Item 5. Other Information
Item 5. Other Information
On April 24, 2025, the Operating Partnership amended and restated its Revolving Facility and Term Loan Facility. The amendments provide for (i) revolving loan commitments of $ 1.25 billion under the Revolving Facility, scheduled to mature on April 30, 2029 (extending the applicable scheduled maturity date from June 30, 2026); and (ii) a continuation of the existing $ 500.0 million Term Loan Facility scheduled to mature on April 30, 2030 (extending the applicable scheduled maturity date from July 26, 2027). The Revolving Facility includes two six-month maturity extension options, the exercise of which are subject to customary conditions and the payment of a fee on the extended commitments. The interest rate applicable to the Revolving Facility was lowered (for the margins based on the Operating Partnership’s current credit ratings) to SOFR plus 85 basis points from an adjusted SOFR rate plus 85 basis points and the interest rate applicable to the Term Loan Facility was lowered (for the margins based on the Operating Partnership’s current credit ratings), to SOFR plus 95 basis points from an adjusted SOFR rate plus 95 basis points. The Unsecured Credit Facility provides the Company with the ability to obtain more favorable pricing in certain circumstances when the Company’s leverage ratio meets defined targets. The total capacity under the Unsecured Credit Facility as amended and restated on April 24, 2025 is $ 1.75 billion.
During the three months ended March 31, 2025, no director or officer of the Company adopted or terminated a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408(a) of Regulation S-K.
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Item 6. Exhibits
The following documents are filed as exhibits to this report:
Incorporated by Reference
Exhibit
Number Exhibit Description Form File No. Date of
Filing Exhibit
Number Filed
Herewith
4.1
Fourteenth Supplemental Indenture, dated March 4, 2025 between Brixmor Operating Partnership LP, as issuer, and The Bank of New York Mellon, as trustee 8-K 001-36160 3/4/2025 4.2
4.2
Form of Global Note representing the Notes (included in Exhibit 4.1) 8-K 001-36160 3/4/2025 4.3
10.1
Fourth Amended and Restated Revolving Credit Agreement, dated as of April 24, 2025, among Brixmor Operating Partnership LP, as borrower, JPMorgan Chase Bank, N.A., as administrative agent and the lenders from time to time party thereto — — — — x
10.2
Second Amended and Restated Term Loan Agreement, dated as of April 24, 2025, among Brixmor Operating Partnership LP, as borrower, Wells Fargo Bank, National Association, as administrative agent, and the lenders from time to time party thereto — — — — x
10.3
Third Amendment to Employment Agreement, dated February 5, 2025, by and between Brixmor Property Group Inc. and Mark T. Horgan 8-K 001-36160 2/7/2025 10.1
31.1
Brixmor Property Group Inc. Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 — — — — x
31.2
Brixmor Property Group Inc. Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 — — — — x
31.3
Brixmor Operating Partnership LP Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 — — — — x
31.4
Brixmor Operating Partnership LP Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 — — — — x
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Incorporated by Reference
Exhibit
Number Exhibit Description Form File No. Date of
Filing Exhibit
Number Filed
Herewith
32.1
Brixmor Property Group Inc. Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 — — — — x
32.2
Brixmor Operating Partnership LP Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 — — — — x
101.INS XBRL Instance Document — — — — x
101.SCH XBRL Taxonomy Extension Schema Document — — — — x
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document — — — — x
101.DEF XBRL Taxonomy Extension Definition Linkbase Document — — — — x
101.LAB XBRL Taxonomy Extension Label Linkbase Document — — — — x
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document — — — — x
104 Cover Page Interactive Data File (formatted as Inline XBRL and included in Exhibit 101) x
The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrants have duly caused this report to be signed on their behalf by the undersigned thereunto duly authorized.
BRIXMOR PROPERTY GROUP INC.
Date: April 28, 2025 By: /s/ James M. Taylor
James M. Taylor
Chief Executive Officer
(Principal Executive Officer)
Date: April 28, 2025 By: /s/ Steven T. Gallagher
Steven T. Gallagher
Chief Financial Officer
(Principal Financial Officer)
Date: April 28, 2025 By: /s/ Kevin Brydzinski
Kevin Brydzinski
Chief Accounting Officer
(Principal Accounting Officer)
BRIXMOR OPERATING PARTNERSHIP LP
By: Brixmor OP GP LLC, its general partner
By: BPG Subsidiary LLC, its sole member
Date: April 28, 2025 By: /s/ James M. Taylor
James M. Taylor
Chief Executive Officer
(Principal Executive Officer)
Date: April 28, 2025 By: /s/ Steven T. Gallagher
Steven T. Gallagher
Chief Financial Officer
(Principal Financial Officer)
Date: April 28, 2025 By: /s/ Kevin Brydzinski
Kevin Brydzinski
Chief Accounting Officer
(Principal Accounting Officer)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.