8-KMaterial AgreementsExhibits & Filings

REALTY INCOME CORP 8-K Report, Material Agreement (Apr 29, 2025)

Filed April 29, 2025For Securities:O

Summary

Realty Income Corporation (O) has filed an 8-K report detailing the execution of a Fourth Amended and Restated Credit Agreement, significantly enhancing its borrowing capacity and flexibility. This new agreement establishes a total of $4.0 billion in unsecured multicurrency revolving credit facilities, split into two facilities with maturities of two and four years, respectively. These facilities include options for extension and allow for significant multicurrency borrowing, with an accordion feature that can increase the total capacity to $5.0 billion. In addition to the corporate credit facilities, the company also entered into a separate credit agreement for its newly formed private capital vehicle, Realty Income U.S. Core Plus Aggregator II, LP. This fund-specific agreement provides up to $1.0 billion in unsecured revolving credit and up to $380.0 million in a delayed draw term loan, with provisions for an increase to $2.0 billion. These fund facilities are initially guaranteed by Realty Income Corp, which may be released upon the admission of third-party investors, and offer similar extension options and multicurrency borrowing capabilities.

Key Highlights

  • 1Realty Income entered into a Fourth Amended and Restated Credit Agreement for $4.0 billion in unsecured multicurrency revolving credit facilities.
  • 2The new credit facilities consist of two tranches: a $2.0 billion facility maturing in two years and a $2.0 billion facility maturing in four years.
  • 3The facilities include options for two six-month extensions at the Company's discretion.
  • 4An accordion feature allows for an aggregate increase of the credit facilities to up to $5.0 billion, subject to lender commitments.
  • 5A separate credit agreement for Realty Income's new private capital vehicle provides up to $1.0 billion in revolving credit and $380 million in delayed draw term loans, with potential for expansion to $2.0 billion.
  • 6Borrowing costs are based on benchmark rates (SOFR, SONIA, EURIBOR) plus an Applicable Margin tied to credit ratings (currently 0.725%) and a commitment fee (currently 0.125%).
  • 7The fund facilities are initially guaranteed by Realty Income Corp, impacting their applicable margin and commitment fee.

Frequently Asked Questions

Realty Income has established a total of $4.0 billion in unsecured multicurrency revolving credit facilities under its Fourth Amended and Restated Credit Agreement. Additionally, a separate agreement for its new private capital vehicle provides up to $1.0 billion in revolving credit and $380.0 million in delayed draw term loans.

The new corporate credit facilities are split into two main tranches: one $2.0 billion facility matures two years after the closing date (April 29, 2025), and another $2.0 billion facility matures four years after the closing date.

Yes, both the corporate credit facilities and the fund facilities include an accordion expansion feature. The corporate facilities can be increased up to $5.0 billion, and the fund facilities can be increased up to $2.0 billion, subject to obtaining lender commitments.

Borrowings bear interest at benchmark rates (SOFR for USD, SONIA for Sterling, EURIBOR for Euros) plus an Applicable Margin that is based on the Company's credit ratings. Currently, the Applicable Margin is 0.725% per annum for the corporate facilities. A commitment fee is also payable on the unused portion of the revolving commitments, currently at 0.125% per annum. The fund facilities' rates and fees are influenced by Realty Income's guarantee and the fund borrower's leverage ratio or credit ratings.