Item 1.01 Entry into a Material Definitive Agreement.
On April 21, 2014, City Office REIT, Inc. (the "Company"), through its operating
partnership, City Office REIT Operating Partnership, L.P. (the "Operating
Partnership"), as parent borrower, entered into a credit agreement (the "Credit
Agreement") with KeyBank National Association ("KeyBank"), as administrative
agent, the other lenders party thereto and KeyBanc Capital Markets, as sole lead
arranger and sole book manager, providing for a secured revolving credit
facility in an aggregate principal maximum amount of $15,000,000 (the "Secured
Credit Facility"), consisting entirely of a $15,000,000 revolving credit loan
secured by a property known as Central Fairwinds, located in Orlando, Florida,
with a maturity date of April 21, 2016, subject to the Operating Partnership's
right to a 12-month extension. At the time of execution, the Secured Credit
Facility provided the Operating Partnership with the ability from time to time
to increase the size of the Secured Credit Facility up to a total of
$150,000,000 (the "Accordion Feature"). On June 13, 2014, in connection with the
addition of a property known as Plaza 25, located in Greenwood Village,
Colorado, as an additional collateral property, the Company, through the
Operating Partnership, exercised a portion of the Accordion Feature of the
Secured Credit Facility and entered into an amendment to the Credit Agreement
(the "First Amendment to Credit Agreement"), thereby increasing the aggregate
principal maximum amount available for borrowing under the Secured Credit
Facility to $30,000,000.
Copies of the Credit Agreement and the First Amendment to Credit Agreement are
included as Exhibits 10.1 and 10.2, respectively, hereto and are incorporated by
reference herein. The foregoing descriptions of the Credit Agreement and the
First Amendment to Credit Agreement do not purport to be complete and are
qualified in their entirety by reference to the full text of the agreements.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information set forth under Item 1.01 of this Current Report on Form 8-K is
hereby incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
10.1 Credit Agreement, dated as of April 21, 2014, by and among City Office
REIT Operating Partnership, L.P., KeyBank National Association and
KeyBanc Capital Markets, as sole lead arranger and sole book manager
10.2 First Amendment to Credit Agreement, dated as of June 13, 2014,
between and among City Office REIT Operating Partnership, L.P.,
KeyBank National Association and KeyBanc Capital Markets, as sole lead
arranger and sole book manager