Item 1.01 Entry into a Material Definitive Agreement.
“Company”) investment in a student housing complex,
a direct, wholly-owned subsidiary of the Company (“ARF”) entered into guaranties
related to a
the Company has a membership interest. Pursuant to the Guaranty Agreement, dated
the “Guarantors”) for the benefit of
“Lender”), the Guarantors provided limited (“bad boy”) guaranties to the Lender
pursuant to the
Drive East, LLC
Lender (“Loan Agreement”) until the earlier of the payment in full of the
indebtedness or the date of a sale of the property pursuant to a foreclosure of
the mortgage or deed or other transfer in lieu of foreclosure is accepted by the
Agreement for the benefit of the Lender to guaranty the timely completion of the
project in accordance with the Loan Agreement, as well as a Carry Guaranty
Agreement, for the benefit of the Lender to guaranty the prompt and
unconditional payment by Borrower of all customary or necessary costs and
expenses incurred in connection with the operation, maintenance and management
of the property and an Environmental Indemnity Agreement jointly and severally
in favor of the Lender whereby the Guarantors serving as Indemnitors provided
environmental representations and warranties, covenants and indemnification
(collectively the “Guaranties”). The Guaranties include certain financial
covenants required of ARF, including required net worth and liquidity
The foregoing description of the Guaranty Agreement, the Completion Guaranty
Agreement, the Carry Guaranty Agreement and the Environmental Indemnity
Agreement are only summaries, do not purport to be complete and are qualified in
their entirety by reference to the full text of such agreements, which are filed
as Exhibits 10.1, 10.2, 10.3 and 10.4 hereto and are incorporated herein by
Item 9.01 Financial Statements and Exhibits.
Exhibit No. 10.1 Guaranty Agreement executed
January 24, 2023by Jason Pollack, Frank Dellaglioand ACRES Realty Funding, Inc.for the benefit of Oceanview Life and Annuity Company10.2 Completion Guaranty Agreement executed January 24, 2023by Jason Pollack, Frank Dellaglioand ACRES Realty Funding, Inc.for the benefit of Oceanview Life and Annuity Company10.3 Carry Guaranty Agreement executed January 24, 2023by Jason Pollack, Frank Dellaglioand ACRES Realty Funding, Inc.for the benefit of Oceanview Life and Annuity Company10.4 Environmental Indemnity Agreement executed January 24, 2023by Jason Pollack, Frank Dellaglioand ACRES Realty Funding, Inc.in favor of Oceanview Life and Annuity Company104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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Item 1.01 Entry into a Material Definitive Agreement.
which are subsidiaries of
“Trust”) that own
which is the guarantor under the Notes (as defined below), and New York Life
Insurance Company and
are the lenders under the loans that are evidenced by the Notes (the “Lenders”),
entered into a Second Loan Extension and Modification Agreement (the “Second
Extension and Modification Agreement”) to that certain (i)
promissory note with New York Life Insurance Company dated
Association of America
Extension and Modification Agreement extended the maturity date of the Notes
of the Second Extension and Modification Agreement and effectuate the extension
of the maturity date of the Notes, the Borrowers paid an extension fee of
the Second Extension and Modification Agreement, among other terms and
The Second Extension and Modification agreement also includes an option for the
Borrowers to further extend the maturity date of the Notes to
(i) an additional
is paid down on each of the monthly payment dates occurring in
respect to the Notes and (iii) the maturity date of the Trust’s two secured
credit agreements are extended to
The foregoing description of the Second Extension and Modification Agreement is
qualified in its entirety by reference to the full text of the Second Extension
and Modification Agreement, which will be filed as an exhibit to the Trust’s
Quarterly Report on Form 10-Q to be filed for the quarter ended
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.
PENNSYLVANIA REAL ESTATE INVESTMENT TRUST Date: November 4, 2022 By: /s/ Lisa M. Most Lisa M. Most Executive Vice President, Secretary and General Counsel
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Bridge Investment Group Holdings Inc. (NYSE: BRDG) (“Bridge” or the “Company”) today announced that it has signed a definitive agreement to form a joint venture with Grosvenor’s Diversified Property Investments business (“Grosvenor”) to deploy $100 million of equity, with the option for follow-on investments, to purchase and amenitize best-in-class office assets that are positioned to capture an outsized share of their respective submarket’s leasing and absorption due to their attractive location and ability to meet the needs of the modern tenant.
In the aftermath of the COVID-19 pandemic, Bridge believes that demands of employees and employers continue to become more discerning as it relates to office space. Market-leading amenitization, environmentally conscious initiatives, and a highly connected location are now tenant requirements, not tenant wishes. The joint venture seeks to tap into the “knowledge economy” by deploying capital into highly connected assets in strategic locations that combine accommodating business environments, a high quality of life, and rapidly growing pools of talented labor with environmental sustainability.
“The dislocation in the markets has created an opportunity for Bridge and Grosvenor to capitalize on under-amenitized office properties where the previous owner may not have the capex budget, time horizon, or financing access to turn strategically positioned office buildings into state-of-the-art assets. The Bridge built-in property management and leasing capabilities, combined with our focus on environmental sustainability, including our collaboration with Bridge’s Solar team, enable us to create incremental value from assets that we believe are well positioned but not yet achieving their full potential,” said John Ward, Chief Investment Officer for Bridge’s Commercial Office Strategy.
Grosvenor’s Diversified Property Investments team works to diversify the business’ global property portfolio by backing specialist third-party managers in sectors and countries that complement the activities of its regional operating companies, like Grosvenor Property Americas and Grosvenor Property UK. Since their first investment in 2012, the team has committed over $800 million of equity across five continents with 19 specialist third-party management teams.
Andy Yates, Chief Investment Officer, Grosvenor Diversified Property Investments, added: “We’re pleased to have entered into our second partnership with Bridge, which shares our ambition to provide exceptional workplaces for businesses and employees centered around sustainability and wellness.
“Looking ahead we have a strong belief in the resilience of high-quality and well-located offices in growth cities and continue to seek similar opportunities with specialist managers as we expand Grosvenor’s Diversified Property Investments business and help diversify its global portfolio.”
The first asset acquired in the joint venture is Camelback Center, located in the high-growth market of Phoenix, Arizona in the prestigious Camelback Corridor. Camelback is a submarket recognized as a premier corporate location with dense, walkable amenities and strong access to labor and in-demand housing. From 2009 to 2021, over $25.1 million has been invested to upgrade and modernize Camelback Center, including a new café, outdoor patio with amenities, lobby upgrades, common area and restroom upgrades, and new conference facilities. This nine-story class A building contains 236,553 square feet with covered parking and is currently 82% leased. In addition to the $25.1 million invested in the property since 2009, Bridge intends to drive value with continued capital improvements that enhance the newly added amenities and upgrades. Bridge also expects to incorporate tenant facing engagement technology and ESG-focused initiatives, such as solar.
About Bridge Investment Group
Bridge is a leading, vertically integrated real estate investment manager, diversified across specialized asset classes, with approximately $42.0 billion of assets under management as of June 30, 2022. Bridge combines its nationwide operating platform with dedicated teams of investment professionals focused on select U.S. real estate verticals: residential rental, office, development, logistics properties, net lease and real estate-backed credit.
About Grosvenor Group Limited
Grosvenor is an international developer, manager and investor improving property and places across many of the world’s leading cities.
Grosvenor’s Diversified Property Investments business co-invests with like-minded partners in third-party managed joint ventures to grow and diversify exposure in regions, sectors and investment types that are beyond the focus of Grosvenor’s regional property operating companies.
Grosvenor Diversified Property Investments promotes sustainability within the built environment, enhancing the wellbeing of their customers and communities to ensure that their activities can make a positive difference to society. Since their first partnership in 2011, they have invested across Europe, North and South America, Sub-Saharan Africa and Australia.
Grosvenor Diversified Property Investments is a values-led organisation which represents the Grosvenor family. Their work in property, alongside Grosvenor’s other activities in food and agtech, rural estate management and support for philanthropic initiatives, shares a common purpose – to deliver lasting commercial, social and environmental benefit – addressing today’s needs while taking responsibility for those of future generations.
This press release contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, which relate to future events or our future performance or financial condition. All statements other than statements of historical facts may be forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “outlook,” “could,” “believes,” “expects,” “potential,” “opportunity,” “continues,” “may,” “will,” “should,” “over time,” “seeks,” “predicts,” “intends,” “plans,” “estimates,” “anticipates,” “foresees” or negative versions of those words, other comparable words or other statements that do not relate to historical or factual matters. Accordingly, we caution you that any such forward-looking statements are based on our beliefs, assumptions and expectations as of the date made of our future performance, taking into account all information available to us at that time. These statements are not guarantees of future performance, conditions or results and involve a number of risks and uncertainties that are difficult to predict and beyond our control. Actual results may differ materially from those express or implied in the forward-looking statements as a result of a number of factors, including but not limited to those risks described from time to time in our filings with the Securities and Exchange Commission. Any forward-looking statement speaks only as of the date on which it is made. The Company undertakes no duty to publicly update any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by law. Nothing in this press release constitutes an offer to sell or solicitation of an offer to buy any securities of the Company or any investment fund managed by the Company or its affiliates.