-----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, MPvbrH/73UvG85eJLb4coImPCf5ig1iOG1snzEHJ0rR6wUwYx3iolqA9N+Rp2a85 0ZA6scEYH0uFcRwXbTpRfA== 0000950144-07-009843.txt : 20071102 0000950144-07-009843.hdr.sgml : 20071102 20071102172616 ACCESSION NUMBER: 0000950144-07-009843 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20071102 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071102 DATE AS OF CHANGE: 20071102 FILER: COMPANY DATA: COMPANY CONFORMED NAME: POST PROPERTIES INC CENTRAL INDEX KEY: 0000903127 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 581550675 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12080 FILM NUMBER: 071211711 BUSINESS ADDRESS: STREET 1: 4401 NORTHSIDE PARKWAY STREET 2: SUITE 800 CITY: ATLANTA STATE: GA ZIP: 30327 BUSINESS PHONE: 4048465000 MAIL ADDRESS: STREET 1: 4401 NORTHSIDE PARKWAY STREET 2: SUITE 800 CITY: ATLANTA STATE: GA ZIP: 30327 FILER: COMPANY DATA: COMPANY CONFORMED NAME: POST APARTMENT HOMES LP CENTRAL INDEX KEY: 0001012271 STANDARD INDUSTRIAL CLASSIFICATION: OPERATORS OF APARTMENT BUILDINGS [6513] IRS NUMBER: 582053632 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-28226 FILM NUMBER: 071211712 BUSINESS ADDRESS: STREET 1: 4401 NORTHSIDE PARKWAY STREET 2: SUITE 800 CITY: ATLANTA STATE: GA ZIP: 30327 BUSINESS PHONE: 404-846-5000 MAIL ADDRESS: STREET 1: 4401 NORTHSIDE PARKWAY STREET 2: SUITE 800 CITY: ATLANTA STATE: GA ZIP: 30327 8-K 1 g10332e8vk.htm POST PROPERTIES, INC./ POST APARTMENT HOMES, L.P. POST PROPERTIES, INC./ POST APARTMENT HOMES, L.P.
Table of Contents

 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): November 2, 2007
Post Properties, Inc.
Post Apartment Homes, L.P.
(Exact name of registrant as specified in its charter)
Georgia
Georgia
(State or other jurisdiction of incorporation)
1-12080
0-28226
(Commission File Number)
58-1550675
58-2053632
(IRS Employer Identification Number)
4401 Northside Parkway, Suite 800, Atlanta, Georgia 30327
(Address of principal executive offices)
Registrant’s telephone number, including area code (404) 846-5000
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 (see General Instruction A.2. below):
     o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


TABLE OF CONTENTS

Item 1.01. Entry into a Material Definitive Agreement.
Item 9.01. Financial Statements and Exhibits.
SIGNATURES
EXHIBIT INDEX
EX-10.1 FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
EX-99.1 PRESS RELEASE


Table of Contents

Item 1.01. Entry into a Material Definitive Agreement.
     On November 2, 2007, Post Apartment Homes, L.P. (the “Operating Partnership”) executed a First Amendment (“First Amendment”) to its Amended and Restated Credit Agreement (the “Credit Agreement”) by and among the Operating Partnership, Wachovia Bank, National Association, as Administrative Agent, J.P. Morgan Securities Inc. and Wachovia Capital Markets, LLC, as Joint Lead Arrangers and Joint Bookrunners, JPMorgan Chase Bank, N.A., as Syndication Agent, and Wells Fargo Bank, National Association, SunTrust Bank and Sumitomo Mitsui Banking Corporation, as Co-Documentation Agents, and the financial institutions that are parties thereto and their assignees.
     The First Amendment increases the commitments of certain existing lenders and adds commitments from five new lenders under the Operating Partnership’s unsecured revolving line of credit maturing in April 2010 (the “Revolver”) from $450 million to $600 million. The increased Revolver has been guaranteed by Post Properties, Inc., Post GP Holdings, Inc. and Post LP Holdings, Inc. The First Amendment also makes other amendments to the Credit Agreement, including lowering the capitalization rate used in the calculation of certain asset values used in the financial and other covenants in the Credit Agreement from 7.5% to 6.75%.
     The First Amendment is attached hereto as Exhibit 10.1.
     Post Properties, Inc. issued a press release on November 2, 2007 announcing the First Amendment. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein in its entirety.
Item 9.01. Financial Statements and Exhibits.
     
10.1
  First Amendment, dated November 2, 2007, to Amended and Restated Credit Agreement, dated April 28, 2006.
99.1
  Press Release

 


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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.
     Dated: November 2, 2007
         
  POST PROPERTIES, INC.
 
 
  By:   /s/ David P. Stockert    
    David P. Stockert    
    President and Chief Executive Officer   
 

 


Table of Contents

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.
     Dated: November 2, 2007
         
  POST APARTMENT HOMES, L.P.
 
 
       
  By:   POST GP HOLDINGS, INC.,
as General Partner  
 
         
     
  By:   /s/ David P. Stockert    
    David P. Stockert   
    President and Chief Executive Officer   

 


Table of Contents

         
EXHIBIT INDEX
     
Exhibit Number   Description
10.1
  First Amendment, dated November 2, 2007, to Amended and Restated Credit Agreement, dated April 28, 2006.
99.1
  Press Release

 

EX-10.1 2 g10332exv10w1.htm EX-10.1 FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT EX-10.1 FIRST AMENDMENT TO AMENDED CREDIT AGRMT
 

EXHIBIT 10.1
FIRST AMENDMENT TO AMENDED AND
RESTATED CREDIT AGREEMENT
     THIS FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) dated as of November 2, 2007 by and among POST APARTMENT HOMES, L.P. (the “Borrower”), each of the Lenders party hereto, and WACHOVIA BANK, NATIONAL ASSOCIATION, as Agent (the “Agent”).
     WHEREAS, the Borrower, the Lenders, the Agent and certain other parties have entered into that certain Amended and Restated Credit Agreement dated as of April 28, 2006 (as in effect immediately prior to the date hereof, the “Credit Agreement”) and the Borrower, the Lenders and the Agent desire to amend certain provisions of the Credit Agreement on the terms and conditions contained herein.
     NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the parties hereto, the parties hereto hereby agree as follows:
     Section 1. Specific Amendments to Credit Agreement. The parties hereto agree that the Credit Agreement is amended as follows:
     (a)      The Credit Agreement is amended by restating the definitions of “Capitalization Rate”, “Condominium Property Value”, “Development Properties” and “Investments” contained in Section 1.1. thereof in their entirety as follows:
     “Capitalization Rate” means 6.75%.
     “Condominium Property Value” means (a) for a Multifamily Property converted into residential condominium units, the sum of the following: (i) the Net Operating Income for such Property for the four quarter period ending immediately prior to such conversion divided by the Capitalization Rate, plus (ii) 80% of cost of capital improvements made to such Property in connection with such conversion not to exceed 25% of the amount determined in accordance with the preceding clause (i), minus (iii) with respect to each individual condominium unit sale, 85% of the net sale proceeds (defined as the actual sales price less commissions, fees and any other related expenses not to exceed 5% of the actual sales price) from such sale; provided, however, no value will be attributed to such a Property 24 months after its conversion, and (b) for a Property being developed with multiple residential condominiums on a “ground up” basis, (i) the sum of all cash expenditures for land and improvements (including indirect costs internally allocated and development costs) of such Property minus (ii) with respect to each individual condominium unit sale, 85% of the net sale proceeds (defined as the actual sales price less commissions, fees and any other related expenses not to exceed 5% of the actual sales price) from such sale; provided, however, no value will be attributed to such a Property 36 months after actual construction on, or other physical development of, such Property has commenced (other than pre-development site work related to remediation and other limited construction or development in advance of actual project construction). In addition, no value shall be attributable to a Condominium Property at any time

 


 

following the earlier of (x) all condominium units of such Property having been sold or otherwise conveyed and (y) the management of such Property having been turned over to such Property’s homeowner’s association.
     “Development Properties” means at any time on a consolidated basis for a Person and its Subsidiaries, the sum of (A) 100% of the aggregate amount of cash expenditures made to acquire each unimproved Property then held for development plus (B) the sum of the following items as to which (x) actual construction or other physical development or redevelopment activities have commenced, and (y) no Certificate of Occupancy shall have been issued or received: (i) 100% of the aggregate amount of cash expenditures made to develop any such unimproved Property, plus (ii) without duplication, where any such Property is being developed or redeveloped in phases, as to any phase which is still being developed or redeveloped and for which a Certificate of Occupancy has not been received, the cash expenditures made for development or redevelopment of such phase (including indirect costs internally allocated in accordance with GAAP).
     “Investment” means, with respect to any Person, any acquisition or investment (whether or not of a controlling interest) by such Person, by means of any of the following: (a) the purchase or other acquisition of any Equity Interest in another Person, (b) a loan, advance or extension of credit to, capital contribution to, Guaranty of Indebtedness of, or purchase or other acquisition of any Indebtedness of, another Person, including any partnership or joint venture interest in such other Person, or (c) the purchase or other acquisition (in one transaction or a series of transactions) of assets of another Person that constitute the business or a division or operating unit of another Person. Any binding commitment or option to make an Investment in any other Person shall constitute an Investment. Except as expressly provided otherwise, for purposes of determining compliance with any covenant contained in a Loan Document, the amount of any Investment shall be the amount actually invested, without adjustment for subsequent increases or decreases in the value of such Investment.
     (b) The Credit Agreement is amended by deleting the clause “30% of Gross Asset Value” in the introductory paragraph of Section 9.4(a) and replacing it with the clause “35% of Gross Asset Value”.
     Section 2. Conditions Precedent. The effectiveness of this Amendment is subject to receipt by the Agent of each of the following, each in form and substance satisfactory to the Agent:
     (a)      a counterpart of this Amendment duly executed by the Borrower and the Requisite Lenders;
     (b)      a Reaffirmation of Obligations duly executed by each Guarantor, in the form of Exhibit A attached hereto;
     (c)      copies of all corporate (or comparable) actions, certified by the Secretary or

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Assistant Secretary of each Loan Party (or other individual performing similar functions) authorizing the Amendment and the Borrower’s exercise of Section 2.16 of the Credit Agreement and resulting increase in the aggregate amount of the Commitments; and
     (d)      payment of the expenses set forth in Section 7 hereof and all fees due and payable on or prior to the date hereof under that certain Fee Letter dated as of September 26, 2007.
     Section 3. Increase of Commitments; Joinder and Representations of New Lenders. In connection with the Borrower’s exercise of its right to increase the aggregate amount of the Commitments pursuant to Section 2.16. of the Credit Agreement, the parties hereto agree that:
     (a)      Upon the effectiveness of this Amendment, each Lender and such Lender’s respective Commitment is as set forth on Exhibit B attached hereto.
     (b)      Each Lender that was not party to the Credit Agreement immediately prior to giving effect to this Amendment (a “New Lender”) (i) represents and warrants that it is (A) legally authorized to enter into this Amendment and to become a Lender under the Credit Agreement and (B) an “accredited investor” (as such term is used in Regulation D of the Securities Act); (ii) confirms that it has received a copy of the Credit Agreement, together with copies of the most recent financial statements delivered by the Borrower pursuant thereto and such other documents and information (including without limitation the Loan Documents) as such New Lender has deemed appropriate to make its own credit analysis and decision to become a Lender; (iii) appoints and authorizes the Agent to take such action as contractual representative on such New Lender’s behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Agent by the terms thereof, together with such powers as are reasonably incidental thereto; (iv) acknowledges and agrees that it will become a party to and shall be bound by the Credit Agreement and the other Loan Documents to which the other Lenders are a party as of the date hereof and will perform in accordance therewith all of the obligations which are required to be performed by it as if such New Lender were an original Lender under and signatory to the Credit Agreement and (v) agrees to make the payments required to be made by such Lender under Section 2.16. of the Credit Agreement.
     Section 4. Representations. The Borrower represents and warrants to the Agent and the Lenders that:
     (a)      Authorization. The Borrower has the right and power, and has taken all necessary action to authorize it, to execute and deliver this Amendment and to perform its obligations hereunder and under the Credit Agreement, as amended by this Amendment, in accordance with their respective terms. This Amendment has been duly executed and delivered by a duly authorized officer of the sole general partner of the Borrower and each of this Amendment and the Credit Agreement, as amended by this Amendment, is a legal, valid and binding obligation of the Borrower enforceable against the Borrower in accordance with its respective terms except as the same may be limited by bankruptcy, insolvency, and other similar laws affecting the rights of creditors generally and the availability of equitable remedies for the enforcement of certain obligations (other than the payment of principal) contained herein or therein and as may be limited by equitable principles generally.

-3-


 

     (b)      Compliance with Laws, etc. The execution and delivery by the Borrower of this Amendment and the performance by the Borrower of this Amendment and the Credit Agreement, as amended by this Amendment, in accordance with their respective terms, do not and will not, by the passage of time, the giving of notice or otherwise: (i) require any Government Approvals or violate any Applicable Laws relating to the Borrower or any other Loan Party; (ii) conflict with, result in a breach of or constitute a default under the organizational documents of the Borrower or any other Loan Party, or any indenture, agreement or other instrument to which the Borrower or any other Loan Party is a party or by which it or any of its respective properties may be bound; or (iii) result in or require the creation or imposition of any Lien upon or with respect to any property now owned or hereafter acquired by the Borrower or any other Loan Party.
     (c)      No Default. No Default or Event of Default has occurred and is continuing as of the date hereof nor will exist immediately after giving effect to this Amendment.
     Section 5. Reaffirmation of Representations by Borrower. The Borrower hereby repeats and reaffirms all representations and warranties made by the Borrower to the Agent and the Lenders in the Credit Agreement and the other Loan Documents to which it is a party on and as of the date hereof with the same force and effect as if such representations and warranties were set forth in this Amendment in full, except for (i) representations and warranties that expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date) and (ii) changes in factual circumstances not prohibited under the Credit Documents.
     Section 6. Certain References. Each reference to the Credit Agreement in any of the Loan Documents shall be deemed to be a reference to the Credit Agreement as amended by this Amendment.
     Section 7. Expenses. The Borrower shall reimburse the Agent upon demand for all reasonable costs and expenses (including reasonable attorneys’ fees) incurred by the Agent in connection with the preparation, negotiation and execution of this Amendment and the other agreements and documents executed and delivered in connection herewith.
     Section 8. Benefits. This Amendment shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.
     Section 9. GOVERNING LAW. THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF GEORGIA APPLICABLE TO CONTRACTS EXECUTED, AND TO BE FULLY PERFORMED, IN SUCH STATE.
     Section 10. Effect. Except as expressly herein amended, the terms and conditions of the Credit Agreement and the other Loan Documents remain in full force and effect. The amendments contained herein shall be deemed to have prospective application only, unless otherwise specifically stated herein.
     Section 11. Counterparts. This Amendment may be executed in any number of counterparts, each of which shall be deemed to be an original and shall be binding upon all parties, their successors and assigns.

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     Section 12. Definitions. All capitalized terms not otherwise defined herein are used herein with the respective definitions given them in the Credit Agreement.
[Signatures on Next Page]

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     IN WITNESS WHEREOF, the parties hereto have caused this First Amendment to Amended and Restated Credit Agreement to be executed as of the date first above written.
                 
    POST APARTMENT HOMES, L.P.    
 
               
    By:   Post GP Holdings, Inc., its sole general partner    
 
               
 
  By:       /s/ Christopher J. Papa     
             
 
      Name:   Christopher J. Papa     
 
               
 
      Title:   Executive Vice President and Chief Financial Officer    
 
               
[Signatures Continued on Next Page]

 


 

[Signature Page to First Amendment to Amended and Restated
Credit Agreement with Post Apartment Homes, L.P.]
                 
    WACHOVIA BANK, NATIONAL ASSOCIATION, as a Lender and Agent    
 
               
 
  By:       /s/ Amit Khimji     
             
 
      Name:   Amit Khimji     
 
               
 
      Title:   Vice President     
 
               
[Signatures Continued on Next Page]

 


 

[Signature Page to First Amendment to Amended and Restated
Credit Agreement with Post Apartment Homes, L.P.]
                 
    JPMORGAN CHASE BANK, N.A.    
 
               
 
  By:       /s/ Vanessa Chiu     
             
 
      Name:   Vanessa Chiu     
 
               
 
      Title:   Vice President     
 
               
[Signatures Continued on Next Page]

 


 

[Signature Page to First Amendment to Amended and Restated
Credit Agreement with Post Apartment Homes, L.P.]
                 
    SUMITOMO MITSUI BANKING CORPORATION    
 
               
 
  By:       /s/ William M. Ginn     
             
 
      Name:   William M. Ginn     
 
               
 
      Title:   Executive Officer and General Manager     
 
               
[Signatures Continued on Next Page]

 


 

[Signature Page to First Amendment to Amended and Restated
Credit Agreement with Post Apartment Homes, L.P.]
                 
    SUNTRUST BANK    
 
               
 
  By:       /s/ W. John Wendler     
             
 
      Name:   W. John Wendler     
 
               
 
      Title:   Senior Vice President     
 
               
[Signatures Continued on Next Page]

 


 

[Signature Page to First Amendment to Amended and Restated
Credit Agreement with Post Apartment Homes, L.P.]
                 
    WELLS FARGO BANK, NATIONAL ASSOCIATION    
 
               
 
  By:            
             
 
      Name:        
 
               
 
      Title:        
 
               
[Signatures Continued on Next Page]

 


 

[Signature Page to First Amendment to Amended and Restated
Credit Agreement with Post Apartment Homes, L.P.]
                 
    PNC BANK, NATIONAL ASSOCIATION    
 
               
 
  By:       /s/ Andrew T. White     
             
 
      Name:   Andrew T. White     
 
               
 
      Title:   Vice President     
 
               
[Signatures Continued on Next Page]

 


 

[Signature Page to First Amendment to Amended and Restated
Credit Agreement with Post Apartment Homes, L.P.]
                 
    REGIONS BANK    
 
               
 
  By:       /s/ Kerri Raines     
             
 
      Name:   Kerri Raines     
 
               
 
      Title:   Vice President     
 
               
[Signatures Continued on Next Page]

 


 

[Signature Page to First Amendment to Amended and Restated
Credit Agreement with Post Apartment Homes, L.P.]
                 
    US BANK, NATIONAL ASSOCIATION    
 
               
 
  By:       /s/ J. R. Miller     
             
 
      Name:   J. R. Miller     
 
               
 
      Title:   Vice President     
 
               
[Signatures Continued on Next Page]

 


 

[Signature Page to First Amendment to Amended and Restated
Credit Agreement with Post Apartment Homes, L.P.]
                 
    DEUTSCHE BANK TRUST COMPANY AMERICAS
(“DBTCA”)
   
 
               
 
  By:       /s/ James Rolison     
             
 
      Name:   James Rolison     
 
               
 
      Title:   Director     
 
               
 
               
 
  By:       /s/ Linda Wang     
             
 
      Name:   Linda Wang     
 
               
 
      Title:   Director     
 
               
[Signatures Continued on Next Page]

 


 

[Signature Page to First Amendment to Amended and Restated
Credit Agreement with Post Apartment Homes, L.P.]
                 
    THE BANK OF TOKYO-MITSUBISHI UFJ, LTD.    
 
               
 
  By:       /s/ Yoichi Orikasa     
             
 
      Name:   Yoichi Orikasa    
 
      Title:   Vice President & Manager    
[Signatures Continued on Next Page]

 


 

[Signature Page to First Amendment to Amended and Restated
Credit Agreement with Post Apartment Homes, L.P.]
                 
    MIDFIRST BANK, a federally chartered savings
association
   
 
               
 
  By:       /s/ Darrin Rigler     
             
 
      Name:   Darrin Rigler     
 
               
 
      Title:   Vice President     
 
               
[Signatures Continued on Next Page]

 


 

[Signature Page to First Amendment to Amended and Restated
Credit Agreement with Post Apartment Homes, L.P.]
                 
    THE GOVERNOR AND COMPANY OF THE BANK OF IRELAND    
 
               
 
  By:       /s/ Carla Ryan     
             
 
      Name:   Carla Ryan     
 
               
 
      Title:   Authorised Signatory     
 
               
 
               
 
  By:       /s/ Jennifer Lyons     
             
 
      Name:   Jennifer Lyons     
 
               
 
      Title:   Authorised Signatory     
 
               
[Signatures Continued on Next Page]

 


 

[Signature Page to First Amendment to Amended and Restated
Credit Agreement with Post Apartment Homes, L.P.]
                 
    COMERICA BANK    
 
               
 
  By:       /s/ James Graycheck     
             
 
      Name:   James Graycheck     
 
               
 
      Title:   Vice President     
 
               
[Signatures Continued on Next Page]

 


 

[Signature Page to First Amendment to Amended and Restated
Credit Agreement with Post Apartment Homes, L.P.]
                 
    THE NORTHERN TRUST COMPANY    
 
               
 
  By:       /s/ Carol B. Conklin     
             
 
      Name:   Carol B. Conklin     
 
               
 
      Title:   Vice President     
 
               
[Signatures Continued on Next Page]

 


 

[Signature Page to First Amendment to Amended and Restated
Credit Agreement with Post Apartment Homes, L.P.]
                 
    FIRST COMMERCIAL BANK, NEW YORK AGENCY    
 
               
 
  By:            
             
 
      Name:        
 
               
 
      Title:        
 
               
[Signatures Continued on Next Page]

 


 

[Signature Page to First Amendment to Amended and Restated
Credit Agreement with Post Apartment Homes, L.P.]
                 
    CHANG HWA COMMERCIAL BANK, LTD.,
New York Branch
   
 
               
 
  By:       /s/ Jim C. Y. Chen     
             
 
      Name:   Jim C. Y. Chen     
 
               
 
      Title:   Vice President & General Manager     
 
               
[Signatures Continued on Next Page]

 


 

[Signature Page to First Amendment to Amended and Restated
Credit Agreement with Post Apartment Homes, L.P.]
                 
    PEOPLE’S UNITED BANK    
 
               
 
  By:       /s/ Maurice Fry     
             
 
      Name:   Maurice Fry     
 
               
 
      Title:   Vice President     
 
               

 


 

EXHIBIT A
REAFFIRMATION OF OBLIGATIONS
     Each of the undersigned (each a “Guarantor” and collectively the “Guarantors”) hereby (a) reaffirms its continuing obligations owing under the Guaranty dated as of April 26, 2006, executed and delivered by the Guarantors (the “Guaranty”) and (b) agrees that the First Amendment to Amended and Restated Credit Agreement dated the date hereof (the “Amendment”) amending the Amended and Restated Credit Agreement dated as of April 26, 2006 by and between Post Apartment Homes, L.P., the Lenders party thereto (the “Lenders”), Wachovia Bank, National Association, as Agent (the “Agent”) and the other parties thereto (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), and the transactions contemplated by the Amendment, including, without limitation the Borrower’s exercise of its rights under Section 2.16 of the Credit Agreement to increase the aggregate amount of the Commitments, do not in any way affect the validity or enforceability of the Guaranty, or reduce, impair or discharge the obligations of such Guarantor thereunder.
     Each of the Guarantors represents and warrants to the Agent and the Lenders that the execution, delivery, and performance of this Reaffirmation of Obligations has been authorized by all requisite action on the part of such Guarantor and will not violate such Guarantor’s organizational or governing document.
     Each of the Guarantors further agrees that references to the Credit Agreement contained in any Loan Document (as defined in the Credit Agreement) shall be deemed to be references to the Credit Agreement, as amended by the Amendment.
     This Reaffirmation of Obligations shall be construed in accordance with and be governed by the law (without giving effect to the conflict of law principles thereof) of the State of Georgia.
[Signatures Continued on Next Page]

 


 

     IN WITNESS WHEREOF, each of the undersigned have duly executed and delivered this Reaffirmation of Obligations as of November 2, 2007.
                 
    POST PROPERTIES, INC.    
 
               
 
  By:       /s/ Christopher J. Papa     
             
 
      Name:   Christopher J. Papa     
 
               
 
      Title:   Executive Vice President and Chief Financial Officer     
 
               
                 
    POST GP HOLDINGS, INC.    
 
               
 
  By:       /s/ Christopher J. Papa     
             
 
      Name:   Christopher J. Papa     
 
               
 
      Title:   Executive Vice President and Chief Financial Officer     
 
               
                 
    POST LP HOLDINGS, INC.    
 
               
 
  By:       /s/ Christopher J. Papa     
             
 
      Name:   Christopher J. Papa     
 
               
 
      Title:   Executive Vice President and Chief Financial Officer     
 
               

 


 

EXHIBIT B
Lender Commitments
         
Lender   Commitment  
Wachovia Bank, National Association
  $ 65,000,000  
JPMorgan Chase Bank, N.A.
    65,000,000  
Sumitomo Mitsui Banking Corporation
    55,000,000  
SunTrust Bank
    50,000,000  
Wells Fargo Bank, National Association
    50,000,000  
PNC Bank, National Association
    50,000,000  
Regions Bank
    55,000,000  
US Bank, National Association
    40,000,000  
Deutsche Bank Trust Company Americas
    25,000,000  
The Bank of Tokyo-Mitsubishi UFJ, Ltd.
    25,000,000  
MidFirst Bank, a federally chartered savings association
    25,000,000  
The Governor and Company of the Bank of Ireland
    20,000,000  
Comerica Bank
    20,000,000  
The Northern Trust Company
    15,000,000  
First Commercial Bank, New York Agency
    15,000,000  
Chang Hwa Commercial Bank, Ltd., New York Branch
    10,000,000  
People’s United Bank
    15,000,000  
Total:
  $ 600,000,000  

 

EX-99.1 3 g10332exv99w1.htm EX-99.1 PRESS RELEASE EX-99.1 PRESS RELEASE
 

EXHIBIT 99.1
         
Contact:  
  Janie Maddox
Post Properties, Inc.
(404) 846-5056
  (POST PROPERTIES LOGO)
Post Properties Expands Its Credit Facility to $600 Million
ATLANTA, November 2, 2007 — Post Properties, Inc. (NYSE: PPS) today announced that it has expanded by $150 million its unsecured revolving line of credit facility, bringing the total commitment to $600 million. The expanded credit facility will provide additional liquidity to the Company to be used for general corporate purposes and to fund Post’s growing development pipeline. As of November 2, 2007, the Company had $260 million of borrowings outstanding under this facility.
The pricing and maturity of its existing credit facility remained unchanged and currently bears an interest rate of 57.5 basis points over the London Interbank Offered Rate (LIBOR), requires the payment of an annual facility fee currently equal to 15 basis points based on the aggregate loan commitments and matures in April 2010. The facility provides for the interest rate and facility fee to be adjusted up or down based on changes in the credit ratings of the Company’s senior unsecured debt. The $600 million senior unsecured credit facility also includes an uncommitted competitive bid option generally for up to 50% of the facility, as long as the Company maintains its investment grade credit rating. The facility also contains customary representations, covenants and events of default, certain of which were modified in conjunction with the expansion of the facility.
Wachovia Capital Markets, LLC and J.P. Morgan Securities Inc. were the lead arrangers for the $600 million senior unsecured credit facility, and the facility was provided by a syndicate of 17 banks, five of which were new lenders under the expanded facility. Wachovia Bank, National Association, serves as administrative agent for the senior unsecured credit facility.
About Post Properties
Post Properties, founded more than 35 years ago, is one of the largest developers and operators of upscale multifamily communities in the United States. The Company’s mission is delivering superior satisfaction and value to its residents, associates, and investors, with a vision of being the first choice in quality multifamily living. Operating as a real estate investment trust (“REIT”), the Company focuses on developing and managing Post® branded resort-style garden and high density urban apartments. In addition, the Company develops high-quality condominiums and converts existing apartments to for-sale multifamily communities. Post Properties is headquartered in Atlanta, Georgia, and has operations in ten markets across the country.
Post Properties owns 22,478 apartment homes in 63 communities, including 1,351 apartment units in four communities held in unconsolidated entities and 1,746 apartment units in five communities (and the expansion of one community) currently under construction and/or in lease-up. The Company is also developing 367 for-sale condominium homes in three communities (including 137 units in one community held in an unconsolidated entity) and is converting apartment units in two communities initially consisting of 349 units into for-sale condominium homes through a taxable REIT subsidiary.

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