California (State or other Jurisdiction of Incorporation or Organization) | 33-36383 (Commission File Number) | 94-2723335 (IRS Employer Identification No.) |
Item 1.01 | Entry into a Material Definitive Agreement. |
• | include preferred equity contribution for four consecutive quarters in the calculation of the debt service coverage ratio for the period December 31, 2014 through December 31, 2015; |
• | increase the applicable margin by one half of one percent (0.50%) for the period September 30, 2014, through December 31, 2015; |
• | define the 2014/2015 preferred equity contributions as being made on or after the Amendment date and on or before December 31, 2015; |
• | allow preferred equity contributions made within five business days after the quarter end to be included in the applicable quarters preferred equity contributions for the calculation of the debt service coverage ratio; |
• | require a $3,500,000 preferred equity contribution prior to the execution of the Amendment; |
• | include an alternate debt service coverage ratio, which is to be a ratio of 1.00 to 1.00 for the period January 1, 2015, through December 31, 2015; |
• | alter the repayment terms if there is a receipt of net securities proceeds, which shall exclude all 2014/2015 preferred equity contributions; |
• | alter the definition of adverse change to be measured from the period beginning September 30, 2014; |
• | alter the definition of material adverse change to be measured from the period beginning September 30, 2014; |
• | alter the definition of minimum net worth of the borrow to be $50,000,000; |
• | alter the definition of minimum tangible net worth of the sponsor to be $350,000,000; |
• | substitute exhibit D, the compliance certificate, with a new exhibit D; and |
• | waive the event of default and the related required financial covenant default contribution and interest payable under the post-default rate, which occurred for the fiscal quarter ended September 30, 2014, and to waive the financial covenants for the fiscal quarter ending December 31, 2014. |
Item 9.01 | Financial Statements and Exhibits. |
Exhibit Number | Description | |
10.1 | Tenth Amendment to Credit Agreement dated December 23, 2014, by and among PICO Northstar Hallock, LLC, PICO Northstar, LLC, ING Capital, LLC and other lenders |
Maxim C. W. Webb | |
Executive Vice President and Chief Financial Officer |