Item 1.01 Entry into a Material Definitive Agreement
The information provided in Item 2.03 below is incorporated herein by
reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant
On September 30, 2009, Healthcare Realty Trust Incorporated (the "Company"),
entered into an amended and restated unsecured revolving credit facility (the
"Credit Facility") with Bank of America, N.A., as Administrative Agent, Banc of
America Securities LLC and Calyon Securities LLC, as Joint Lead Arrangers and
Joint Book Runners, and the following additional lenders: JPMorgan Chase Bank,
N.A; Regions Bank; Wachovia Bank; UBS Loan Finance LLC; Barclays Bank PLC; Fifth
Third Bank; SunTrust Bank; Bank of Montreal; Bank of Nova Scotia; State Bank of
India; Compass Bank; Pinnacle National Bank; Chang Hwa Commercial Bank, Ltd.,
Los Angeles Branch; and Avenue Bank. The Credit Facility amends and restates the
Company's former credit facility due 2010 (the "Former Credit Facility"), under
which Bank of America, N.A., served as administrative agent for the lenders.
The Credit Facility is an unsecured, $550 million, three-year revolving
credit facility with sublimits for standby letters of credit and swingline
loans. The Credit Facility matures on September 30, 2012. Amounts outstanding
under the Former Credit Facility, totaling approximately $368 million, were
repaid in full with proceeds from the new facility.
Loans outstanding under the Credit Facility will bear interest at a rate
equal to (x) LIBOR or the base rate (defined as the highest of (i) the Federal
Funds Rate plus 0.5%; (ii) the Bank of America prime rate and (iii) LIBOR) plus
(y) a margin ranging from 2.15% to 3.20% (currently 2.80%) for LIBOR based loans
and 0.90% to 1.95% for base rate loans (currently 1.55%), based upon the
Company's unsecured debt ratings. In addition, the Company pays a facility fee
per annum on the aggregate amount of commitments. The facility fee is 0.40% per
annum, unless the Company's credit rating falls below a BBB-/Baa3, at which
point the facility fee would be 0.50%.
The Credit Facility contains covenants that are customary for agreements of
this type. These covenants include, among others: a limitation on the incurrence
of additional indebtedness; a limitation on mergers, investments, acquisitions,
redemptions of capital stock and transactions with affiliates; and maintenance
of specified financial ratios.
The Credit Facility contains customary provisions relating to events of
default for agreements of this type. The nonpayment of any outstanding
principal, interest, fees or amounts due under the Credit Facility and the
failure to perform or observe covenants in the loan documents, among other
things, would constitute events of default under the Credit Facility.
Item 9.01 Financial Statements and Exhibits
99.1 Press release, dated September 30, 2009.