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Item 1.01
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Entry into a Material Definitive Agreement.
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Amended Term Loan Agreement and Amended and Restated Credit
Agreement
As previously disclosed, on April 19, 2018,
CoreSite, L.P. (the “Operating Partnership”), the operating partnership of CoreSite Realty Corporation (the “Company”),
entered into a fourth amended and restated unsecured credit agreement (the “Credit Agreement”) with a group of lenders
for which KeyBank National Association acts as the administrative agent. The Credit Agreement is guaranteed by the Company and
certain subsidiaries of the Operating Partnership on a joint and several basis.
On November 8, 2019, the Credit Agreement
was amended and restated (the “Amended and Restated Credit Agreement”) in order to, among other things, (i) extend
the term of the $450 million revolving credit facility from April 2022 to November 2023, with a one-year extension option, and
(ii) provide for a new $350.0 million term loan facility, which matures in April 2025. The exercise of the extension option under
the revolving credit facility is subject to the payment of an extension fee equal to 10 basis points of the maximum facility amount
and certain other customary conditions. The Amended and Restated Credit Agreement contains an accordion feature that allows the
Operating Partnership to increase the total commitment by $550.0 million, to $1,500.0 million, under specified circumstances, with
such increase being allocated to the revolving credit facility and/or the term loan facilities in such fashion as the Operating
Partnership may designate. In addition to the new $350.0 million term loan facility, and after the use of proceeds therefrom, the
Operating Partnership has $150.0 million of term loans outstanding under the Amended and Restated Credit Agreement, which are due
in 2024.
The new $350.0 million term loan facility
was borrowed in full at closing, and the net proceeds thereof are expected to be used to repay in full the Operating Partnership’s
existing term loans due June 2020 and February 2021, to fund continued development across the Company’s portfolio and for
general corporate purposes. KeyBanc Capital Markets, RBC Capital Markets, Regions Capital Markets, TD Securities (USA) LLC and
Wells Fargo Securities served as joint lead arrangers and co-syndication agents for the revolving credit facility and KeyBanc Capital
Markets, RBC Capital Markets, SunTrust Robinson Humphrey, Inc., TD Securities (USA) LLC and Wells Fargo Securities served as joint
lead arrangers and co-syndication agents for the new term loan facility.
Under the Amended and Restated Credit Agreement,
the Operating Partnership may elect to have borrowings bear interest at a rate per annum equal to (i) LIBOR plus 125 basis points
to 185 basis points under the revolving credit facility, and 120 basis points to 180 basis points under the term loan facilities,
or (ii) a base rate plus 25 basis points to 85 basis points under the revolving credit facility, and 20 basis points to 80 basis
points under the term loan facilities, each depending on the Operating Partnership’s leverage ratio. The Operating Partnership
elected to swap the variable interest rate associated with $175 million, or 50% of the principal amount of the new term loan
facility, to a fixed rate of approximately 2.79%.
The Credit Agreement was also amended to,
among other things, change certain restrictive covenants, including increases or decreases, as applicable, to a number of ratios
and other figures in the Credit Agreement resulting in increased flexibility for the Operating Partnership.
As previously disclosed, the Operating Partnership
is also party to an amended and restated unsecured term loan agreement, dated as of April 19, 2017, with Royal Bank of Canada,
as administrative agent, and certain lenders party thereto from time to time (as amended on April 19, 2018, the “Term Loan
Agreement”). On November 8, 2019, the Term Loan Agreement was amended (the “Term Loan Amendment”) in order to
make certain changes to conform to the provisions of the Amended and Restated Credit Agreement, including as to interest rates
and certain restrictive covenants. The amount outstanding under the Term Loan Agreement and its maturity date remain unchanged.
The foregoing descriptions of the Amended
and Restated Credit Agreement and Term Loan Amendment are qualified in their entirety by reference to the full text of the Amended
and Restated Credit Agreement and Term Loan Amendment attached as Exhibit 10.1 and Exhibit 10.2, respectively, to this Current
Report on Form 8-K and incorporated by reference into this Item 1.01.