UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): September 7, 2022
NETSTREIT Corp.
(Exact Name of Registrant as Specified in its Charter)
| Maryland | | 001-39443 | | 84-3356606 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
2021 McKinney Avenue Suite 1150 Dallas, Texas | | 75201 |
| (Address of Principal Executive Offices) | | (Zip Code) |
972-200-7100
(Registrant’s telephone number, including area code)
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common Stock, $0.01 par value per share | NTST | The New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 1.01. Entry into a Material Definitive Agreement.
On September 7, 2022, NETSTREIT, L.P. (the “Borrower”) and NETSTREIT Corp. (the “Company”) entered into Amendment No. 6 (the “Amendment”) to the Company’s Amended and Restated Credit Agreement, dated December 23, 2019, by and among the Borrower, the Company, the financial institutions party thereto, Wells Fargo Bank, National Association, KeyBank National Association and Capital One, National Association, Trust Bank, Bank of Montreal, U.S. Bank National Association, PNC Bank, National Association and Regions Bank (the “Existing Credit Agreement”), in order to align the terms of the Credit Agreement with the Company’s Credit Agreement, dated August 11, 2022, by and among the Borrower, the Company, the several financial institutions party thereto as Lenders, PNC Bank, National Association, as Administrative Agent, Wells Fargo Bank, National Association and U.S. Bank, National Association, as Co-Syndication Agents, Capital One, National Association, The Huntington National Bank, Regions Bank, The Bank of Nova Scotia, TD Bank, N.A., and Truist Bank, as Co-Documentation Agents, PNC Capital Markets LLC, U.S. Bank, National Association and Wells Fargo Securities, LLC, as Joint Bookrunners and Joint Lead Arrangers, and PNC Capital Markets LLC, as Sustainability Structuring Agent (the “New Credit Agreement”). The Amendment, among other things, (i) conformed financial covenants to align with those in the New Credit Agreement; (ii) added carve-out to derivatives contracts negative covenant to permit forward sale transactions; (iii) conformed event of default materiality thresholds to align with those in New Credit Agreement; and (iv) added erroneous payments provisions.
The foregoing description of the Amendment is not complete and is qualified in its entirety by reference to the Amendment filed herewith as Exhibit 10.1 to this Current Report on Form 8-K, and such exhibit is 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 in Item 1.01 is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
| Exhibit No. | | Description |
| 10.1# | | Amendment No. 6 to Credit Agreement, dated September 7, 2022, to the Amended and Restated Credit Agreement, dated December 23, 2019 by and among NETSTREIT, L.P., NETSTREIT Corp., the financial institutions party thereto, Wells Fargo Bank, National Association, KeyBank National Association and Capital One, National Association, Trust Bank, Bank of Montreal, U.S. Bank National Association, PNC Bank, National Association and Regions Bank. |
| 104 | | Cover page interactive data file (embedded within the inline XBRL document). |
| | | |
| # | Certain of the exhibits and schedules to this exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5). The Registrant agrees to furnish a copy of all omitted exhibits and schedules to the SEC upon its request. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | | NETSTREIT Corp. |
| | | | |
| | September 12, 2022 | | /s/ ANDREW BLOCHER |
| | Date | | Andrew Blocher |
| | | | Chief Financial Officer, Treasurer and Secretary |
| | | | (Principal Financial Officer) |
