Agree Realty Corp Enters Material Agreement, Incurs Financial Obligation

TL;DR

AGREE just signed a big deal and took on new debt/obligation. Watch this.

AI Summary

On November 17, 2025, Agree Realty Corporation entered into a material definitive agreement, likely related to financing or a significant transaction. This filing also indicates the creation of a direct financial obligation or an off-balance sheet arrangement for the registrant. The report includes financial statements and exhibits.

Why It Matters

This filing signals a significant financial event for Agree Realty Corp, potentially impacting its balance sheet and future financial flexibility.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements and incurring financial obligations can introduce new risks related to debt covenants, interest rate fluctuations, or the success of the underlying transaction.

Key Players & Entities

• Agree Realty Corporation (company) — Registrant
• November 17, 2025 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.0001 — nge on which registered Common Stock, $0.0001 par value ADC New York Stock Exchan
• $350 million — 2025 Term Loan Agreement provides for a $350 million unsecured delayed draw term loan facili
• $500 million — ate amount of the loans does not exceed $500 million. No amortization payments are required

Filing Documents

• adc-20251117x8k.htm (8-K) — 57KB
• adc-20251117xex10d1.htm (EX-10.1) — 1050KB
• adc-20251117xex10d2.htm (EX-10.2) — 205KB
• adc-20251117xex10d3.htm (EX-10.3) — 160KB
• 0001104659-25-113644.txt ( ) — 1803KB
• adc-20251117.xsd (EX-101.SCH) — 3KB
• adc-20251117_def.xml (EX-101.DEF) — 14KB
• adc-20251117_lab.xml (EX-101.LAB) — 19KB
• adc-20251117_pre.xml (EX-101.PRE) — 13KB
• adc-20251117x8k_htm.xml (XML) — 7KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement . 2025 Term Loan Agreement Agree Realty Corporation (the "Company"), as parent guarantor, and Agree Limited Partnership, as borrower (the "Borrower"), entered into that certain Term Loan Agreement, dated as of November 17, 2025 (the "2025 Term Loan Agreement"), with PNC Bank, National Association ("PNC Bank"), as administrative agent, and a syndicate of lenders named therein (collectively, the "Lenders"), and with certain indirect subsidiaries of the Borrower as guarantors. The 2025 Term Loan Agreement provides for a $350 million unsecured delayed draw term loan facility (the "Loan"). Pursuant to the 2025 Term Loan Agreement, the Company and certain indirect subsidiaries of the Company guarantee to the Lenders all of the obligations of the Borrower and each other guarantor under the 2025 Term Loan Agreement, any notes and the other loan documents, including any obligations under hedging arrangements. From time to time, the Borrower may be required to cause additional subsidiaries to become guarantors under the 2025 Term Loan Agreement. The 2025 Term Loan Agreement provides $350 million unsecured borrowing capacity, which the Company may draw on from time to time in accordance with the terms of the 2025 Term Loan Agreement. As of November 17, 2025, there was no amount of borrowings outstanding under the 2025 Term Loan Agreement, and the Company maintains access to the $350 million of unsecured borrowing capacity under the 2025 Term Loan Agreement. The 2025 Term Loan Agreement matures on May 15, 2031. Subject to certain terms and conditions set forth in the 2025 Term Loan Agreement, the Borrower may request additional loans, provided that after giving effect to such loans, the aggregate amount of the loans does not exceed $500 million. No amortization payments are required under the 2025 Term Loan Agreement, and interest is payable in arrears, on the terms set forth in the 2025 Term Loan Agreement. All borro

03

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The disclosure required by this Item 2.03 is included in Item 1.01 above and is incorporated herein by reference.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits (d) Exhibits Exhibit Description 10.1* Term Loan Agreement, dated as of November 17, 2025, by and among Agree Realty Corporation, Agree Limited Partnership, PNC Bank, National Association, as Administrative Agent, and a syndicate of lenders named therein. 10.2 First Amendment to Fourth Amended and Restated Revolving Credit Agreement, dated as of November 17, 2025, by and among Agree Realty Corporation, Agree Limited Partnership, PNC Bank, National Association as Administrative Agent, and a syndicate of lenders named therein. 10.3 Second Amendment to Term Loan Agreement, dated as of November 17, 2025 by and among Agree Realty Corporation, Agree Limited Partnership, PNC Bank, National Association, as Administrative Agent, and a syndicate of lenders named therein. 104 Cover Page Interactive Data File (the Cover Page Interactive Data File is embedded within the Inline XBRL document) * Schedules and certain portions of this exhibit have been omitted pursuant to Items 601(a)(5) and 601(a)(6) of Regulation S-K.

SIGNATURES

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. AGREE REALTY CORPORATION Date: November 18, 2025 By: /s/ Peter Coughenour Name: Peter Coughenour Title: Chief Financial Officer and Secretary

View Full Filing

View this 8-K filing on SEC EDGAR