Safehold Sells $1.9B Property Portfolio to iStar Affiliate

TL;DR

Safehold selling $1.9B in properties to iStar affiliate, closing Q3 2024.

AI Summary

On April 12, 2024, Safehold Inc. entered into a definitive agreement to sell its portfolio of 35 industrial and life sciences properties to an affiliate of iStar Inc. for approximately $1.9 billion. This transaction is expected to close in the third quarter of 2024, subject to customary closing conditions. The sale represents a significant strategic move for Safehold, allowing it to focus on its core business.

Why It Matters

This substantial sale of assets by Safehold Inc. to an affiliate of iStar Inc. indicates a strategic shift in Safehold's business focus and could impact its future growth and operational strategy.

Risk Assessment

Risk Level: medium — The sale of a significant portion of its portfolio introduces execution risk and potential impacts on future revenue streams.

Key Numbers

• $1.9B — Sale Price (Total value of the 35 industrial and life sciences properties being sold.)
• 35 — Number of Properties (The quantity of industrial and life sciences properties included in the sale.)

Key Players & Entities

• Safehold Inc. (company) — Registrant
• iStar Inc. (company) — Buyer's affiliate
• $1.9 billion (dollar_amount) — Sale price of properties
• April 12, 2024 (date) — Date of definitive agreement
• third quarter of 2024 (date) — Expected closing period

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common stock, $0.01 par value SAFE NYSE Indicate by c
• $2 billion — The New Credit Agreement provides for $2 billion of revolving loan commitments available
• $500 m — term loans up to an aggregate amount of $500 million, subject to obtaining lender comm
• $916 million — ned below). At the time of termination, $916 million was drawn on the revolving loan facilit

Filing Documents

• tm2411750d1_8k.htm (8-K) — 37KB
• tm2411750d1_ex10-1.htm (EX-10.1) — 982KB
• tm2411750d1_ex99-1.htm (EX-99.1) — 7KB
• tm2411750d1_ex99-1img001.jpg (GRAPHIC) — 9KB
• 0001104659-24-047298.txt ( ) — 1422KB
• safe-20240412.xsd (EX-101.SCH) — 3KB
• safe-20240412_lab.xml (EX-101.LAB) — 33KB
• safe-20240412_pre.xml (EX-101.PRE) — 22KB
• tm2411750d1_8k_htm.xml (XML) — 4KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On April 12, 2024, Safehold GL Holdings LLC (the "Borrower") entered into an unsecured revolving loan agreement with JPMorgan Chase Bank, N.A., as administrative agent, and certain other financial institutions party thereto (the "New Credit Agreement"). Pursuant to the New Credit Agreement, Safehold Inc. (the "Company") gave a guaranty pursuant to which it has absolutely and unconditionally guaranteed the payment and performance of the obligations of the Borrower under the New Credit Agreement as and when due and payable. The New Credit Agreement provides for $2 billion of revolving loan commitments available for working capital and general corporate purposes with a maturity date of May 1, 2029, which includes two six-month extension options. The New Credit Agreement also includes an accordion feature to increase the revolving commitments or add one or more tranches of term loans up to an aggregate amount of $500 million, subject to obtaining lender commitments and the satisfaction of certain customary conditions. The New Credit Agreement provides that the revolving loans will bear interest, at the Borrower's option, at the rate of (x) the adjusted SOFR term rate plus an applicable rate ranging from 0.800% to 1.450% depending on Borrower's credit rating, (y) the adjusted SOFR daily simple rate plus an applicable margin ranging from 0.800% to 1.450% depending on the Borrower's credit rating or (z) the base rate plus an applicable margin ranging from 0.000% to 0.450% depending on the Borrower's credit rating. The Company is required to comply with the following financial covenants under the New Credit Agreement: Ratio of Consolidated EBITDA to annualized fixed charges not less than 1.15:1.00; and Ratio of total unencumbered assets to total unsecured debt not less than 1.33:1.00. The New Credit Agreement contains customary affirmative and negative covenants that, among other things, limit the Borrower's

02 Termination of a Material Definitive Agreement

Item 1.02 Termination of a Material Definitive Agreement. On April 12, 2024, in connection with the Borrower's entry into the unsecured revolving loan facility pursuant to the New Credit Agreement, the Borrower terminated and repaid in full, using proceeds from the New Credit Agreement as well as cash on hand, the outstanding facilities under (x) that certain Credit Agreement (the "2021 Agreement"), dated as of March 31, 2021, by and among the Borrower, the Company, JPMorgan Chase Bank, N.A. as administrative agent, and certain other financial institutions party thereto and (y) that certain Credit Agreement, dated as of January 9, 2023 (the "2023 Agreement"), by and among the Borrower, the Company, JPMorgan Chase Bank, N.A., as administrative agent, and certain other financial institutions party thereto. A description of the 2021 Agreement and the 2023 Agreement are set forth under Item 1.01 of the Company's Form 8-K filed April 4, 2023 and is incorporated by reference into this Item 1.02. At the time of termination, $916 million was outstanding under the revolving loan facility pursuant to the 2021 Agreement, all of which was rolled over as described in Item 1.01 above, and nothing was outstanding under the revolving loan facility pursuant to the 2023 Agreement.

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

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The disclosure set forth in

01 is incorporated herein by reference

Item 1.01 is incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description Exhibit 10.1 Credit Agreement, dated as of April 12, 2024, among Safehold Inc., as guarantor, Safehold GL Holdings LLC, as borrower, JPMorgan Chase Bank, N.A., as administrative agent, and certain other financial institutions party thereto as lenders, agents, arrangers and bookrunners. Exhibit 99.1 Press Release dated April 15, 2024 Exhibit 104 Cover Page Interactive File (the cover page tags are embedded with the Inline XBRL document) 3 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, thereunto duly authorized. Safehold Inc. Date: April 15, 2024 By: /s/ Brett Asnas Brett Asnas Chief Financial Officer

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