THIRD AMENDMENT TO TERM LOAN AGREEMENTTerm Loan Agreement • October 11th, 2022 • Federal Realty OP LP • Real estate investment trusts • New York
THIS TERM LOAN AGREEMENT (this “Agreement”) dated as of May 6, 2020, by and among FEDERAL REALTY OP LP, a Delaware limited partnership (the “Borrower”), each of the financial institutions initially a signatory hereto together with their successors and permitted assignees under Section 12.6. (the “Lenders”), PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent (together with its successors and permitted assigns, the “Administrative Agent”), each of PNC BANK, NATIONAL ASSOCIATION, REGIONS BANK, TRUIST BANK, and U.S. BANK NATIONAL ASSOCIATION, TD BANK, N.A. and JPMORGAN CHASE BANK, N.A. as Co-Syndication Agents (the “Co-Syndication Agents”) and each of PNC CAPITAL MARKETS LLC, REGIONS CAPITAL MARKETS, SUNTRUST ROBINSON HUMPHREYTRUIST SECURITIES, INC., and U.S. BANK NATIONAL ASSOCIATION, TD SECURITIES (USA) LLC, and JPMORGAN CHASE BANK, N.A. as Joint Lead Arrangers and Joint Book Managers (in such capacities, the “Arrangers”).
FEDERAL REALTY INVESTMENT TRUST Common Shares of Beneficial Interest EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • February 14th, 2022 • Federal Realty OP LP • Real estate investment trusts • New York
Each of Federal Realty Investment Trust, a Maryland real estate investment trust (the “Company”), and Federal Realty OP LP, a Delaware limited partnership (the “Operating Partnership”), Bank of America, N.A., Citibank, N.A., JPMorgan Chase Bank, National Association, Wells Fargo Bank, National Association and Jefferies LLC (each in its capacity as forward purchaser, a “Forward Purchaser,” and together the “Forward Purchasers”) and BofA Securities, Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Wells Fargo Securities, LLC and Jefferies LLC (each in its capacity as agent for the Company and/or principal in connection with the offering and sale of any Issuance Securities (as defined below) hereunder, a “Sales Agent,” and together the “Sales Agents,” and each in its capacity as agent for the related Forward Purchaser in connection with the offering and sale of any Forward Hedge Securities (as defined below) hereunder, a “Forward Seller,” and together the “Forward Sellers”
SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of October 5, 2022 by and among FEDERAL REALTY OP LP, as Borrower,Credit Agreement • October 11th, 2022 • Federal Realty OP LP • Real estate investment trusts • New York
THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) dated as of October 5, 2022, by and among FEDERAL REALTY OP LP, a Delaware limited partnership (the “Borrower”), each of the financial institutions initially a signatory hereto together with their successors and permitted assignees under Section 12.6. (the “Lenders”), WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent (together with its successors and permitted assigns, the “Administrative Agent”) and PNC BANK, NATIONAL ASSOCIATION, as Syndication Agent (the “Syndication Agent”), each of U.S. BANK NATIONAL ASSOCIATION, TRUIST BANK, TD BANK, N.A., REGIONS BANK and JPMORGAN CHASE BANK, N.A., as Documentation Agents (each a “Documentation Agent”), PNC CAPITAL MARKETS LLC, as Sustainability Structuring Agent (the “Sustainability Structuring Agent”), each of WELLS FARGO SECURITIES, LLC, PNC CAPITAL MARKETS LLC and JPMORGAN CHASE BANK, N.A., as Joint Book Managers (each a “Book Manager”) and each of WELLS FARGO
FEDERAL REALTY INVESTMENT TRUST (a Maryland real estate investment trust) FEDERAL REALTY OP LP (a Delaware limited partnership) (including the Additional Notes (as defined in the Purchase Agreement)) REGISTRATION RIGHTS AGREEMENT Dated: January 11, 2024Registration Rights Agreement • January 11th, 2024 • Federal Realty OP LP • Real estate investment trusts • New York
Federal Realty OP LP, a Delaware limited partnership (the “Operating Partnership”), proposes to issue and sell to certain purchasers (the “Initial Purchasers”), for whom J.P. Morgan Securities LLC, BofA Securities, Inc. and Wells Fargo Securities, LLC (the “Representative”) are acting as the representatives, its 3.25% Exchangeable Senior Notes due 2029 (the “Notes”), upon the terms set forth in the Purchase Agreement by and among the Operating Partnership, Federal Realty Investment Trust, a Maryland real estate investment trust (the “Company”), and the Representatives, dated as of January 8, 2024 (the “Purchase Agreement”), relating to the initial placement (the “Initial Placement”) of the Notes. In certain circumstances, the Notes will be exchangeable for common shares of beneficial interest of the Company, par value $.01 per share (the “Common Shares”), in accordance with the terms of the Notes and the Indenture (as defined below). To induce the Representatives to enter into the Purc
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • January 5th, 2022 • Federal Realty OP LP • Real estate investment trusts • New York
This First Supplemental Indenture (this “Supplemental Indenture”), dated as of January 5, 2022, among Federal Realty OP LP, a Delaware limited partnership (the “Company”), and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
Dealer’s name] [Dealer’s address]1Federal Realty OP LP • January 11th, 2024 • Real estate investment trusts
The definitions and provisions contained in the 2002 ISDA Equity Derivatives Definitions (the “Equity Definitions”), as published by the International Swaps and Derivatives Association, Inc. (“ISDA”) are incorporated into this Confirmation. In the event of any inconsistency between the Equity Definitions and this Confirmation, this Confirmation shall govern. Certain defined terms used herein are based on terms that are defined in the Offering Memorandum dated January 8, 2024 (the “Offering Memorandum”) relating to the [__]% Exchangeable Senior Notes due 2029 (as originally issued by Counterparty, the “Exchangeable Notes” and each USD 1,000 principal amount of Exchangeable Notes, an “Exchangeable Note”) issued by Counterparty in an aggregate initial principal amount of USD [400,000,000] (as increased by [up to]2 an aggregate principal amount of USD [60,000,000] [if and to the extent that]3[pursuant to the exercise by]4 the Initial Purchasers (as defined below) [exercise]5[of]6 their opt
AGREEMENT OF LIMITED PARTNERSHIP OF FEDERAL REALTY OP LP a Delaware limited partnership January 5, 2022 THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES...Agreement • January 5th, 2022 • Federal Realty OP LP • Real estate investment trusts • Delaware
THIS AGREEMENT OF LIMITED PARTNERSHIP OF FEDERAL REALTY OP LP, effective as of January 5, 2022, is made and entered into by and among Federal Realty GP LLC, a Delaware limited liability company, as the General Partner, Federal Realty Investment Trust, a Maryland real estate investment trust, as a Limited Partner, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed in the books and records of the Partnership.
FEDERAL REALTY OP LP 5.375% NOTES DUE 2028 UNDERWRITING AGREEMENT April 10, 2023 AMONG FEDERAL REALTY OP LP AND J.P. MORGAN SECURITIES LLC PNC CAPITAL MARKETS LLC TD SECURITIES (USA) LLC AND BOFA SECURITIES, INC.Underwriting Agreement • April 12th, 2023 • Federal Realty OP LP • Real estate investment trusts • New York
FOURTH AMENDMENT TO TERM LOAN AGREEMENTTerm Loan Agreement • February 12th, 2024 • Federal Realty OP LP • Real estate investment trusts • New York
This FOURTH AMENDMENT TO TERM LOAN AGREEMENT (this “Amendment”) dated as of August 25, 2023 (the “Fourth Amendment Date”), by and among FEDERAL REALTY OP LP, a Delaware limited partnership (the “Borrower”), each of the Lenders party hereto, and PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent (the “Administrative Agent”).
FEDERAL REALTY OP LPFederal Realty OP LP • January 11th, 2024 • Real estate investment trusts • New York
INDENTURE dated as of January 11, 2024 among FEDERAL REALTY OP LP, a Delaware limited partnership, as issuer (the “Company,” as more fully set forth in Section 1.01 hereof), FEDERAL REALTY INVESTMENT TRUST, a Maryland real estate investment trust, as the REIT (the “REIT,” as more fully set forth in Section 1.01 hereof), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01 hereof).
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • February 12th, 2024 • Federal Realty OP LP • Real estate investment trusts
This FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) dated as of August 25, 2023 (the “First Amendment Date”), by and among FEDERAL REALTY OP LP, a limited partnership formed under the laws of the State of Delaware (the “Borrower”), each of the Lenders party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent (the “Administrative Agent”).
SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • February 12th, 2024 • Federal Realty OP LP • Real estate investment trusts
This SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) dated as of January 2, 2024 (the “Second Amendment Date”), by and among FEDERAL REALTY OP LP, a limited partnership formed under the laws of the State of Delaware (the “Borrower”), each of the Lenders party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent (the “Administrative Agent”).
AMENDMENT NO. 1, DATED MARCH 8, 2024, TO EQUITY DISTRIBUTION AGREEMENT, DATED FEBRUARY 14, 2022Equity Distribution Agreement • March 11th, 2024 • Federal Realty OP LP • Real estate investment trusts • New York
Each of Federal Realty Investment Trust, a Maryland real estate investment trust (the “Company”), and Federal Realty OP LP, a Delaware limited partnership (the “Operating Partnership”), Wells Fargo Bank, National Association, BNP Paribas, Bank of America, N.A., Citibank, N.A., Deutsche Bank AG, London Branch, JPMorgan Chase Bank, National
FIFTH AMENDMENT TO TERM LOAN AGREEMENTTerm Loan Agreement • February 12th, 2024 • Federal Realty OP LP • Real estate investment trusts • New York
This FIFTH AMENDMENT TO TERM LOAN AGREEMENT (this “Amendment”) dated as of January 2, 2024 (the “Fifth Amendment Date”), by and among FEDERAL REALTY OP LP, a Delaware limited partnership (the “Borrower”), each of the Lenders party hereto, and PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent (the “Administrative Agent”).
