Attached files

file filename
EX-10.4 - EX-10.4 - Carter Validus Mission Critical REIT, Inc.d599139dex104.htm
EX-10.1 - EX-10.1 - Carter Validus Mission Critical REIT, Inc.d599139dex101.htm
EX-10.3 - EX-10.3 - Carter Validus Mission Critical REIT, Inc.d599139dex103.htm
EX-10.6 - EX-10.6 - Carter Validus Mission Critical REIT, Inc.d599139dex106.htm
EX-10.5 - EX-10.5 - Carter Validus Mission Critical REIT, Inc.d599139dex105.htm
EX-10.2 - EX-10.2 - Carter Validus Mission Critical REIT, Inc.d599139dex102.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): September 19, 2013

 

 

Carter Validus Mission Critical REIT, Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Maryland   000-54675   27-1550167
(State or other jurisdiction of
incorporation or organization)
  (Commission
File Number)
 

(I.R.S. Employer

Identification No.)

4211 West Boy Scout Blvd.

Suite 500

Tampa, Florida 33607

(Address of principal executive offices)

(813) 287-0101

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 1.01 Entry into a Material Definitive Agreement.

The information reported in Item 2.03 of this Current Report on Form 8-K is incorporated herein by reference.

 

Item 2.03 Creation of Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

Increase in Borrowing Base Availability under KeyBank Credit Facility

As previously reported in a Current Report on Form 8-K filed on April 4, 2012, Carter Validus Mission Critical REIT, Inc. (the “Company”), through its operating partnership, Carter/Validus Operating Partnership, LP (“CVOP”), entered into a credit facility (as amended from time to time, the “KeyBank Credit Facility Agreement”) with KeyBank National Association (“KeyBank”) and the other lenders party thereto, to obtain a secured revolving credit facility in an aggregate maximum principal amount of $225,000,000 (the “KeyBank Credit Facility”), consisting of a $170,000,000 revolving credit loan, with a maturity date of August 9, 2016, subject to CVOP’s right to a 12-month extension, and a $55,000,000 term loan, with a maturity date of August 9, 2017, subject to CVOP’s right to a 12-month extension.

On September 19, 2013, in connection with the Company’s acquisition of an 82,316 rentable square foot medical facility located in San Antonio, Texas (the “Victory Medical Center Landmark”), CVOP, through a wholly-owned subsidiary, entered into a joinder agreement and an assignment of leases and rents with KeyBank to add the Victory Medical Center Landmark to the collateral pool of the KeyBank Credit Facility, which increased CVOP’s borrowing base availability under the KeyBank Credit Facility by approximately $18,268,000. CVOP also pledged a security interest in the Victory Medical Center Landmark as collateral to secure the KeyBank Credit Facility pursuant to a deed of trust, dated September 19, 2013.

On September 19, 2013, in connection with the Company’s acquisition of a 50,000 rentable square foot medical facility located in San Antonio, Texas (the “Post Acute/Warm Springs Rehab Hospital of Westover Hills”), CVOP, through a wholly-owned subsidiary, entered into a joinder agreement and an assignment of leases and rents with KeyBank to add the Post Acute/Warm Springs Rehab Hospital of Westover Hills to the collateral pool of the KeyBank Credit Facility, which increased CVOP’s borrowing base availability under the KeyBank Credit Facility by approximately $11,429,000. CVOP also pledged a security interest in the Post Acute/Warm Springs Rehab Hospital of Westover Hills as collateral to secure the KeyBank Credit Facility pursuant to a deed of trust, dated September 19, 2013.

The actual amount of credit available under the KeyBank Credit Facility is a function of certain loan-to-cost, loan-to-value, debt yield and debt service coverage ratios contained in the KeyBank Credit Facility Agreement. As of September 19, 2013, the total borrowing base availability under the KeyBank Line of Credit was $144,552,000. As of September 19, 2013, the outstanding balance under the KeyBank Line of Credit was $55,000,000 and the Company had approximately $89,552,000 remaining available thereunder.

The material terms of the joinder agreements, the assignments of leases and rents and the deed of trusts are qualified in their entirety by the agreements attached as Exhibit 10.1 through 10.6 to this Current Report on Form 8-K and incorporated herein by reference.


Item 9.01 Financial Statements and Exhibits

(d) Exhibits

 

10.1    Joinder Agreement by HC-5330 N. Loop 1604 West, LLC to KeyBank National Association, as Agent, dated September 19, 2013.
10.2    Assignment of Leases and Rents by HC-5330 N. Loop 1604 West, LLC to KeyBank National Association, dated September 19, 2013.
10.3    Deed of Trust, Security Agreement and Assignment of Leases and Rents by HC-5330 N. Loop 1604 West, LLC, as Grantor, to Gary S. Farmer, as Trustee, for the benefit of KeyBank National Association, as Agent, dated September 19, 2013.
10.4    Joinder Agreement by HC-10323 State Highway 151, LLC to KeyBank National Association, as Agent, dated September 19, 2013.
10.5    Assignment of Leases and Rents by HC-10323 State Highway 151, LLC to KeyBank National Association, dated September 19, 2013.
10.6    Deed of Trust, Security Agreement and Assignment of Leases and Rents by HC-10323 State Highway 151, LLC, as Grantor, to Gary S. Farmer, as Trustee, for the benefit of KeyBank National Association, as Agent, dated September 19, 2013.


SIGNATURE

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 hereunto duly authorized.

 

    Carter Validus Mission Critical REIT, Inc.
Dated: September 20, 2013     By:  

/s/ Todd M. Sakow

      Name:   Todd M. Sakow
      Title:   Chief Financial Officer