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MAA > SEC Filings for MAA > Form 8-K on 18-Jun-2013All Recent SEC Filings

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Entry into a Material Definitive Agreement, Creation of a D

Item 1.01. Entry into a Material Definitive Agreement

On June 14, 2013, Mid-America Apartments, L.P. (the "Borrower"), the operating partnership of Mid-America Apartment Communities, Inc. ("MAA"), entered into a $250 million unsecured Term Loan Agreement (the "Agreement"). The Agreement is scheduled to mature on June 14, 2014, and provides for a one year extension at the Borrower's option, subject to the satisfaction of certain conditions, and may be prepaid in whole or in part without penalty at any time. Amounts borrowed under the Agreement will bear interest at a variable rate based upon, at the Borrower's option, a base rate or one-, three- or six-month LIBOR, plus a spread based upon the Borrower's investment grade rating.

JPMorgan Chase Bank, N.A. is the lender and also serves as the administrative agent. J.P. Morgan Securities, LLC serves as the lead arranger.

MAA and certain subsidiaries of MAA have agreed to guarantee the Borrower's obligations under the Agreement.

The Agreement contains various affirmative and negative covenants usual and customary for financings generally and also contains financial covenants that, among other things, require certain unencumbered, total and secured leverage ratios, fixed charge coverage and minimum consolidated tangible net worth, and if the Borrower breaches any of these covenants, or fails to pay interest or principal on the loans when due, the lenders could accelerate the due date of the entire amount borrowed. The Agreement also contains other events of default, which would entitle the lenders to accelerate the due date of the amount borrowed, including, among others, change in control events, defaults under certain other obligations of the Borrower, MAA, or certain of their respective subsidiaries, and insolvency or bankruptcy events.

The Borrower intends to use the loan proceeds, among other things, to (i) repay the principal amount of loans outstanding under its existing credit facilities and (ii) finance acquisitions and developments, and (iii) pay any applicable costs of the Borrower or MAA in connection with the transactions contemplated by the Agreement and Plan of Merger, dated as of June 3, 2013, by and among, MAA the Borrower, Colonial Properties Trust, and Colonial Realty Limited Partnership.

The foregoing description of certain terms of the Agreement and the transactions contemplated thereby does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and 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.

Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 2.03
by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

  No.                                     Description

10.1         Term Loan Agreement, dated as of June 14, 2013, by and among
             Mid-America Apartments, L.P., as borrower, and JPMorgan Chase Bank,
             N.A., the lenders identified therein, JPMorgan Chase Bank, N.A., as
             administrative agent, and J.P. Morgan Securities LLC, as lead

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