0000910606-11-000028.txt : 20111121 0000910606-11-000028.hdr.sgml : 20111121 20111118153112 ACCESSION NUMBER: 0000910606-11-000028 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20111117 ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant FILED AS OF DATE: 20111118 DATE AS OF CHANGE: 20111118 FILER: COMPANY DATA: COMPANY CONFORMED NAME: REGENCY CENTERS CORP CENTRAL INDEX KEY: 0000910606 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 593191743 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12298 FILM NUMBER: 111216024 BUSINESS ADDRESS: STREET 1: ONE INDEPENDENT DRIVE STREET 2: SUITE 114 CITY: JACKSONVILLE STATE: FL ZIP: 32202 BUSINESS PHONE: 9045987000 MAIL ADDRESS: STREET 1: ONE INDEPENDENT DRIVE STREET 2: SUITE 114 CITY: JACKSONVILLE STATE: FL ZIP: 32202 FORMER COMPANY: FORMER CONFORMED NAME: REGENCY REALTY CORP DATE OF NAME CHANGE: 19930813 FILER: COMPANY DATA: COMPANY CONFORMED NAME: REGENCY CENTERS LP CENTRAL INDEX KEY: 0001066247 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 593429602 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-24763 FILM NUMBER: 111216025 BUSINESS ADDRESS: STREET 1: ONE INDEPENDENT DRIVE STREET 2: STE 114 CITY: JACKSONVILLE STATE: FL ZIP: 32202 BUSINESS PHONE: 9043567000 MAIL ADDRESS: STREET 1: ONE INDEPENDENT DRIVE STREET 2: STE 114 CITY: JACKSONVILLE STATE: FL ZIP: 32202 8-K 1 reg8-k111711.htm REG 8-K 11.17.11


 

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) November 17, 2011

REGENCY CENTERS CORPORATION
REGENCY CENTERS, L.P.
(Exact name of registrant as specified in its charter)

 
 
 
Florida (Regency Centers Corporation)
1-12298
59-3191743
Delaware (Regency Centers, L.P.)
0-24763
59-3429602
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
 
 
 
One Independent Drive, Suite 114
Jacksonville, Florida
   32202
(Address of principal executive offices)
(Zip Code)
 
 
 
Registrant's telephone number including area code: (904) 598-7000
 
 
 
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 2.03     Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

On November 17, 2011, we and our operating partnership, Regency Centers, L.P. (“RCLP”) as Borrower, closed on a $250 million unsecured term loan agreement ("Term Loan"). The Term Loan has a five-year term and matures on December 15, 2016, but can be paid off at par any time prior to maturity.  We expect the Term Loan will be fully funded during the first half of 2012. The interest rate on the Term Loan is equal to LIBOR plus a margin that is determined in accordance with the Company's long-term unsecured debt ratings. At the time of the closing, the effective interest rate was LIBOR plus 145 basis points.

Wells Fargo Securities, LLC was Sole Lead Arranger and Bookrunner. Wells Fargo Bank, National Association, was Administrative Agent. PNC Capital Markets LLC was Syndication Agent. Regions Bank, SunTrust Bank and US Bank National Association were Documentation Agents and Bank of Tokyo - Mitsubishi UFJ, Ltd. was Senior Managing Agent. Other lenders for the new Term Loan were Bank of America, N.A., Comerica Bank, JPMorgan Chase Bank, NA., Royal Bank of Canada and Sumitomo Mitsui Banking Corporation.

The Term Loan includes financial covenants relating to minimum tangible net worth, ratio of indebtedness to total asset value, ratio of unsecured indebtedness to unencumbered asset value, ratio of adjusted EBITDA to fixed charges, ratio of secured indebtedness to total asset value, and ratio of unencumbered NOI to unsecured interest expense. The Term Loan also includes customary events of default for agreements of this type (with customary grace periods, as applicable).

The above summary is qualified in its entirety by reference to the Term Loan, a copy of which will be filed as an exhibit to our Form 10-K for the period ended December 31, 2011.







Item 9.01

(d)    Exhibits

Exhibit 99.1
Press release issued by Regency on November 17, 2011, for closing of $250 million unsecured term loan agreement.







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, thereunto duly authorized.

November 18, 2011
REGENCY CENTERS CORPORATION and REGENCY CENTERS, L.P.
 
 

/s/ J. Christian Leavitt
J. Christian Leavitt, Senior Vice President and Treasurer
(Principal Accounting Officer)




EX-99.1 2 a991reg8k111711.htm 99.1 REG 8K 11.17.11


EXHIBIT 99.1
Regency Centers Corporation
Press Release
www.RegencyCenters.com
 
 
 
CONTACT: PATRICK JOHNSON
 
 
 
 
(904) 598-7422



REGENCY CENTERS ANNOUNCES CLOSING OF $250 MILLION UNSECURED TERM LOAN


Jacksonville, Fla. (November 17, 2011) -- Regency Centers Corporation (“Company”) announced today that it has closed on a $250 million unsecured term loan (“Term Loan”). The Term Loan has a five-year term and matures on December 15, 2016, but can be paid off at par any time prior to maturity. The Term Loan will be funded in January 2012.

The interest rate on the Term Loan is equal to LIBOR plus a margin that is determined in accordance with the Company's long-term unsecured debt ratings. At the time of the closing, the effective interest rate was LIBOR plus 145 basis points.

Wells Fargo Securities, LLC was Sole Lead Arranger and Bookrunner. Wells Fargo Bank, National Association, was Administrative Agent. PNC Capital Markets LLC was Syndication Agent. Regions Bank, SunTrust Bank and US Bank National Association were Documentation Agents and Bank of Tokyo - Mitsubishi UFJ, Ltd. was Senior Managing Agent. Other lenders for the new Term Loan were Bank of America, N.A., Comerica Bank, JPMorgan Chase Bank, NA., Royal Bank of Canada and Sumitomo Mitsui Banking Corporation.


Regency Centers Corporation (NYSE: REG)

Regency is the leading national owner, operator, and developer of grocery-anchored and community shopping centers. At September 30, 2011, the Company owned 367 retail properties, including those held in co-investment partnerships. Including tenant-owned square footage, the portfolio encompassed 49.8 million square feet located in top markets throughout the United States. Since 2000 Regency has developed 205 shopping centers, including those currently in-process, representing an investment at completion of $3.0 billion. Operating as a fully integrated real estate company, Regency is a qualified real estate investment trust that is self-administered and self-managed.
###

Forward-looking statements involve risks and uncertainties. Actual future performance, outcomes and results may differ materially from those expressed in forward-looking statements. Please refer to the documents filed by Regency Centers Corporation with the SEC, specifically the most recent reports on Forms 10-K and 10-Q, which identify important risk factors which could cause actual results to differ from those contained in the forward-looking statements.