04/20/2026 | Press release | Distributed by Public on 04/20/2026 05:59
| Item 1.01. | Entry into a Material Definitive Agreement. |
On April 17, 2026, Acadia Realty Limited Partnership, a Delaware limited partnership (the "Operating Partnership"), its general partner, Acadia Realty Trust, a Maryland real estate investment trust (the "Company"), and certain of the Operating Partnership's subsidiaries as co-borrowers, entered into a Fourth Amended and Restated Credit Agreement (the "Fourth Amended and Restated Credit Facility") with Bank of America, N.A., as administrative agent (the "Administrative Agent"), Wells Fargo Bank, National Association, M&T Bank, Truist Bank, and PNC Bank, National Association, as syndication agents, BofA Securities, Inc. and Wells Fargo Securities, LLC, as joint bookrunners, BofA Securities, Inc., Wells Fargo Securities, LLC, M&T Bank, Truist Securities, Inc. and PNC Capital Markets LLC, as joint lead arrangers, Citizens Bank, N.A, JPMorgan Chase Bank, N.A. and TD Bank, as documentation agents, and the lenders and letter of credit issuers party thereto. The Fourth Amended and Restated Credit Facility amends and restates the Third Amended and Restated Credit Agreement entered into on April 15, 2024 by and among the same parties (as amended, the "Existing Credit Facility").
The Fourth Amended and Restated Credit Facility extends the term of the $525.0 million revolving credit facility (the "Revolving Facility") from April 15, 2028 to April 17, 2030 (with two additional six-month extension options), which includes the capacity to issue letters of credit in an amount of up to $60.0 million. The Fourth Amended and Restated Credit Facility also provides for a new $137.5 million term loan ("Term Loan A-3") with a maturity date of April 17, 2031 and increases the existing term loan of $400.0 million with a maturity date of April 15, 2028 to $512.5 million with a maturity date of April 17, 2031 ("Term Loan A-1" and, collectively with Term Loan A-2 (as defined below) and Term Loan A-3, the "Term Loan Facility"). Similar to the Existing Credit Facility, the Fourth Amended and Restated Credit Facility includes a term loan facility of $250.0 million with a maturity date of May 29, 2030 ("Term Loan A-2"). The Fourth Amended and Restated Credit Facility has an accordion feature to increase its capacity to up to $2.0 billion at the option of the Operating Partnership, subject to certain customary conditions.
The Company and certain subsidiaries of the Operating Partnership are the guarantors of the obligations of the Operating Partnership under the Fourth Amended and Restated Credit Facility. Prior to obtaining a credit rating of at least BBB- from S&P or Baa3 from Moody's, each subsidiary that owns properties included in calculating compliance with financial covenants will be required to be a guarantor under the Fourth Amended and Restated Credit Facility.
Borrowings under the Revolving Facility and the Term Loan Facility will accrue interest, at the Operating Partnership's election, at the Secured Overnight Financing Rate ("SOFR") plus an applicable margin or at the base rate plus an applicable margin. The base rate is the highest of (i) the Federal Funds Rate plus 0.5%, (ii) the Bank of America prime rate, (iii) one month Term SOFR plus 1%, and (iv) 1%. The applicable margin is a percentage per annum based on (i) a pricing level determined by the Company's leverage ratio, or (ii) a pricing level determined by the Company's debt ratings if the Operating Partnership makes an irrevocable credit rating election after obtaining a credit rating of at least BBB- from S&P or Baa3 from Moody's. As of the closing date, (i) for the revolving credit facility, the applicable margin for SOFR loans was 1.00% and the applicable margin for base rate loans was 0.00%, (ii) for Term Loan A-1 and Term Loan A-3, the applicable margin for SOFR loans was 1.15% and the applicable margin for base rate loans was 0.15% and (iii) for Term Loan A-2, the applicable margin for SOFR loans was 1.20% and the applicable margin for base rate loans was 0.20%.
The Operating Partnership has the right to terminate or reduce unused commitments under any facility without penalty or premium.
The Fourth Amended and Restated Credit Facility is subject to compliance with a number of customary restrictive covenants, including financial covenants. The Fourth Amended and Restated Credit Facility also includes certain limitations on dividend payouts and distributions, and other customary affirmative and negative covenants.
The above summary of the Fourth Amended and Restated Credit Facility does not purport to be complete and is qualified in its entirety by reference to the full text of the Fourth Amended and Restated Credit Facility, a copy of 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. |
The information set forth under Item 1.01 of this Current Report on Form 8-K is hereby incorporated in this Item 2.03 by reference.