CHESAPEAKE LODGING TRUST (NYSE:CHSP) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry into a Material Definitive Agreement.
Item 1.01. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.
On May 31, 2018, Chesapeake Lodging, L.P., a wholly owned subsidiary of Chesapeake Lodging Trust (the “Trust”), amended its credit agreement by which it has obtained an unsecured revolving credit facility with a lending syndicate led by Wells Fargo Bank, N.A., as administrative agent, JPMorgan Chase Bank, N.A., as syndication agent, and Deutsche Bank Securities Inc., PNC Bank N.A., and Regions Bank, as documentation agents. The Trust and certain of its indirect subsidiaries serve as guarantors of borrowings under the revolving credit facility. The amended credit agreement continues to provide for a maximum amount that the Trust may borrow under the revolving credit facility of $300.0 million, and also provides for the possibility of further increases, up to a maximum of $450.0 million, in accordance with the terms of the amended credit agreement. The actual amount that the Trust can borrow under the revolving credit facility continues to be based on the value of the Trust's hotels included in the borrowing base, as defined in the amended credit agreement. The amended credit agreement contains the same financial covenants as those in effect prior to the amendment. In connection with amending its credit agreement, the Trust also amended certain provisions of the agreement governing its $225.0 million unsecured term loan to make conforming changes to the amended credit agreement.
The initial term of the amended credit agreement will now expire in May 2022, subject to extension for another year at the Trust’s option subject to satisfaction of customary conditions. Amounts borrowed under the amended credit agreement will bear interest at spreads over LIBOR that will be determined based on the Trust’s consolidated leverage ratio as of the end of its most recent fiscal quarter, as shown below:
Leverage Ratio |
Applicable Margin |
<30% |
1.45% |
≥30%<35% |
1.50% |
≥35%<40% |
1.60% |
≥40%<45% |
1.65% |
≥45%<50% |
1.80% |
≥50%<55% |
2.00% |
≥55% |
2.25% |
The applicable margin will reset 10 business days after each delivery of a compliance certificate relating to the Trust’s quarterly or year-end financial results, as applicable. For the period from May 31, 2018 until the next reset date, the applicable margin will be 1.60%.
A copy of the Trust’s press release announcing this transaction is filed as Exhibit99.1 to this Current Report on Form 8-K and incorporated herein by reference. The foregoing description of the amended credit agreement and the amendment to the agreement governing the Trust’s unsecured term loan is qualified in its entirety by the full terms and conditions of the amended credit agreement and such amendment, each of which will be filed with the Securities and Exchange Commission as an exhibit to a subsequent report of the Trust.
Item 1.01.Financial Statements and Exhibits.
(d) Exhibits.
ExhibitNo. |
Exhibit Description |
Press release dated June 1, 2018. |
Chesapeake Lodging Trust ExhibitEX-99.1 2 chsp-20180601xex991.htm EXHIBIT 99.1 Exhibit Exhibit 99.1 PRESS RELEASE For Immediate Release Contact: Douglas W. Vicari (571) 349-9452 CHESAPEAKE LODGING TRUST EXTENDS MATURITY AND REDUCES BORROWING COSTS OF ITSREVOLVING CREDIT FACILITY ARLINGTON,…To view the full exhibit click here
About CHESAPEAKE LODGING TRUST (NYSE:CHSP)
Chesapeake Lodging Trust (the Trust) is a self-advised real estate investment trust (REIT). The Trust is focused on investments primarily in upper-upscale hotels in business and convention markets and, on service hotels in urban settings or locations in the United States. The Trust owns over 20 hotels with over 6,700 rooms in approximately nine states and the District of Columbia. The Trust’s hotel portfolio includes Le Meridien San Francisco, Hyatt Regency Boston, Hilton Checkers Los Angeles, Hotel Indigo San Diego Gaslamp Quarter, Hyatt Santa Barbara, JW Marriott San Francisco Union Square, W New Orleans-French Quarter and Denver Marriott City Center, among others. The Trust’s hotels are located in Los Angeles, San Francisco, Washington, New York, Denver, Newton and Boston, among others. The Trust’s operations are conducted through Chesapeake Lodging, L.P. (the Operating Partnership). The Operating Partnership leases its hotels to taxable REIT subsidiaries.