DEA 8-K
Easterly Government Properties, Inc. (DEA)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): |
(Exact name of Registrant as Specified in Its Charter)
(State or Other Jurisdiction |
(Commission File Number) |
(IRS Employer |
||
|
|
|
|
|
|
||||
|
||||
(Address of Principal Executive Offices) |
|
(Zip Code) |
||
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:
Securities registered pursuant to Section 12(b) of the Act:
|
|
Trading |
|
|
|
|
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.
On January 8, 2025, Easterly Government Properties, Inc. (the “Company”), its operating partnership, Easterly Government Properties LP (the “Operating Partnership”), and certain subsidiaries of the Operating Partnership entered into a ninth amendment (the “Ninth Amendment”) to its senior unsecured term loan agreement, dated as of September 29, 2016 (as amended, the “Term Loan Agreement”), with PNC Bank, National Association, as administrative agent and a lender, and U.S. Bank National Association and Truist Bank, as lenders.
The Ninth Amendment extends the maturity date of the term loan from January 30, 2025 to January 28, 2028, or such later date pursuant to two one-year extension options exercisable by the Company in its discretion, subject to certain conditions, including the payment of a fee. The Ninth Amendment also increases the capacity limit on the accordion feature under the Term Loan Agreement from $150.0 million to $250.0 million, on the same terms and conditions otherwise set forth in the Term Loan Agreement. Other than the foregoing, the material terms of the Term Loan Agreement remain unchanged.
Certain of the banks and financial institutions that are parties to the Term Loan Agreement and their respective affiliates have in the past provided, are currently providing, and in the future may continue to provide investment banking, commercial banking and other financial services to the Company and its affiliates in the ordinary course of business for which they have received and will receive customary compensation.
The foregoing description of the Ninth Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Ninth Amendment, which is filed as Exhibit 10.1 hereto and 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 set forth under Item 1.01 of this Current Report is hereby incorporated in this Item 2.03 by reference.
Item 7.01 Regulation FD Disclosure.
On January 14, 2025, the Company issued a press release announcing the terms of the Ninth Amendment. A copy of that press release is furnished as Exhibit 99.1 to this Current Report. The information in this Item 7.01 of this Current Report, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall such information be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
Exhibit Number |
Description |
10.1 |
|
99.1 |
|
104 |
Cover Page Interactive Data File (embedded within the inline XBRL document.) |
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.
|
|
|
EASTERLY GOVERNMENT PROPERTIES, INC. |
|
|
|
|
Date: |
January 14, 2025 |
By: |
/s/ Franklin V. Logan |
|
|
|
Franklin V. Logan |
Exhibit 10.1
NINTH AMENDMENT TO TERM LOAN AGREEMENT
This NINTH Amendment to Term Loan Agreement (this “Amendment”) is entered into as of the 8th day of January, 2025, among EASTERLY GOVERNMENT PROPERTIES LP, a Delaware limited partnership (the “Borrower”), EASTERLY GOVERNMENT PROPERTIES, INC., a Maryland corporation (the “Parent”), the entities listed on the signature pages hereto as the subsidiary guarantors from time to time (the “Subsidiary Guarantors” and, together with the Parent, the “Guarantors”), the banks, financial institutions and other institutional lenders listed on the signature pages hereof as the lenders (each a “Lender” and collectively, the “Lenders”) and PNC BANK, NATIONAL ASSOCIATION, as administrative agent (the “Administrative Agent”) for the Lenders.
Recitals
The Borrower, the Administrative Agent and the Lenders have entered into a certain Term Loan Agreement dated as of September 29, 2016 (as amended by that certain First Letter Amendment dated as of October 28, 2016, that certain Second Amendment to Term Loan Agreement dated as of June 18, 2018, that certain Third Letter Amendment dated as of October 3, 2018, that certain Fourth Amendment to Term Loan Agreement dated as of July 23, 2021, that certain Fifth Amendment to Term Loan Agreement dated as of November 29, 2022, that certain Sixth Amendment to Term Loan Agreement dated as of May 30, 2023, that certain Seventh Amendment to Term Loan Agreement dated as of January 23, 2024 and that certain Eighth Amendment to Term Loan Agreement dated as of July 15, 2024, the “Loan Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the Loan Agreement. The Borrower has requested that the Administrative Agent and the Lenders make amendments to certain provisions of the Loan Agreement and the Administrative Agent and the Lenders are willing to make such amendments to the Loan Agreement in accordance with and subject to the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the agreements hereinafter set forth, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties hereto agree as follows:
AMENDMENTS
“(d) Extension Fee. The Borrower shall pay to the Administrative Agent on each Extension Date, for the account of each Lender, a Facility extension fee, in an amount equal to 0.15% of the aggregate principal balance of each Lender’s Commitment then outstanding (the “Extension Fee”).”
“Section 2.16 Extensions of the Maturity Date. The Borrower may request, by written notice to the Administrative Agent, (a) at least 30 days but not more than 90 days prior to the Maturity Date, a twelve month extension of the Maturity Date with respect to the Commitments then outstanding and (b) thereafter, at least 30 days but not more than 90 days prior to the Maturity Date (as extended pursuant to clause (a) of this sentence) a single additional twelve month extension of the Maturity Date with respect to the Commitments then outstanding (each, an “Extension Request”). The Administrative Agent shall promptly notify each Lender of such Extension Request and the Maturity Date in effect at such time shall, effective as of the applicable Extension Date (as defined below), be extended for an additional twelve month period, provided that, on such Extension Date the Administrative Agent shall have received (i) payment in full of the Extension Fee set forth in Section 2.08(d) and (ii) such certificates or other information as may be required pursuant to Section 3.02. “Extension Date” means, in the case of each extension option, the first date after the delivery by the Borrower of the related Extension Request that the conditions set forth in the immediately preceding sentence are satisfied. In the event that an extension is effected pursuant to this Section 2.16 (but subject to provisions of Sections 2.05, 2.06 and 6.01), the aggregate principal amount of all Advances in respect of the Facility shall be repaid in full ratably to the applicable Lenders on the Maturity Date as so extended. As of the Extension Date, any and all references in this Agreement or any of the other Loan Documents to the “Maturity Date” shall refer to the Maturity Date as so extended.
“(i) in no event shall the aggregate amount of the Facility at any time exceed $350,000,000 and”
“Section 3.02 Conditions Precedent to Each Borrowing, Extension and Increase. The obligation of each Lender to make an Advance on the occasion of each Borrowing (including the Initial Borrowing) and the right of the Borrower to request an extension of the Maturity Date pursuant to Section 2.16 or a Commitment Increase pursuant to Section 2.17 shall be subject to the satisfaction of the conditions set forth in Section 3.01 (to the extent not previously satisfied pursuant to that Section) and such further conditions precedent that on the date of such Borrowing, Extension Date or increase (i) (A) the Administrative Agent shall have received for the account of such Lender a Notice of Borrowing, a notice requesting an extension of the Maturity Date or a notice requesting a Commitment Increase and (B) the following statements shall be true and the Administrative Agent shall have received for the account of such Lender (to the extent not previously included in an applicable
2
Notice of Borrowing) a certificate signed by a Responsible Officer of the Borrower, dated the date of such Borrowing, Extension Date or increase, stating that:
(a) the representations and warranties contained in each Loan Document are true and correct on and as of such date in all material respects (unless qualified as to materiality or Material Adverse Effect, in which case such representations and warranties shall be true and correct in all respects and except to the extent any such representation or warranty is stated to relate solely to an earlier date, in which case such representation or warranty shall have been true and correct on and as of such earlier date, and except further to the extent any such representations and warranties that are no longer true and correct as a result of factual changes since the Closing Date that are permitted under this Agreement), before and after giving effect to (1) such Borrowing, extension or increase, and (2) in the case of any Borrowing, the application of the proceeds therefrom, as though made on and as of such date (except to the extent any such representation or warranty is stated to relate solely to an earlier date, in which case such representation or warranty shall have been true and correct on and as of such earlier date);
(b) no Default or Event of Default has occurred and is continuing, or would result from (1) such Borrowing, extension or increase or (2) in the case of any Borrowing, from the application of the proceeds therefrom; and
(c) for each Borrowing, extension or increase, before and after giving effect to such Borrowing, extension or increase, the Parent shall be in compliance with the covenants contained in Section 5.04, together with supporting information in form reasonably satisfactory to the Administrative Agent showing the computations used in determining compliance with such covenants;
and (ii) the Administrative Agent shall have received such other approvals, opinions or documents as any Lender through the Administrative Agent may reasonably request in order to confirm (A) the accuracy of the Loan Parties’ representations and warranties contained in the Loan Documents, (B) the Loan Parties’ timely compliance with the terms, covenants and agreements set forth in the Loan Documents, (C) the absence of any Default or Event of Default and (D) the rights and remedies of the Administrative Agent or any Lender or the ability of the Loan Parties to perform their Obligations under the Loan Documents.”
“Section 3.03 Determinations Under Sections 3.01 and 3.02. For purposes of determining compliance with the conditions specified in Sections 3.01 and 3.02, each Lender shall be deemed to have consented to, approved or accepted or to be satisfied with each document or other matter required thereunder to be consented to or approved by or acceptable or satisfactory to the Lenders unless an officer of the Administrative Agent responsible for the transactions contemplated by the Loan Documents shall have received notice from such Lender prior to the Closing Date (in the case of Section 3.01) or the applicable Borrowing, Extension Date or increase (in the case of Section 3.02) specifying its objection thereto and, in the case of a
3
Borrowing, such Lender shall not have made available to the Administrative Agent such Lender’s ratable portion of such Borrowing.”
“(viii) extend the Maturity Date, other than as provided by Section 2.16, without the consent of each Lender,”
“(f) Notwithstanding anything to the contrary contained herein, if the Borrower and the Administrative Agent agree, the Borrower may request a Borrowing, continuation or Conversion of Advances through the Credit Management Module of PNC’s PINACLE® system in accordance with the applicable security procedures therefor. Each request submitted through the Credit Management Module of PNC’s PINACLE® system in accordance with the applicable security procedures therefor shall be deemed delivered to the Administrative Agent (i) in the form required by Sections 2.02(a), 2.07 or 2.09, as applicable, and (ii) on the date and time such request was submitted through the Credit Management Module of PNC’s PINACLE® system.”
REALLOCATION OF LENDER PRO RATA SHARES
4
CONDITIONS TO EFFECTIVENESS
MISCELLANEOUS
5
6
[Remainder of page intentionally left blank]
7
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed and take effect as an instrument under seal as of the date first set forth above.
BORROWER: |
||
|
||
EASTERLY GOVERNMENT PROPERTIES LP, |
||
a Delaware limited partnership |
||
By: |
EASTERLY GOVERNMENT PROPERTIES, |
|
|
INC., a Maryland corporation, |
|
|
its sole General Partner |
|
|
|
|
|
By: |
/s/ Allison Marino |
|
|
Name: Allison Marino |
|
|
Title: Chief Financial Officer and Chief Accounting Officer |
|
|
|
PARENT: |
|
|
|
EASTERLY GOVERNMENT PROPERTIES, |
|
INC., a Maryland corporation |
|
By: |
/s/ Allison Marino |
|
Name: Allison Marino |
|
Title: Chief Financial Officer and Chief Accounting |
|
Officer |
[Signatures continue]
SUBSIDIARY GUARANTORS:
USGP ALBANY DEA, LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
USGP DALLAS DEA LP,
a Delaware limited partnership
By: USGP DALLAS 1 G.P., LLC, its general partner
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
USGP DEL RIO CH LP,
a Delaware limited partnership
By: USGP DEL RIO 1 G.P., LLC, its general partner
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
USGP FRESNO IRS, LLC,
a Delaware limited liability company
By: USGP FRESNO IRS MEMBER LLC, its sole member
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
USGP SAN ANTONIO, LP,
a Delaware limited partnership
By: USGP SAN ANTONIO GP, LLC, its general partner
By: /s/ Allison Marino
Name:Allison Marino
Title:Chief Financial Officer and Chief Accounting Officer
[Signatures continue]
USGP ALBUQUERQUE USFS I, LLC,
a Delaware limited liability company
By: USGP ALBUQUERQUE USFS I MEMBER, LLC, its sole
member
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and
Chief Accounting Officer
USGP II ARLINGTON PTO LP,
a Delaware limited partnership
By: USGP II ARLINGTON PTO GENERAL PARTNER LLC, its general partner
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
USGP II LAKEWOOD DOT LP,
a Delaware limited partnership
By: USGP II LAKEWOOD DOT GENERAL PARTNER LLC, its general partner
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
USGP II LITTLE ROCK FBI LP,
a Delaware limited partnership
By: USGP II LITTLE ROCK FBI GENERAL PARTNER LLC, its general partner
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
[Signatures continue]
USGP II MARTINSBURG USCG LP,
a Delaware limited partnership
By: USGP II MARTINSBURG USCG GENERAL PARTNER LLC, its general partner
By:/s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 4411 OMAHA LP,
a Delaware limited partnership
By:/s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP CH EL CENTRO LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP DEA NORTH HIGHLANDS LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP DEA RIVERSIDE LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
[Signatures continue]
EGP DEA SANTA ANA LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP DEA VISTA LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP DEA WH SAN DIEGO LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP SSA SAN DIEGO LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP HUNTER LUBBOCK LP,
a Delaware limited partnership
By: EGP LUBBOCK GP LLC, its general partner
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
[Signatures continue]
EGP CH ABERDEEN LLC, a Delaware limited
liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 2297 OTAY LLC, a Delaware limited
liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP USCIS LINCOLN LLC, a Delaware limited
liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP DEA LAB DALLAS LP,
a Delaware limited partnership
By: EGP DEA LAB DALLAS GENERAL PARTNER LLC, its general partner
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 1970 RICHMOND LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
[Signatures continue]
EGP 5441 ALBUQUERQUE LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 601 OMAHA LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 920 BIRMINGHAM LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 300 KANSAS CITY LLC,
a Delaware limited liability company
By:/s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 1000 BIRMINGHAM LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
[Signatures continue]
EGP 200 ALBANY LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 401 SOUTH BEND LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 5425 SALT LAKE LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 1540 SOUTH BEND LLC,
a Delaware limited liability company
By:/s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 1201 ALAMEDA LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
[Signatures continue]
EGP 10749 LENEXA LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 1547 TRACY LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 5855 SAN JOSE LLC,
a Delaware limited liability company
By:/s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 10824 DALLAS LP,
a Delaware limited partnership
By: EGP 10824 DALLAS GENERAL PARTNER LLC, its general partner
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 130 BUFFALO LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
[Signatures continue]
EGP 320 CLARKSBURG LLC,
a Delaware limited liability company
By:/s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 320 PARKERSBURG LLC,
a Delaware limited liability company
By:/s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 500 CHARLESTON LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 2300 DES PLAINES LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 3311 PITTSBURGH LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
[Signatures continue]
EGP 85 CHARLESTON LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 7400 BAKERSFIELD LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 1440 UPPER MARLBORO LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 836 BIRMINGHAM LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 22624 STERLING LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
[Signatures continue]
EGP 1201 PORTLAND LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 116 SUFFOLK LLC,
a Delaware limited liability company
By:/s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 2901 NEW ORLEANS LLC,
a Delaware limited liability company
By:/s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 11201 LENEXA LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 14101 TUSTIN LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
[Signatures continue]
ORANGE VA LLC,
a Delaware limited liability company
By: EGP WEST HAVEN LLC, its sole member
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 660 EL PASO LP,
a Delaware limited partnership
By: EGP 660 EL PASO GENERAL PARTNER LLC, its general member
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 4444 MOBILE LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP CHICO LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 200 MOBILE LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
[Signatures continue]
EGP 4136 NORTH CHARLESTON LLC,
a Delaware limited liability company
By:/s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 111 JACKSON LLC,
a Delaware limited liability company
By:/s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 654 LOUISVILLE LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 717 LOUISVILLE LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 1501 KNOXVILLE LLC,
a Delaware limited liability company
By:/s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
[Signatures continue]
EGP 318 SPRINGFIELD LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 7220 KANSAS CITY LLC,
a Delaware limited liability company
By:/s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP DEA PLEASANTON LLC,
a Delaware limited liability company
By:/s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and
Chief Accounting Officer
EGP 925 BROOKLYN HEIGHTS LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
WEST INDY VA LLC,
a Delaware limited liability company
By: EGP 3510 LUBBOCK LLC, its sole member
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
[Signatures continue]
EGP 17101 BROOMFIELD LLC,
a Delaware limited liability company
By:/s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 5525 TAMPA LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 2146 COUNCIL BLUFFS LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 1065 ANAHEIM LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 2400 NEWPORT NEWS LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
[Signatures continue]
EGP 1500 ATLANTA LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 555 GOLDEN LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 8222 IRVING LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 9495 ORLANDO LLC,
a Delaware limited liability company
By:/s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 6643 ORLANDO LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
[Signatures continue]
EGP 17455 AURORA LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 1973 OGDEN LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and
Chief Accounting Officer
EGP 850 LEES SUMMIT LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and
Chief Accounting Officer
EGP CARY LLC
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
EGP 4065 BEAVERCREEK LLC,
a Delaware limited liability company
By: /s/ Allison Marino
Name: Allison Marino
Title: Chief Financial Officer and Chief Accounting Officer
[Signatures continue]
The foregoing Amendment is hereby consented to, acknowledged and agreed as of the date hereof.
PNC BANK, NATIONAL ASSOCIATION,
as the Administrative Agent and a Lender
By: /s/ Shari Reams-Henofer
Name: Shari Reams-Henofer
Title: Senior Vice President
[Signatures continue]
U.S. BANK NATIONAL ASSOCIATION
By: /s/ Germaine Korhone
Name: Germaine Korhone
Title: Senior Vice President
[Signatures continue]
TRUIST BANK, as a Lender
By: /s/ C. Vincent Hughes, Jr.
Name: C. Vincent Hughes, Jr.
Title: Senior Vice President
[Signatures end]
Annex I
COMMITMENTS AND APPLICABLE LENDING OFFICES
Name of Initial Lender/ |
Commitments |
Domestic Lending Office |
SOFR Lending Office |
PNC Bank, National Association |
$40,000,000 |
500 First Street Pittsburgh, PA 15219 Attn: Kelly Dicicco, Loan Administrator Telephone: 412-768-2916 Facsimile: 412-705-2125 |
500 First Street Pittsburgh, PA 15219 Attn: Kelly Dicicco, Loan Administrator Telephone: 412-768-2916 Facsimile: 412-705-2125 |
U.S. Bank National Association |
$30,000,000 |
CLS Syndication Services Team Telephone: 920-237-7601 Facsimile: 920-237-7993 Email: [email protected] |
CLS Syndication Services Team Telephone: 920-237-7601 Facsimile: 920-237-7993 Email: [email protected] |
Truist Bank |
$30,000,000 |
110 S. Stratford Road Winston Salem, NC 27104 Email: [email protected] |
110 S. Stratford Road Winston Salem, NC 27104 Email: [email protected] |
Totals |
$100,000,000 |
||
Annex I-1
Exhibit 99.1
|
|
|
|
EASTERLY GOVERNMENT PROPERTIES AMENDS 2016 SENIOR UNSECURED
TERM LOAN AGREEMENT
WASHINGTON, D.C. – January 14, 2025 – Easterly Government Properties, Inc. (NYSE: DEA) (the “Company” or “Easterly”), a fully integrated real estate investment trust focused primarily on the acquisition, development and management of Class A commercial properties leased to the U.S. Government and its adjacent partners, today announced it has amended its $100 million senior unsecured term loan agreement, executed in 2016 (the “Amended 2016 Term Loan”).
Easterly extended the maturity date of the Amended 2016 Term Loan from January 30, 2025 to January 28, 2028. Further, the Company may exercise at its discretion two one-year extension options, subject to certain conditions, thus extending the maturity date as late as January 28, 2030. Easterly further secured increased borrowing capacity on the accordion feature from $150 million to $250 million.
“We are very pleased to have amended our 2016 Term Loan under such favorable terms,” said Allison Marino, Easterly’s Chief Financial and Chief Accounting Officer. “Thanks to our strong banking relationships and superior credit profile, we have extended the duration of our liabilities while maintaining a strong balance sheet and long-term debt capacity. This enables us to remain focused on executing a disciplined investment strategy and delivering growth to shareholders.”
In connection with the Amended 2016 Term Loan, the Company also entered into an interest rate swap to effectively fix SOFR at 3.8569% annually. By executing this swap, the Company provides greater certainty over its interest rate exposure. Borrowings under the Amended 2016 Term Loan will continue to bear interest at a rate of SOFR, a credit spread adjustment of 0.10%, plus a spread of 1.20% to 1.70%, depending on the Company's leverage ratio. Given the Company's current leverage ratio, the Amended 2016 Term Loan’s initial spread to SOFR is set at 1.35%.
PNC Capital Markets LLC, U.S. Bank National Association, and Truist Securities, Inc. served as joint lead arrangers and joint bookrunners. PNC Bank, National Association served as the administrative agent.
About Easterly Government Properties, Inc.
Easterly Government Properties, Inc. (NYSE:DEA) is based in Washington, D.C. and focuses primarily on the acquisition, development and management of Class A commercial properties that are leased to the U.S. Government. With a long-stated goal of being the partner of choice to the
United States Government, Easterly’s experienced management team brings specialized insight into the strategy and needs of mission-critical U.S. Government agencies for properties leased to such agencies either directly or through the U.S. General Services Administration (GSA). For further information on the company and its properties, please visit www.easterlyreit.com.
This press release contains forward-looking statements within the meaning of federal securities laws and regulations. These forward-looking statements are identified by their use of terms and phrases such as “believe,” “expect,” “intend,” “project,” “anticipate,” “position,” and other similar terms and phrases, including references to assumptions and forecasts of future results. Forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors which may cause the actual results to differ materially from those anticipated at the time the forward-looking statements are made. These risks include, but are not limited to those risks and uncertainties associated with our business described from time to time in our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K filed on February 27, 2024. Although we believe the expectations reflected in such forward-looking statements are based upon reasonable assumptions, we can give no assurance that the expectations will be attained or that any deviation will not be material. All information in this release is as of the date of this release, and we undertake no obligation to update any forward-looking statement to conform the statement to actual results or changes in our expectations.
Contact:
Easterly Government Properties, Inc.
Lindsay S. Winterhalter
Senior Vice President, Investor Relations & Operations
202-596-3947