-----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, TB15RdS8/kUaAHdQD+reJ8YN7/75FAFXnH1Q2ESDV/YdKfn3S//bxo7rwkSRh4dV m2HefmiywouuSCV5sznDOA== 0001116679-06-001487.txt : 20060602 0001116679-06-001487.hdr.sgml : 20060602 20060602171046 ACCESSION NUMBER: 0001116679-06-001487 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060601 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060602 DATE AS OF CHANGE: 20060602 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LEXINGTON CORPORATE PROPERTIES TRUST CENTRAL INDEX KEY: 0000910108 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 133717318 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12386 FILM NUMBER: 06884031 BUSINESS ADDRESS: STREET 1: 355 LEXINGTON AVE CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2126927260 MAIL ADDRESS: STREET 1: 355 LEXINGTON AVE STREET 2: 14TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: LEXINGTON CORPORATE PROPERTIES INC DATE OF NAME CHANGE: 19930816 8-K 1 lex8k-060206.htm

 

 

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)

  June 1, 2006

 

Lexington Corporate Properties Trust

(Exact Name of Registrant as Specified in Its Charter)

 

Maryland

(State or Other Jurisdiction of Incorporation)

 

1-12386

13-3717318

(Commission File Number)

(IRS Employer Identification No.)

 

One Penn Plaza, Suite 4015

 

New York, New York

10119-4015

(Address of Principal Executive Offices)

(Zip Code)

 

(212) 692-7200

(Registrant’s Telephone Number, Including Area Code)

 

 

(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))

 



 

 

Item 1.01.

Entry into a Material Definitive Agreement.

 

On June 1, 2006, Lexington Corporate Properties Trust (the “Trust”) entered into the First Amendment (the “First Amendment”) to Credit Agreement (the “Credit Facility”) among the Trust, Lepercq Corporate Income Fund L.P., Lepercq Corporate Income Fund II L.P., and Net 3 Acquisition L.P., collectively as borrowers, each of Lenders party thereto, and Wachovia Bank, National Association, as agent.

 

The First Amendment reduces the capitalization rate used to calculate the Capitalized Value and Value (as defined therein) under the Credit Facility to 8.5% from a rate of 8.75%. The First Amendment also modifies the definitions of Capitalized Value and Value, on which certain of the financial covenants are measured.

 

Finally, the First Amendment increases the letter of credit commitment amount to $40,000,000 from a commitment amount of $20,000,000.

 

The First Amendment is attached hereto as Exhibit 10.1 and is incorporated herein by reference. The Credit Facility was filed with the Securities and Exchange Commission as Exhibit 10.1 to the Trust’s Current Report on Form 8-K filed on June 30, 2005.

 

Item 9.01.

Financial Statements and Exhibits.

 

 

(a)

Not applicable

 

(b)

Not applicable

 

(c)

Exhibits

 

10.1

First Amendment to Credit Agreement, dated as of June 1, 2006, among Lexington Corporate Properties Trust, Lepercq Corporate Income Fund L.P., Lepercq Corporate Income Fund II L.P., and Net 3 Acquisition L.P., collectively as borrowers, each of Lenders party thereto, and Wachovia Bank, National Association, as agent.

 

 



 

 

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.

 

Lexington Corporate Properties Trust

 

 

Date: June 2, 2006

By:

/s/ Patrick Carroll                                

 

Patrick Carroll

 

 

Chief Financial Officer

 

 

 

 



 

 

Exhibit Index

 

10.1

First Amendment to Credit Agreement, dated as of June 1, 2006, among Lexington Corporate Properties Trust, Lepercq Corporate Income Fund L.P., Lepercq Corporate Income Fund II L.P., and Net 3 Acquisition L.P., collectively as borrowers, each of Lenders party thereto, and Wachovia Bank, National Association, as agent.

 

 

 

 

 

EX-10 2 ex10-1.htm EX. 10.1

Exhibit 10.1 

 

EXECUTION COPY

 

FIRST AMENDMENT TO CREDIT AGREEMENT

 

THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) dated as of June 1, 2006 by and among LEXINGTON CORPORATE PROPERTIES TRUST, a real estate investment trust formed under the laws of the State of Maryland, LEPERCQ CORPORATE INCOME FUND L.P., a limited partnership formed under the laws of the State of Delaware, LEPERCQ CORPORATE INCOME FUND II L.P., a limited partnership formed under the laws of the State of Delaware, NET 3 ACQUISITION L.P., a limited partnership formed under the laws of the State of Delaware (collectively, the “Borrowers” and each a “Borrower”), each of Lenders party hereto, and WACHOVIA BANK, NATIONAL ASSOCIATION, as Agent (the “Agent”).

 

WHEREAS, the Borrowers, the Lenders, the Agent and certain other parties have entered into that certain Credit Agreement dated as of June 27, 2005 (as in effect immediately prior to the date hereof, the “Credit Agreement”) and the parties hereto 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 in full the definitions of “Capitalization Rate”, “Capitalized Value”, “LC Commitment Amount” and “Value” contained Section 1.1 as follows:

 

Capitalization Rate” means 8.5%.

 

Capitalized Value” means the sum of all of the following of the Borrowers and the other Subsidiaries on a consolidated basis determined in accordance with GAAP applied on a consistent basis: (a) cash and cash equivalents, plus (b)(i) EBITDA for the period of two fiscal quarters most recently ended, times (ii) 2, divided by (iii) the Capitalization Rate, plus (c) the GAAP book value of Properties acquired during the most recent period of four consecutive fiscal quarters, plus (d) Construction-in-Process (excluding Construction-in-Process attributable to any Property which is substantially complete or for which construction commenced more than 18 months from the date of determination), plus (e) the GAAP book value of Unimproved Land, Mortgage Receivables and other promissory notes. Notwithstanding the foregoing, the Capitalized Value attributable to the Ohio Property shall be $40,000,000 so long as the Ohio Property is leased to Kmart Corp. on the terms

 

 



 

contained in that certain lease agreement entered into in October, 1982 and as in effect on the Agreement Date. The Trust’s pro rata share of assets held by Unconsolidated Affiliates (excluding assets of the type described in the immediately preceding clause (a)) will be included in Capitalized Value calculations consistent with the above described treatment for wholly owned assets. For purposes of determining Capitalized Value, EBITDA attributable to Mortgage Receivables, other promissory notes, the Ohio Property and any Property acquired or disposed of by a Borrower or any other Subsidiary during the immediately preceding period of four consecutive fiscal quarters shall be excluded. In addition, for purposes of this definition, with respect to a Property leased by a Borrower or any Subsidiary pursuant to a Ground Lease (i) EBITDA attributable to such Property shall be multiplied by the applicable Ground Lease Discount when including such EBITDA in the preceding clause (b) and (ii) if such Property was acquired during the two most recent fiscal quarters, then the GAAP book value of such Property shall be multiplied by the applicable Ground Lease Discount when including such book value in the preceding clause (c).

 

 

LC Commitment Amount” equals $40,000,000.

 

Value” means (a) with respect to a Stabilized Property, (i) the Net Operating Income of such Stabilized Property for the two consecutive fiscal quarters most recently ended, times (ii) 2 divided by (iii) the Capitalization Rate; provided, with respect to any Stabilized Property acquired during the most recent period of four consecutive fiscal quarters, the Value of such Stabilized Property shall be its book value determined in accordance with GAAP and (b) with respect to a Development Property, the value of such Property based on cost determined in accordance with GAAP.

 

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 Borrowers and Lenders constituting the Requisite Lenders;

 

(b)        An Acknowledgment substantially in the form of Exhibit A attached hereto, executed by each Guarantor; and

 

(c)         Such other documents, instruments and agreements as the Agent may reasonably request.

 

Section 3. Representations. The Borrowers represent and warrant to the Agent and the Lenders that:

 

 

2

 



 

(a)         Authorization. Each 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 respective 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 each Borrower and each of this Amendment and the Credit Agreement, as amended by this Amendment, is a legal, valid and binding obligation of each Borrower enforceable against such Borrower in accordance with its respective terms except as (i) the enforceability thereof may be limited by bankruptcy, insolvency or similar laws affecting creditors rights generally and (ii) the availability of equitable remedies may be limited by equitable principles of general applicability.

 

(b)        Compliance with Laws, etc. The execution and delivery of this Amendment by each Borrower and the performance by each 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 (including all Environmental Laws) relating to any Borrower or any other Loan Party; (ii) conflict with, result in a breach of or constitute a default under the organizational documents of any Borrower or any other Loan Party or any indenture, agreement or other instrument to which any 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 any 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 4. Reaffirmation of Representations by Borrowers. Each Borrower hereby repeats and reaffirms all representations and warranties made by such 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.

 

Section 5. 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 6. Expenses. The Borrowers shall reimburse the Agent and each Lender upon demand for all costs and expenses (including attorneys’ fees) incurred by the Agent or such Lender in connection with the preparation, negotiation and execution of this Amendment and the other agreements and documents executed and delivered in connection herewith.

 

Section 7. Benefits. This Amendment shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

 

 

3

 



 

Section 8. GOVERNING LAW. THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK APPLICABLE TO CONTRACTS EXECUTED, AND TO BE FULLY PERFORMED, IN SUCH STATE.

 

Section 9. 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 10. 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.

 

Section 11. 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]

 

4

 



 

IN WITNESS WHEREOF, the parties hereto have caused this First Amendment to Credit Agreement to be executed as of the date first above written.

 

LEXINGTON CORPORATE PROPERTIES TRUST

 

By: /s/ T. Wilson Eglin

 

Name: T. Wilson Eglin

Title: Chief Executive Officer, President and Chief
Operating Officer

 

LEPERCQ CORPORATE INCOME FUND L.P.

 

 

By:

Lex GP-1 Trust, its sole general partner

 

 

By: /s/ T. Wilson Eglin

 

Name: T. Wilson Eglin

Title: President

 

LEPERCQ CORPORATE INCOME FUND II L.P.

 

 

By:

Lex GP-1 Trust, its sole general partner

 

 

By: /s/ T. Wilson Eglin

 

Name: T. Wilson Eglin

Title: President

 

 

NET 3 ACQUISITION L.P.

 

 

By:

Lex GP-1 Trust, its sole general partner

 

 

By: /s/ T. Wilson Eglin

 

Name: T. Wilson Eglin

Title: President

 

[Signatures Continued on Next Page]

 

5

 



 

[Signature Page to First Amendment to Credit Agreement

for Lexington Corporate Properties Trust et al.]

 

WACHOVIA BANK, NATIONAL ASSOCIATION,
individually and as Agent

 

By: /s/ Rex E. Rudy

 

Name: Rex E. Rudy

 

 

Title: Managing Director

 

 

KEYBANK NATIONAL ASSOCIATION

 

By: /s/ James B. McLaughlin

 

Name: James B. McLaughlin

 

Title: Senior Vice President

 

 

 

SOVEREIGN BANK

 

By: /s/ T. Gregory Donohue

 

Name: T. Gregory Donohue

 

Title: Senior Vice President

 

 

PNC BANK, N.A.

 

By: /s/ Thomas Hyland

 

Name: Thomas Hyland

 

 

Title: Senior Vice President

 

 

[Signatures Continued on Next Page]

 

6

 



 

[Signature Page to First Amendment to Credit Agreement

for Lexington Corporate Properties Trust et al.]

 

BRANCH BANKING AND TRUST COMPANY

 

By: /s/ Gregory A. Drabik

 

Name: Gregory A. Drabik

 

 

Title: Assistant Vice President

 

 

PEOPLES BANK

 

By: /s/ Anne Kuchinsky

 

Name: Anne Kuchinsky

 

Title: Vice President

 

 

 

COMERICA BANK

 

By: /s/ Jessica L. Kempf

 

Name: Jessica L. Kempf

 

Title: Vice President

 

 

 

CITIZENS BANK OF RHODE ISLAND

 

By: /s/ Craig Schermerhorn

 

Name: Craig Schermerhorn

 

 

Title: Senior Vice President

 

 

7

 



 

 

EXHIBIT A

 

FORM OF GUARANTOR ACKNOWLEDGEMENT

 

THIS GUARANTOR ACKNOWLEDGEMENT dated as of June __, 2006 (this “Acknowledgment”) executed by each of the undersigned (the “Guarantors”) in favor of WACHOVIA BANK, NATIONAL ASSOCIATION, as Agent (the “Agent”) and each Lender under the Credit Agreement referred to below.

 

WHEREAS, Lexington Corporate Properties Trust, Lepercq Corporate Income Fund L.P., Lepercq Corporate Income Fund II L.P. and Net 3 Acquisition L.P. (collectively, the “Borrowers”), the Lenders, the Agent and certain other parties have entered into that certain Credit Agreement dated as of June 27, 2005 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”);

 

WHEREAS, each of the Guarantors is a party to that certain Guaranty dated as of June 27, 2005 (as amended, restated, supplemented or otherwise modified from time to time, the “Guaranty”) pursuant to which they guarantied, among other things, the Borrowers’ obligations under the Credit Agreement on the terms and conditions contained in the Guaranty;

 

WHEREAS, the Borrowers, the Agent and certain of the Lenders are to enter into a First Amendment to Credit Agreement dated as of the date hereof (the “Amendment”), to amend certain terms of the Credit Agreement on the terms and conditions contained therein; and

 

WHEREAS, it is a condition precedent to the effectiveness of the Amendment that the Guarantors execute and deliver this Acknowledgment.

 

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the parties hereto, the parties hereto agree as follows:

 

Section 1. Reaffirmation. Each Guarantor hereby reaffirms its continuing obligations to the Agent and the Lenders under the Guaranty and agrees that the transactions contemplated by the Amendment shall not in any way affect the validity and enforceability of the Guaranty, or reduce, impair or discharge the obligations of such Guarantor thereunder.

 

Section 2. Governing Law. THIS REAFFIRMATION SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK APPLICABLE TO CONTRACTS EXECUTED, AND TO BE FULLY PERFORMED, IN SUCH STATE.

 

Section 3. Counterparts. This Reaffirmation 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.

 

 

 

A-1

 



 

 

IN WITNESS WHEREOF, each Guarantor has duly executed and delivered this Guarantor Acknowledgement as of the date and year first written above.

 

 

Acquiport LSL GP LLC, a Delaware limited liability
company

 

By: Lexington Corporate Properties Trust, its managing
member, a Maryland statutory real estate investment
trust

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

Lex GP-1 Trust

 

By:___________________________

Name: T. Wilson Eglin

Title:   President

 

Lex LP-1 Trust

 

By:___________________________

Name: T. Wilson Eglin

Title:   President

 

Lexington BCBS L.L.C., a Delaware limited liability
company

 

By: Lexington Corporate Properties Trust, its managing
member, a Maryland statutory real estate investment
trust

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

Lexington Carrollton Manager LLC

 

By:___________________________

Name: T. Wilson Eglin

Title:   President

 

[Signatures Continued on Next Page]

 

 

A-2

 



 

[Signature Page to Guarantor Acknowledgement

to First Amendment to Credit Agreement]

 

 

Lexington Chelmsford Manager LLC

 

By:___________________________

Name: T. Wilson Eglin

Title:   President

 

Lexington Contributions Inc.

 

By:___________________________

Name: T. Wilson Eglin

Title:   President

 

Lexington Dover LLC

 

By:___________________________

Name: T. Wilson Eglin

Title:   President

 

Lexington Fort Street Trust

 

By: Lexington Fort Street Trustee LLC

 

By:___________________________

Name: T. Wilson Eglin

Title:   President

 

Lexington Foxboro I LLC

 

By:___________________________

Name: T. Wilson Eglin

Title:   President

 

 

 

 

[Signatures Continued on Next Page]

 

 

 

A-3

 



 

[Signature Page to Guarantor Acknowledgement

to First Amendment to Credit Agreement]

 

 

Lexington Foxboro II LLC

 

By:___________________________

Name: T. Wilson Eglin

Title:   President

 

Lexington High Point Manager LLC

 

By:___________________________

Name: T. Wilson Eglin

Title:   President

 

Lexington Los Angeles Manager LLC

 

By:___________________________

Name: T. Wilson Eglin

Title:   President

 

Lexington Millington Manager LLC

 

By:___________________________

Name: T. Wilson Eglin

Title:   President

 

Lexington Minneapolis LLC

 

By: Lepercq Corporate Income Fund L.P., its managing
member, a Delaware limited partnership

 

By: Lex GP-1 Trust, its sole general partner, a
Delaware statutory trust

 

By:___________________________

Name: T. Wilson Eglin

Title:   President

 

 

 

[Signatures Continued on Next Page]

 

 

 

A-4

 



 

[Signature Page to Guarantor Acknowledgement

to First Amendment to Credit Agreement]

 

Lexington Multi-State Holdings L.P., a Delaware
limited partnership

 

By: Lexington Multi-State Holdings Manager LLC, its
sole general partner, a Delaware limited liability
company

 

By:___________________________

Name: T. Wilson Eglin

Title:   President

 

Lexington OC LLC, a Delaware limited liability
company

 

By: Lepercq Corporate Income Fund II L.P., its
managing member, a Delaware limited partnership

 

By: Lex GP-1 Trust, its sole general partner, a
Delaware statutory trust

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

Lexington Olive Branch LLC, a Delaware limited
liability company

 

By: Lexington Olive Branch Manager LLC, its
managing member, a Delaware limited liability
company

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

Lexington Olive Branch Manager LLC

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

 

[Signatures Continued on Next Page]

 

 

 

A-5

 



 

[Signature Page to Guarantor Acknowledgement

to First Amendment to Credit Agreement]

 

Lexington Realty Advisors, Inc.

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

Lexington Southfield LLC

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

Lexington Tennessee Holdings L.P., a Delaware limited
partnership

 

By: Lex GP-1 Trust, its sole general partner, a
Delaware statutory trust

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

Lexington Texas Holdings L.P., a Delaware limited
partnership

 

By: Lexington Texas Holdings Manager LLC, its sole
general partner, a Delaware limited liability company

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

Lexington TIC Holdings OK L.P., a Delaware limited
partnership

 

By: Lexington TIC OK LLC, its sole general partner, a
Delaware limited liability company

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

[Signatures Continued on Next Page]

 

 

 

A-6

 



 

[Signature Page to Guarantor Acknowledgement

to First Amendment to Credit Agreement]

 

Lexington Toys II Trust

 

By: Lexington Toy Trustee LLC

 

By:___________________________

Name: T. Wilson Eglin

Title:   President

 

Lexington Wallingford Manager LLC

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

Lexington Waxahachie L.P., a Delaware limited
partnership

 

By: Lexington Waxahachie Manager LLC, its sole
general partner, a Delaware limited liability company

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

Lexington Waxahachie Manager LLC, its sole
general partner, a Delaware limited liability company

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

LXP GP, LLC

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

[Signatures Continued on Next Page]

 

 

 

A-7

 



 

[Signature Page to Guarantor Acknowledgement

to First Amendment to Credit Agreement]

 

LXP I Trust

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

LXP II, Inc.

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

LXP I, L.P., a Delaware limited partnership

 

By: LXP I Trust, its sole general partner, a Delaware
statutory trust

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

LXP II, L.P., a Delaware limited partnership

 

By: LXP II Inc., its sole general partner, a Delaware
corporation

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

LXP ISS Holdings L.P., a Delaware limited partnership

 

By: LXP ISS Holdings Manager LLC, its sole general
partner, a Delaware limited liability company

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

 

 

[Signatures Continued on Next Page]

 

 

 

A-8

 



 

[Signature Page to Guarantor Acknowledgement

to First Amendment to Credit Agreement]

 

LXP Memorial L.L.C., a Delaware limited liability
company

 

By: Lexington Corporate Properties Trust, its managing
member, a Maryland statutory real estate investment
trust

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

 

LXP Realty Income Fund L.P., a Delaware limited
partnership

 

By: LXP RIF Manager LLC, its sole general partner, a
Delaware limited liability company

 

By:____________________________

Name: T. Wilson Eglin

Title:   President

 

Phoenix Hotel Associates Limited Partnership

 

By: Lepercq Corporate Income Fund II L.P., its sole
general partner, a Delaware limited partnership

 

By: Lex GP-1 Trust, its sole general partner, a
Delaware statutory trust

 

By:___________________________

Name: T. Wilson Eglin

Title:  President

 

 

 

[Signatures Continued on Next Page]

 

 

 

 

 

A-9

 



 

[Signature Page to Guarantor Acknowledgement

to First Amendment to Credit Agreement]

 

Savannah Waterfront Hotel LLC, a Delaware limited
liability company

 

By: Lepercq Corporate Income Fund L.P., its managing
member, a Delaware limited partnership

 

By: Lex GP-1 Trust, its sole general partner, a
Delaware statutory trust

 

By:___________________________

Name: T. Wilson Eglin

Title:  President

 

 

Union Hills Associates, an Arizona general partnership

 

By: Union Hills Associates II, its managing general
partner, an Arizona general partnership

 

By: Lexington Corporate Properties Trust, its managing
general partner, a Maryland statutory real estate
investment trust

 

By:___________________________

Name: T. Wilson Eglin

Title:  President

 

Union Hills Associates II, its managing general partner,
an Arizona general partnership

 

By: Lexington Corporate Properties Trust, its managing
general partner, a Maryland statutory real estate
investment trust

 

By:___________________________

Name: T. Wilson Eglin

Title:  President

 

 

 

[Signatures Continued on Next Page]

 

 

 

A-10

 



 

[Signature Page to Guarantor Acknowledgement

to First Amendment to Credit Agreement]

 

Lexington Collierville L.P.

 

By: Lexington Colliverville Manager LLC

 

By:___________________________

Name: Patrick Carroll

Title: Executive Vice President

 

Lexington Collierville Manager LLC

 

By:___________________________

Name: Patrick Carroll

Title: Executive Vice President

 

Lexington Westport Manager LLC

 

By:___________________________

Name: Patrick Carroll

Title: Executive Vice President

 

Lexington Sugarland Manager LLC

 

By:___________________________

Name: Patrick Carroll

Title: Executive Vice President

 

Lexington Euro Holdings Ltd.

 

By:___________________________

Name: Patrick Carroll

Title: Executive Vice President

 

 

 

[Signatures Continued on Next Page]

 

 

 

A-11

 



 

[Signature Page to Guarantor Acknowledgement

to First Amendment to Credit Agreement]

 

LXP Advisory LLC

 

By:___________________________

Name: Patrick Carroll

Title: Executive Vice President

 

Westport View Corporate Center L.P.

 

By: Lexington Westport Manager LLC

 

By:___________________________

Name: Patrick Carroll

Title: Executive Vice President

 

 

 

 

A-12

 

 

 

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