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| BDN > SEC Filings for BDN > Form 8-K on 29-Jun-2009 | All Recent SEC Filings |
29-Jun-2009
Creation of a Direct Financial Obligation or an Obligation under an Off-B
See Item 8.01 below.
On June 29, 2009, we executed definitive documentation relating to the
previously announced forward financing commitments of $209.7 million and
$46.8 million for our 30th Street Post Office and Cira South Garage projects in
Philadelphia, Pennsylvania, respectively. The 30th Street Post Office project is
a historic rehabilitation of an 862,692 square foot office building which is
100% pre-leased to the Internal Revenue Service for a twenty-year term. The Cira
South Garage project is located across the street from the 30th Street Post
Office and consists of a 1,662-car parking structure which will be up to
approximately 94% pre-leased to the Internal Revenue Service.
The loans will bear interest at 5.93% with interest-only through September 10,
2010 following which they will be subject to monthly amortization over a
twenty-year period beginning with the October 10, 2010 payment. The loans will
be non-recourse (subject to customary carve-outs, including for environmental
liabilities) and will be secured by mortgages on the Post Office and Garage and
by the leases of space at those facilities upon completion of the projects by us
and their acceptance by the Internal Revenue Service for occupancy. Upon
completion of the projects and satisfaction of other related conditions,
currently anticipated to take place on August 26, 2010, the loan proceeds will
be disbursed to us. We intend to use the proceeds of the financing to reduce
borrowings under our credit facilities and for general corporate purposes.
The $256.5 million aggregate proceeds of the forward financing commitments have
been deposited along with our gross forward commitment fee of approximately
$17.7 million into an escrow account to be administered by The Bank of New York
Mellon, as trustee. Upon investment of the escrow account in a portfolio of US
Government securities, the forward commitment fee will be reduced to
approximately $16.2 million which will be used together with the interest earned
to pay the interest-only costs of the loans through August 26, 2010.
If we were unable to complete construction of the projects and satisfy the other
conditions for release of funds from escrow by August 2010, we have the right,
upon payment of a series of extension fees, to extend the funding date to
August 26, 2012. In the event that we were unable to satisfy the conditions for
release of the funds and the financing commitments were to be terminated, then
we would be required to pay a termination fee equal to the greater of 0.50% and
the present value of the principal amount of the loans and scheduled interest
payments to the loan maturity date, discounted at an interest rate equal to
0.50% plus the implied yield on US treasury notes with a maturity equal to the
weighted average maturity of the loans, less the principal amount of the loans.
Signatures Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
By: /s/ Howard M. Sipzner
Howard M. Sipzner
Executive Vice President and Chief Financial Officer
Brandywine Operating Partnership, its sole General Partner
By: /s/ Howard M. Sipzner
Howard M. Sipzner
Executive Vice President and Chief Financial Officer
Date: June 29, 2009
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