Properties Trust

Ramco-Gershenson Properties Trust, headquartered in Farmington Hills, Michigan, is a fully integrated, self-administered, publicly-traded real estate investment trust (REIT), which owns, develops, acquires, manages and leases community shopping centers, regional malls and single tenant retail properties, nationally. The Trust owns interests in 89 shopping centers totaling approximately 20.0 million square feet of gross leasable area in Michigan, Florida, Georgia, Ohio, Wisconsin, Tennessee, Indiana, New Jersey, Virginia, South Carolina, North Carolina, Maryland and Illinois. For additional information regarding Ramco-Gershenson Properties Trust visit the Trust’s website at www.rgpt.com.

This press release contains forward-looking statements with respect to the operation of certain of the Trust’s properties. Management of Ramco-Gershenson believes the expectations reflected in the forward-looking statements made in this press release are based on reasonable assumptions. Certain factors could occur that might cause actual results to vary. These include general economic conditions, the strength of key industries in the cities in which the Trust’s properties are located, the performance of the Trust’s tenants at the Trust’s properties and elsewhere and other factors discussed in the Trust’s reports filed with the Securities and Exchange Commission.

CONTACT:
Ramco-Gershenson Properties Trust
Media Contact
Dawn Hendershot, Director of Investor Relations and
Corporate Communications, 248-592-6202
or
Company Officers
Dennis Gershenson, President & Chief Executive Officer
Richard Smith, Chief Financial Officer
PHONE: 248-350-9900
FAX: 248-350-9925

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