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EX-99.1 - EX-99.1 - INDUS REALTY TRUST, INC.grif-20160725ex991502c39.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

 

July 22, 2016

Date of report (Date of earliest event reported)

 

 

GRIFFIN INDUSTRIAL REALTY, INC.

(Exact name of registrant as specified in charter)

 

 

 

 

Delaware

06-0868496

(State or other jurisdiction of incorporation or organization)

(IRS Employer Identification Number)

 

 

Commission File Number

1-12879

 

 

One Rockefeller Plaza, New York, New York

10020

(Address of principal executive offices)

(Zip Code)

 

 

Registrant’s Telephone Number including Area Code

(212) 218-7910

 

 

 

 

 

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 set forth in Item 2.03 below regarding financial obligations is incorporated by reference into this Item 1.01.

 

Item 2.03.

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

 

On July 22, 2016 Griffin Industrial Realty, Inc. (“Griffin” or “Registrant”) entered into an amendment (the “Amendment”) to its revolving credit line (the “Webster Credit Line”) with Webster Bank, N.A. that extends the Webster Credit Line for two years through July 31, 2018. The Amendment increases the amount of the Webster Credit Line from $12.5 million to $15.0 million and enables Griffin to further extend the Webster Credit Line for an additional year through July 31, 2019. The Amendment provides that the interest rate on the Webster Credit Line will remain at the one month LIBOR rate plus 2.75% and that the collateral for the Webster Credit Line, Griffin’s properties in Griffin Center South aggregating approximately 235,000 square feet and an approximately 48,000 square foot single story office building in Griffin Center, will also remain the same. Griffin has not had any borrowings under the Webster Credit Line since its inception in fiscal 2013. Griffin expects to use any potential future borrowings under the Webster Credit Line for investment in real estate assets and general corporate purposes.

 

Item 7.01.

Regulation FD Disclosure

 

A copy of Griffin’s July 25, 2016 press release announcing the extension of the Webster Credit Line is attached as Exhibit 99.1.

 

Item 9.01.

Financial Statements and Exhibits

 

Exhibit 99.1:  Press Release dated July 25, 2016 (attached hereto).

 

 

This Form 8-K includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward looking statements include without limitation statements regarding the anticipated uses of future borrowings under the Webster Credit Line. Although Griffin believes that its plans, intentions and expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such plans, intentions or expectations will be achieved. The projected information disclosed herein is based on assumptions and estimates that, while considered reasonable by Griffin as of the date hereof, are inherently subject to significant business, economic, competitive and regulatory uncertainties and contingencies, many of which are beyond the control of Griffin and which could cause actual results and events to differ materially from those expressed or implied in the forward-looking statements. Important factors that could affect the outcome of the


 

events set forth in these statements are described in Griffin’s Securities and Exchange Commission filings, including the “Business,” “Risk Factors” and “Forward-Looking Information” sections in Griffin’s Annual Report on Form 10-K for the fiscal year ended November 30, 2015. Griffin disclaims any obligation to update any forward-looking statements as a result of developments occurring after the date of this Current Report except as required by law.

 

 

 

 

 

 

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 hereunto duly authorized.

 

 

 

 

 

 

GRIFFIN INDUSTRIAL REALTY, INC.

 

 

 

 

 

 

 

 

 

By:   

/s/ Anthony J. Galici

 

 

Anthony J. Galici

 

 

Vice President, Chief Financial Officer

 

 

and Secretary

Dated:  July 25, 2016