ESRT Enters New Credit Facility Agreement

TL;DR

ESRT just signed a new credit deal, changing how they borrow money.

AI Summary

On April 10, 2024, Empire State Realty Trust, Inc. (ESRT) entered into a Material Definitive Agreement related to a new credit facility. This agreement creates a direct financial obligation for the registrant, impacting its financial structure and obligations.

Why It Matters

This new credit facility likely provides Empire State Realty Trust with increased financial flexibility and potentially impacts its borrowing costs and overall capital structure.

Risk Assessment

Risk Level: medium — Entering into new financial agreements, especially credit facilities, can introduce financial risks related to debt covenants, interest rate fluctuations, and repayment obligations.

Key Players & Entities

• Empire State Realty Trust, Inc. (company) — Registrant
• ESRT (company) — Ticker Symbol
• April 10, 2024 (date) — Agreement Date

FAQ

Key Financial Figures

• $0.01 — Inc. Class A Common Stock, par value $0.01 per share ESRT The New York Stock E
• $225 million — ership will issue and sell an aggregate $225 million of its Notes, consisting of (a) $155 mi
• $155 million — million of its Notes, consisting of (a) $155 million aggregate principal amount of 7.20% Ser
• $45 million — eed Senior Notes due June 17, 2029, (b) $45 million aggregate principal amount of 7.32% Ser
• $25 million — Senior Notes due June 17, 2031 and (c) $25 million aggregate principal amount of 7.41% Ser

Filing Documents

• tm2411551d1_8k.htm (8-K) — 57KB
• tm2411551d1_ex10-1.htm (EX-10.1) — 664KB
• tm2411551d1_ex99-1.htm (EX-99.1) — 11KB
• tm2411551d1_ex99-1img001.jpg (GRAPHIC) — 4KB
• 0001104659-24-046285.txt ( ) — 1125KB
• esrt-20240410.xsd (EX-101.SCH) — 4KB
• esrt-20240410_def.xml (EX-101.DEF) — 28KB
• esrt-20240410_lab.xml (EX-101.LAB) — 38KB
• esrt-20240410_pre.xml (EX-101.PRE) — 27KB
• tm2411551d1_8k_htm.xml (XML) — 12KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. Senior Unsecured Notes On April 10, 2024, Empire State Realty Trust, Inc. (the "Company") and Empire State Realty OP, L.P. (the "Operating Partnership"), the operating partnership subsidiary of the Company, entered into a Note Purchase Agreement with the purchasers named therein (the "Purchase Agreement") in connection with a private placement of the Operating Partnership's green guaranteed senior unsecured notes (the "Notes"). Under the Purchase Agreement, the Operating Partnership will issue and sell an aggregate $225 million of its Notes, consisting of (a) $155 million aggregate principal amount of 7.20% Series I Green Guaranteed Senior Notes due June 17, 2029, (b) $45 million aggregate principal amount of 7.32% Series J Green Guaranteed Senior Notes due June 17, 2031 and (c) $25 million aggregate principal amount of 7.41% Series K Green Guaranteed Senior Notes due June 17, 2034. The sale and purchase of the Notes is scheduled to be held on June 17, 2024, subject to customary closing conditions. The issue price for the Notes is 100% of the aggregate principal amount thereof. Pursuant to the terms of the Purchase Agreement, the Operating Partnership may prepay all or a portion of the Notes upon notice to the holders at a price equal to 100% of the principal amount so prepaid plus a make-whole premium as set forth in the Purchase Agreement. The obligations of the Operating Partnership under the Notes will be unconditionally guaranteed by each of the Company's subsidiaries that guarantees or otherwise becomes liable at any time in respect of, indebtedness under any Material Credit Facility (as defined in the Purchase Agreement) of the Company or any of its subsidiaries. The Purchase Agreement contains customary covenants, including limitations on liens, investment, distributions, incurrence of debt, fundamental changes, and transactions with affiliates, and will require certain customary financial reports.

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On April 10, 2024, the Company issued a press release announcing the above-described financings. A copy of the press release is attached hereto as Exhibit 99.1. The information in Item 7.01 of this Current Report on Form 8-K is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section. Such information shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act or the Exchange Act, unless it is specifically incorporated by reference therein.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Note Purchase Agreement, dated April 10, 2024, among Empire State Realty OP, L.P., Empire State Realty Trust, Inc. and the purchasers named therein. 99.1 Press release dated April 10, 2024 issued by the Company. 104 Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document). SIGNATURE Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. EMPIRE STATE REALTY TRUST, INC. (Registrant) Date: April 11, 2024 By: /s/ Christina Chiu Name: Christina Chiu Title: President EMPIRE STATE REALTY OP, L.P. (Registrant) By: Empire State Realty Trust, Inc., as general partner Date: April 11, 2024 By: /s/ Christina Chiu Name: Christina Chiu Title: President

View Full Filing

View this 8-K filing on SEC EDGAR