NorthStar Realty Europe Corp. (NYSE:NRE) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry into a Material Definitive Agreement.
On September 5, 2017 Prime Holdco C-T, S.à. r.l. ("Prime"), a subsidiary of NorthStar Realty Europe Corp. (the “Company”), entered into an amendment agreement (the “Amendment”) to the term loan facility agreement (as amended, the "Facility Agreement"), originally dated April 1, 2015 and as amended and restated on July 1, 2015, with certain subsidiaries of Prime as borrowers (the "Borrowers"), certain subsidiaries of Prime as guarantors (the "Guarantors"), Capita Trust Company Limited as English security agent and Aareal Bank AG ("Aareal Bank") as arranger, agent, security agent and lender providing for a term loan facility (the "Loan Facility") with current outstanding borrowings equal to $544.3 million, converted from Euros and Pounds Sterling as of June 30, 2017.
The Amendment reduced the margin under the Loan Facility by 0.25% and extended the maturity date by over two years from April 1, 2022 to July 20, 2024. Following the amendment, interest accrues under the Loan Facility at a rate equal to EURIBOR and LIBOR, as applicable, plus a margin of 1.55%, which reflects a 0.25% reduction from the 1.80% margin applicable prior to the amendment. Currently the borrowings under the Loan Facility are denominated in Euros and Pounds Sterling.
In connection with the extension of the maturity date of the Loan Facility, the prepayment and cancellation fee schedule of the Facility Agreement was reset to require Prime to pay to Aareal Bank a prepayment and cancellation fee of between 1.0% and 2.0% (no fee due after July 20, 2020) of the amount prepaid or cancelled on the date of prepayment of all or any part of a loan or on the date of cancellation of any part of the commitments (other than with respect to the disposal of certain real property in Rotterdam, The Netherlands, for which the prepayment fee and schedule was not modified by the Amendment).
The Amendment did not modify the existing covenants and events of default, which remain applicable and the Borrowers' obligations under the Facility Agreement remain guaranteed by the Guarantors and secured by among other things, mortgages and pledges of assets, equity and intercompany receivables from certain subsidiaries of Prime.
The foregoing description of the Amendment does not purport to describe all of the terms of such agreement and is qualified by reference to the Amendment, which is filed as Exhibit 10.1 hereto, and is incorporated herein by reference.
Item 9.01.Financial Statements and Exhibits.
(d)Exhibits.
The following exhibits are filed as part of this report:
Exhibit No.Description
10.1Amendment Agreement dated September 5, 2017 by and among Prime Holdco C-T S.à r.l., the borrowers and guarantors identified therein, Aareal Bank AG, as mandated lead arranger, lender, finance agent to the other finance parties thereto, and security trustee, and Capita Trust Company Limited, as English security trustee, amending to that certain Amendment and Restatement Agreement, dated as of July 1, 2015, by and among Prime Holdco C-T, S.à r.l., the borrowers and guarantors identified therein, Aareal Bank AG, as the agent, arranger and original lender, and the other parties identified therein
NorthStar Realty Europe Corp. ExhibitEX-10.1 2 a101aarealamendment.htm EXHIBIT 10.1 Exhibit Exhibit 10.1DATED 5 SEPTEMBER 2017(1)PRIME HOLDCO C-T,…To view the full exhibit click here
About NorthStar Realty Europe Corp. (NYSE:NRE)
NorthStar Realty Europe Corp. is a real estate investment trust. The Company is a European focused commercial real estate company with primary office properties in cities within Germany, the United Kingdom and France. Its objective is to provide its stockholders with stable and recurring cash flow supplemented by capital growth over time. The Company conducts its business through two segments: Real Estate and Corporate. The Real Estate segment includes its European commercial real estate business, which is primarily focused on office properties. The Corporate segment includes corporate level interest expense, management fee, and general and administrative expenses. Its portfolio consists of approximately 48 properties and approximately 495,588 square meters of rentable space, located in various European markets, including Frankfurt, Hamburg, Berlin, London, Paris, Amsterdam, Milan, Brussels and Madrid. It is managed and advised by an affiliate of NorthStar Asset Management Group Inc.
