Government Properties Income Trust Amends $750 Million Credit Facility
December 13 2018 - 4:15PM
Business Wire
Government Properties Income Trust (Nasdaq: GOV) today announced
that it has amended and restated the credit agreement for its
existing $750 million unsecured revolving credit facility.
Prior to the amendment, GOV’s revolving credit facility had a
maturity date of January 31, 2019, and required interest on
drawings at LIBOR plus 125 basis points, subject to adjustments
based on changes to GOV’s credit ratings. The maturity date of the
amended revolving credit facility has been extended to January 31,
2023, and includes a borrower’s option to further extend the
facility for two additional six-month periods in return for payment
of a fee and provided certain conditions are met. Interest on
drawings under the amended revolving credit facility have also been
reduced to LIBOR plus 110 basis points, subject to adjustments
based on changes to GOV’s credit ratings. In addition, the amended
credit agreement includes a feature under which, in certain
circumstances, the aggregate revolving credit facility commitments
and borrowings in conjunction with outstanding principal associated
with term loans may be increased to up to $2.5 billion.
The amended revolving credit facility will also remain in place
following GOV’s pending merger with Select Income REIT (Nasdaq:
SIR).
Wells Fargo Securities, LLC, Merrill Lynch, Pierce, Fenner &
Smith Inc. and Citigroup Global Markets Inc. acted as Joint Lead
Arrangers for the amended credit facility. Banks participating in
the amended credit facility are as follows:
Name of
Institution
Facility
Title
Wells Fargo Bank, N.A. Administrative Agent Bank of America, N.A.
Co-Syndication Agent Citibank, N.A. Co-Syndication Agent Mizuho
Bank, Ltd. Co-Documentation Agent PNC Bank, N.A. Co-Documentation
Agent Royal Bank of Canada Co-Documentation Agent Regions Bank
Co-Documentation Agent Sumitomo Mitsui Banking Corp
Co-Documentation Agent U.S. Bank, N.A. Co-Documentation Agent BMO
Harris Bank N.A. Lender Branch Banking and Trust Company Lender
Associated Bank, National Association Lender Berkshire Bank Lender
First Hawaiian Bank National Association Lender First Tennessee
Bank Lender Barclays Bank PLC Lender Morgan Stanley Bank, N.A.
Lender UBS AG, Stamford Branch Lender E.Sun Commercial Bank, Ltd.
Lender
Government Properties Income Trust is a real estate investment
trust, or REIT, which primarily owns properties located throughout
the United States that are majority leased to government tenants
and office properties in the metropolitan Washington, D.C. market
area that are leased to government and private sector tenants. GOV
is managed by the operating subsidiary of The RMR Group Inc.
(Nasdaq: RMR), an alternative asset management company that is
headquartered in Newton, MA.
WARNING CONCERNING
FORWARD LOOKING STATEMENTS
THIS PRESS RELEASE CONTAINS STATEMENTS THAT CONSTITUTE FORWARD
LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES
LITIGATION REFORM ACT OF 1995 AND OTHER SECURITIES LAWS. ALSO,
WHENEVER GOV USES WORDS SUCH AS “BELIEVE”, “EXPECT”, “ANTICIPATE”,
“INTEND”, “PLAN”, “ESTIMATE”, "WILL", “MAY” AND NEGATIVES OR
DERIVATIVES OF THESE OR SIMILAR EXPRESSIONS, GOV IS MAKING FORWARD
LOOKING STATEMENTS. THESE FORWARD LOOKING STATEMENTS ARE BASED UPON
GOV’S PRESENT INTENT, BELIEFS OR EXPECTATIONS, BUT FORWARD LOOKING
STATEMENTS ARE NOT GUARANTEED TO OCCUR AND MAY NOT OCCUR.
ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE CONTAINED IN
OR IMPLIED BY GOV’S FORWARD LOOKING STATEMENTS AS A RESULT OF
VARIOUS FACTORS.
- CONTINUED AVAILABILITY OF BORROWINGS
UNDER THE REVOLVING CREDIT FACILITY IS SUBJECT TO GOV’S SATISFYING
CERTAIN FINANCIAL COVENANTS AND OTHER CREDIT FACILITY CONDITIONS
THAT GOV MAY BE UNABLE TO SATISFY.
- GOV HAS THE OPTION TO EXTEND THE
MATURITY DATE OF THE REVOLVING CREDIT FACILITY UPON PAYMENT OF A
FEE AND MEETING OTHER CONDITIONS; HOWEVER, THE APPLICABLE
CONDITIONS MAY NOT BE MET.
- ACTUAL COSTS UNDER THE REVOLVING CREDIT
FACILITY WILL BE HIGHER THAN LIBOR PLUS A PREMIUM BECAUSE OF FEES
AND EXPENSES ASSOCIATED WITH SUCH FACILITY.
- THE PREMIUMS USED TO DETERMINE THE
INTEREST RATE PAYABLE ON THE REVOLVING CREDIT FACILITY AND THE
FACILITY FEE PAYABLE ON THE REVOLVING CREDIT FACILITY ARE BASED ON
GOV’S CREDIT RATINGS. FUTURE CHANGES IN GOV’S CREDIT RATINGS MAY
CAUSE THE INTEREST AND FEES GOV PAYS TO INCREASE.
- THIS PRESS RELEASE STATES THAT THE
MAXIMUM BORROWING AVAILABILITY UNDER THE CREDIT AGREEMENT MAY BE
INCREASED TO UP TO $2.5 BILLION IN CERTAIN CIRCUMSTANCES; HOWEVER,
INCREASING THE MAXIMUM BORROWING AVAILABILITY UNDER THE CREDIT
AGREEMENT IS SUBJECT TO GOV’S OBTAINING ADDITIONAL COMMITMENTS OR
TERM LOANS FROM LENDERS, WHICH MAY NOT OCCUR.
- THE CLOSING OF GOV’S PENDING MERGER
WITH SIR IS SUBJECT TO THE SATISFACTION OR WAIVER OF CONDITIONS,
INCLUDING THE RECEIPT OF REQUISITE APPROVALS BY GOV’S AND SIR’S
SHAREHOLDERS. GOV CANNOT BE SURE THAT ANY OR ALL OF SUCH CONDITIONS
WILL BE SATISFIED OR WAIVED. ACCORDINGLY, THE MERGER MAY NOT CLOSE
WHEN EXPECTED, OR AT ALL, OR THE TERMS OF THE MERGER MAY
CHANGE.
THE INFORMATION CONTAINED IN GOV’S FILINGS WITH THE SECURITIES
AND EXCHANGE COMMISSION, OR SEC, INCLUDING UNDER THE CAPTION
“RISK FACTORS” IN GOV’S PERIODIC REPORTS, OR INCORPORATED BY
REFERENCE THEREIN, IDENTIFIES OTHER IMPORTANT FACTORS THAT
COULD CAUSE GOV’S ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE
STATED IN OR IMPLIED BY GOV’S FORWARD LOOKING STATEMENTS. GOV’S
FILINGS WITH THE SEC ARE AVAILABLE ON THE SEC’S WEBSITE AT
WWW.SEC.GOV.
YOU SHOULD NOT PLACE UNDUE RELIANCE UPON FORWARD LOOKING
STATEMENTS.
EXCEPT AS REQUIRED BY LAW, GOV DOES NOT INTEND TO UPDATE OR
CHANGE ANY FORWARD LOOKING STATEMENTS AS A RESULT OF NEW
INFORMATION, FUTURE EVENTS OR OTHERWISE.
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version on businesswire.com: https://www.businesswire.com/news/home/20181213005880/en/
Brad Shepherd, Senior Director, Investor Relations(617)
796-8234
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