Washington Prime Group Recasts $1 Billion Revolving Credit and Term Loan Facility
January 22 2018 - 4:05PM
Washington Prime Group Inc. (NYSE:WPG) today announced that its
operating partnership, Washington Prime Group, L.P., has amended
and restated its existing revolving credit and term loan facility
that was set to mature with extension options on May 30, 2019. The
newly recast $1 billion facility can be increased to $1.5 billion
through currently uncommitted facility commitments. Excluding this
accordion feature, the newly recast facility includes a $650
million revolver and $350 million term loan. When considering
extension options, the facility will mature on December 30, 2022.
The current pricing on the facility remains substantially
consistent at LIBOR plus 1.25% on the revolver and LIBOR plus 1.45%
on the term loan.
Borrowings of approximately $155 million from
the recast facility were used to refinance the outstanding balance
on the existing revolving credit facility. The $350 million term
loan was fully funded at closing. The Company applied those
proceeds to fully satisfy the existing June 2015 term loan with an
outstanding balance of $270 million, with the remainder used to
reduce the outstanding balance on the revolving credit
facility.
On January 19, 2018, the Company used the
proceeds from its then existing revolving credit facility to repay
the $86.5 million mortgage loan secured by The Outlet Collection
Seattle.
Lou Conforti, CEO and Director stated: “We
continue to execute on our financial objective of the past 18
months to further strengthen our balance sheet. The recast facility
enhances our strong financial flexibility and demonstrates the
confidence of our bank partners in the stability of our cash flows.
In conjunction with our recent issuance of $750M of unsecured notes
due August 2024, the recast of our credit facility illustrates our
focus to mitigate refinancing risk and optimize our capital
structure. Mark Yale, Rob Demchak, Lisa Indest, and WPG’s financial
and legal teams should be commended on the execution of both.”
Bank of America, N.A. served as administrative
agent; Merrill Lynch, Pierce, Fenner & Smith Incorporated was
joint lead arranger and sole bookrunner; PNC Capital Markets LLC,
U.S. Bank National Association, Citizens Bank, N.A., The Huntington
National Bank and Sumitomo Mitsui Banking Corporation served as
joint lead arrangers; PNC Bank, National Association and U.S. Bank
National Association were co-syndication agents; Citizens Bank,
N.A., The Huntington National Bank and Sumitomo Mitsui
Banking Corporation were co-documentation agents; and Morgan
Stanley Senior Funding Inc., SunTrust Bank, Regions Bank and
Goldman Sachs Bank, USA served as senior managing agents.
Additional information regarding the terms of
the recast and extension can be found on the Company’s Form 8-K
filed with the Securities and Exchange Commission today.
About Washington Prime
GroupWashington Prime Group Inc. is a retail REIT and a
recognized leader in the ownership, management, acquisition and
development of retail properties. The Company combines a national
real estate portfolio with an investment grade balance sheet,
leveraging its expertise across the entire shopping center sector
to increase cash flow through rigorous management of assets and
provide new opportunities to retailers looking for growth
throughout the U.S. Washington Prime Group® is a registered
trademark of the Company. Learn more at
www.washingtonprime.com.
ContactsLisa A. Indest, CAO
& Senior VP, Finance, 614.887.5844 or
lisa.indest@washingtonprime.com Kimberly A. Green, VP, Investor
Relations & Corporate Communications, 614.887.5647 or
kim.green@washingtonprime.com
Forward-Looking StatementsThis
news release contains “forward-looking statements” within the
meaning of the Private Securities Litigation Reform Act of 1995
which represent the current expectations and beliefs of management
of Washington Prime Group Inc. (“WPG”) concerning the proposed
offering of the notes, the anticipated consequences and benefits of
the offering of the notes and the targeted close date for the
offering of the notes, and other future events and their potential
effects on WPG, including, but not limited to, statements relating
to anticipated financial and operating results, WPG’s plans,
objectives, expectations and intentions, cost savings and other
statements, including words such as “anticipate,” “believe,”
“confident,” “plan,” “estimate,” “expect,” “intend,” “will,”
“should,” “may,” and other similar expressions. Such statements are
based upon the current beliefs and expectations of WPG’s
management, and involve known and unknown risks, uncertainties, and
other factors which may cause the actual results, performance, or
achievements of WPG to be materially different from future results,
performance or achievements expressed or implied by such
forward-looking statements. Such factors include, without
limitation: changes in asset quality and credit risk; ability to
sustain revenue and earnings growth; changes in political, economic
or market conditions generally and the real estate and capital
markets specifically; the impact of increased competition; the
availability of capital and financing; tenant or joint venture
partner(s) bankruptcies; the failure to increase enclosed retail
store occupancy and same-store operating income; risks associated
with acquisitions, dispositions, development, expansion, leasing
and management of properties; changes in market rental rates;
trends in the retail industry; relationships with anchor tenants;
risks relating to joint venture properties; costs of common area
maintenance; competitive market forces; the level and volatility of
interest rates; the rate of revenue increases as compared to
expense increases; the financial stability of tenants within the
retail industry; the restrictions in current financing arrangements
or the failure to comply with such arrangements; the liquidity of
real estate investments; the impact of changes to tax legislation
and WPG’s tax positions; failure to qualify as a real estate
investment trust; the failure to refinance debt at favorable terms
and conditions; loss of key personnel; material changes in the
dividend rates on securities or the ability to pay dividends on
common shares or other securities; possible restrictions on the
ability to operate or dispose of any partially-owned properties;
the failure to achieve earnings/funds from operations targets or
estimates; the failure to achieve projected returns or yields on
development and investment properties (including joint ventures);
expected gains on debt extinguishment; changes in generally
accepted accounting principles or interpretations thereof;
terrorist activities and international hostilities; the unfavorable
resolution of legal or regulatory proceedings; the impact of future
acquisitions and divestitures; assets that may be subject to
impairment charges; significant costs related to environmental
issues; and other risks and uncertainties, including those detailed
from time to time in WPG’s statements and periodic reports filed
with the Securities and Exchange Commission, including those
described under “Risk Factors”. The forward-looking statements in
this communication are qualified by these risk factors. Each
statement speaks only as of the date of this press release and WPG
undertakes no obligation to update or revise any forward-looking
statements to reflect subsequent events or circumstances. Actual
results may differ materially from current projections,
expectations, and plans, if any. Investors, potential investors and
others should give careful consideration to these risks and
uncertainties.
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