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| STRS > SEC Filings for STRS > Form 8-K on 12-Sep-2012 | All Recent SEC Filings |
12-Sep-2012
Entry into a Material Definitive Agreement, Financial Statements and Exhib
On September 10, 2012, Stratus Properties, Inc. (Stratus) entered into Loan
Modification Agreements effective as of September 1, 2012, with American
Strategic Income Portfolio Inc., American Select Portfolio Inc. and American
Strategic Income Portfolio Inc.-II, under which Stratus extended the maturity
dates, reduced the interest rate on five of its seven unsecured term loans and
modified the prepayment provisions (the Loan Modification Agreements). The Loan
Modification Agreements reduced the interest rate, from 8.750% to 7.250%, and
(1) extended the maturity date by three years, from December 31, 2012 to
December 31, 2015, on the $3.0 million loan with American Strategic Income
Portfolio Inc.-II and on the $3.5 million loan with American Select Portfolio
Inc.; (2) extended the maturity date by three and a half years, from June 30,
2013 to December 31, 2016, on the $8.0 million loan with American Strategic
Income Portfolio Inc.-II, and (3) extended the maturity by three months, from
December 31, 2014 to March 31, 2015, on the $5.0 million loan with American
Select Portfolio Inc. and on the $3.5 million loan with American Strategic
Income Portfolio Inc., as reflected in the table below:
Former Modified Former Modified
Principal Interest Interest Maturity Maturity
Lender Balance Rate Rate Date Date
American Strategic $ 3,000,000 8.750% 7.250% 12/31/2012 12/31/2015
Income Portfolio Inc.-II
American Select 3,500,000 8.750% 7.250% 12/31/2012 12/31/2015
Portfolio Inc.
American Strategic 8,000,000 8.750% 7.250% 06/30/2013 12/31/2016
Income Portfolio Inc.-II
American Select 5,000,000 8.750% 7.250% 12/31/2014 3/31/2015
Portfolio Inc.
American Strategic 3,500,000 8.750% 7.250% 12/31/2014 3/31/2015
Income Portfolio Inc.
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In addition, the Loan Modification Agreements modified the prepayment provisions of the five unsecured term loans, as reflected in the table below:
Lender Prepayment Provisions
American Strategic Income Ÿ Prior to December 31, 2012, Stratus may not
Portfolio Inc.-II prepay the loan.
($3,000,000) Ÿ Beginning January 1, 2013, Stratus may prepay
the loan, in whole or in part, subject to a
reinvestment charge equal to (1) 2% of the
principal amount prepaid between January 1, 2013
and December 31, 2013, (2) 1% of the principal
amount prepaid between January 1, 2014 through
December 31, 2014, and (3) 0% of the principal
amount prepaid after December 31, 2014.
American Select Portfolio Ÿ Prior to December 31, 2012, Stratus may not
Inc. prepay the loan.
($3,500,000) Ÿ Beginning January 1, 2013, Stratus may prepay
the loan, in whole or in part, subject to a
reinvestment charge equal to (1) 2% of the
principal amount prepaid between January 1, 2013
and December 31, 2013, (2) 1% of the principal
amount prepaid between January 1, 2014 through
December 31, 2014, and (3) 0% of the principal
amount prepaid after December 31, 2014.
American Strategic Income Ÿ Prior to December 31, 2013, Stratus may not
Portfolio Inc.-II prepay the loan.
($8,000,000) Ÿ Beginning January 1, 2014, Stratus may prepay
the loan, in whole or in part, subject to a
reinvestment charge equal to (1) 2% of the
principal amount prepaid between January 1, 2014
and December 31, 2014, (2) 1% of the principal
amount prepaid between January 1, 2015 through
December 31, 2015, and (3) 0% of the principal
amount prepaid after December 31, 2015.
American Select Portfolio Ÿ Stratus may prepay the loan subject to a
Inc. reinvestment charge equal to (1) 2% of the
($5,000,000) principal amount prepaid through March 31, 2013,
(2) 1% of the principal amount prepaid between
April 1, 2013 through March 31, 2014, and (3) 0%
of the principal amount prepaid after March 31,
2014.
American Strategic Income Ÿ Stratus may prepay the loan subject to a
Portfolio Inc. reinvestment charge equal to (1) 2% of the
($3,500,000) principal amount prepaid through March 31, 2013,
(2) 1% of the principal amount prepaid between
April 1, 2013 through March 31, 2014, and (3) 0%
of the principal amount prepaid after March 31,
2014.
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Lender Prepayment Provisions
American Strategic Income Ÿ Stratus may prepay the loan subject to a
Portfolio Inc. reinvestment charge equal to (1) 2% of the
($3,500,000) principal amount prepaid through March 31, 2013,
(2) 1% of the principal amount prepaid between
April 1, 2013 through March 31, 2014, and (3) 0%
of the principal amount prepaid after March 31,
2014.
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On September 10, 2012, Stratus also paid in full, including accrued but unpaid interest (1) the $2.0 million unsecured term loan with American Strategic Income Portfolio Inc.-III scheduled to mature on December 31, 2012 and (2) the $7.0 million unsecured term loan with American Strategic Income Portfolio Inc.-III scheduled to mature on June 30, 2013.
All other terms and conditions under each of the loans remained unchanged. Currently, the aggregate principal balance outstanding under the five remaining outstanding unsecured term loans is $23.0 million. The Loan Modification Agreements are attached hereto as Exhibits 10.1, 10.2, 10.3, 10.4 and 10.5.
(d) Exhibits.
The Exhibits included as part of this Current Report are listed in the attached Exhibit Index.
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