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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): December 30, 2010
Terreno Realty Corporation
(Exact name of registrant as specified in its charter)
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Maryland |
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001-34603 |
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27-1262675 |
(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.) |
16 Maiden Lane, Fifth Floor
San Francisco, CA 94108
(Address of principal executive offices) (Zip Code)
(415) 655-4580
(Registrants telephone number, including area code)
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 ( see General
Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement.
The information set forth under Item 2.03 Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a Registrant 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.
On December 30, 2010, Terreno Realty LLC, a wholly-owned subsidiary (the Borrower) of
Terreno Realty Corporation (the Company), increased its existing senior revolving credit facility
(the Credit Facility) from $50 million to $80 million by exercising the accordion feature under
the Credit Facility and entering into an Amended and Restated Senior Revolving Credit Agreement
(the Amended Credit Agreement) with KeyBank National Association, as administrative agent and as
a lender, KeyBanc Capital Markets Inc., in its capacity as the lead arranger, and PNC Bank,
National Association, and Union Bank, N.A., each of which entered into the Amended Credit Agreement
as a lender.
The amended credit facility (the Amended Credit Facility) under the Amended Credit Agreement
continues to be guaranteed by the Company and by substantially all of the Borrowers current and
to-be-formed subsidiaries that own a borrowing base property. In addition, the Amended Credit
Facility continues to be secured by a pledge of the Borrowers equity interests in the subsidiaries
that hold each of the borrowing base properties. Outstanding borrowings under the Amended Credit
Facility are limited to the lesser of $80 million or 50% of the value of the borrowing base
properties. Other than as described in this Current Report on Form 8-K, there were no other
material amendments to the Credit Facility. There were no outstanding borrowings under the Amended
Credit Facility as of December 31, 2010.
A copy of the Amended Credit Agreement is attached hereto as Exhibit 10.1. The foregoing
summary of the Amended Credit Facility is qualified in its entirety by reference to the Amended
Credit Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and
is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit |
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Number |
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Title |
10.1*
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Amended and Restated Senior Revolving Credit Agreement, dated as
of December 30, 2010, among Terreno Realty LLC, KeyBank National
Association, both individually as a Lender and as
Administrative Agent, KeyBanc Capital Markets as Lead
Arranger, and the several banks, financial institutions and other
entities which may from time to time become parties as additional
Lenders |
SIGNATURES
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.
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Terreno Realty Corporation
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Date: January 5, 2011 |
By: |
/s/ Michael A. Coke
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Michael A. Coke |
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President and Chief Financial Officer |
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EXHIBIT INDEX
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Exhibit |
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Number |
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Title |
10.1*
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Amended and Restated Senior Revolving Credit Agreement, dated as
of December 30, 2010, among Terreno Realty LLC, KeyBank National
Association, both individually as a Lender and as
Administrative Agent, KeyBanc Capital Markets as Lead
Arranger, and the several banks, financial institutions and other
entities which may from time to time become parties as additional
Lenders |