| Item 1.01 | Entry into a Material Definitive Agreement. |
On January 21, 2022, Invesco REIT Operating Partnership LP (the “Operating Partnership”), the Company, as guarantor, the subsidiary guarantors party thereto, and Bank of America, N.A., (the “Lender”) entered into the Second Amendment to Revolving Credit Facility (the “Second Amendment to the Credit Facility”) and LIBOR Transition Amendment (the “LIBOR Transition Amendment”), which amend the Operating Partnership’s $100 million revolving credit facility with the Lender, dated January 22, 2021 (the “Revolving Credit Facility”).
The Second Amendment to the Credit Facility, among other things, increases the maximum aggregate principal amount of the Revolving Credit Facility from $100 million to $150 million. The LIBOR Transition Amendment further amends the Revolving Credit Facility to transition from the London Interbank Offered Rate (“LIBOR”) to the Secured Overnight Financing Rate (“SOFR”), plus a related spread adjustment of 10 basis points (for a one month interest period), 15 basis points (for a three month interest period) or 25 basis points (for a six month interest period), as the benchmark rate of interest, such that borrowings under the Revolving Credit Facility, as amended, bear interest, at the Operating Partnership’s option, at a rate equal to SOFR plus the applicable spread adjustment, or a base rate, where the base rate is the highest of (1) the federal funds rate plus 0.5%, (2) the rate of interest as publicly announced by Bank of America as its “prime rate” or (3) the term SOFR rate plus 1.0%, in each case, plus an applicable margin that is based on our leverage ratio.
The summaries of the Second Amendment to the Credit Facility and the LIBOR Transition Amendment set forth above do not purport to be a complete summary of the terms thereof and are qualified in their entirety by the Second Amendment to the Credit Facility and the LIBOR Transition Amendment, copies of which are filed herewith and incorporated herein by reference.
| Item 3.02 | Unregistered Sales of Equity Securities. |
On January 18, 2022, the Company sold unregistered shares of Class T common stock, Class S common stock, Class D common Stock, Class I common stock and Class N common stock to certain persons affiliated with the Company or Invesco Advisers, Inc., the Company’s adviser. The price per share is equal to the net asset value (“NAV”) per share of such class of the Company’s common stock as of December 31, 2021. The offer and sale of those shares was exempt from the registration provisions of the Securities Act of 1933, as amended, by virtue of Section 4(a)(2) thereunder as they did not involve any public offering. The following table details the shares sold:
| | | | | | | | |
| | | Number of Shares Issued | | | Consideration | |
Class T Common Stock | | | 165,035 | | | $ | 5,000,000 | |
Class S Common Stock | | | 165,035 | | | $ | 5,000,000 | |
Class D Common Stock | | | 165,035 | | | $ | 5,000,000 | |
Class I Common Stock | | | 164,573 | | | $ | 5,000,000 | |
Class N Common Stock | | | 1,404,884 | | | $ | 43,000,000 | |
