-----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, NNbbE4VBzJWUKKQs77v9S15ZU1ffc+zapE3WrbFgkRSNeNyuq1X89soMOeD5tmu+ tBCzFaHnHjp59JQSHr/ysA== 0001444838-10-000043.txt : 20100702 0001444838-10-000043.hdr.sgml : 20100702 20100701174045 ACCESSION NUMBER: 0001444838-10-000043 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100701 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20100702 DATE AS OF CHANGE: 20100701 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LEXINGTON REALTY 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: 10931896 BUSINESS ADDRESS: STREET 1: ONE PENN PLAZA STREET 2: SUITE 4015 CITY: NEW YORK STATE: NY ZIP: 10119 BUSINESS PHONE: (212) 692-7200 MAIL ADDRESS: STREET 1: ONE PENN PLAZA STREET 2: SUITE 4015 CITY: NEW YORK STATE: NY ZIP: 10119 FORMER COMPANY: FORMER CONFORMED NAME: LEXINGTON CORPORATE PROPERTIES TRUST DATE OF NAME CHANGE: 19980625 FORMER COMPANY: FORMER CONFORMED NAME: LEXINGTON CORPORATE PROPERTIES INC DATE OF NAME CHANGE: 19930816 8-K 1 form8k630.htm form8k630.htm
 

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 29, 2010

LEXINGTON REALTY TRUST
(Exact Name of Registrant as Specified in Its Charter)
     
Maryland
1-12386
13-3717318
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)
(IRS Employer
Identification
Number)
 
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 obligations 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 June 29, 2010, Lexington Realty Trust, or the Trust, Lepercq Corporate Income Fund L.P., Lepercq Corporate Income Fund II L.P., and Net 3 Acquisition L.P., jointly and severally as borrowers, KeyBank National Association, as agent, and each of the financial institutions a signatory thereto together entered into the First Amendment to Credit Agreement relating to the original Credit Agreement, dated February 13, 2010.

Under the original Credit Agreement, the Trust, with the consent of the lenders, had the ability to increase the size of (1) the term loan portion by $135.0 million and (2) the revolving loan portion by $115.0 million (or $250.0 million in the aggregate, for a total facility size of $500.0 million) by adding properties to the borrowing base.

The First Amendment provides (1) for the addition of a commitment from TD Bank, N.A. in the amount of $25.0 million for the revolving loan portion and (2) that the term loan portion of the Credit Agreement may not be increased, but the revolving loan portion may be increased to $335.0 million by adding properties to the borrowing base.  The current capacity of the revolving loan is $175.0 million.  No additional borrowings were made by the Trust in connection with the First Amendment and, as of June 30, 2010, $80.0 million was outstanding under the term loan portion and no borrowings were outstanding under the revolving loan portion.

The foregoing description of the First Amendment is qualified in its entirety by reference to the copy attached as Exhibit 10.1 to this Current Report on Form 8-K.
 

Item 9.01.                      Financial Statements and Exhibits.

(d)         Exhibits

 
10.1
First Amendment to Credit Agreement, dated June 29, 2010

 
 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Lexington Realty Trust


Date: July 1, 2010                                                                By:     /s/ Patrick Carroll
Patrick Carroll
Chief Financial Officer


 
 

 

Exhibit Index

 
 
10.1    First Amendment to Credit Agreement, dated June 29, 2010


 
 

EX-10.1 2 exhibit.htm exhibit.htm
FIRST AMENDMENT TO CREDIT AGREEMENT
 
This First Amendment to Credit Agreement is made as of this 29th June, 2010, by and among LEXINGTON REALTY TRUST, a real estate investment trust formed under the laws of the State of Maryland (the “Trust”), LEPERCQ CORPORATE INCOME FUND L.P., a limited partnership formed under the laws of the State of Delaware (“LCIF”), LEPERCQ CORPORATE INCOME FUND II L.P., a limited partnership formed under the laws of the State of Delaware (“LCIFII”) and NET 3 ACQUISITION L.P., a limited partnership formed under the laws of the State of Delaware (“Net 3”; collectively with the Trust, LCIF and LCIFII, the “Borrowers” and each a “Borrower”), KEYBANK NATIONAL ASSOCIATION, as Agent (the “Agent”), and each of the various Lenders party to the Credit Agreement set forth below:
 
W I T N E S S E T H:
 
WHEREAS, reference is hereby made to that certain Credit Agreement dated as of February 13, 2009 (the “Credit Agreement”; unless otherwise defined herein, capitalized terms shall have the meanings provided in the Credit Agreement) entered into by and between the Trust, LCIF, LCIFII and Net 3, as Borrowers, KeyBank National Association, as Agent, and the various Lenders; and
 
WHEREAS, the Borrowers, the Agent and the Lenders have agreed to amend and modify the Credit Agreement as set forth herein.
 
NOW, THEREFORE, it is agreed by and among the Borrowers, the Agent and the Lenders as follows:
 
1. Section 2.15(a) of the Credit Agreement is hereby deleted in its entirety and shall be replaced by the following:
 
“(a)           RESERVED.”
 
2. Section 2.15(b) of the Credit Agreement is hereby deleted in its entirety and shall be replaced by the following:
 
“(b)           With the prior consent of the Agent, the Borrowers shall have the right at any time and from time to time during the term of this Agreement to request increases in the amount of the Revolving Facility (provided that after giving effect to any increases in the Revolving Facility pursuant to this Section, the aggregate amount of the Revolving Facility Commitments may not exceed $335,000,000.00) by providing written notice to the Agent, which notice shall be irrevocable once given.  Each such increase in the Revolving Facility must be in an aggregate minimum amount of $10,000,000.00 and must not exceed an aggregate maximum amount of $250,000,000.00.”
 
3. Effective as of the date hereof, the Revolving Facility Amount is hereby increased to One Hundred Seventy Five Million Dollars ($175,000,000.00).
 
 

 
4. By its execution below, TD Bank, N.A. hereby (a) issues its Revolving Loan Commitment to the Borrower in the amount of $25,000,000.00, (b) agrees to become a Revolving Lender under the Credit Agreement, and (c) acknowledges that it shall have all of the rights and remedies and be subject to all of the obligations of a Revolving Lender under the Credit Agreement.
 
5. The Borrowers represent and warrant to the Lenders that after giving effect to this Amendment (a) the representations and warranties of the Borrower and each other Loan Party contained in the Loan Agreement or any other Loan Document are true and correct in all material respects on and as of the date hereof, except to the extent that such representations and warranties (i) relate solely to an earlier date (in which case such representation and warranties shall have been true and correct in all material respects on and as of such earlier date) and (ii) have been modified to reflect events occurring after the date of the Loan Agreement, as same have been disclosed publicly or  in writing to the Agent on or before the date hereof or are permitted or not prohibited under the Loan Documents, and (b) no event has occurred and is continuing which constitutes a Default or an Event of Default.
 
6. Each Borrower represents and warrants as follows:
 
(a)  
It has taken all necessary action to authorize the execution, delivery and performance of this Amendment.
 
(b)  
This Amendment has been duly executed and delivered by each Borrower and constitutes the Borrower’s legal, valid and binding obligations, enforceable in accordance with its terms.
 
(c)  
No consent, approval, authorization or order of, or filing, registration or qualification with, any court or governmental authority or third party is required in connection with the execution, delivery or performance by each Borrower of this Amendment
 
7. Except as expressly amended hereby, the remaining terms and conditions of the Credit Agreement shall continue in full force and effect.  All future references to the “Credit Agreement” shall be deemed to be references to the Credit Agreement as amended by this Amendment.  It is intended that this Amendment, which may be executed in multiple counterparts, shall be governed by and construed in accordance with the laws of the State of New York.
 
8. This Amendment shall be binding upon and inure to the benefit of the successors and assigns of the parties hereto.
 
9. For the purpose of facilitating the execution of this Amendment as herein provided and for other purposes, this Amendment may be executed simultaneously in any number of counterparts, each of which counterparts shall be deemed to be an original, and such counterparts shall constitute and be one and the same instrument.  Facsimile signatures shall have the same legal effect as originals
 
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IN WITNESS WHEREOF, the undersigned has executed and delivered this Agreement under seal as of the date first written above.
 
 
LEXINGTON REALTY TRUST
 
By:           _/s/ Joseph S. Bonventre_______________
Name:      Joseph Bonventre
Title:        Executive Vice President
 
 
 
LEPERCQ CORPORATE INCOME FUND L.P.
LEPERCQ CORPORATE INCOME FUND II L.P.
NET 3 ACQUISITION L.P.
 
Each By:  LEX GP-1 Trust, its sole general partner
 
By:            _/s/ Joseph S. Bonventre_________
Name:       Joseph Bonventre
Title:         Vice President
 



[Signatures Continued on Next Page

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KEYBANK NATIONAL ASSOCIATION, as Agent, as a Lender
 
By:           /s/ Jane E. McGrath
Name:      Jane E. McGrath
Title:        Vice President
 



[Signatures Continued on Next Page

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LENDER:
 
 
NORDDEUTSCHE LANDESBANK GIROZENTRALE, NEW YORK BRANCH
 
By:           /s/ Joseph Bassil
Name:      Joseph Bassil
Title:        Managing Director
 
 
By:           /s/ Dirk Ziemer
Name:      Dirk Ziemer
Title:        Senior Director
 
 



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LENDER:
 
 
SUMITOMO MITSUI BANKING CORPORATION
 
By:           /s/ William G. Karl
Name:      William G. Karl
Title:        General Manager
 
 



[Signatures Continued on Next Page



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LENDER:
 
 
WELLS FARGO BANK, NATIONAL ASSOCIATION
 
By:           /s/ Matt Ricketts
Name:      Matt Ricketts
Title:        Vice President
 
 



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LENDER:
 
 
BRANCH BANKING AND TRUST COMPANY
 
By:           /s/ Ahaz Armstrong
Name:      Ahaz Armstrong
Title:        Assistant Vice President
 
 



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LENDER:
 
 
RBS CITIZENS, N.A. D/B/A CHARTER ONE
 
By:           /s/ Erin L. Mahon
Name:      Erin L. Mahon
Title:        Assistant Vice President
 
 



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LENDER:
 
 
U.S. BANK NATIONAL ASSOCIATION
 
By:           /s/ Michael E. Hussey
Name:      Michael E. Hussey
Title:        Senior Vice President
 
 



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LENDER:
 
 
BANK OF AMERICA, N.A.
 
By:           /s/ Kurt Mathison
Name:      Kurt Mathison
Title:        Vice President
 
 



[Signatures Continued on Next Page



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LENDER:
 
 
TD BANK, N.A.
 
By:           /s/ Brian S. Welch
Name:      Brian S. Welch
Title:        Vice President
 
 





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