Item 1.01 Entry into a Material Definitive Agreement
The information appearing in Item 2.03 of this Current Report is incorporated by reference herein and made a part of this Item 1.01.
Item 2.03 Creation of Direct Financial Obligation or an Obligation Under an
Off-Balance Sheet Arrangement of a Registrant
KeyBank Term Loan Agreement
As previously reported in its Current Report on Form 8-K filed on
On
The New Term Loan Facility has an initial term co-terminus with the Facilities,
maturing
Upon the execution of the Term Loan Agreement, the Company paid fees to
In connection with the Term Loan Agreement, the Company and certain other subsidiaries (the "Guarantors") entered into a Guaranty in favor of the Lenders pursuant to which each guaranteed the payments to the Lenders due under the Term Loan Agreement and the related notes.
For additional information on the Facilities, review the Company's Current
Report on Form 8-K filed on
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
10.1 Term Loan Agreement by and among
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10.2 Term Note made by
10.3 Guaranty by and among the Guarantors in favor of the Lenders referred to
in the Term Loan Agreement dated
10.4 Schedule of Omitted Documents.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document
Caution Concerning Forward-Looking Statements
Statements in this Current Report on Form 8-K that are not statements of historical fact, including statements about the purported value of the Company's common stock, constitute "forward-looking statements" within the meaning of the Federal Private Securities Litigation Reform Act of 1995. The Company intends that such forward-looking statements be subject to the safe harbors created by Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are statements that do not relate strictly to historical or current facts, but reflect management's current understandings, intentions, beliefs, plans, expectations, assumptions and/or predictions regarding the future of the Company's business and its performance, statements of future economic performance, and other future conditions and forecasts of future events and circumstances. Forward-looking statements are typically identified by words such as "believes," "expects," "anticipates," "intends," "estimates," "plans," "continues," "pro forma," "may," "will," "seeks," "should" and "could," and words and terms of similar substance in connection with discussions of future operating or financial performance, business strategy and portfolios, projected growth prospects, cash flows, costs and financing needs, legal proceedings, amount and timing of anticipated future distributions, estimated per share value of the Company's common stock, and other matters. The Company's forward-looking statements are not guarantees of future performance. While the Company's management believes its forward-looking statements are reasonable, such statements are inherently susceptible to uncertainty and changes in circumstances. As with any projection or forecast, forward-looking statements are necessarily dependent on assumptions, data and/or methods that may be incorrect or imprecise and may not be realized. The Company's forward-looking statements are based on management's current expectations and a variety of risks, uncertainties and other factors, many of which are beyond the Company's inability to control or accurately predict. Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, the Company's actual results could differ materially from those set forth in the forward-looking statements due to a variety of risks, uncertainties and other factors.
For further information regarding risks and uncertainties associated with the
Company's business, and important factors that could cause the Company's actual
results to vary materially from those expressed or implied in its
forward-looking statements, please refer to the factors listed and described
under "Management's Discussion and Analysis of Financial Condition and Results
of Operations" and the "Risk Factors" sections of the Company's documents filed
from time to time with the
All written and oral forward-looking statements attributable to the Company or persons acting on its behalf are qualified in their entirety by these cautionary statements. Forward-looking statements speak only as of the date on which they are made; the Company undertakes no obligation to, and expressly disclaims any obligation to, update or revise its forward-looking statements to reflect new information, changed assumptions, the occurrence of subsequent events, or changes to future operating results over time unless otherwise required by law.
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