8-K: Current report filing
Published on July 1, 2021
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): June 30, 2021
(Exact name of registrant as specified in its charter)
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Registrant’s telephone number, including area code: (310 ) 966-1680
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(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) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Securities registered pursuant to Section 12(b) of the Act:
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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.
The information set forth in Item 2.03 of this Current Report on Form 8-K is incorporated by reference into this Item 1.01.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On June 30, 2021, Rexford Industrial Realty, Inc. (the “Company”), through its operating partnership, Rexford Industrial Realty, L.P., of which the Company is the sole general partner (the “Borrower”), exercised an option under its existing credit facility to increase its total revolving credit facilities by $200 million from $500 million to $700 million. The increase in the total revolving credit commitments is being made pursuant to an accordion feature of the Third Amended and Restated Credit Agreement (the “Credit Agreement”), dated as of February 13, 2020, by and among the Company, the Borrower, Bank of America N.A., as administrative agent, swing line lender and letter of credit issuer, and the other lenders named therein. The Credit Agreement continues to include the accordion feature, which would allow the Borrower, subject to certain terms and conditions set forth in the Credit Agreement, to increase the size of the Credit Agreement by a further $700 million to a maximum of $1.4 billion. In connection with this increase, Goldman Sachs Bank USA, Mizuho Bank, Ltd. and The Bank of Nova Scotia joined the lending group as new lenders pursuant to a joinder agreement (the “Joinder Agreement”). There were no other amendments to the terms of the Credit Agreement.
The foregoing summaries of the Credit Agreement and the Joinder Agreement do not purport to be complete and are qualified in their entirety by references to the Credit Agreement and the Joinder Agreement, copies of which are filed as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.
Item 8.01 Other Events.
On June 30, 2021, the Company and the Borrower entered into a second amendment (the “Second Amendment”) to its Credit Agreement dated as of May 22, 2018 (as amended, the “Term Loan Agreement”), among the Company, the Borrower, Capital One, National Association, as administrative agent, sole lead arranger and bookrunner, and the lenders named therein. The Second Amendment provides for, among other things, a reduction of the applicable margin pursuant to which amounts outstanding under the Term Loan Agreement will bear interest. Following the Second Amendment, the applicable Eurodollar rate margin will range from 0.80% to 1.60% per annum and the applicable base rate margin will range from 0.00% to 0.60% per annum, in each case, based on the Company’s credit rating.
The foregoing summary of the Second Amendment does not purport to be complete and is qualified in its entirety by reference to the Second Amendment, a copy of which is filed as Exhibit 10.3 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number |
Description | |||||||
| 10.1 | ||||||||
| 10.2 | ||||||||
| 10.3 | ||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Rexford Industrial Realty, Inc. | ||||||||
| Dated: July 1, 2021 | By: | /s/ Michael S. Frankel | ||||||
| Michael S. Frankel Co-Chief Executive Officer |
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| Rexford Industrial Realty, Inc. | ||||||||
| Dated: July 1, 2021 | By: | /s/ Howard Schwimmer | ||||||
| Howard Schwimmer Co-Chief Executive Officer |
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