00010662470000910606false00009106062024-07-102024-07-100000910606us-gaap:CommonStockMember2024-07-102024-07-100000910606srt:PartnershipInterestMember2024-07-102024-07-100000910606reg:SeriesACumulativeRedeemablePreferredStockMember2024-07-102024-07-100000910606reg:SeriesBCumulativeRedeemablePreferredStockMember2024-07-102024-07-10

 

 

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

July 10, 2024 (July 8, 2024)

Date of Report (Date of earliest event reported)

 

REGENCY CENTERS CORPORATION REGENCY CENTERS, L.P.

(Exact name of registrant as specified in its charter)

 

 

 

img39177343_0.jpg 

 

 

Florida (Regency Centers Corporation)

Delaware (Regency Centers, L. P.)

 

001-12298 (Regency Centers Corporation)

0-24763 (Regency Centers, L.P.)

 

59-3191743 (Regency Centers Corporation)

59-3429602 (Regency Centers, L.P.)

(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)

(904) 598-7000

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Regency Centers Corporation

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock, $0.01 par value

REG

The Nasdaq Stock Market LLC

6.250% Series A Cumulative Redeemable Preferred Stock, par value $0.01 per share

 

REGCP

 

The Nasdaq Stock Market LLC

5.875% Series B Cumulative Redeemable Preferred Stock, par value $0.01 per share

 

REGCO

 

The Nasdaq Stock Market LLC

 

Regency Centers, L.P.

 

Title of each class

Trading Symbol

Name of each exchange on which registered

None

N/A

N/A

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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

 

Item 1.01

Entry into a Material Definitive Agreement

Revolving Credit Facility

 

On July 8, 2024, Regency Centers, L.P. (“RCLP”), as borrower, and Regency Centers Corporation (“Regency”), as guarantor, entered into the First Amendment to Sixth Amended and Restated Credit Agreement (the “Credit Agreement”), with the financial institutions party thereto, as Lenders, and Wells Fargo Bank, National Association, as Administrative Agent. The amendment, which is administrative in nature, updates the baseline metric used to calculate sustainability-linked performance targets, which relate to upward or downward adjustments to the applicable interest rate margin if the Company achieves, or fails to achieve, certain specified targets based on Scope 1 and Scope 2 emission standards.

 

The foregoing is not a complete discussion of the amendment and is qualified in its entirety by reference to the full text of the amendment attached to this Current Report on Form 8-K as Exhibit 4.1, which is incorporated herein by reference

 

Item 2.03

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

 

The information provided in Item 1.01 above is incorporated by reference herein.

 

 

Item 9.01(d)

Financial Statements and Exhibits

 

4.1

First Amendment to Sixth Amended and Restated Credit Agreement, dated as of July 8, 2024, by and among Regency Centers, L.P., as borrower, Regency Centers Corporation, as guarantor, Wells Fargo Bank, National Association, as Administrative Agent, and certain lenders party thereto.

 

104

Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL documents)

 

 

 

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.

 

 

REGENCY CENTERS CORPORATION

 

 

 

 

July 10, 2024

By:

 

/s/ Michael R. Herman

 

 

 

Michael R. Herman, Senior Vice President

General Counsel and Corporate Secretary

 

 

 

REGENCY CENTERS, L.P.

 

Regency Centers Corporation, its general partner

 

 

 

 

July 10, 2024

By:

 

/s/ Michael R. Herman

 

 

 

Michael R. Herman, Senior Vice President

General Counsel and Corporate Secretary

 

3