EXECUTION COPY
FOURTH AMENDMENT TO CREDIT AGREEMENT
THIS FOURTH AMENDMENT TO CREDIT AGREEMENT dated as of March 24, 1997 by
and among REGENCY REALTY CORPORATION ("Borrower"), each of the Guarantors
signatory hereto ("Guarantors"), each of the Lenders signatory hereto
("Lenders") and XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking
association and successor in interest to Xxxxx Fargo Realty Advisors Funding,
Incorporated, individually ("Xxxxx Fargo") and as Agent ("Agent").
WHEREAS, Borrower, Lenders and Agent are parties to that certain Credit
Agreement dated as of May 17, 1996 (as amended prior to the date hereof, the
"Credit Agreement") and desire to amend certain provisions of the Credit
Agreement on the terms and conditions contained herein.
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged by the parties hereto, the parties
hereto hereby agree as follows:
Section 1. Specific Amendments to Credit Agreement.
(a) The Credit Agreement is hereby amended by deleting from Section 1.1
the definition of the terms "Applicable Margin", "Capitalized EBITDA",
"Development Property", "Eligible Property", "Funds From Operations", "Gross
Asset Value", "Guarantor", "Maximum Loan Availability", "Revolving Commitment",
"Revolving Credit Termination Date", "Subsidiary" and "Unencumbered Pool Value"
and substituting in their respective places the following:
"Applicable Margin" shall mean, as of any date of
determination, the percentage rate set forth below for LIBOR Loans corresponding
to the rating assigned to the senior long-term unsecured debt obligations of the
Borrower, as rated by the Rating Agencies:
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Level Rating Applicable Margin
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1 BBB/Baa2 or higher 1.375%
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2 BBB- or Baa3 or lower or unrated 1.50%
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The Agent shall determine the Applicable Margin from time to time in
accordance with the above table and notify the Borrower and the Lenders
of such determination. If the Rating Agencies assign ratings which
correspond to different levels on the above table resulting in
different Applicable Margin determinations, the Applicable Margin will
correspond to the lower of the two levels. If only one Rating Agency
exists or continues rating the Borrower's senior long-term unsecured
debt obligations, such agency's rating shall be used for purposes of
the above table. Each change in the Applicable Margin resulting from a
change in the rating of the Borrower's senior long-term unsecured debt
obligations shall take effect on the first calendar day of the month
following the month in which such rating is publicly announced by the
relevant Rating Agency.
"Capitalized EBITDA" means, with respect to a Person and as of
a given date, (a) such Person's EBITDA for the fiscal quarter most
recently ended times (b) 4 and divided by (c) 9.75%. In determining
Capitalized EBITDA (i) EBITDA attributable to real estate properties
either acquired or disposed of by such Person during such fiscal
quarter shall be disregarded, (ii) Fee Income for the applicable period
shall be excluded from EBITDA, (iii) any amounts deducted from the net
earnings of Properties owned by Consolidated Subsidiaries in which a
third party owns a minority equity interest shall be included in
EBITDA; and (iv) distributions of cash received by such Person during
such period from any of its Unconsolidated Affiliates shall be excluded
from EBITDA.
"Eligible Property" means a Property which satisfies all of
the following requirements as determined by the Agent: (a) such
Property is owned in fee simple by the Borrower or a Wholly Owned
Subsidiary of the Borrower; (b) neither such Property, nor any interest
of the Borrower or such Wholly Owned Subsidiary therein, is subject to
any Lien other than Permitted Liens or to any agreement (other than
this Agreement or any other Loan Document) that prohibits the creation
of any Lien thereon as security for Indebtedness; (c) if such Property
is owned by a Wholly Owned Subsidiary, none of the Borrower's direct or
indirect ownership interest in such Wholly Owned Subsidiary is subject
to any Lien other than Permitted Liens or to any agreement (other than
this Agreement or any other Loan Document) that prohibits the creation
of any Lien thereon as security for Indebtedness; (d) such Property has
an Occupancy Rate which has remained stabilized and (e) such Property
is free of all structural defects, title defects, environmental
conditions or other adverse matters except for defects, conditions or
matters individually or collectively which are not material to the
profitable operation of such Property. The term "Eligible Property"
shall also include any Property which is a Regency Retail LP Eligible
Property For purposes of this definition only, when determining the
Occupancy Rate for a given Property which is a retail shopping center,
an anchor tenant who has vacated its space shall nonetheless be deemed
to occupy such space if such tenant is continuing to pay all rental
payments when due under its lease and either of the following two
conditions apply, as the case may be: (a) if such Property has two or
more anchor tenants and the other anchor tenants still actually occupy
their respective spaces or (b) such space is undergoing construction to
meet the specific needs of a new anchor tenant who has either subleased
the space from the existing tenant or who is obligated to lease such
space upon substantial completion of such construction.
"Funds From Operations" means, with respect to a Person and
for a given period, net earnings (loss) of such Person for such period
(excluding equity in net earnings or net loss of Unconsolidated
Affiliates) plus the sum of the following amounts (but only to the
extent included in determining net income (loss) for such period): (a)
depreciation and amortization expense and other non-cash charges of
such Person with respect to its real estate assets for such period plus
(b) losses from sales of assets of such Person and losses resulting
from restructuring of Indebtedness of such Person, all for such period
minus (c) gains from sales of assets of such Person and gains resulting
from restructuring of Indebtedness of such Person, all for such period
plus (d) such Person's pro rata share of Funds From Operations of such
Person's Unconsolidated Affiliates plus (e) adjustments for
straight-line rent leveling for such period.
"Gross Asset Value" means, at a given time, the sum of (a) the
Borrower's Capitalized EBITDA at such time, plus (b) the Borrower's
Capitalized Fee Income at such time, plus (c) the purchase price paid
by the Borrower (less any amounts paid to the Borrower as a purchase
price adjustment, held in escrow, retained as a contingency reserve, or
other similar arrangements) for any real property acquired for
development by the Borrower as a Property during the Borrower's fiscal
quarter most recently ended, plus (d) all of Borrower's cash and cash
equivalents as of the end of such fiscal quarter, plus (e) the lesser
of (i) $20,000,000 and (ii) with respect to each of the Borrower's
Unconsolidated Affiliates, (1) with respect to any of such
Unconsolidated Affiliate's Properties under construction, the
Borrower's pro rata share of the book value of Construction in Process
for such Property as of the end of such fiscal quarter and (2) with
respect to any of such Unconsolidated Affiliate's Properties which have
been completed, the Borrower's pro rata share of Capitalized EBITDA of
such Unconsolidated Affiliate attributable to such Properties, plus (f)
the book value of all Construction in Process for real property
(including Build-to-Suit Projects ) acquired for development by any
Loan Party as a Property as such book value is set forth on the
Borrower's consolidated balance sheet most recently delivered to the
Lenders under Section 8.1.(a) or (b).
"Guarantor" means any Subsidiary other than RRC FL SPC, Inc.,
RRC GA SPC, Inc., RRC AL SPC, Inc., RRC MS SPC, Inc., RRC General SPC
Inc., RRC Limited SPC, Inc., Treasure Coast Investors, Ltd, Regency
Rosewood Temple Terrace, Ltd., Landcom Regency Mandarin, Ltd., RSP IV
Criterion, Ltd., Equiport Associates, L.P., Branch/HOP Associates,
L.P., Old Fort Associates, L.P., Fieldstone Associates, L.P., Roswell
Village, RRC Operating Partnership of Georgia, L.P. and Regency Ocean
East Partnership Limited.
"Guaranty" means a Guaranty executed and delivered by a Guarantor
substantially in the form of Exhibit H.
"Maximum Loan Availability" means, at any time, the lesser of
(a) an amount equal to the positive difference, if any, of (i) the
Unencumbered Pool Value divided by 1.75, minus (ii) all Unsecured
Liabilities (other than (x) the Loans, (y) any amounts related to
contributions by the Borrower paid in the Borrower's capital stock to
the 401(k) plan maintained by the Borrower or (z) contributions paid by
the Borrower to the Borrower's Long-term Omnibus Plan) of the Borrower
and its Subsidiaries determined on a consolidated basis and (b) the
Revolving Commitment.
"Revolving Commitment" means an amount equal to $150,000,000,
as such amount may be reduced from time to time in accordance with the terms
hereof.
"Revolving Credit Termination Date" means the earlier to occur
of (a) May 17, 1999, or such later date to which such date may be extended in
accordance with Section 2.10 or (b) the date on which the Revolving Loans are
converted into the Term Loan pursuant to Section 2.11
"Subsidiary" means, for any Person, any corporation,
partnership or other entity of which at least a majority of the
securities or other ownership interests having by the terms thereof
ordinary voting power to elect a majority of the board of directors or
other persons performing similar functions of such corporation,
partnership or other entity (without regard to the occurrence of any
contingency) is at the time directly or indirectly owned or controlled
by such Person or one or more Subsidiaries of such Person or by such
Person and one or more Subsidiaries of such Person. "Wholly Owned
Subsidiary" means any such corporation, partnership or other entity of
which all of the equity securities or other ownership interests (other
than, in the case of a corporation, directors' qualifying shares) are
so owned or controlled.
"Unencumbered Pool Value" means, at any time, the sum of the
following amounts as determined for each Unencumbered Pool Property:
(a) the Net Operating Income of such Unencumbered Pool Property for the
fiscal quarter most recently ended times (b) 4 and divided by (c)
10.0%, in the case of an Unencumbered Pool Property consisting of
office building property, and 9.75%, in the case of an Unencumbered
Pool Property consisting of a retail shopping center.
(b) The Credit Agreement is hereby amended by deleting from Section 1.1 the
definition of the terms "Eckerd Property" and "Wholly Owned Subsidiary".
(c) The Credit Agreement is amended by adding to Section 1.1 the following
new definitions in the appropriate alphabetical locations:
"Build-to-Suit Project" means a build-to-suit store leased to
Eckerd Corporation, Revco or CVS with respect to which The Regency
Group II, Inc. and a third party have entered into a bona fide sale
contract. If the sale contemplated by any such sale contract shall not
have been consummated within 9 months following the commencement of
construction of such store, then the Construction in Process for such
Build-to-Suit Project shall be excluded when determining Gross Asset
Value.
"Capitalized Fee Income" means, with respect to a Person and
as of a given date, (a) such Person's Fee Income for the fiscal quarter most
recently ended times (b) 4 and divided by (c) 20.0%.
"Fee Income" means, with respect to a Person and for a given
period, the amount of net income accrued by such Person during such
period from fees, commissions and other compensation derived from (a)
managing and/or leasing properties owned by third parties; (b)
developing properties for third parties; (c) arranging for property
acquisitions by third parties; (d) arranging financing for third
parties and (e) consulting and business services performed for third
parties.
"Regency Retail LP Eligible Property" means any Property
described on Schedule 1.1 which satisfies all of the following
requirements as determined by the Agent: (a) such Property is owned in
fee simple by Regency Retail Partnership. L.P. ("Regency Retail LP")
and the general partner of Regency Retail LP is a Wholly Owned
Subsidiary of the Borrower; (b) neither such Property, nor any interest
of Regency Retail therein, is subject to any Lien other than Permitted
Liens or to any agreement (other than this Agreement or any other Loan
Document) that prohibits the creation of any Lien thereon as security
for Indebtedness; (c) none of the Borrower's direct or indirect
ownership interest in Regency Retail LP is subject to any Lien other
than Permitted Liens or to any agreement (other than this Agreement or
any other Loan Document) that prohibits the creation of any Lien
thereon as security for Indebtedness; (d) such Property has an
Occupancy Rate which has remained stabilized and (e) such Property is
free of all structural defects, title defects, environmental conditions
or other adverse matters except for defects, conditions or matters
individually or collectively which are not material to the profitable
operation of such Property. For purposes of this definition only, when
determining the Occupancy Rate for a given Property which is a retail
shopping center, an anchor tenant who has vacated its space shall
nonetheless be deemed to occupy such space if such tenant is continuing
to pay all rental payments when due under its lease and either of the
following two conditions apply, as the case may be: (a) if such
Property has two or more anchor tenants and the other anchor tenants
still actually occupy their respective spaces or (b) such space is
undergoing construction to meet the specific needs of a new anchor
tenant who has either subleased the space from the existing tenant or
who is obligated to lease such space upon substantial completion of
such construction.
(d) The Credit Agreement is hereby amended by deleting subsections (a) and
(b) of Section 3.1 in their entirety and substituting in their place the
following:
(a) Unused Facility Fee. During the period commencing on the
Agreement Date to but excluding the Revolving Credit Termination Date,
the Borrower agrees to pay the Agent for the account of the Lenders an
unused facility fee equal to (a) one-eighth of one percent (0.125%) per
annum of the average daily unused portion of the Lenders' Commitments
if such average is less than or equal to $75,000,000 or (b) one-quarter
of one percent (0.25%) per annum of the average daily unused portion of
the Lenders' Commitments otherwise. Such fee shall accrue through the
last day of each calendar quarter and shall be payable in arrears on
the fifth day following the end of such calendar quarter. The Borrower
acknowledges that the fees payable hereunder are bona fide commitment
fees and are intended as reasonable compensation to the Lenders for
committing to make funds available to the Borrower as described herein
and for no other purposes.
(b) Extension Fee. If, pursuant to Section 2.10, the Lenders
grant an extension of the Revolving Credit Termination Date, the
Borrower agrees to pay to the Agent for the account of the Lenders an
extension fee equal to fifteen one-hundredths of one percent (0.15%) of
the Revolving Commitment at such time. Such fee shall be payable on the
date five days following the date on which the Agent notified the
Borrower of such extension.
(e) The Credit Agreement is hereby amended by deleting subsections (a)(x)
and (a)(2) of Section 4.1 in their entirety and substituting in their place the
following:
(x) [Intentionally omitted.]
(2) [Intentionally omitted.]
(f) The Credit Agreement is hereby amended by deleting clause (c)(i) of
Section 8.19 in its entirety and substituting in its place the following:
(i) pay dividends or make any other distribution on any of
such Subsidiary's capital stock or other equity interest owned by the Borrower
or any other Subsidiary;
(g) The Credit Agreement is hereby amended by adding a new Section 8.24 as
follows:
SECTION 8.24 New Subsidiaries.
Upon the acquisition, incorporation or other creation of a
Subsidiary after the date hereof, Borrower shall cause such Subsidiary
to execute and deliver to Agent within 10 days of such acquisition,
incorporation or creation a Guaranty executed and delivered by such
Subsidiary, together with the following items:
(a) the articles of incorporation, articles of organization, certificate of
limited partnership or other comparable organizational instrument (if any) of
such Subsidiary certified as of a recent date by the Secretary of State of the
State of formation of such Subsidiary;
(b) a Certificate of Good Standing or certificate of similar
meaning with respect to such Subsidiary issued as of a recent date by
the Secretary of State of the State of formation of such Subsidiary and
certificates of qualification to transact business or other comparable
certificates issued by each Secretary of State (and any state
department of taxation, as applicable) of each state in which such
Subsidiary is required to be so qualified;
(c) a certificate of incumbency signed by the Secretary or
Assistant Secretary (or other individual performing similar functions)
of such Subsidiary with respect to each of the officers of such
Subsidiary authorized to execute and deliver the Loan Documents to
which such Subsidiary is a party;
(d) copies certified by the Secretary or Assistant Secretary
of such Subsidiary (or other individual performing similar functions)
of (i) the by-laws of such Subsidiary, if a corporation, the operating
agreement, if a limited liability company, the partnership agreement,
if a limited or general partnership, or other comparable document in
the case of any other form of legal entity and (ii) all corporate,
partnership, member or other necessary action taken by such Subsidiary
to authorize the execution, delivery and performance of the Loan
Documents to which it is a party;
(e) an opinion of Xxxxx & Xxxxxxx, counsel to Borrower, addressed to Agent
and Lenders, and regarding, among other things, the authority of such Subsidiary
to execute, deliver and perform the Guaranty, and such other matters as Agent or
its counsel may request; and
(f) such other documents and instruments as Agent may reasonably request.
(h) The Credit Agreement is hereby amended by deleting Annex I attached
thereto and substituting in its place Annex I attached hereto.
(i) The Credit Agreement is hereby amended by adding thereto Schedule 1.1
hereto.
(j) The Credit Agreement is amended by increasing the amount of the
Commitment of Xxxxx Fargo to $105,000,000.
Section 2. Majority Lenders. Notwithstanding anything set forth in the
definition of "Majority Lenders" in Section 1.1 of the Credit Agreement to the
contrary, at any time the Commitment of Xxxxx Fargo exceeds $49,950,000 the
number of Lenders which shall constitute the "Majority Lenders" under the Credit
Agreement shall be two or more.
Section 3. Acknowledgment of Lenders' Commitments; Adjustment of
Outstandings. The parties hereto hereby agree that after giving effect to the
transactions contemplated by this Amendment, the amount of each Lender's
respective Commitment is as set forth on Annex I attached hereto. To effect the
increase of the Commitment of Xxxxx Fargo in terms of each Lender's Pro Rata
Share of Revolving Loans, upon the effectiveness of this Amendment, Xxxxx Fargo
shall purchase from the other Lenders, on a non-recourse, "as-is" basis, an
appropriate principal amount of Revolving Loans such that after giving effect to
all such purchases the principal balance of Revolving Loans owing to each Lender
shall equal (a) the aggregate principal balance of all Revolving Loans then
outstanding times (b) such Lender's Pro Rata Share (determined with the amount
of the Commitments set forth on Annex I attached hereto). All payments to be
made or received under this paragraph shall be made on a net basis. If under
this paragraph any Lender is obligated to pay any amount to any other party,
such Lender shall make payment to Agent for the account of such other party.
Section 4. Effectiveness of Amendment. All transactions contemplated by
this Amendment shall be deemed to have occurred simultaneously upon its
effectiveness. This Amendment shall only be effective upon its execution and
delivery by all of the parties hereto and the satisfaction of the condition
contained in the next sentence. The effectiveness of this Amendment is further
subject to receipt by Agent of each of the following in form and substance
satisfactory to Agent:
(a) Payment of an extension fee to the Agent for the account of the Lenders
equal to fifteen one-hundredths of one percent (0.15%) of the Revolving
Commitment (as such term is amended herein);
(b) Payment of all fees set forth in the fee letter dated the date hereof
between the Agent and the Borrower;
(c) A Note executed by Borrower, payable to the order of Xxxxx Fargo and in
the original principal amount of $105,000,000 (the "New Note") in replacement of
the outstanding Note in favor of Xxxxx Fargo in the principal amount of
$45,000,000;
(d) A copy of the resolutions of the board of directors of Borrower
authorizing the execution and delivery of this Amendment and the New Note and
the increase in the Revolving Commitment effected hereby, certified by the
Secretary or an Assistant Secretary of Borrower;
(e) A Guaranty in the form of Exhibit H to the Credit Agreement (the "New
Guaranties") executed by each of the Subsidiaries listed on Schedule A attached
hereto (the "New Guarantors");
(f) The articles of incorporation, articles of organization, certificate of
limited partnership or other comparable organizational instrument (if any) of
such New Guarantors certified as of a recent date by the Secretary of State of
the State of formation of such New Guarantors;
(g) A Certificate of Good Standing or certificate of similar meaning
with respect to each such New Guarantor issued as of a recent date by the
Secretary of State of the State of formation of such New Guarantor and
certificates of qualification to transact business or other comparable
certificates issued by each Secretary of State (and any state department of
taxation, as applicable) of each state in which such New Guarantor is required
to be so qualified;
(h) A certificate of incumbency signed by the Secretary or Assistant
Secretary (or other individual performing similar functions) of such New
Guarantor with respect to each of the officers of such New Guarantor authorized
to execute and deliver the Loan Documents to which such New Guarantor is a
party;
(i) Copies certified by the Secretary or Assistant Secretary of such
New Guarantor (or other individual performing similar functions) of (i) the
by-laws of such New Guarantor, if a corporation, the operating agreement, if a
limited liability company, the partnership agreement, if a limited or general
partnership, or other comparable document in the case of any other form of legal
entity and (ii) all corporate, partnership, member or other necessary action
taken by such New Guarantor to authorize the execution, delivery and performance
of the Loan Documents to which it is a party;
(j) an opinion of Xxxxx & Lardner, counsel to Borrower, addressed to
Agent and Lenders, and regarding (i) the authority of (x) the Borrower to
execute, deliver and perform this Amendment, the Credit Agreement as amended
hereby and the New Note and (y) the New Guarantors to execute, deliver and
perform the New Guaranties, and such other matters as Agent or its counsel may
request and (ii) certain corporate matters relating to the New Guarantors; and
(k) Such other documents and instruments as Agent or its counsel may
reasonably request.
Section 5. Representations of Borrower. Borrower represents and warrants to
Agent and Lenders that:
(a) Authorization. Borrower has the right and power, and has taken all
necessary action to authorize it, to execute and deliver this Amendment and the
New Note and to perform its obligations hereunder, under the New Note and under
the Credit Agreement, as amended by this Amendment, in accordance with their
respective terms. Each of this Amendment and the New Note has been duly executed
and delivered by a duly authorized officer of Borrower and each of this
Amendment, the New Note and the Credit Agreement, as amended by this Amendment,
is a legal, valid and binding obligation of Borrower enforceable against
Borrower in accordance with its respective terms except as the same may be
limited by bankruptcy, insolvency, and other similar laws affecting the rights
of creditors generally and the availability of equitable remedies for the
enforcement of certain obligations contained herein or therein may be limited by
equitable principles generally.
(b) Compliance with Laws, etc. The execution and delivery by Borrower
of this Amendment and the New Note and the performance by Borrower of this
Amendment, the New Note and the Credit Agreement, as amended by this Amendment,
in accordance with their respective terms, do not and will not, by the passage
of time, the giving of notice or otherwise: (i) require any Government Approval
or violate any Applicable Law relating to Borrower the failure to possess or to
comply with which would have a Materially Adverse Effect; (ii) conflict with,
result in a breach of or constitute a default under Borrower's articles of
incorporation or by-laws or any indenture, agreement or other instrument to
which Borrower is a party or by which it or any of its properties may be bound
and the violation of which would have a Materially Adverse Effect; or (iii)
result in or require the creation or imposition of any Lien upon or with respect
to any property now owned or hereafter acquired by Borrower other than Permitted
Liens.
Section 6. Reaffirmation. The Borrower hereby repeats and reaffirms all
representations and warranties made by the Borrower to the Agent and the Lenders
in the Credit Agreement and the other Loan Documents to which it is a party on
and as of the date hereof with the same force and effect as if such
representations and warranties were set forth in this Amendment in full.
Section 7. Reaffirmation. Each Guarantor hereby reaffirms its
continuing obligations to Agent and Lenders under the Guaranty to which it is a
party, and agrees that the transactions contemplated by this Amendment shall not
in any way affect the validity and enforceability of such Guaranty, or reduce,
impair or discharge the obligations of such Guarantor thereunder.
Section 8. References to the Credit Agreement. Each reference to the Credit
Agreement in any of the Loan Documents (including the Credit Agreement) shall be
deemed to be a reference to the Credit Agreement, as amended by this Amendment.
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Section 9. Benefits. This Amendment shall be binding upon and shall inure
to the benefit of the parties hereto and their respective successors and
assigns.
Section 10. GOVERNING LAW. THIS AMENDMENT SHALL BE GOVERNED BY, AND
CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF GEORGIA.
Section 11. Effect. Except as expressly herein amended, the terms and
conditions of the Credit Agreement and the other Loan Documents shall remain in
full force and effect.
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Section 12. Counterparts. This Amendment may be executed in any number of
counterparts, each of which shall be deemed to be an original and shall be
binding upon all parties, their successors and assigns.
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Section 13. Definitions. All capitalized terms not otherwise defined herein
are used herein with the respective definitions given them in the Credit
Agreement.
[Signatures on Next Page]
IN WITNESS WHEREOF, the parties hereto have caused this Fourth
Amendment to Credit Agreement to be executed as of the date first above written.
BORROWER:
REGENCY REALTY CORPORATION
By:
Name: Xxxxx X. Xxxxxxx
Title: Executive Vice President
GUARANTORS:
RRC FL ONE, INC.
RRC FL TWO, INC.
REGENCY CENTERS, INC.
(f/k/a/ RRC FL Three, Inc.)
RRC FL SEVEN, INC.
By:
Name: Xxxxx X. Xxxxxxx
Title: Executive Vice President
REGENCY OFFICE PARTNERSHIP, L.P.
By: RRC FL One, Inc.,
its General Partner
By: .....................
Name: Xxxxx X. Xxxxxxx
Title: Executive Vice President
[Signatures Continued on Following Page]
- 2 -
AD970090.069
[Signature Page to Fourth Amendment to Credit Agreement dated
as of March , 1997 for Regency Realty Corporation]
AGENT AND LENDERS:
XXXXX FARGO BANK, NATIONAL ASSOCIATION
By:
Name: Xxxx Xxx Xxxxx
Title: Vice President
FIRST UNION NATIONAL BANK OF FLORIDA
By:
Name:
Title:
WACHOVIA BANK OF GEORGIA, N.A.
By:
Name:
Title:
XXXXXXX BANK, N.A.
By:
Name:
Title:
- 3 -
AD970090.069
ANNEX I
LIST OF LENDERS,
COMMITMENT AMOUNTS AND LENDING OFFICES
Xxxxx Fargo Bank, N.A.
Lending Office (all Types of Loans): Commitment Amount:
0000 Xxxxx Xxxxx Xxxx, Xxxxx 0000 $105,000,000
Xxxxxxx, Xxxxxxx 00000
Attention: Xxxx Xxx Xxxxx
Telecopier: (000) 000-0000
Telephone: (000) 000-0000
Wiring Instructions:
To: Xxxxx Fargo Bank, N.A.
WFB REG Disbursement Center
AC 2934507203
ABA #000000000
0000 Xxxx Xxxx Xxxxx, Xxxxx 000
Xx Xxxxxxx, XX 00000
Attn: Xxxx Xxxxxx
Loan No.: 8773 ZMA
Obligor: Regency Realty Corp.
First Union National Bank of Florida
Lending Office (all Types of Loans): Commitment Amount:
000 Xxxxx Xxxxxx $15,000,000
Xxxxxxxxxxxx, Xxxxxxx 00000
Attention: Xxxxx Xxxxxx, Commercial Loan
Accounting (FL0070)
Telephone No.: (000) 000-0000
Telecopy No.: (000) 000-0000
Address for Notices:
First Union National Bank of Florida
X.X. Xxx 0000
Xxxxxxxxxxxx, Xxxxxxx 00000
Attention: Real Estate Portfolio Management
(FL0061)
Telephone No.: (000) 000-0000
Telecopy No.: (000) 000-0000
Wiring Instructions:
To: First Union National Bank of Florida
Jacksonville, Florida
ABA No.: 000000000
Account No.: 0000000000
Account Name: Regency Realty
Corporation
Reference: #7354172078
Wachovia Bank of Georgia, N.A.
Lending Office (all Types of Loans): Commitment Amount:
Mail Code GA1810 $15,000,000
000 Xxxxxxxxx Xxxxxx, X.X., 00xx Xxxxx
Xxxxxxx, Xxxxxxx 00000-0000
Attention: Xxxxx X. Xxxxxxxxx
Telephone No.: 000-000-0000
Telecopy No.: 000-000-0000
Address for Notices:
Wachovia Bank of Georgia, N.A.
Mail Code GA1810
000 Xxxxxxxxx Xxxxxx, X.X., 00xx Xxxxx
Xxxxxxx, Xxxxxxx 00000-0000
Attention: Xxxxx X. Xxxxx, III
Telephone No.: 000-000-0000
Telecopy No.: 000-000-0000
Wiring Instructions:
To: Wachovia Bank of Georgia, N.A.
Atlanta, Georgia
ABA No.: 000000000
Account No.: 00-000-000
Account: WBGA Money Transfer Clearing
Reference: Regency Realty Corp Revolving Line
Xxxxxxx Bank, N.A.
Lending Office (all Types of Loans): Commitment Amount:
Xxxxxxx Bank Comm. Loan Operation $15,000,000
0000 Xxxxxxxxx Xxxxxxxxx, Xxxxxxxx #000
Xxxxxxxxxxxx, Xxxxxxx 00000
Attention: Participation Dept.
Telephone No.: (000) 000-0000
Telecopy No.: (000) 000-0000
Address for Notices:
Xxxxxxx Bank, N.A.
00 X. Xxxxx Xxxxxx
Xxxxxxxxxxxx, Xxxxxxx 00000
Attention: Xxxxx X. Xxxxxxx
Telephone No.: (000)-000-0000
Telecopy No.: (000)-000-0000
Wiring Instructions:
To: Xxxxxxx Bank, N.A.- Jacksonville
Jacksonville, Florida
ABA No.: # 063-000047
Account No.: 00100074863
Account Name: Regency Realty Inc.
Attention: Commercial Loan Accounting for Further Credit to Account
# 001396-10231
I-1
AD970090.069
Schedule A
New Guarantors
RRC FL Five, Inc. RRC JV One, Inc.
RRC Acquisitions, Inc.
Regency Atlanta, Inc.
Regency Retail Partnership, L.P.
