WSR 8-K (2011-06-14) Credit Agmt
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): June 17, 2011 (June 13, 2011)
Whitestone REIT
(Exact Name of Registrant as Specified in Charter)
|
| | | | |
| | | | |
Maryland | | 000-50256 | | 76-0594970 |
| | | | |
(State or Other Jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
|
| | |
2600 South Gessner, Suite 500 | | |
Houston, TX | | 77063 |
| | |
(Address of Principal Executive Offices) | | (Zip Code) |
Registrant's telephone number, including area code: (713) 827-9595
|
|
Not Applicable |
|
(Former Name or Former Address, if Changed Since Last Report) |
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:
|
| | |
| | |
o | | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
| | |
| | |
o | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
| | |
| | |
o | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
| | |
| | |
o | | 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.
On June 14, 2011, Whitestone REIT (the "Company"), through its operating subsidiary Whitestone REIT Operating Partnership, L.P., announced that it entered into an agreement with Harris Bank, part of BMO Financial Group, effective June 13, 2011 for an unsecured revolving credit facility (the "Facility") with an initial committed amount of $20 million. The Facility is expandable to $75 million and matures two years from closing, with a 12-month extension available upon lender approval. The Company will use the Facility for general corporate purposes, including acquisitions and redevelopment of existing properties in its portfolio.
The Facility contains customary terms and conditions, including, without limitation, affirmative and negative covenants such as information reporting requirements, maximum total indebtedness to total asset value, minimum EBITDA to fixed charges, and maintenance of net worth. The Facility also contains customary events of default with customary cure and notice, including, without limitation, nonpayment, breach of covenant, misrepresentation of representations and warranties in a material respect, cross-default to other major indebtedness, change of control, bankruptcy, and loss of REIT tax status.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information provided in Item 1.01 of this Current Report on Form 8-K is incorporated in this Item 2.03 by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following Exhibits 99.1 and 99.2 are being furnished herewith to this Current Report on Form 8-K:
|
| | |
| | |
Exhibit No. | | Description |
| | |
99.1 | | Credit Agreement dated as of June 13, 2011 |
| | |
99.2 | | Whitestone REIT Press Release dated June 14, 2011. |
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.
|
| | | | |
| | | | |
| Whitestone REIT | |
Date: June 17, 2011 | By: | /s/ David K. Holeman | |
| | David K. Holeman | |
| | Chief Financial Officer | |
|
EXHIBIT INDEX
|
| | |
| | |
Exhibit No. | | Description |
99.1 | | Credit Agreement dated as of June 13, 2011 |
99.2 | | Whitestone REIT Press Release dated June 14, 2011. |