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o
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Item
1.01
Entry into a Material Definitive Agreement.
On August 30, 2018, our wholly-owned subsidiary, Lex-Gen Woodlands, L.P. (“Lex-Gen Woodlands”), entered into a Term Loan and Security Agreement (the “Loan Agreement”) and certain other related agreements with Revere Credit Opportunities Fund III, LP (“Lender”), refinancing the previously existing mortgage on our facilities in The Woodlands, Texas (the “Property”).
The Loan Agreement provides for a $12,850,000 mortgage on the Property and has a two-year term with a
10-year amortization. The mortgage loan bears interest at a rate per annum equal to the greater of (a) the 30-day LIBOR rate plus 5.5% and (b) 7.5%, and provides for a balloon payment of $10.3 million due in August 2020.
The mortgage loan may be prepaid in whole at any time, subject to payment of a specified exit fee. To the extent that an event of default occurs and is continuing, all amounts outstanding under the Loan Agreement will bear additional interest. The obligations under the Loan Agreement are guaranteed by us and secured by a first lien security interest in the Property.
The Loan Agreement contains certain customary representations and warranties, affirmative and negative covenants and events of default applicable to us, but does not include any financial covenants relating to the achievement or maintenance of revenue, cash flow or cash and investment requirements.
If an event of default occurs and is continuing, the Lender may declare all amounts outstanding under the Loan Agreement to be immediately due and payable.
Simultaneously with the execution of the Loan Agreement, we prepaid all amounts due under the previously existing mortgage on the Property pursuant to the Loan and Security Agreement, dated April 21, 2004, between Lex-Gen Woodlands and iStar Financial, Inc., as amended.
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
The information contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference into this Item 2.03.
Item 9.01
Financial Statements and Exhibits
(d) Exhibits
Exhibit
No.
Description
10.1
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Term Loan and Security Agreement, dated as of August 30, 2018, between Lex-Gen Woodlands, L.P. and Revere Credit Opportunities Fund III, LP
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 thereunto duly authorized.